| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Blue Owl Real Estate Net Lease Trust [ NONE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 10/01/2025 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class I common shares of beneficial interest | 10/01/2025 | C | 433,250.534 | A | (1) | 433,250.534 | I | By The Buoncore Group, LLC | ||
| Class I common shares of beneficial interest | 12/04/2025 | J(2) | 433,250.534 | D | $10.4801 | 0 | I | By The Buoncore Group, LLC | ||
| Class I common shares of beneficial interest | 40,305.312(3) | D | ||||||||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Blue Owl NLT Operating Partnership Units | (1) | 10/01/2025 | C | 433,250.534 | (1) | (1) | Class I common shares of beneficial interest | 433,250.534 | (1) | 394,862.318 | I | By The Buoncore Group, LLC | |||
| Explanation of Responses: |
| 1. Class I limited partner interests in Blue Owl NLT Operating Partnership LP ("Blue Owl NLT Operating Partnership Units") may, subject to certain restrictions, be exchanged for a corresponding number of Class I common shares of beneficial interest, par value $0.01 per share ("Class I Common Shares of Beneficial Interest") of Blue Owl Real Estate Net Lease Trust (the "Issuer") or the cash equivalent. Blue Owl NLT Operating Partnership Units do not expire. |
| 2. These Class I Common Shares of Beneficial Interest were repurchased by the Issuer. |
| 3. Reflects securities beneficially owned as of September 18, 2026 after the transactions reported herein. Includes Class I Common Shares of Beneficial Interest acquired through the Issuer's distribution reinvestment plan and unvested Class I Common Shares of Beneficial Interest. |
| Remarks: |
| This Form 4 is deemed to update the amount of Class I Common Shares of Beneficial Interest reported as beneficially owned by the Reporting Person on any Form 4 filed by the Reporting Person after October 1, 2025 through the date hereof. |
| /s/ Karen Hager, as Attorney-in-Fact | 09/18/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||