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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 23, 2025

BLUE OWL TECHNOLOGY INCOME CORP.
(Exact name of Registrant as Specified in Its Charter)
Maryland
814-01445
87-1346173
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
399 Park Avenue
New York, NY
10022
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (212) 419-3000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
None None None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 3.02. Unregistered Sale of Equity Securities

As of July 1, 2025, Blue Owl Technology Income Corp. (the “Company,” “we” or “us”) sold unregistered shares of its Class I common stock to feeder vehicles primarily created to hold the Company’s Class I shares. The offer and sale of these Class I shares was exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and/or Regulation S thereunder (the “Private Offering”). The following table details the shares sold:
Date of Unregistered SaleApproximate Number of Shares of Class I Common StockConsideration
As of July 1, 2025 (number of shares finalized on July 23, 2025)
455,734 $4,725,956 

Item 8.01. Other Events.

Distribution

On May 6, 2025, the Company’s board of directors declared the following monthly distribution payable on or before August 31, 2025 to shareholders of record as of July 31, 2025, respectively.

Class of Common Shares
Gross Distributions
Shareholder Servicing Fee (1)
Net Distributions (1)
Class S
$0.074775 $0.007224 $0.067551 
Class D
$0.074775 $0.002125 $0.072650 
Class I
$0.074775 $0.000000 $0.074775 

(1) Based on April 30, 2025 net asset value.

Status of the Offering

The Company is currently publicly offering on a continuous basis up to $5.0 billion (the “Offering”) in shares of Class S, Class D and Class I common stock (the “Shares”). Additionally, the Company has sold unregistered Shares as part of the Private Offering. The following table lists the Shares issued and total consideration for both the Offering and the Private Offering as of the date of this filing. The table below does not include Shares issued through the Company’s distribution reinvestment plan.

OfferingCommon Shares IssuedTotal Consideration
Class S Shares86,625,749 $895,021,538 
Class D Shares3,344,381 34,164,508 
Class I Shares39,012,013 400,303,725 
Private Offering
Class I Shares230,145,165 2,352,074,852 
Total Offering and Private Offering*359,127,308 $3,681,564,623 

*Includes seed capital of $1,000 contributed by Blue Owl Technology Credit Advisors LLC, an affiliate of Blue Owl Technology Credit Advisors II LLC (the “Adviser”), in September 2021 and approximately $50.0 million in gross proceeds raised from entities affiliated with the Adviser.





July 1, 2025 Public Offering Price
In accordance with the Company’s share pricing policy, we intend to sell our shares on the first business day of each month at a net offering price that we believe reflects the net asset value per share at the end of the preceding month. The July 1, 2025 public offering price for each of our share classes is equal to such class’s NAV per share as of June 30, 2025, plus applicable maximum upfront sales load.

Net Asset Value (per share)
Class S$10.37
Class D$10.37
Class I$10.37

The average debt-to-equity leverage ratio during the month-to-date period ended June 30, 2025 was 0.70x. The table below summarizes the company’s committed debt capacity and drawn amounts as of June 30, 2025.

($ in thousands) Aggregate Principal Committed  Outstanding Principal
Revolving Credit Facility$1,050,000 $496,217 
SPV Asset Facility I750,000 464,000 
SPV Asset Facility II500,000 361,000 
SPV Asset Facility III550,000 375,000 
SPV Asset Facility IV350,000 330,000 
Athena CLO III270,000 270,000 
Series 2023A Notes100,000 100,000 
Series 2023B Notes - Tranche A100,000 100,000 
Series 2023B Notes - Tranche B75,000 75,000 
Total Debt$3,745,000 $2,571,217 

Of the Company’s committed debt capacity, $2.5 billion (95.9%) is in floating rate leverage based on drawn amounts.

Portfolio Update
As of June 30, 2025, we had debt investments in 176 portfolio companies with an aggregate par value of $5.7 billion. As of June 30, 2025, based on par value, our portfolio consisted of 91.2% first lien debt investments, 3.5% second lien debt investments, 1.1% unsecured debt investments, 2.9% preferred equity investments, 1.2% common equity investments and 0.1% joint venture investments. As of June 30, 2025, 99.2% of the debt investments based on par value in our portfolio were at floating rates. The table below describes investments by industry composition based on par value, excluding equity investments, as of June 30, 2025.

Industry
Par
($ in thousands)
% of Par
Systems Software$766,878 13.7 %
Application Software752,926 13.2 %
Health Care Technology750,057 13.2 %
Insurance440,699 7.7 %
Professional Services347,534 6.1 %
Diversified Financial Services343,113 6.0 %



Industry
Par
($ in thousands)
% of Par
Health Care Providers & Services316,737 5.6 %
IT Services245,063 4.3 %
Health Care Equipment & Supplies173,247 3.0 %
Commercial Services & Supplies172,701 3.0 %
Diversified Consumer Services158,036 2.8 %
Food & Staples Retailing155,287 2.7 %
Life Sciences Tools & Services125,486 2.2 %
Buildings & Real Estate99,676 1.8 %
Equity Real Estate Investment Trusts (REITs)99,291 1.7 %
Real Estate Management & Development73,134 1.3 %
Entertainment70,064 1.2 %
Banks60,902 1.1 %
Containers & Packaging50,040 0.9 %
Industrial Conglomerates48,258 0.8 %
Aerospace & Defense47,994 0.8 %
Machinery36,362 0.6 %
Media34,537 0.6 %
Consumer Finance32,666 0.6 %
Wireless Telecommunication Services32,597 0.6 %
Hotels, Restaurants & Leisure31,615 0.6 %
Beverages31,037 0.5 %
Construction & Engineering29,758 0.5 %
Internet & Direct Marketing Retail29,678 0.5 %
Airlines20,800 0.4 %
Diversified Telecommunication Services20,000 0.4 %
Food Products19,041 0.3 %
Household Products18,955 0.3 %
Multiline Retail16,682 0.3 %
Capital Markets12,571 0.2 %
Water Utilities10,561 0.2 %
Pharmaceuticals10,150 0.2 %
Building Products6,317 0.1 %
Total$5,690,450 100.0 %

Past performance is not necessarily indicative of future performance, and there can be no assurance that we will achieve comparable investment results, or that any targeted returns will be met.

Statements contained herein that are not historical facts are based on current expectations, estimates, projections, opinions, and/or beliefs of our management. Such statements involve known and unknown risks, uncertainties, and other factors, and undue reliance should not be placed thereon. Certain information contained herein constitutes “forward-looking statements,” which can be identified by the use of terms such as “may”, “will”, “should”, “expect”, “project”, “estimate”, “intend”, “continue”, “target”, or “believe” (or the negatives thereof) or other variations thereon or comparable terminology. Due to various risks and uncertainties, actual events or results or our



actual performance may differ materially from those reflected or contemplated in such forward-looking statements. As a result, investors should not rely on such forward-looking statements in making their investment decisions.

The estimates presented above are based on management’s preliminary determinations only and, consequently, the data set forth in our Form 10-Q or 10-K may differ from these estimates, and any such differences may be material. In addition, the information presented above does not include all of the information regarding our financial condition and results of operations that may be important to investors. As a result, investors are cautioned not to place undue reliance on the information presented above. The information presented above is based on management’s current expectations that involve substantial risk and uncertainties that could cause actual results to differ materially from the results expressed in, or implied by, such information. We assume no duty to update these preliminary estimates except as required by law.

Neither KPMG LLP, our independent registered public accounting firm, nor any other independent accountants, have audited, reviewed, compiled or performed procedures with respect to the preliminary financial data contained herein. Accordingly, KPMG LLP does not express an opinion or any form of assurance with respect thereto and assumes no responsibility for, and disclaims any association with, this information.





SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be singed on its behalf by the undersigned thereunto duly authorized.



Blue Owl Technology Income Corp.
Dated:
July 24, 2025
By:
/s/ Jonathan Lamm
Name: Jonathan Lamm
Title: Chief Operating Officer and Chief Financial Officer