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Blue Owl Technology Finance Corp.

For the period ended Jun 25, 2026. Filed Apr 1, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 25, 2026 · Filed Apr 1, 2026

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OTF$9.51-0.2%Stored close · as of Nov 6, 2026
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Contents

Cover page

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule

14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

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Securities Exchange Act of 1934

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Letter from the CEO

Dear shareholders:

On behalf of our Board of Directors and our entire team, I am pleased to invite you to the 2026 annual meeting of shareholders for Blue Owl Technology Finance Corp. (“OTF”). The meeting will be held on June 25, 2026 at 9:30 a.m. Eastern Time and, consistent with prior years, will be conducted virtually. Meeting details can be found on the Notice of Annual Meeting of Shareholders that follows.

This year’s agenda includes votes tore-elect two Board members andre-ratify the appointment of KPMG LLP as our independent registered public accounting firm. More information on these proposals can be found beginning on page 10 of our proxy statement. Our Board unanimously recommends that you vote FOR each of the proposals.

Your vote is very important to us. Whether or not you plan to attend the virtual meeting, we ask that your shares be represented and voted.

Our Year

In 2025, we delivered a 10.9% return on equity 1 (ROE). We paid $1.42 per share in dividends to our shareholders and most recently, delivered an annualized dividend yield 2 of 9.2%, reflecting the strong credit quality of our portfolio and its consistent income generation. In February, our Board declared a first quarter regular dividend of $0.35 per share, consistent with our last quarterly dividend, in addition to three previously declared upcoming quarterly $0.05 special dividends, providing shareholders with visibility into OTF’s ongoing return profile as a public BDC. Since inception in 2018, OTF has generated an 11.6% total return 3, comparing favorably to public market alternatives and providing a premium of 6.1% relative to leverage loans, 6.3% relative to high yield bonds, and 9.5% relative to traditional fixed income investments. 4

The OTF portfolio performed well in 2025, and we believe this resilience reflects our disciplined underwriting approach, including our focus on lending to the upper middle market, our positioning at the top of the capital structure, and our emphasis on diversification. As of December 31, 2025, the portfolio spanned 199 portfolio companies and 39 industries, with an average position size of 0.5% of the total portfolio. Senior secured investments represented 81% of the portfolio at fair value and the weighted average loan-to-value 5 was 34%, meaning our borrowers would need to lose more than 60% of their value for our investment to be impaired. Overall, we believe the efficacy of our underwriting approach is reflected in OTF’s lownon-accrual rate of 0.2% at fair value and in our performance track record since inception. Over that period, OTF’s NAV has increased approximately 16% and, importantly, the portfolio has generated annual net realized gains in excess of losses.6

2025 was a year of meaningful progress for OTF. We successfully completed our merger with Blue Owl Technology Finance Corp. II (OTF II) and publicly listed on the New York Stock Exchange, increasing OTF’s scale, diversification and liquidity. We also deployed over $4.8 billion into investments 7 in 2025, which, when coupled with our backlog, positions us to end the first quarter of 2026 at the bottom end of our targeted leverage range. This will continue to translate into increased earnings into the future.

Turning to our balance sheet, we took several steps to improve our funding flexibility and reduce our costs, generating approximately $10 million in annualrun-rate interest expense savings from recent initiatives. We added lower-cost secured capacity through CLO and SPV facilities, amended higher-cost legacy financings, and issued a $400 million unsecured bond in January 2026.

Recently, concerns that AI could disrupt software business models drove a broad selloff across technology and SaaS equities. We believe this ultimately pressured public BDC valuations as well. Software has long been a meaningful contributor to our performance, and we built dedicated technology investing capabilities to match the opportunity.

Our technology strategy is supported by a dedicated team of more than 40 technology investment professionals within our broader direct lending platform of approximately 130 professionals. Organized across key subsectors, including cybersecurity, healthcare IT and fintech, the team brings deep domain expertise and long-standing experience navigating complex ecosystems, particularly in times of technology transitions.

AI represents a transformational shift for the software sector. We believe our software businesses – which are generally large, established market leaders – are well positioned to use AI to reinforce their competitive positions. At the same time, we believe our investments benefit from strong structural protections, including senior positioning in the capital structure, low loan-to-values, sophisticated and incentivized equity investors beneath us, and average maturity profiles of four years or less.

As evidence of our strong conviction in the quality of our portfolio, we opportunistically repurchased $65 million of OTF shares in the fourth quarter of 2025 and our Board implemented a new $300 million repurchase program in February of this year.

OTF’s NAV growth since inception and recent gains – including those attributable to the sale of Securiti.AI and our investments in SpaceX and Revolut – reflect the strength of our strategy. On average, our software borrowers generated annual revenue of $945 million and EBTIDA of nearly $300 million, delivering low- to mid-teens revenue and EBITDA growth 8 – among the strongest results across our direct lending strategy. We are cognizant that the AI landscape is rapidly evolving and as a result, the bar for new investments is likely higher than it ever has been. Blue Owl’s scale and incumbency allow us to remain selective while capitalizing on opportunities as they arise.

Our Outlook

I want to underscore our confidence in our portfolio. Broader geopolitical developments, including the conflict involving Iran, have contributed to elevated market volatility, even if they have not altered the fundamental operating environment for the U.S. companies in which we invest. We actively monitor these dynamics alongside other sources of risk. As part of our standard valuation and risk management processes, we conduct reviews of every investment in our portfolio on a quarterly basis. In response to heightened uncertainty over the last year, we took additional, proactive steps to reassess risk across our portfolio. We conducted thematic stress tests twice – first in response to tariff policies implemented in 2025, and more recently to evaluate the potential implications of rapid advancements in artificial intelligence. These additional reviews reinforced our confidence that our portfolio is well positioned, supported by borrowers with strong business fundamentals and defensive characteristics. Our experience navigating prior periods of stress, including the COVID pandemic and the regional banking crisis, further informs our perspective today.

While uncertainty can create near-term volatility, it can also generate opportunity. We are already starting to see wider credit spreads this year and the outlook for interest rates has moved higher, which may benefit earnings. We believe our scale, sourcing capabilities and underwriting discipline position us to capitalize selectively on dislocations as they arise, while remaining true to our focus on risk mitigation.

Finally, while private credit has received increased attention in recent quarters, we believe our results speak for themselves. Our portfolio continues to perform well, credit quality remains strong, and we are as convicted as ever in our strategy – lending to large, sponsor-backed, non-cyclical businesses that seek to provide predictable income and risk mitigation. This approach has underpinned our

strong historical returns, which have averaged 11.6% annually since inception.3 We have a track record of delivering for our shareholders, and all of our decisions – past and present – reflect that shareholder-first discipline. While market attention will shift over time, we will remain focused on performance, which we believe will ultimately matter most to our shareholders.

We appreciate your trust and look forward to continuing to deliver for you in the years ahead.

Sincerely,

Craig W. Packer Chief Executive Officer and Director April 1, 2026

1.2025 adjusted net income per share divided by beginning period net asset value per share.
2.Annualized dividend yield calculated as Q4’25 annualized regular dividend of $0.35 per share and Q4’25 annualized special dividend of $0.05 per share payable to shareholders of record as of December 31, 2025 divided by Q4’25 net asset value per share of $17.33.
3.As of December 31, 2025. Total return is calculated as the change in net asset value per share (assuming dividends and distributions, if any, are reinvested in accordance with the Company’s dividend reinvestment plan), if any, divided by the beginning net asset value per share.
4.Source: Bloomberg from August 7, 2018 – December 31, 2025. Indices listed do not represent benchmarks for OTF but allow for comparison of OTF’s performance against these indices. An investor cannot invest directly in an index. Index performance does not reflect fees and expenses. Leveraged Loans represented by Morningstar LSTA U.S. Leveraged Loan Index. High Yield represented by the Bloomberg Barclays High Yield Index. Traditional Fixed Income represented by Bloomberg Barclays U.S. Aggregate Index.
5.“Net LTV” represents the net ratio of “loan to value” for each portfolio company, weighted based on the fair value of OTF’s loan investment. The “attachment point” is the principal amount of debt that is senior to OTF’s loan investment, and that amount plus the principal amount of the loan in which OTF invested and other equally ranked debt is the “last dollar” amount. “Value” represents an estimate of enterprise value of each portfolio company, a calculation that will vary by portfolio company.
6.Based on total annual net realized gains/losses divided by the average aggregate quarterly cost of investments. The net gain/loss rate is based on the average net gain/loss rates in each year since inception.
7.Investment activity includes net drawdown (repayments) on revolvers and delayed draw term loans.
8.Last twelve months as of December 31, 2025. Weightings are based on fair value of investments unless otherwise noted. Borrower financials are derived from the most recently available portfolio company financial statements, typically a quarter in arrears, have not been independently verified by Blue Owl, and may reflect a normalized or adjusted amount. Accordingly, Blue Owl makes no representation or warranty in respect of this information. For first and second lien investments, this represents 81.7% of our total portfolio based on fair value as of December 31, 2025 and excludes certain investments that fall outside of our typical borrower profile.

Past performance is not indicative of future results.

Copyright© Blue Owl Capital Inc. 2026. All rights reserved.

Blue Owl Technology Finance Corp.

399 Park Avenue

New York, New York 10022

Notice of Annual Meeting of

Shareholders

To Be Held On June 25, 2026

To the Shareholders of Blue Owl Technology Finance Corp.:

NOTICE IS HEREBY GIVEN THAT the annual meeting of shareholders of Blue Owl Technology Finance Corp., a Maryland corporation (the “Company”), will be held on June 25, 2026 at 9:30 a.m., Eastern Time (the “Annual Meeting”). The Annual Meeting will be a completely virtual meeting, which will be conducted via live webcast. You will be able to attend the Annual Meeting online and submit your questions during the meeting by visiting www.virtualshareholdermeeting.com/OTF2026. For instructions on how to attend and vote your shares at the Annual Meeting, see the information in the accompanying proxy statement under the heading “How to attend and vote at the Annual Meeting.”

The Annual Meeting is being held for the following purposes:

1.To elect two members of the Board to serve until the 2029 annual meeting of shareholders and until their successors are duly elected and qualified; and
2.To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

The Board has fixed the close of business on March 27, 2026 as the record date for the determination of shareholders entitled to notice of, and to vote at, the Annual Meeting and adjournments or postponements thereof.

Important notice regarding the availability of proxy materials for the Annual Meeting. The Company’s proxy statement, the proxy card, and the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2025 (the “Annual Report”) are available at www.proxyvote.com.

By Order of the Board of Directors,

Neena A. Reddy Secretary April 1, 2026

Shareholders are requested to promptly authorize a proxy vote over the internet, or execute and return promptly the accompanying proxy card, which is being solicited by the Board. You may authorize a proxy over the internet by following the instructions in the Notice of Internet Availability of Proxy Materials or the proxy card. You may execute the proxy card using the methods described in the proxy card. Executing the proxy card is important to ensure a quorum at the Annual Meeting. Proxies may be revoked at any time before they are exercised by submitting a written notice of revocation or a subsequently executed proxy, or by virtually attending the Annual Meeting and voting.
Four Ways to Vote
Online visit www.virtualshareholder meeting.com/OTF2026Phone call 1-800-690-6903QR Code Scan QR Code usingSmartphoneMail Complete, sign andreturn proxy card
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.