OBDC 8-K

BLUE OWL CAPITAL CORPORATION

Date: September 8, 2026

/s/ Jonathan Lamm

Jonathan Lamm

Chief Operating Officer and Chief Financial Officer

Blue Owl Capital Corp (OBDC)

8-K 2026-09-08 For: 2026-09-02

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Added on September 08, 2026

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Exhibit No.		Description

10.1*		Indenture and Security Agreement, dated as of September 2, 2026, by and between Owl Rock CLO XXVI, LLC, as Issuer, and The Bank of New York Mellon Trust Company, National Association, as Trustee.

10.2		Collateral Management Agreement, dated as of September 2, 2026, by and between Owl Rock CLO XXVI, LLC, as Issuer, and Blue Owl Credit Advisors LLC, as Collateral Manager.

10.3*		Class A-L Credit Agreement, dated as of September 2, 2026, among Owl Rock CLO XXVI, LLC, as Borrower, the Lenders party thereto, and The Bank of New York Mellon Trust Company, National Association, as Loan Agent and Trustee.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).


		Page
ARTICLE I

DEFINITIONS

Section 1.1	Definitions		2
Section 1.2	Usage of Terms		76
Section 1.3	Assumptions as to Assets		77

ARTICLE II

THE SECURITIES

Section 2.1	Forms Generally		80
Section 2.2	Forms of Notes		80
Section 2.3	Authorized Amount; Stated Maturity; Denominations		81
Section 2.4	Additional Securities		83
Section 2.5	Execution, Authentication, Delivery and Dating		84
Section 2.6	Registration, Registration of Transfer and Exchange		85
Section 2.7	Mutilated, Defaced, Destroyed, Lost or Stolen Note		94
Section 2.8	Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved		95
Section 2.9	Persons Deemed Owners		98
Section 2.10	Cancellation		98
Section 2.11	DTC Ceases to Be Depository		98
Section 2.12	Non-Permitted Holders		99
Section 2.13	Treatment and Tax Certifications		101

ARTICLE III

CONDITIONS PRECEDENT

Section 3.1	Conditions to Issuance and Incurrence of Securities on Closing Date		102
Section 3.2	Conditions to Issuance and Incurrence of Additional Securities		105
Section 3.3	Custodianship; Delivery of Collateral Obligations and Eligible Investments		107

ARTICLE IV

SATISFACTION AND DISCHARGE

Section 4.1	Satisfaction and Discharge of Indenture		108
Section 4.2	Application of Trust Money		110
Section 4.3	Repayment of Monies Held by Paying Agent		110
Section 4.4	Limitation on Obligation to Incur Administrative Expenses		110


ARTICLE V

REMEDIES

Section 5.1	Events of Default	110
Section 5.2	Acceleration of Maturity; Rescission and Annulment	112
Section 5.3	Collection of Indebtedness and Suits for Enforcement by Trustee	114
Section 5.4	Remedies	115
Section 5.5	Optional Preservation of Assets	118
Section 5.6	Trustee May Enforce Claims without Possession of Debt	119
Section 5.7	Application of Money Collected	119
Section 5.8	Limitation on Suits	120
Section 5.9	Unconditional Rights of Holders to Receive Principal and Interest	120
Section 5.10	Restoration of Rights and Remedies	121
Section 5.11	Rights and Remedies Cumulative	121
Section 5.12	Delay or Omission Not Waiver	121
Section 5.13	Control by Majority of Controlling Class	121
Section 5.14	Waiver of Past Defaults	122
Section 5.15	Undertaking for Costs	122
Section 5.16	Waiver of Stay or Extension Laws	123
Section 5.17	Sale of Assets	123
Section 5.18	Action on the Debt	124

ARTICLE VI

THE TRUSTEE

Section 6.1	Certain Duties and Responsibilities	124
Section 6.2	Notice of Event of Default	126
Section 6.3	Certain Rights of Trustee	126
Section 6.4	Not Responsible for Recitals or Issuance of Debt	130
Section 6.5	May Hold Securities	130
Section 6.6	Money Held for the Benefit of the Secured Parties	130
Section 6.7	Compensation and Reimbursement	130
Section 6.8	Corporate Trustee Required; Eligibility	131
Section 6.9	Resignation and Removal; Appointment of Successor	132
Section 6.10	Acceptance of Appointment by Successor	133
Section 6.11	Merger, Conversion, Consolidation or Succession to Business of Trustee	134
Section 6.12	Co-Trustees	134
Section 6.13	Certain Duties of Trustee Related to Delayed Payment of Proceeds and the Assets	135
Section 6.14	Authenticating Agents	136
Section 6.15	Withholding	136
Section 6.16	Fiduciary for Holders Only; Agent for Each Other Secured Party	137
Section 6.17	Representations and Warranties of the Bank	137


ARTICLE VII

COVENANTS
Section 7.1	Payment of Principal and Interest	138
Section 7.2	Maintenance of Office or Agency	138
Section 7.3	Money for Debt Payments to Be Held for the Benefit of the Secured Parties	139
Section 7.4	Existence of the Issuer	141
Section 7.5	Protection of Assets	142
Section 7.6	Opinions as to Assets	143
Section 7.7	Performance of Obligations	143
Section 7.8	[Reserved]	143
Section 7.9	Negative Covenants	143
Section 7.10	Statement as to Compliance	145
Section 7.11	The Issuer May Consolidate, etc.	146
Section 7.12	Successor Substituted	147
Section 7.13	No Other Business	148
Section 7.14	Annual Rating Review	148
Section 7.15	Reporting	148
Section 7.16	Calculation Agent	149
Section 7.17	Certain Tax Matters	151
Section 7.18	Effective Date; Purchase of Additional Collateral Obligations	152
Section 7.19	Representations Relating to Security Interests in the Assets	154
Section 7.20	Limitation on Long Dated Obligations	157
Section 7.21	Proceedings	157
Section 7.22	Involuntary Bankruptcy Proceedings	158
Section 7.23	Sanctions	158

ARTICLE VIII

SUPPLEMENTAL INDENTURES

Section 8.1	Supplemental Indentures without Consent of Holders	158
Section 8.2	Supplemental Indentures with Consent of Holders	162
Section 8.3	Execution of Supplemental Indentures	164
Section 8.4	Effect of Supplemental Indentures	165
Section 8.5	Reference in Debt to Supplemental Indentures	166
Section 8.6	Hedge Agreements	166
Section 8.7	Effect of a Benchmark Transition Event	166


ARTICLE IX

REDEMPTION OF DEBT

Section 9.1	Mandatory Redemption	167
Section 9.2	Optional Redemption	167
Section 9.3	Tax Redemption	171
Section 9.4	Redemption Procedures	171
Section 9.5	Debt Payable on Redemption Date	173
Section 9.6	Special Redemption	174
Section 9.7	Optional Re-Pricing	174
Section 9.8	Clean-Up Call Redemption	177

ARTICLE X

ACCOUNTS, ACCOUNTINGS AND RELEASES

Section 10.1	Collection of Money	178
Section 10.2	Collection Account	179
Section 10.3	Transaction Accounts	181
Section 10.4	The Revolver Funding Account	184
Section 10.5	Contributions	185
Section 10.6	Reinvestment of Funds in Accounts; Reports by Trustee	185
Section 10.7	Accountings	186
Section 10.8	Release of Assets	194
Section 10.9	Reports by Independent Accountants	195
Section 10.10	Reports to Rating Agency and Additional Recipients	197
Section 10.11	Procedures Relating to the Establishment of Accounts Controlled by the Trustee	197
Section 10.12	Section 3(c)(7) Procedures	198

ARTICLE XI

APPLICATION OF MONIES

Section 11.1	Disbursements of Monies from Payment Account	201

ARTICLE XII

SALE OF COLLATERAL OBLIGATIONS;
PURCHASE OF ADDITIONAL COLLATERAL OBLIGATIONS

Section 12.1	Sales of Collateral Obligations	206
Section 12.2	Purchase of Additional Collateral Obligations	208
Section 12.3	Optional Purchase or Substitution of Collateral Obligations	211
Section 12.4	Conditions Applicable to All Sale and Purchase Transactions	214


ARTICLE XIII

HOLDERS’ RELATIONS
Section 13.1	Subordination	215
Section 13.2	Standard of Conduct	215

ARTICLE XIV

MISCELLANEOUS

Section 14.1	Form of Documents Delivered to Trustee	215
Section 14.2	Acts of Holders	217
Section 14.3	Notices, etc. to the Trustee, the Loan Agent, the Issuer, the Collateral Manager, the Initial Purchaser, the Collateral Administrator and the Rating Agency	218
Section 14.4	Notices to Holders; Waiver	219
Section 14.5	Effect of Headings and Table of Contents	220
Section 14.6	Successors and Assigns	220
Section 14.7	Severability	221
Section 14.8	Benefits of Indenture	221
Section 14.9	[Reserved]	221
Section 14.10	Governing Law	221
Section 14.11	Submission to Jurisdiction	221
Section 14.12	Waiver of Jury Trial	221
Section 14.13	Counterparts	222
Section 14.14	Acts of Issuer	222
Section 14.15	Confidential Information	223
Section 14.16	17g-5 Information	224

ARTICLE XV

ASSIGNMENT OF CERTAIN AGREEMENTS

Section 15.1	Assignment of Collateral Management Agreement	226


Schedule 1		List of Collateral Obligations
Schedule 2		S&P Industry Classifications
Schedule 3		Moody’s Rating Definitions
Schedule 4		S&P Recovery Rate Tables
Schedule 5		Moody’s Equivalent Diversity Score Classification
Exhibit A		Forms of Secured Note
Exhibit B		Forms of Transfer and Exchange Certificates
B-1		Form of Transferor Certificate for Transfer to Regulation S Global Note
B-2		Form of Transferor Certificate for Transfer to Rule 144A Global Note or Certificated Note
B-3		Form of Transferee Certificate
Exhibit C		Form of Note Owner Certificate
Exhibit D		Form of Weighted Average S&P Recovery Rate Notice
Exhibit E		Form of Notice of Purchase or Substitution
Exhibit F		Form of Credit Agreement


% Limit		Country or Countries
15.0%		All countries (in the aggregate) other than the United States;
10.0%		Canada;
10.0%		all countries (in the aggregate) other than the United States, Canada and the United Kingdom;
5.0%		any individual Group I Country;
2.5%		all Group II Countries in the aggregate;
2.5%		any individual Group II Country;
2.0%		all Group III Countries in the aggregate; and
2.5%		all Tax Jurisdictions in the aggregate;


Class		Initial S&P Rating
Class A-1 Notes		“AAA (sf)”
Class A-F Notes		“AAA (sf)”
Class A-L Loans		“AAA (sf)”
Class B Notes		“AA (sf)”
Class C Notes		“A (sf)”


S&P Rating	Moody’s Equivalent Rating Factor	S&P Rating	Moody’s Equivalent Rating Factor
	1	BB+	940
AA+	10	BB	1,350
AA	20	BB-	1,766
AA-	40	B+	2,220
A+	70	B	2,720
A	120	B-	3,490
A-	180	CCC+	4,770
BBB+	260	CCC	6,500
BBB	360	CCC-	8,070
BBB-	610	CC or lower or SD	10,000


S&P’s credit rating of Selling Institution	Aggregate Percentage Limit			Individual Percentage Limit
AAA		20	%		20	%
AA+		10	%		10	%
AA		10	%		10	%
AA-		10	%		10	%
A+		5	%		5	%
A		5	%		5	%
Below A		0	%		0	%


For each Fixed Rate Obligation, the stated interest coupon on such Collateral Obligation		X		The principal balance of such Collateral Obligation (excluding the unfunded portion of any Delayed Drawdown Collateral Obligations or Revolving Collateral Obligations)


Weighted Average Life Value
Closing Date		8.00
Payment Date in January 2027		7.62
Payment Date in April 2027		7.37
Payment Date in July 2027		7.12
Payment Date in October 2027		6.87
Payment Date in January 2028		6.62
Payment Date in April 2028		6.37
Payment Date in July 2028		6.12
Payment Date in October 2028		5.87
Payment Date in January 2029		5.62
Payment Date in April 2029		5.37
Payment Date in July 2029		5.12
Payment Date in October 2029		4.87
Payment Date in January 2030		4.62
Payment Date in April 2030		4.37
Payment Date in July 2030		4.12
Payment Date in October 2030		3.87
Payment Date in January 2031		3.62
Payment Date in April 2031		3.37
Payment Date in July 2031		3.12
Payment Date in October 2031		2.87
Payment Date in January 2032		2.62
Payment Date in April 2032		2.37
Payment Date in July 2032		2.12
Payment Date in October 2032		1.87
Payment Date in January 2033		1.62
Payment Date in April 2033		1.37
Payment Date in July 2033		1.12
Payment Date in October 2033		0.87


Weighted Average Life Value
Payment Date in January 2034		0.62
Payment Date in April 2034		0.37
Payment Date in July 2034		0.12
Payment Date in October 2034 and after		0


THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee

By:		/s/ Nancy Poetsch
		Name: Nancy Poetsch
		Title: Vice President


		(a)		If to the Issuer:

				Owl Rock CLO XXVI, LLC
				c/o Puglisi & Associates
				850 Library Avenue Suite 204
				Newark, Delaware 19711

		(b)		If to the Collateral Manager:

				Blue Owl Credit Advisors LLC
				399 Park Avenue, 37^th Floor
				New York, New York 10022
				Attention: Jonathan Lamm
				E-mail Address:

		(c)		If to the Trustee:

				The Bank of New York Mellon Trust Company, National Association
				601 Travis Street 16^th Floor Houston, Texas 77002
				Attention: Global Corporate Trust – Owl Rock CLO XXVI, LLC Email: [email protected]

		(d)		If to S&P:
				S&P Global Ratings 55 Water Street, 41^st Floor New York, New York 10041
				Attention: Structured Credit–CDO Surveillance

		(e)		If to the Holders:
				At their respective addresses set forth on the Register.


BLUE OWL CREDIT ADVISORS LLC

By:		/s/ Karin Kringen
		Name: Karin Kringen
		Title: Authorized Signatory

OWL ROCK CLO XXVI, LLC

By:		/s/ Donald J. Puglisi
		Name: Donald J. Puglisi
		Title: President


OWL ROCK CLO XXVI, LLC, as Issuer

By:		/s/ Donald J. Puglisi
		Name: Donald J. Puglisi
		Title: President


		Page

ARTICLE I

DEFINITIONS AND INTERPRETATION

Section 1.1	Defined Terms		1
Section 1.2	Use of Defined Terms		2
Section 1.3	Interpretation		2
Section 1.4	Accounting Matters		3
Section 1.5	Conflict between Credit Documents		3
Section 1.6	Legal Representation of the Parties		3

ARTICLE II

SECURED LOANS; PAYMENTS

Section 2.1	Commitment of Each Lender		3
Section 2.2	Borrowing Procedure		3
Section 2.3	Principal Payments and Prepayments		4
Section 2.4	Interest		4
Section 2.5	Re-Pricing of the Secured Loans		5
Section 2.6	Method and Place of Payment		5
Section 2.7	Subordination		6
Section 2.8	Lender Reporting Obligations		7
Section 2.9	Treatment as Class A Debt		8
Section 2.10	Conversion		8

ARTICLE III

CONDITIONS TO CREDIT EXTENSIONS

Section 3.1	Closing Date		8

ARTICLE IV

COVENANTS, REPRESENTATIONS, WARRANTIES

Section 4.1	Payment of Principal and Interest		9
Section 4.2	Maintenance of Office or Agency		9
Section 4.3	Funds for Payment		9
Section 4.4	Existence of Borrower		9
Section 4.5	Protection of Assets		9


Section 4.6	Opinions as to Assets	9
Section 4.7	Performance of Obligations	9
Section 4.8	Negative Covenants	9
Section 4.9	Statement as to Compliance	9
Section 4.10	The Issuer May Consolidate, etc.	10
Section 4.11	Successor Substituted	10
Section 4.12	No Other Business	10
Section 4.13	Annual Rating Review	10
Section 4.14	Calculation Agent	10
Section 4.15	Certain Tax Matters	10
Section 4.16	Objection to Bankruptcy Proceeding	10
Section 4.17	Sanctions; Anti-Corruption	10
Section 4.18	Representations and Warranties Concerning Assets	11

ARTICLE V

EVENTS OF DEFAULT

Section 5.1	Events of Default	12
Section 5.2	Remedies	12
Section 5.3	Notice	12

ARTICLE VI

THE TRUSTEE; LOAN AGENT

Section 6.1	Trustee	12
Section 6.2	Appointment of the Loan Agent; Nature of Duties	13
Section 6.3	Certain Rights of the Loan Agent	15
Section 6.4	Not Responsible for Recitals or Borrowing of Secured Loans	17
Section 6.5	May Be a Lender	17
Section 6.6	Compensation and Reimbursement	17
Section 6.7	Loan Agent Required; Eligibility	18
Section 6.8	Resignation and Removal of Loan Agent; Appointment of Successor	19
Section 6.9	Acceptance of Appointment by Successor Agent	20
Section 6.10	Merger, Conversion, Consolidation or Succession to Business of the Loan Agent	20
Section 6.11	Representations and Warranties of the Loan Agent	21
Section 6.12	USA PATRIOT Act	21
Section 6.13	Withholding	21
Section 6.14	Lack of Reliance on the Loan Agent	22


Annex X		Definitions

Exhibit A		Form of Assignment Agreement
Exhibit B		Form of Borrowing Request

Schedule 1		Initial Lenders
Schedule 2		Addresses for Notices


OWL ROCK CLO XXVI, LLC, as Borrower

By:		/s/ Donald J. Puglisi
		Name: Donald J. Puglisi
		Title: President


STATE STREET BANK AND TRUST COMPANY, as Initial Lender

By:		/s/ Stephen Lynch
		Name: Stephen Lynch
		Title: Vice President