Proxy Statement (Form DEF 14A)

Blue Owl Capital Corporation II

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 Capital Corporation II ("OBDC II"). The meeting will be held on June 25, 2026 at 9:15 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 to re-elect two Board members and re-ratify the appointment of KPMG LLP as our independent registered public accounting firm. More information on these proposals can be found beginning on page 9 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 remained focused on steady income generation for OBDC II shareholders. We paid $0.72 per share in distributions to our shareholders and most recently, delivered an annualized distribution rate of 7.9%.¹ Since inception, OBDC II has generated an attractive 9.1% net annualized total return, reflecting the durability of the portfolio and our long-term investment approach. Importantly, OBDC II has also continued to compare favorably to public fixed income market alternatives, delivering a premium of 3.7% relative to leveraged loans, 3.9% relative to high-yield bonds, and 7.2% relative to traditional fixed income investments since inception.^2,3

After accounting for the recently announced asset sale, we believe the OBDC II portfolio continues to be attractive and well diversified, with portfolio composition, sector concentration, credit quality, and borrower characteristics that remain substantially consistent with the prior portfolio.⁴ OBDC II will continue to hold investments in 183 portfolio companies across 30 industries, with over 80% of the portfolio in senior secured loans. Average position sizes remain modest at approximately 0.5% and non-accruing investments represent 2.2% of the portfolio at fair value. Other key portfolio metrics are also largely unchanged, including weighted average EBITDA of approximately $200 million, borrower interest coverage of 1.9x and stable weighted average spreads and maturities.⁵ We believe this consistency reflects our disciplined portfolio construction, which has underpinned OBDC II's strong net annualized total return since inception.

We recognize that there has been some confusion among shareholders and in the broader market regarding the direction of OBDC II and we want to provide some clarity. OBDC II commenced operations in 2017 as a finite-life BDC with the objective of building a diversified portfolio of directly originated debt investments in U.S. companies designed to deliver attractive risk-adjusted returns. As a private credit strategy, OBDC II provides access to investments that are inherently illiquid, which historically has allowed investors to earn an illiquidity premium relative to public fixed income markets. In exchange, as outlined at the time of its public offering, subject to Board approval, OBDC II was structured to provide shareholders with the potential for periodic liquidity through quarterly tender offers, and to ultimately seek a larger liquidity event a few years after its public offering concluded. This included three options: a listing, a merger, or an asset sale.

We have taken a number of steps toward that objective. Initially, we pursued a merger with Blue Owl Capital Corporation (OBDC), our publicly traded BDC with the same strategy and significant asset overlap. We made the decision to terminate that proposed merger shortly afterwards because of market conditions, reflecting our

commitment to act in the best interest of our shareholders. Most recently, we announced a $2.50 per share return of capital distribution, representing 30% of OBDC II's net asset value (NAV) per share as of December 31, 2025, funded through our recently announced asset sale.⁴ Importantly, this transaction was completed at no discount to our publicly stated fair value of our investments, underscoring both the quality of these investments and the rigor of our valuation process. In addition, we have stated our intention to return another 20% of net asset value to shareholders by the end of 2026.⁶ Together, these return of capital distributions are expected to total 50% of NAV or approximately $475 million⁵, and will be paid equitably to all shareholders. In addition to our regular monthly dividend, we intend to prioritize delivering liquidity through additional quarterly return of capital distributions going forward. These actions reflect our commitment to deliver the meaningful liquidity we outlined at the outset, while continuing to manage our portfolio thoughtfully and in the best interests of OBDC II shareholders.

Our Outlook

I want to reiterate our confidence in our current 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 on our investments twice - once in response to the tariff policies implemented during the year and more recently, to assess the potential implications of rapid advancements in artificial intelligence. In addition, this year, in connection with the asset sale, each of the four institutional purchasers conducted extensive diligence on every investment in the sold portfolio. These reviews and stress tests collectively reinforce 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.

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. 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.

Past performance is not indicative of future results.

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

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 Capital Corporation II:

NOTICE IS HEREBY GIVEN THAT the annual meeting of shareholders of Blue Owl Capital Corporation II, a Maryland corporation (the "Company"), will be held on June 25, 2026 at 9:15 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/OBDCII2026. 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:

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-Kfor the fiscal year ended December 31, 2025 (the "Annual Report") are available at www.proxyvote.com.

Table of Contents

Proxy Statement Summary

The summary highlights information that is contained elsewhere in this Proxy Statement. You should carefully read this Proxy Statement in its entirety before voting, as this summary does not contain all of the information that you should consider.

Annual Meeting of Shareholders

Meeting Agenda and Voting Matters

Corporate Governance Highlights

Directors

NCG = Nominating and Corporate Governance

* = Chairman of the Board  ** = Committee Chairman

Proxy Statement

Questions and Answers About the Annual Meeting and Voting

To attend and participate in the Annual Meeting, you will need the 16-digitcontrol number located on your Notice of Internet Availability of Proxy Materials. If your shares are held in "street name," you should contact your bank or broker to obtain your 16-digitcontrol number or otherwise vote through the bank or broker. If you lose your 16-digitcontrol number you may join the Annual Meeting as a "Guest" but you will not be able to vote, ask questions or access the list of Shareholders as of the Record Date. The Company will have technicians ready to assist with any technical difficulties Shareholders may have accessing the virtual meeting website. If you encounter any difficulties accessing the virtual meeting website during the check-inor meeting time, please call the technical support number that will be posted on the Annual Meeting login page.

By Proxy through the Internet. You may authorize a proxy through the internet using the web address included in your Notice of Internet Availability of Proxy Materials. Authorizing a proxy through the internet requires you to input the 16-digitcontrol number located on your Notice of Internet Availability of Proxy Materials. After inputting the 16-digitcontrol number, you will be prompted to direct your proxy to vote on each proposal. You will have an opportunity to review your directions and make any necessary changes before submitting your directions and terminating the internet link.

By Proxy through the Mail. When voting by proxy and mailing your proxy card, you are required to:

Mr. Woolridgehas served on the Board since 2021. Mr. Woolridge was formerly a Managing Director of Barings Real Estate Advisers, LLC, the real estate investment unit of Barings LLC, a global asset management firm. Mr. Woolridge most recently served as Head of the U.S. Capital Markets for Equity Real Estate Funds at Barings. The Board believes Mr. Woolridge's numerous management positions and broad experiences in the asset management and financial services sector provide him with skills and valuable insight in handling complex financial transactions and issues, all of which make him well qualified to serve on the Board.

Mr. Kaye has served the Company since its founding in 2016 and Mr. Woolridge has served on the Board since 2021. The Board believes this history and familiarity with the Blue Owl investment platform make Mr. Kaye and Mr. Woolridge beneficial members of the Board.

General Information About the Annual Meeting

The accompanying proxy is solicited on behalf of the Board for use at the Annual Meeting to be held on June 25, 2026 at 9:15 a.m., Eastern Time. The Annual Meeting will be a completely virtual meeting, which will be conducted via live webcast. Only holders of record of our common stock at the close of business on March 27, 2026, which is the Record Date, will be entitled to vote at the Annual Meeting. At the close of business on the Record Date, we had 115,645,894 shares of common stock, par value $0.01 per share (the "Shares") outstanding and entitled to vote. This proxy statement, including the accompanying form of proxy (collectively, the "Proxy Statement"), or a Notice of Internet Availability of Proxy Materials containing instructions on how to access the Proxy Statement and annual report on Form 10-Kfor the fiscal year ended December 31, 2025 (the "Annual Report"), and how to submit proxies over the internet are first being sent to shareholders on or about April 1, 2026. The Proxy Statement and Annual Report can both be accessed online at www.proxyvote.com.

All proxies will be voted in accordance with the instructions contained therein. Unless contrary instructions are specified, if a proxy is properly executed and received by the Company (and not revoked) prior to the Annual Meeting, the Shares represented by the proxy will be voted (1) FORthe election of 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) FORthe ratification of the selection of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. Should any matter not described above be properly presented at the Annual Meeting, the named proxies will vote in accordance with their best judgment as permitted.

Voting Rights

Holders of our common stock are entitled to one vote for each share held as of the Record Date.

The Annual Meeting is being held for the following purposes:

Quorum Required

A majority of the outstanding Shares must be present or represented by proxy at the Annual Meeting in order to have a quorum. If you have properly voted by proxy via internet or mail, you will be considered part of the quorum. We will count "abstain" votes as present for the purpose of establishing a quorum for the transaction of business at the Annual Meeting. If at any time Shares are held through brokers, we will count broker non-votesas present for the purpose of establishing a quorum. A broker non-voteoccurs when a broker holding Shares for a beneficial owner votes on some matters on the proxy card, but not on others, because the broker does not have instructions from the beneficial owner or discretionary authority (or declines to exercise discretionary authority) with respect to those other matters.

Vote Required

You may vote "for" or "against," or abstain from voting on Proposal 1 and Proposal 2. The adoption of each of Proposal 1 and Proposal 2 requires the affirmative vote of the majority of votes cast for each such proposal at the Annual Meeting, meaning the number of shares voted "for" each proposal must exceed the number of shares voted "against" such proposal. The inspector of elections appointed for the Annual Meeting will separately tabulate "for" votes, "against" votes, "abstain" votes, and broker non-votes.

Voting

You may vote by proxy or in person (virtually) at the Annual Meeting in accordance with the instructions provided below.

Voting by Proxy

You also may authorize a proxy through the internet using the web address included on your Notice of Internet Availability of Proxy Materials. Authorizing a proxy through the internet requires you to input the 16-digitcontrol number located on your Notice of Internet Availability of Proxy Materials. After inputting the 16-digitcontrol number, you will be prompted to direct your proxy to vote on each proposal. You will have an opportunity to review your directions and make any necessary changes before submitting your directions and terminating the internet link. When voting by proxy and mailing your proxy card, you are required to:

Voting at the Annual Meeting

The Company will be hosting the Annual Meeting live via audio webcast. Any Shareholder can attend the Annual Meeting live online at www.virtualshareholdermeeting.com/OBDCII2026. If you were a Shareholder as of the Record Date, or you hold a valid proxy for the Annual Meeting, you can vote at the Annual Meeting. A summary of the information you need to attend the Annual Meeting online is provided below:

To attend and participate in the Annual Meeting, you will need the 16-digitcontrol number located on your Notice of Internet Availability of Proxy Materials. If your shares are held in "street name," you should contact your bank or broker to obtain your 16-digitcontrol number or otherwise vote through the bank or broker. If you lose your 16-digitcontrol number you may join the Annual Meeting as a "Guest" but you will not be able to vote, ask questions or access the list of Shareholders as of the Record Date. The Company will have technicians ready to assist with any technical difficulties Shareholders may have accessing the virtual meeting website. If you encounter any difficulties accessing the virtual meeting website during the check-inor meeting time, please call the technical support number that will be posted on the Annual Meeting login page.

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 are available at www.proxyvote.com. The Notice of Internet Availability of Proxy Materials contains instructions on how you can elect to receive a printed copy of the Proxy Statement and Annual Report.

Quorum and Adjournment

A quorum must be present at the Annual Meeting for any business to be conducted. The presence at the Annual Meeting, virtually or by proxy, of the holders of a majority of the shares of our common stock outstanding on the Record Date will constitute a quorum.

If a quorum is not present at the Annual Meeting, the chairperson of the Annual Meeting may adjourn the Annual Meeting until a quorum is present.

Proxies for the Annual Meeting

The named proxies for the Annual Meeting are Neena A. Reddy and Jonathan Lamm (or their duly authorized designees), who will follow submitted proxy voting instructions. They will vote as the Board recommends herein as to any submitted proxies that do not direct how to vote on any item, and will vote on any other matters properly presented at the Annual Meeting in their judgment.

Expenses of Soliciting Proxies

The Company will pay the expenses of soliciting proxies to be voted at the Annual Meeting, including the cost of preparing and posting this Proxy Statement and the Annual Report to the internet, and the cost of mailing the Notice of Annual Meeting, the Notice of Internet Availability of Proxy Materials, and any requested proxy materials to the shareholders. The Company has engaged Broadridge Financial Solutions, Inc. ("Broadridge"), an independent proxy solicitation firm to assist in the distribution of the proxy materials, solicitation of proxies and tabulation of proxies. The cost of Broadridge's services with respect to the Company is estimated to be approximately $20,000 plus reasonable out-of-pocketexpenses. In addition, the Company has engaged the services of Alliance Advisors for the purpose of assisting in the solicitation of proxies at an anticipated cost of $4,000 plus reimbursement of certain out-of-pocketexpenses and fees for additional services requested. Please note that Alliance Advisors and Broadridge may solicit stockholder proxies by telephone on behalf of the Company. They will not attempt to influence how you vote your shares, but only ask that you take the time to authorize your proxy. You may also be asked if you would like to authorize your proxy over the telephone and to have your voting instructions transmitted to Broadridge.

Revocability of Proxies

A shareholder may revoke any proxy that is not irrevocable by attending the Annual Meeting and voting in person (virtually) or by delivering a proxy in accordance with applicable law bearing a later date to the Secretary of the Company.

Contact Information for Proxy Solicitation

You can contact us by mail sent to the attention of the Assistant Secretary of the Company, Karin Kringen, at our principal executive offices located at 399 Park Avenue, 37th Floor, New York, New York 10022. You can call us by dialing (212) 419-3000.You can access our proxy materials online at www.proxyvote.com.

Record Date

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. As of the Record Date, there were 115,645,894 shares outstanding.

Notice of Internet Availability of Proxy Materials

In accordance with regulations promulgated by the SEC, the Company has made this Proxy Statement, the Notice of Annual Meeting of Shareholders, and the Annual Report available to shareholders on the internet. Shareholders may (i) access and review the Company's proxy materials, (ii) authorize their proxies, as described in "Voting," and/or (iii) elect to receive future proxy materials by electronic delivery, via the internet address provided below.

This Proxy Statement, the Notice of Annual Meeting and the Annual Report are available at www.proxyvote.com.

Electronic Delivery of Proxy Materials

Pursuant to the rules adopted by the SEC, the Company furnishes proxy materials by email to those shareholders who have elected to receive their proxy materials electronically. While the Company encourages shareholders to take advantage of electronic delivery of proxy materials, which helps to reduce the environmental impact of annual meetings and the cost associated with the physical printing and mailing of materials, shareholders who have elected to receive proxy materials electronically by email, as well as beneficial owners of shares of the Company's common stock held by a broker or custodian, may request a printed set of proxy materials. The Notice of Internet Availability of Proxy Materials contains instructions on how you can elect to receive a printed copy of the Proxy Statement and Annual Report.

Security Ownership of Management and Certain Beneficial Owners

Beneficial ownership is determined in accordance with the rules and regulations of the SEC. These rules generally provide that a person is the beneficial owner of securities if such person has or shares the power to vote or direct the voting thereof, or to dispose or direct the disposition thereof or has the right to acquire such powers within 60 days. The following table sets forth, as of the Record Date, the beneficial ownership of each of our current directors and certain executive officers, all directors and certain executive officers as a group and certain persons who beneficially own 5% or more of the outstanding shares of our common stock, in each case according to information furnished to us by such persons or publicly available filings. To our knowledge, as of the Record Date, there were no persons that owned 5% or more of the outstanding shares of our common stock.

The percentage ownership set forth below is based on 115,645,894 shares of our common stock outstanding as of the Record Date. To our knowledge, except as indicated in the footnotes to the table, each of the shareholders listed below has sole voting and/or investment power with respect to shares of our common stock beneficially owned by such shareholder.

The Adviser and the Administrator

Blue Owl Credit Advisors LLC (the "Adviser") serves as the Company's investment adviser pursuant to an amended and restated investment advisory agreement (the "Investment Advisory Agreement"). The Adviser also serves as the Company's administrator pursuant to an amended and restated administration agreement (the "Administration Agreement") between the Company and the Adviser.

The Adviser is an indirect affiliate of Blue Owl Capital Inc. ("Blue Owl") (NYSE: OWL) and part of Blue Owl's Credit platform. Blue Owl consists of three investment platforms: (1) Credit, which includes several strategies, including direct lending, alternative credit, investment grade credit, liquid credit and other adjacent investment strategies, (2) Real Assets, which focuses on three primary investment strategies: net lease, real estate credit and digital infrastructure and (3) GP Strategic Capital, which primarily focuses on acquiring equity stakes in, and providing debt financing to, large, multi-product private equity and private credit firms. The Adviser is part of the direct lending strategy of Blue Owl's Credit platform which offers private credit solutions to primarily upper-middle-market companies through differentiated access points. In addition to the Adviser, Blue Owl's Credit platform's direct lending strategy is comprised of Blue Owl Technology Credit Advisors LLC ("OTCA"), Blue Owl Technology Credit Advisors II LLC ("OTCA II"), Blue Owl Credit Private Fund Advisors LLC ("OPFA") and Blue Owl Diversified Credit Advisors LLC ("ODCA" and together with the Adviser, OTCA, OTCA II, and OPFA, the "Blue Owl Credit Advisers"), which are also registered investment advisers. The Blue Owl Credit Advisers manage the Company, Blue Owl Capital Corporation ("OBDC"), Blue Owl Credit Income Corp. ("OCIC"), Blue Owl Technology Finance Corp. ("OTF") and Blue Owl Technology Income Corp. ("OTIC" and together with the Company, OBDC, OCIC and OTF, the "Blue Owl BDCs"), private funds and separately managed accounts (collectively, the "Blue Owl Credit Clients").

The address of the Adviser is 399 Park Avenue, New York, NY 10022.

Proposal 1: Election of Directors

At the Annual Meeting, shareholders of the Company are being asked to consider the election of two directors of the Company. Pursuant to the Company's bylaws, the number of directors on the Board may not be fewer than the minimum number required by the Maryland General Corporation Law, or greater than eleven. Under the Company's Articles of Amendment and Restatement (the "Charter"), the directors are divided into three classes. Each class of directors holds office for a three-year term. The Board currently consists of six directors who serve in the following classes: Class I (terms ending at the Annual Meeting) - Eric Kaye and Victor Woolridge; Class II (terms ending at the 2027 annual meeting of shareholders) - Christopher M. Temple and Melissa Weiler; and Class III (terms ending at the 2028 annual meeting of shareholders) - Edward D'Alelio and Craig W. Packer. See "Corporate Governance - The Board" beginning on page 20 for more information regarding the composition of the Board.

Eric Kaye and Victor Woolridge each has been nominated for election by the Board to serve a three-year term until the 2029 annual meeting of shareholders and until each of their successors are duly elected and qualified. Each director nominee has agreed to serve as a director if re-electedand has consented to being named as a nominee.

A shareholder can vote for, against or abstain from voting for any or all of the director nominees. In the absence of instructions to the contrary, it is the intention of the persons named as proxies to vote such proxy FOR the election of each of the director nominees named below. If any of the director nominees should decline or be unable to serve as a director, the persons named as proxies will vote for such other nominee as may be proposed by the Board's Nominating and Corporate Governance Committee. The Board has no reason to believe that any of the persons named as director nominees will be unable or unwilling to serve.

Required Vote

Each director nominee shall be elected by the affirmative vote of a majority of votes cast at the Annual Meeting in person (virtually) or by proxy, provided that a quorum is present. For the proposal, "abstain votes" and broker non-votes,if any, will count as shares represented at the meeting for purposes of establishing a quorum but will have no effect on the outcome of the vote. There will be no cumulative voting with respect to Proposal 1.

Information about the Nominees and Directors

Set forth below is information, as of March 27, 2026, regarding Mr. Kaye and Mr. Woolridge, who are being nominated for election as directors of the Company by the Company's shareholders at the Annual Meeting, as well as information about the Company's other current directors whose terms of office will continue after the Annual Meeting. Neither Mr. Kaye nor Mr. Woolridge is being proposed for election pursuant to any agreement or understanding between either Mr. Kaye or Mr. Woolridge, on the one hand, and the Company or any other person or entity, on the other hand. See "Corporate Governance - The Board" beginning on page 20 for more information regarding the composition of the Board.

The information below includes specific information about each director's experience, qualifications, attributes or skills that led the Board to the conclusion that the individual is qualified to serve on the Board, in light of the Company's business and structure, including the number of companies in the "Fund Complex" overseen by each director. "Fund Complex" includes the Blue Owl BDCs. Each of the Blue Owl BDCs is advised by Blue Owl Credit Advisors LLC (the "Adviser") or an affiliate of the Adviser.

There were no legal proceedings of the type described in Items 401(f)(7) and (8) of Regulation S-Kin the past 10 years against any of our directors, director nominees or officers, and none are currently pending.

Incumbent Class I Directors

Terms Expiring 2026:

Class I Director Biographies

Eric Kaye

Victor Woolridge

Incumbent Class II Directors

Terms Expiring 2027:

Class II Director Biographies

Christopher M. Temple

Melissa Weiler

Incumbent Class III Directors

Terms Expiring 2028:

Class III Director Biographies

Edward D'Alelio

Craig W. Packer

Dollar Range of Equity Securities Beneficially Owned by Directors

The table below shows the dollar range of equity securities of the Company and the aggregate dollar range of equity securities of the Fund Complex that were beneficially owned by each director as of the Record Date stated as one of the following dollar ranges: None; $1-$10,000; $10,001-$50,000; $50,001-$100,000;or Over $100,000. For purposes of this Proxy Statement, the term "Fund Complex" is defined to include the Blue Owl BDCs.

Information about Executive Officers Who Are Not Directors

The following sets forth certain information regarding the executive officers of the Company who are not directors of the Company.

The address for each of the Company's executive officers is c/o Blue Owl Capital Corporation II, 399 Park Avenue, 37th Floor, New York, New York 10022.

Corporate Governance

The Board

Board Composition

The Board consists of six members. The Board is divided into three classes, with the members of each class serving staggered, three-year terms. The terms of the Company's Class I directors will expire at the Annual Meeting of shareholders; the terms of the Company's Class II directors will expire at the 2027 annual meeting of shareholders; and the terms of the Company's Class III directors will expire at the 2028 annual meeting of shareholders.

The Board believes that a classified board of directors serves the best interests of the Company and its shareholders by promoting the continuity and stability of the Company and its business. A staggered election of directors means that over time the Company can ensure that, at any given time, at least a majority of the directors will have had prior experience on the Board. The Board also believes that classification may enhance the Company's ability to attract and retain well-qualified directors who are able to commit the necessary time and resources to understand the Company, its business affairs and operations. The Board believes that the continuity and quality of leadership that results from a staggered Board enhances long-term planning and promotes the long-term value of the Company. Three-year terms provide the Company's directors an appropriate amount of time to develop a deeper and more thorough understanding of the Company's business, competitive environment and strategic goals. Experienced directors are better positioned to provide effective oversight and advice consistent with the best interests of the stockholders. Staggered terms for directors may also moderate the pace of change in the Board by extending the time required to elect a majority of directors from one to three annual meetings of shareholders.

Messrs. Kaye and Woolridge serve as Class I directors (with terms expiring at the Annual Meeting). Mr. Temple and Ms. Weiler serve as Class II directors (with terms expiring in 2027). Messrs. D'Alelio and Packer serve as Class III directors (with terms expiring in 2028).

Independent Directors

The Company's Charter requires that a majority of the Board consist of directors who are not "interested persons" of the Company, the Adviser, or any of their respective affiliates, as defined in the 1940 Act ("Independent Directors"). On an annual basis, each member of the Company's Board is required to complete a questionnaire designed to provide information to assist the Board in determining whether the director is independent under the Exchange Act, the 1940 Act and the Company's corporate governance guidelines. The Board limits membership on the Audit Committee, the Nominating and Corporate Governance Committee, and the Co-InvestmentCommittee to Independent Directors.

Based on these independence standards and the recommendation of the Nominating Committee, after reviewing all relevant transactions and relationships between each director, or any of their family members, and the Company, the Adviser, or of any of their respective affiliates, the Board has determined that Messrs. Kaye, Temple, D'Alelio, and Woolridge and Ms. Weiler qualify as Independent Directors. Each director who serves on the Audit Committee is an independent director for purposes of Rule 10A-3under the Exchange Act.

Interested Directors

Mr. Packer is considered an "interested person" (as defined in the 1940 Act) of the Company since he is an officer of the Adviser.

Meetings and Attendance

The Board met eighteen times during 2025 and acted on various occasions by written consent. Each of the incumbent directors attended at least 75% of the aggregate number of Board meetings held during the period for which they were a director in 2025 and meetings of the committee(s) on which they served during 2025.

Board Attendance at the Annual Meeting

The Company's policy is to encourage its directors to attend each annual meeting; however, such attendance is not required at this time. Three of the Company's directors attended the 2025 annual meeting of shareholders.

Board Leadership Structure and Oversight Responsibilities

Overall responsibility for the Company's oversight rests with the Board. The Company has entered into a third amended and restated investment advisory agreement (the "Investment Advisory Agreement"), pursuant to which the Adviser will manage the Company on a day-to-daybasis. The Board is responsible for overseeing the Adviser and the Company's other service providers in accordance with the provisions of the 1940 Act, applicable provisions of state and other laws and the Company's charter. The Board is composed of six members, five of whom are directors who are not "interested persons" of the Company or the Adviser as defined in the 1940 Act.

The Board meets in person at regularly scheduled quarterly meetings each year. In addition, the Board may act by unanimous written consent and hold special in-personor telephonic meetings or informal conference calls to discuss specific matters that may arise or require action between regular meetings.

As described below, the Board has established an Audit Committee, a Nominating and Corporate Governance Committee and a Co-InvestmentCommittee, and may establish ad hoc committees or working groups from time to time, to assist the Board in fulfilling its oversight responsibilities.

The Board has appointed Edward D'Alelio, an Independent Director, to serve in the role of Chairman of the Board. The Chairman's role is to preside at all meetings of the Board and to act as a liaison with the Adviser, counsel and other directors generally between meetings. The Chairman serves as a key point person for dealings between management and the directors. The Chairman may also perform such other functions as may be delegated by the Board from time to time. The Board reviews matters related to its leadership structure annually. The Board has determined that the Board's leadership structure is appropriate because it allows the Board to exercise informed and independent judgment over the matters under its purview and it allocates areas of responsibility among committees of directors and the full Board in a manner that enhances effective oversight.

The Company is subject to a number of risks, including investment, compliance, operational and valuation risks, among others. Risk oversight forms part of the Board's general oversight of the Company and is addressed as part of various Board and committee activities. Day-to-dayrisk management functions are subsumed within the responsibilities of the Adviser and other service providers (depending on the nature of the risk), which carry out the Company's investment management and business affairs. The Adviser and other service providers employ a variety of processes, procedures and controls to identify various events or circumstances that give rise to risks, to lessen the probability of their occurrence and to mitigate the effects of such events or circumstances if they do occur. Each of the Adviser and other service providers has their own independent interest in risk management, and their policies and methods of risk management will depend on their functions and business models. The Board recognizes that it is not possible to identify all of the risks that may affect the Company or to develop processes and controls to eliminate or mitigate their occurrence or effects. As part of its regular oversight of the Company, the Board interacts with and reviews reports from, among others, the Adviser, the Company's chief compliance officer, the Company's independent registered public accounting firm and counsel, as appropriate, regarding risks faced by the Company and applicable risk controls. The Board may, at any time and in its discretion, change the manner in which it conducts risk oversight.

Communications with Directors

Shareholders and other interested parties may contact any member (or all members) of the Board by mail. To communicate with the Board, any individual director or any group or committee of directors, correspondence should be addressed to the Board or any such individual director or group or committee of directors by either name or title. All such correspondence should be sent to Blue Owl Capital Corporation II, 399 Park Avenue, 37th Floor, New York, New York 10022, Attention: Secretary.

Committees of the Board

The Board has an Audit Committee, a Nominating and Corporate Governance Committee ("Nominating Committee") and a Co-InvestmentCommittee, and may form additional committees in the future. A brief description of each committee is included in this Proxy Statement and the charters of the Audit and Nominating Committees can be accessed on the Company's website at www.blueowlproducts.com.

As of the date of this Proxy Statement, the members of each of the Board's committees are as follows:

●Chair

●Member

Audit Committee Governance, Responsibilities and Meetings

In accordance with its written charter adopted by the Board, the Audit Committee:

The Audit Committee had nine formal meetings in 2025.

The Board has determined that Christopher M. Temple qualifies as an "audit committee financial expert" under Item 407 of Regulation S-Kof the Exchange Act.

The current charter of the Audit Committee is available on the Company's website at www.blueowlproducts.com.

Each member of the Audit Committee simultaneously serves on the audit committees of three or more public companies, and the Board has determined that each member's simultaneous service on the audit committees of other public companies does not impair such member's ability to effectively serve on the Audit Committee.

Nominating Committee Governance, Responsibilities and Meetings

In accordance with its written charter adopted by the Board, the Nominating Committee:

The Nominating Committee will consider for nomination to the Board candidates submitted by the Company's shareholders or from other sources it deems appropriate.

The Nominating Committee had two formal meetings in 2025. The current charter of the Nominating Committee is available on the Company's website at www.blueowlproducts.com.

Director Nominations

Nomination for election as a director may be made by, or at the direction of, the Nominating Committee or by shareholders in compliance with the procedures set forth in the Company's bylaws.

Shareholder proposals or director nominations to be presented at the annual meeting of shareholders, other than shareholder proposals submitted pursuant to Rule 14a-8under the Exchange Act, must be submitted in accordance with the advance notice procedures and other requirements set forth in the Company's bylaws. These requirements are separate from the requirements discussed below to have the shareholder nomination or other proposal included in the Company's proxy statement and form of proxy/voting instruction card pursuant to the SEC's rules.

The Company's bylaws require that the proposal or recommendation for nomination must be delivered to, or mailed and received at, the principal executive offices of the Company not earlier than the 150th day prior to the one year anniversary of the date the Company's proxy statement for the preceding year's annual meeting, and not later than the 120th day prior to the first anniversary of the date of the proxy statement for the preceding year's annual meeting. If the date of the annual meeting has changed by more than 30 days from the first anniversary of the date of the preceding year's annual meeting, shareholder proposals or director nominations must be so received not earlier than the 150th day prior to the date of such annual meeting and not later than the later of the 120th day prior to the date of such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made. The Company believes that this deadline is reasonable, as it affords sufficient time to print and send the proxy materials associated with annual meetings of shareholders.

In evaluating director nominees, the Nominating Committee considers, among others, the following factors:

The Nominating Committee's goal is to assemble a board that brings to the Company a variety of perspectives and skills derived from high-quality business and professional experience.

Other than the foregoing, there are no stated minimum criteria for director nominees, although the Nominating Committee also may consider other factors as they may deem are in the best interests of the Company and its shareholders. The Board also believes it appropriate for certain key members of the Company's management to participate as members of the Board.

The Nominating Committee identifies nominees by first evaluating the current members of the Board willing to continue in service. Current members of the Board with skills and experience that are relevant to the Company's business and who are willing to continue in service are considered for re-nomination.If any member of the Board does not wish to continue in service or if the Nominating Committee decides not to re-nominatea member for re-election,the Nominating Committee will identify the desired skills and experience of a new nominee in light of the criteria above. The members of the Board are polled for suggestions as to individuals meeting the aforementioned criteria. Research may also be performed to identify qualified individuals. To date, the Company has not engaged third parties to identify or evaluate or assist in identifying potential nominees, although the Company reserves the right in the future to retain a third-party search firm, if necessary.

The Board has not adopted a formal policy with regard to the consideration of diversity in identifying director nominees. In determining whether to recommend a director nominee, the Nominating Committee considers and discusses diversity, among other factors, with a view toward the needs of the Board as a whole. The Board generally conceptualizes diversity expansively to include, without limitation, concepts such as race, gender, national origin, differences of viewpoint, professional experience, education, skill and other qualities that contribute to the Board, when identifying and recommending director nominees. The Board believes that the inclusion of diversity as one of many factors considered in selecting director nominees is consistent with the Board's goal of creating a Board that best serves the needs of the Company and the interests of its shareholders.

Co-InvestmentCommittee Governance, Responsibilities and Meetings

The Co-InvestmentCommittee is responsible for reviewing and making certain findings in respect of co-investmenttransactions pursuant to the exemptive relief that has been granted by the SEC to the Adviser and its affiliates to co-investwith other funds managed by the Adviser or its affiliates in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. The Co-InvestmentCommittee was formed on February 18, 2025 and had three formal meetings in 2025.

Compensation Discussion and Analysis

The Company does not currently have any employees and does not expect to have any employees. Services necessary for the Company's business are provided by individuals who are employees of the Adviser or its affiliates, pursuant to the terms of the Investment Advisory Agreement and the Administration Agreement, as applicable. The Company's day-to-dayinvestment and administrative operations are managed by the Adviser. Most of the services necessary for the origination and administration of the Company's investment portfolio will be provided by investment professionals employed by the Adviser or its affiliates.

None of the Company's executive officers will receive direct compensation from us. The Company will reimburse the Adviser the allocable portion of the compensation paid by the Adviser (or its affiliates) to the Company's Chief Compliance Officer and Chief Financial Officer and their respective staffs (based on the percentage of time such individuals devote, on an estimated basis, to the Company's business and affairs, and as otherwise set forth in the Administration Agreement). Members of the Adviser's investment committee (the "Diversified Lending Investment Committee"), through their financial interests in the Adviser, are entitled to a portion of the profits earned by the Adviser, which includes any fees payable to the Adviser under the terms of the Investment Advisory Agreement, less expenses incurred by the Adviser in performing its services under the Investment Advisory Agreement.

Director Compensation

No compensation is expected to be paid to the Company's directors who are "interested persons," as such term is defined in Section 2(a)(19) of the 1940 Act. The Company's directors who do not also serve in an executive officer capacity for the Company or the Adviser are entitled to receive annual cash retainer fees, fees for participating in in-personboard and committee meetings and annual fees for serving as a committee chairperson. As of December 31, 2025, these directors are Edward D'Alelio, Christopher M. Temple, Eric Kaye, Melissa Weiler and Victor Woolridge. Through December 31, 2025, the Company paid each Independent Director the following amounts for serving as a director:

The Company also reimburses each of the directors for all reasonable and authorized business expenses in accordance with the Company's policies as in effect from time to time, including reimbursement of reasonable out-of-pocketexpenses incurred in connection with attending each board meeting and each committee meeting not held concurrently with a board meeting.

The table below sets forth the compensation received by each Independent Director from the Company and the Fund Complex for service during the fiscal year ended December 31, 2025:

Compensation of the Investment Adviser

The Company pays the Adviser an investment advisory fee for its services under the Investment Advisory Agreement consisting of two components: a management fee (the "Management Fee") and an incentive fee (the "Incentive Fee"). The cost of both the Management Fee and the Incentive Fee ultimately will be borne by the Company's shareholders.

The Management fee is calculated at an annual rate of 1.50% based on the average value of our gross assets excluding cash and cash-equivalents but including assets purchased with borrowed amounts at the end of the two most recently completed calendar quarters. Although we do not anticipate making significant investments in derivatives and swaps similar to our direct investment in portfolio companies, the fair value of any such derivatives and swaps, which will not necessarily equal the notional value of such derivatives and swaps, will be included in our calculation of gross assets.

The Management Fee is payable quarterly in arrears. All or any part of the Management Fee not taken as to any quarter will be deferred without interest and may be taken in any such quarter prior to the occurrence of a liquidity event. Base management fees for any partial quarter are prorated based on the number of days in the quarter.

The Incentive fee consists of two parts: (i) an incentive fee on income and (ii) an incentive fee on capital gains. Each part of the incentive fee is outlined below.

The incentive fee on income will be calculated and payable quarterly in arrears and will be based upon our pre-incentivefee net investment income for the immediately preceding calendar quarter. In the case of a liquidation of the Company or if the Investment Advisory Agreement is terminated, the fee will also become payable as of the effective date of the event.

The incentive fee on income for each calendar quarter will be calculated as follows:

The following is a graphical representation of the calculation of the income-related portion of the incentive fee:

Quarterly Incentive Fee on

Pre-IncentiveFee Net Investment Income

(expressed as a percentage of adjusted capital)

The incentive fee on capital gains will be determined and payable in arrears as of the end of each calendar year during which the Investment Advisory Agreement is in effect. In the case of a liquidation, or if the Investment Advisory Agreement is terminated, the fee will also become payable as of the effective date of such event. The annual fee will equal (i) 17.5% of our realized capital gains on a cumulative basis from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less (ii) the aggregate amount of any previously paid incentive fees on capital gains as calculated in accordance with U.S. generally accepted accounting principles ("U.S. GAAP").

For purposes of computing the incentive fee on capital gains, the calculation methodology will look through derivatives or swaps as if we owned the reference assets directly. Therefore, realized gains and realized losses on the disposition of any reference assets, as well as unrealized depreciation on reference assets retained in the derivative or swap, will be included on a cumulative basis in the calculation of the incentive fee on capital gains.

Because of the structure of the incentive fee on income and the incentive fee on capital gains, it is possible that we may pay such fees in a quarter where we incur a net loss. For example, if we receive pre-incentivefee net investment income in excess of the 1.5% on adjusted capital for a quarter, we will pay the applicable incentive fee even if we incurred a net loss in the quarter due to a realized or unrealized capital loss. The Adviser will not be under any obligation to reimburse us for any part of the Incentive fee they receive that is based on prior period accrued income that we never received as a result of any borrower's default or a subsequent realized loss of our portfolio.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated. The fees are calculated using detailed policies and procedures approved by our Adviser and our Board, including a majority of the independent directors, and such policies and procedures are consistent with the description of the calculation of the fees set forth above.

The Adviser may elect to defer or waive all or a portion of the fees that would otherwise be paid to it in its sole discretion. Any portion of a fee not taken as to any month, quarter or year will be deferred without interest and may be taken in any such other month prior to the occurrence of a liquidity event as our Adviser may determine in its sole discretion.

Certain Relationships and Related Transactions

The Company has entered into both the Investment Advisory Agreement and the Administration Agreement with the Adviser.

Pursuant to the Investment Advisory Agreement, the Company will pay the Adviser a base management fee and an incentive fee. See "Corporate Governance - Compensation of the Investment Adviser" for a description of how the fees payable to the Adviser will be determined. Pursuant to the Administration Agreement, the Company will reimburse the Adviser for expenses necessary to perform services related to the Company's administration and operations. In addition, the Adviser or its affiliates may engage in certain origination activities and receive attendant arrangement, structuring or similar fees. In situations where co-investmentwith other entities managed by the Adviser or its affiliates is not permitted or appropriate, such as when there is an opportunity to invest in different securities of the same issuer, a committee comprised of certain executive officers of the Blue Owl Credit Advisers (including executive officers of the Adviser) along with other officers and employees, will need to decide whether the Company or such other entity or entities will proceed with the investment.

The Company's executive officers, certain of the Company's directors and certain other finance professionals of Blue Owl also serve as executives of the Blue Owl Credit Advisers and officers and directors of the Company and certain professionals of Blue Owl and the Adviser are officers of Blue Owl Securities LLC. In addition, the Company's executive officers and directors and the members of the Adviser and members of its Diversified Lending Investment Committee serve or may serve as officers, directors or principals of entities that operate in the same, or a related, line of business as the Company does (including the Blue Owl Credit Advisers) including serving on their respective investment committees and/or on the investment committees of investments funds, accounts or other investment vehicles managed by the Company's affiliates which may have investment objectives similar to the Company's investment objective.

At times, the Company may compete with the Blue Owl Credit Clients and other Blue Owl clients for capital and investment opportunities. As a result, the Company may not be given the opportunity to participate in certain investments made by the Blue Owl Credit Clients and other Blue Owl clients. This can create a potential conflict when allocating investment opportunities among the Company and such other Blue Owl Credit Clients and other Blue Owl clients. An investment opportunity that is suitable for multiple clients of the Blue Owl Credit Advisers or other affiliated advisers may not be capable of being shared among some or all of such clients and affiliates due to the limited scale of the opportunity or other factors, including regulatory restrictions imposed by the 1940 Act. However, for the Adviser and its affiliates to fulfill their fiduciary duties to each of their clients, the Blue Owl Credit Advisers have put in place allocation policies that seek to ensure the fair and equitable allocation of investment opportunities over time and addresses the co-investmentrestrictions set forth under the 1940 Act. In addition, from time to time, Blue Owl Securities LLC may purchase securities in certain of our offerings.

The Blue Owl Credit Advisers intend to allocate common expenses among the Company and other clients of the Adviser and its affiliates in a manner that is fair and equitable over time or in such other manner as may be required by applicable law or the Investment Advisory Agreement. Fees and expenses generated in connection with potential portfolio investments that are not consummated will be allocated in a manner that is fair and equitable over time and in accordance with policies adopted by the Blue Owl Credit Advisers and the Investment Advisory Agreement.

Allocation of Investment Opportunities

The Blue Owl Credit Advisers intend to allocate investment opportunities in a manner that is fair and equitable over time and is consistent with its allocation policies, so that no client of the Adviser or its affiliates is disadvantaged in relation to any other client of the Adviser or its affiliates, taking into account such factors as the relative amounts of capital available for new investments, cash on hand, existing commitments and reserves, the investment programs and portfolio positions of the participating investment accounts, the clients for which participation is appropriate, targeted leverage level, targeted asset mix, which strategy or platform sourced the transaction, and any other factors deemed appropriate. In addition, the Adviser and its affiliates are permitted to allocate an investment to a number of products across platforms that it views as appropriate for the particular investment objectives, strategies and characteristics of such products.

The Blue Owl Credit Advisers have put in place allocation policies that seek to ensure the equitable allocation of investment opportunities and addresses the co-investmentrestrictions set forth under the 1940 Act. When the Company engages in co-investmentsas permitted by the exemptive relief described below, the Company will do so in a manner consistent with the Blue Owl Credit Advisers' allocation policies. See "Co-InvestmentOpportunities" beginning on page 29 for more information regarding the conditions of the exemptive relief.

In seeking to ensure fair and equitable treatment of all Blue Owl Credit Clients over time, certain decisions relating to allocations will be made by an allocation working group with input from the respective investment committees. The allocation working group is comprised of members of the investment team, accounting team, legal and compliance. The allocation working group will make determinations based on the Blue Owl Credit Advisers' allocation policies, which generally require that opportunities be offered to eligible accounts in a manner that will be fair and equitable over time. When an investment opportunity may be appropriate for more than one investment strategy, the Adviser's Chief Compliance Officer, General Counsel and Chief Operating Officer will provide guidance as needed to the various investment teams that determine the appropriate allocation between or among such strategies; the strategy-specific allocation policies then will apply within each strategy.

The Blue Owl Credit Advisers' allocation policies are designed to manage the potential conflicts of interest between the Adviser's fiduciary obligations to the Company and its or its affiliates' similar fiduciary obligations to other Blue Owl clients, however, there can be no assurance that the Blue Owl Credit Advisers' efforts to allocate any particular investment opportunity fairly among all clients for whom such opportunity is appropriate will result in an allocation of all or part of such opportunity to the Company. Not all conflicts of interest can be expected to be resolved in the Company's favor.

The allocation of investment opportunities among the Company and any of the other investment funds sponsored or accounts managed by the Adviser or its affiliates may not always, and often will not, be proportional. In general, pursuant to the Blue Owl Credit Advisers' allocation policies, the process for making an allocation determination includes an assessment as to whether a particular investment opportunity (including any follow-oninvestment in, or disposition from, an existing portfolio company held by the Company or another investment fund or account) is suitable for the Company or another investment fund or account including the Blue Owl Credit Clients. In making this assessment, the Blue Owl Credit Advisers may consider a variety of factors, including, without limitation: the investment objectives, guidelines and strategies applicable to the investment fund or account; the nature of the investment, including its risk-return profile and expected holding period; portfolio diversification and concentration concerns; the liquidity needs of the investment fund or account; the ability of the investment fund or account to accommodate structural, timing and other aspects of the investment process; the life cycle of the investment fund or account; legal, tax and regulatory requirements and restrictions, including, as applicable, compliance with the 1940 Act (including requirements and restrictions pertaining to co-investmentopportunities discussed below); compliance with existing agreements of the investment fund or account; the available capital of the investment fund or account; diversification requirements for BDCs or regulated investment companies; the gross asset value and net asset value of the investment fund or account; the current and targeted leverage levels for the investment fund or account; and portfolio construction considerations. The relevance of each of these criteria will vary from investment opportunity to investment opportunity. In circumstances where the investment objectives of multiple investment funds or accounts regularly overlap, while the specific facts and circumstances of each allocation decision will be determinative, the Blue Owl Credit Advisers may afford prior decisions precedential value.

Pursuant to the Blue Owl Credit Advisers' allocation policies, if through the foregoing analysis, it is determined that an investment opportunity is appropriate for multiple investment funds or accounts, the Blue Owl Credit Advisers generally will determine the appropriate size of the opportunity for each such investment fund or account. If an investment opportunity falls within the mandate of two or more investment funds or accounts, and there are no restrictions on such funds or accounts investing with each other, then each investment fund or account will receive the amount of the investment that it is seeking, as determined based on the criteria set forth above.

Certain allocations may be more advantageous to the Company relative to one or all of the other investment funds, or vice versa. While the Blue Owl Credit Advisers will seek to allocate investment opportunities in a way that it believes in good faith is fair and equitable over time, there can be no assurance that the Company's actual allocation of an investment opportunity, if any, or terms on which the allocation is made, will be as favorable as they would be if the conflicts of interest to which the Adviser may be subject did not exist.

Co-InvestmentOpportunities

As a BDC, the Company is subject to certain regulatory restrictions in negotiating certain investments with entities with which the Company may be restricted from doing so under the 1940 Act, such as the Adviser and its affiliates, unless it obtains an exemptive order from the SEC.

On May 6, 2025, the Company, the Adviser and certain of their affiliates were granted a new order for exemptive relief that superseded the prior order for exemptive relief (the "Order") by the SEC for the Company to co-investwith other funds managed by the Adviser or certain affiliates, in a manner consistent with the Company's investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. Pursuant to such Order, the Company generally is permitted to co-investwith certain of its affiliates if such co-investmentsare completed on the same terms and at the same time, as further detailed in the Order. The Order requires that a "required majority" (as defined in Section 57(o) of the 1940 Act) of the Independent Directors make certain conclusions in connection with certain co-investmenttransactions, including (1) when the Company co-investswith an affiliated entity (as defined in the co-investmentapplication) in an issuer where an affiliated entity has an existing investment in the issuer, unless the transaction is completed on a pro rata basis, and (2) if the Company disposes of an asset acquired in a co-investmenttransaction unless the disposition is done on a pro rata basis or the disposition is of a tradeable security. Pursuant to the

Order, the Board oversees the Company's participation in the co-investmentprogram. As required by the Order, the Company has adopted, and the Board, including a Required Majority of the Independent Directors, has approved, policies and procedures reasonably designed to ensure compliance with the Company's compliance with the conditions of the Order. The Board, including a Required Majority of the independent Directors, also reviewed the Co-InvestmentPolicies of the Adviser to ensure that they are reasonably designed to prevent the Company from being disadvantaged by participation in the co-investmentprogram. The Adviser and the Company's Chief Compliance Officer will also provide reporting to the Board.

Review, Approval or Ratification of Transactions with Related Persons

The Audit Committee is required to review and approve any transactions with related persons (as such term is defined in Item 404 of Regulation S-K).

Section 16(a) Beneficial Ownership Reporting Compliance

Pursuant to Section 16(a) of the Exchange Act, the Company's directors and executive officers, and any persons holding more than 10% of its shares, are required to report their beneficial ownership and any changes therein to the SEC and the Company. Specific due dates for those reports have been established, and the Company is required to report herein any failure to file such reports by those due dates. Based on the Company's review of Forms 3, 4, and 5 filed by such persons and information provided by the Company's directors and officers, the Company believes that during the fiscal year ended December 31, 2025, all Section 16(a) filing requirements applicable to such persons were timely filed.

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm

KPMG LLP, New York, New York, has been appointed by the Board to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. KPMG LLP acted as the Company's independent registered public accounting firm for the fiscal years ended December 31, 2016 through December 31, 2025. The Company knows of no direct financial or material indirect financial interest of KPMG LLP in the Company. A representative of KPMG LLP will be available to answer questions during the Annual Meeting and will have an opportunity to make a statement if he or she desires to do so.

Although action by the shareholders on this matter is not required, the Audit Committee and the Board believes it is appropriate to seek shareholder ratification of this selection in light of the role played by the independent registered public accounting firm in reporting on the Company's consolidated financial statements. If a quorum is present at the Annual Meeting and the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026 is not ratified by the shareholders, the adverse vote will be considered by the Audit Committee in determining whether to appoint KPMG LLP as the Company's independent registered public accounting firm for the succeeding fiscal year.

Fees

Set forth in the table below are audit fees, audit-related fees, tax fees and all other fees billed to the Company by KPMG LLP for professional services performed for the fiscal years ended December 31, 2025 and December 31, 2024:

Pre-ApprovalPolicies and Procedures

The Audit Committee has established a pre-approvalpolicy that describes the permitted audit, audit-related, tax and other services to be provided by KPMG LLP. Pursuant to the policy, the Audit Committee pre-approvesthe audit and non-auditservices performed by the independent auditor in order to assure that the provision of such services does not impair the auditor's independence.

Any requests for audit, audit-related, tax and other services that have not received general pre-approvalmust be submitted to the Audit Committee for specific pre-approvalin accordance with its pre-approvalpolicy, irrespective of the amount, and cannot commence until such approval has been granted. Normally, pre-approvalis provided at regularly scheduled meetings of the Audit Committee. However, the Audit Committee may delegate pre-approvalauthority to one or more of its members. The member or members to whom such authority is delegated must report any pre-approvaldecisions to the Audit Committee at its next scheduled meeting. The Audit Committee does not delegate its responsibilities to pre-approveservices performed by KPMG LLP to management. The Audit Committee has considered and concluded that the provision of non-auditservices rendered by KPMG LLP to the Company's investment adviser and any entity controlling, controlled by, or under common control with the Company's investment adviser that were not required to be pre-approvedby the Audit Committee is compatible with maintaining KPMG LLP's independence.

Audit Committee Report

As part of its oversight of the Company's financial statements, the Audit Committee reviewed and discussed with both management and KPMG LLP, the Company's independent registered public accounting firm, the Company's consolidated financial statements as of and for the year ended December 31, 2025, as filed with the SEC as part of the Company's annual report on Form 10-Kfor the fiscal year ended December 31, 2025. Management advised the Audit Committee that all financial statements were prepared in accordance with U.S. generally accepted accounting principles, and reviewed significant accounting issues with the Audit Committee. The Audit Committee also discussed with KPMG LLP the matters required to be discussed by Public Company Accounting Oversight Board Auditing Standard No. 16, Communications with Audit Committees, as amended, and by the Auditing Standards Board of the American Institute of Certified Public Accountants.

The Audit Committee has established a pre-approvalpolicy that describes the permitted audit, audit-related, tax and other services to be provided by KPMG LLP. Pursuant to the policy, the Audit Committee pre-approvesthe audit and non-auditservices performed by the independent auditor in order to assure that the provision of such services does not impair the auditor's independence.

Any requests for audit, audit-related, tax and other services that have not received general pre-approvalmust be submitted to the Audit Committee for specific pre-approvalin accordance with its pre-approvalpolicy, irrespective of the amount, and cannot commence until such approval has been granted. Normally, pre-approvalis provided at regularly scheduled meetings of the Audit Committee. However, the Audit Committee may delegate pre-approvalauthority to one or more of its members. The member or members to whom such authority is delegated must report any pre-approvaldecisions to the Audit Committee at its next scheduled meeting. The Audit Committee does not delegate its responsibilities to pre-approveservices performed by KPMG LLP to management.

The Audit Committee received and reviewed the written disclosures and the letter from KPMG LLP required by applicable requirements of the Public Company Accounting Oversight Board regarding KPMG LLP's communications with the Audit Committee concerning independence, and has discussed with KPMG LLP its independence. The Audit Committee has reviewed the audit fees paid by the Company to KPMG LLP. It also has reviewed non-auditservices and fees to assure compliance with the Company's and the Audit Committee's policies restricting KPMG LLP from performing services that might impair its independence.

Based on the reviews and discussions referred to above, the Audit Committee recommended to the Board that the audited consolidated financial statements of the Company as of and for the year ended December 31, 2025 be included in the Company's annual report on Form 10-Kfor the fiscal year ended December 31, 2025 for filing with the SEC. The Audit Committee also recommended the appointment of KPMG LLP to serve as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026.

Audit Committee Members:

Christopher M. Temple, Chairman

Edward D'Alelio

Eric Kaye

Melissa Weiler

Victor Woolridge

The material in this Audit Committee report is not "soliciting material," is not deemed "filed" with the SEC, and is not to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.

Required Vote

The affirmative vote of the majority of votes cast on the proposal will determine the outcome of the proposal. For the proposal, "abstain" votes and broker non-votes,if any, will count as shares represented at the meeting for purpose of establishing a quorum but will have no effect on the outcome of the vote.

Other Matters to Come Before the Annual Meeting

The Board is not aware of any matters that will be presented for action at the Annual Meeting other than the matters set forth herein. Should any other matters requiring a vote of shareholders arise, it is intended that the proxies that do not contain specific instructions to the contrary will be voted in accordance with the judgment of the persons named in the enclosed form of proxy.

Submission of Shareholder Proposals

Inclusion of Proposals in Our Proxy Statement and Proxy Card Under the SEC's Rules

The Company expects that the 2027 annual meeting of shareholders will be held in June 2027, but the exact date, time and location of such meeting have yet to be determined. Any proposal of a shareholder intended to be included in our proxy statement and form of proxy/voting instruction card for the 2027 annual meeting of shareholders pursuant to Rule 14a-8under the Exchange Act must be received by us on or before December 2, 2026. Such proposals must also comply with the requirements as to form and substance established by the SEC if such proposals are to be included in the proxy statement and form of proxy. All proposals should be addressed to the Neena A. Reddy, Secretary, Blue Owl Capital Corporation II, 399 Park Avenue, 37th Floor, New York, New York 10022.

Shareholder proposals or director nominations to be presented at the 2027 annual meeting of shareholders, other than shareholder proposals submitted pursuant to Rule 14a-8under the Exchange Act, must be submitted in accordance with the advance notice procedures and other requirements set forth in our bylaws. These requirements are separate from the requirements discussed above to have the shareholder nomination or other proposal included in our proxy statement and form of proxy/voting instruction card pursuant to the SEC's rules.

Our bylaws require that the proposal or recommendation for director nominations must be delivered to, or mailed and received at, the principal executive offices of the Company not earlier than November 2, 2026, the 150th day prior to the one year anniversary of the date of the Company's proxy statement for the preceding year's annual meeting, and not later than December 2, 2026, the 120th day prior to the first anniversary of the date of the proxy statement for the preceding year's annual meeting. If the date of the annual meeting has changed by more than 30 days from the first anniversary of the date of the preceding year's annual meeting, shareholder proposals or director nominations must be so received not earlier than the 150th day prior to the date of such annual meeting and not later than the later of the 120th day prior to the date of such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made.

Householding

Mailings for multiple shareholders going to a single household are combined by delivering to that address, in a single envelope, a copy of the documents (prospectuses, proxy statements, etc.) or other communications for all shareholders who have consented or are deemed to have consented to receiving such communications in such manner in accordance with the rules promulgated by the SEC. If you do not want to continue to receive combined mailings of Company communications and would prefer to receive separate mailings of Company communications, please contact Neena A. Reddy by telephone at (212) 419-3000or by mail to Blue Owl Capital Corporation II, 399 Park Avenue, 37th Floor, New York, New York 10022.

Available Information

Copies of the Company's annual reports on Form 10-K,quarterly reports on Form 10-Qand current reports on Form 8-Kare available at the Company's website (www.blueowlproducts.com) or without charge, upon request. Please contact Investor Relations by telephone at (212) 651-4705or mail your request to Blue Owl Capital Corporation II, 399 Park Avenue, 37th Floor, New York, New York 10022.

PLEASE VOTE PROMPTLY BY SIGNING AND DATING THE ENCLOSED PROXY CARD AND RETURNING IT IN THE ACCOMPANYING POSTAGE PAID RETURN ENVELOPE, BY FOLLOWING THE INSTRUCTIONS PRINTED ON THE PROXY CARD, OR BY FOLLOWING THE INSTRUCTIONS PRINTED ON THE NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS, WHICH PROVIDES INSTRUCTIONS FOR AUTHORIZING A PROXY THROUGH THE INTERNET. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES.

Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY V87942-P47782 1a. Eric Kaye 1b. Victor Woolridge For Against Abstain For Against Abstain ! ! ! ! ! ! ! ! ! BLUE OWL CAPITAL CORPORATION II 1. To elect each of Eric Kaye and Victor Woolridge to the board of directors of Blue Owl Capital Corporation II (the "Company") for three-year terms, each expiring at the 2029 annual meeting of shareholders and until their successors are duly elected and qualified; and Nominees: The Board of Directors recommends you vote FOR the following: Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by authorized officer. 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. IF THE PROXY IS SIGNED, SUBMITTED, AND NO SPECIFICATION IS MADE, THE PROXY SHALL BE VOTED FOR THE PROPOSALS. The Board of Directors recommends you vote FOR proposal 2. SCAN TO VIEW MATERIALS & VOTE w BLUE OWL CAPITAL CORPORATION II 399 PARK AVE, 37TH FLOOR NEW YORK, NY 10022 VOTE BY INTERNET-www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. Eastern Time on June 24, 2026. Follow the instructions to obtain your records and to create an electronic voting instruction form. During The Meeting - Go to www.virtualshareholdermeeting.com/OBDCII2026 You may attend the meeting via the Internet and vote during the meeting. Have the information that is printed in the box marked by the arrow available and follow the instructions. VOTE BY PHONE-1-800-690-6903Use any touch-tone telephone to transmit your voting instructions up until 11:59 p.m. Eastern Time on June 24, 2026. Have your proxy card in hand when you call and then follow the instructions. VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return before 5:00 p.m. Eastern Time on June 24, 2026 to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717.

V87943-P47782 Continued and to be signed on reverse side Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting: The Notice and Proxy Statement and Form 10-Kare available at www.proxyvote.com. NOTICE IS HEREBY GIVEN THAT the annual meeting of shareholders (the "Annual Meeting") of Blue Owl Capital Corporation II, a Maryland corporation (the "Company"), will be held on June 25, 2026 at 9:15 a.m. Eastern Time. 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/OBDCII2026. YOUR VOTE IS VERY IMPORTANT! Your immediate response will help avoid potential delays and may save the Company significant additional expenses associated with soliciting Shareholder votes. BLUE OWL CAPITAL CORPORATION II Annual Meeting of Shareholders June 25, 2026 at 9:15 A.M. Eastern Time This proxy is solicited by the Board of Directors The undersigned shareholder of Blue Owl Capital Corporation II, hereby appoints Neena Reddy and Jonathan Lamm, and each of them, as proxies for the undersigned with full power of substitution in each of them, to attend the 2026 Annual Meeting of Shareholders of Blue Owl Capital Corporation II to be held on June 25, 2026 at 9:15 a.m. Eastern Time, virtually at www.virtualshareholdermeeting.com/OBDCII2026, and any and all adjournments and postponements thereof, with all power possessed by the undersigned as if personally present and to vote in their discretion on such other matters as may properly come before the meeting. The undersigned hereby acknowledges receipt of the Notice of Annual Meeting of Shareholders, the accompanying Proxy Statement, and Annual Report on Form 10-Kfor the year ended 2025 and revokes any proxy heretofore given with respect to such meeting. This proxy is solicited on behalf of the Blue Owl Capital Corporation II board of directors. In their discretion, the proxies are authorized to vote upon such other business as may properly come before the 2026 Annual Meeting of Shareholders or any adjournments or postponements thereof in accordance with the recommendation of the board of directors or, in the absence of such a recommendation, in their discretion, including, but not limited to, matters incident to the conduct of the meeting or a motion to adjourn or postpone the meeting to another time and/or place for the purpose of soliciting additional proxies for any or all of the proposals referenced herein. If you sign, date and return this proxy, it will be voted as directed, or if no direction is indicated, will be voted in accordance with the Board of Directors' recommendations.