BLUE OWL CAPITAL INC. appointed Alan J. Kirshenbaum as new CEO

Item 5.02. 
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 


Upon the consummation of the Transactions, and in accordance with the terms of the Business Combination Agreement, each executive officer of Altimar ceased serving in such capacities and Kevin Beebe, Payne Brown, Richard M. Jelinek, Roma Khanna, John Kim, Michael Rubenstein, Vijay Sondhi and Michael Vorhaus ceased serving on Altimar's board of directors. Claudia Holz, Andrew S. Komaroff, Marc S. Lipschultz, Douglas I. Ostrover, Craig W. Packer, Stacey Polley, Michael Rees, Sean Ward and Dana Weeks were appointed as directors of Blue Owl and Douglas I. Ostrover was elected Chairman of the Board. 


17 


Upon the consummation of the Transactions, the Company established an audit committee. Claudia Holz, Stacy Polley and Dana Weeks were appointed to serve on the Company's audit committee, with Claudia Holz serving as the chair and qualifying as an audit committee financial expert, as such term is defined in Item 407(d)(5) of Regulation S-K. 

Upon the consummation of the Transactions, the Company established an executive committee consisting of Alan J. Kirshenbaum, Andrew Laurino, Craig W. Packer, Doug I. Ostrover, Marc S. Lipschultz, Michael Rees and Sean Ward. 

Following the consummation of the Transactions, the non-employee directors of Blue Owl will be entitled to the following compensation for their service on the Board: (i) an annual cash retainer of $150,000; (ii) an equity retainer with a grant date fair value equal to $100,000; (iii) an annual cash retainer of $50,000 for the chair of the audit committee; and (iv) an annual cash retainer of $25,000 for other members of the audit committee. Each grant of equity-based awards described above will vest in full on the first anniversary of the grant date subject to continued services on the Board. It is expected that directors affiliated with Neuberger will waive their right to any compensation payable pursuant to this program. 

Additionally, upon consummation of the Transactions, Junot Foradada was appointed as Chief Accounting Officer; Alan J. Kirshenbaum was appointed as Chief Financial Officer; Andrew Laurino was appointed as Senior Managing Director; Marc S. Lipschultz was appointed as Co-President; Douglas I. Ostrover was appointed as Chief Executive Officer; Craig W. Packer was appointed as Senior Managing Director; Andrew R. Polland was appointed as Chief Operating Officer; and Neena A. Reddy was appointed as General Counsel and Secretary; Michael Rees was appointed as Co-President; Sean Ward was appointed as Senior Managing Director. 

Reference is made to the disclosure described in the Proxy Statement/Prospectus in the section titled “Management Following the Business Combination” beginning on page 335 and to the information included under the heading “Directors and Executive Officers” in Item 2.01 of this Form 8-K for biographical information about each of the directors and officers following the Transactions, which is incorporated herein by reference. 

The information set forth under Item 1.01. Entry into a Material Definitive Agreement—Indemnification Agreements and 2021 Omnibus Plan of this Current Report on Form 8-K is incorporated herein by reference. The material terms of certain transaction-related awards granted by the Company prior to the Business Combination are described in the Proxy Statement/Prospectus in the section titled “Executive Compensation—Pre-Business Combination Company Executive Officer and Director Compensation” beginning on page 330 and are incorporated herein by reference.