Blue Owl Technology Finance Corp.

From time to time, we and the Adviser may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Our business is also subject to extensive regulation, which may result in regulatory proceedings against us or the Adviser. Given the inherent unpredictability of these types of legal and regulatory proceedings and the potentially large and/or indeterminate amounts that could be sought, an adverse outcome in certain matters could have a material effect on our or the Adviser’s financial condition or results of operations in any particular period.

In June and July of 2026, three derivative actions were brought in the United States District Courts for the Southern District of New York and the District of Maryland on behalf of the Company by purported shareholders of the Company, each of which allege that the Adviser received excessive advisory fees in violation of its statutory fiduciary duty under Section 36(b) of the Investment Company Act of 1940. One of the actions also names certain directors and officers of Blue Owl as additional defendants. In August 2026, the actions originally filed in the District of Maryland were transferred to the Southern District of New York. On September 24, 2026, all three actions against the Adviser were consolidated. Each of these Section 36(b) actions seeks recovery of the allegedly excessive fees, injunctive relief, costs and rescission of the Investment Advisory Agreements. These actions are in their preliminary stages.

On October 5, 2026, Randy Lewis, a purported former shareholder of OTF II, filed a complaint in New York State Supreme Court in New York County, on behalf of himself and a purported class of former OTF II shareholders. Plaintiff Lewis asserts claims against the Company, certain of its current officers and directors and the Adviser alleging violations of Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 based on allegedly false and misleading statements in the Company’s registration and offering materials issued in connection with the March 24, 2025 merger of OTF II into the Company.

The Adviser believes each of the claims asserted in the aforementioned complaints are without merit and intends to vigorously defend against each of them. The outcome of each matter is inherently uncertain, and the Adviser is unable to predict the ultimate outcome or estimate the amount or range of loss, if any, that may result from each matter.