BlackRock Dividend Achievers Trust
Annual Report 2023

Plain-text annual report

Embracing transformation 2023 Annual Report 2023 AUM Total AUM1 Reimagining Reimagining Reimagining our platform our platform our platform for the future… for the future… for the future… BlackRock | 2023 Annual Report 1 BlackRock | 2023 Annual Report 1 BlackRock has led our industry for years by transforming and reimagining ourselves to stay ahead of the needs of our clients and by being ready to seize new opportunities. In January, we announced two transformational moves in anticipation of changes we see ahead for asset management and the capital markets. The strategic re- architecture of our organization will simplify and improve how we work and deliver for clients. As part of this re-architecture, we created a new strategic Global Product Solutions group (GPS). GPS will work to deliver our clients the best solutions across all our investment strategies, asset classes and fund structures while embedding our ETF and index expertise across the firm. We also We bring the introduced a new International BlackRock business structure to drive scale, provide unified leadership and platform strategy allow us to be simultaneously more to life by delivering global and more local in fast- growing international markets. access, expertise, and service. And we anticipate our planned acquisition of Global Infrastructure Partners ("GIP") will propel our success in the fast-growing infrastructure market. The planned combination of BlackRock’s infrastructure platform and GIP will provide clients access to investment and operating expertise across the infrastructure landscape. We believe the integrated platform will deliver clients scale and differentiated origination across equity, debt and solutions. These two transformational changes are the largest since our acquisition of BGI nearly 15 years ago. The infrastructure imperative Infrastructure is expected to be one of the fastest-growing segments of private markets in the years ahead. An unprecedented public need for investment in global infrastructure systems, combined with record government deficits, means that private capital will be needed like never before. This supply-demand imbalance creates compelling investment opportunities for our clients. Infrastructure also offers clients the current cash flow and inflation-protected, long-duration investments they need. Through the future integration of BlackRock and GIP, we aim to connect our clients with bigger and better opportunities, while also accelerating growth, diversifying revenue and generating earnings for our shareholders. 1. BlackRock as of December 31, 2023. Represents total AUM since 2003. Note: Cover bar chart reflects BlackRock AUM for years ending December 31, 2018 — December 31, 2023. 2 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 3 Europe, Middle East and Africa $2,479B Americas ex-U.S. $356B Helping more and more people experience financial well-being Launched iShares LifePath Target Date ETFs, helping Americans access retirement savings solutions through low- cost ETFs Made a minority investment in Upvest, which creates technology infrastructure to lower the barriers to entry for millions of investors across Europe Partnered with Monzo to provide better access to digital investing in the UK Announced our agreement to form Jio BlackRock, where we see the potential to revolutionize India’s asset management industry Delivering performance Durable active investment performance contributed to nearly $60B of net inflows across our active platform in 2023 Precise tracking for index and ETFs, with 96%+ of equity and fixed income index AUM within or above applicable tolerance for the 1-, 3- and 5-year periods2 …with clients always at the center More than half of the money BlackRock manages is related to retirement. So helping people finance retirement is a major focus of ours. BlackRock is committed to building more intuitive, resilient retirement solutions so that more people can save for retirement. We are working with governments and the private sector across dozens of countries to provide our retirement system expertise, insights, products and services. We see significant opportunity to deepen relationships and consolidate share with our clients as the only partner that can provide integrated investment management and technology across public and private markets, ultimately driving better long- term outcomes. Everything we do is for our clients. We listen to them, learn from them, and put their needs first. Thousands of clients, who invest on behalf of millions of individuals around the globe, entrust us with over $10 trillion of their own money. In 2023 alone, BlackRock generated $289 billion of net new client assets. Understanding our clients’ needs and applying that to our vision for the future of our industry has defined our history. That commitment gave rise to the invention and growth of Aladdin. It drove the revolution that made iShares ETFs ubiquitous with tens of millions of investors globally. And it accelerated our ambition to lead in infrastructure private markets, including our planned acquisition of GIP. 1. BlackRock as of December 31, 2023. 2. BlackRock as of December 31, 2023. Past performance is not indicative of future results. Asia Pacific $802B United States $6,372B Total AUM by Region1 4 BlackRock BlackRock | 2023 Annual Report 5 Technology Services Revenue 2021 2020 2019 2018 Technology powering the portfolio of the future 2023 2022 We got our start by helping long- term investors better manage their risk and portfolios in a scaled way using technology. That is what drove our early investment in Aladdin – and many of the investments we have made since – to enhance our understanding of risk factors to deliver better outcomes for our clients. In the same way that many of our asset management clients are consolidating their portfolios with fewer managers, our clients are looking to use fewer technology providers. In 2023, BlackRock generated $1.5 billion of technology services revenue. Over 50% of our Aladdin 1. BlackRock as of December 31, 2023. sales were multi-product, as clients increasingly extend their partnership with Aladdin. Through its dynamic ecosystem of over 130,000 users, the Aladdin platform is constantly innovating and improving. Investments in Aladdin AI copilots, enhancements in openness supporting ecosystem partnerships, and advancing whole portfolio solutions including private markets and digital assets are going to further augment the value of Aladdin. 50%+ of Aladdin sales were across multiple products 130,000+ Aladdin users1 100+ specialists in AI-related fields, including optimization, data science, machine learning and natural language processing1 Enhancing our operating model through AI As a technology leader in asset management, we’ve used AI and related tools including optimization, data science, machine learning and natural language processing for years. We started our AI Labs in 2018 to build technology-first solutions to drive productivity, efficiency and investment performance across our platform. We’ve used AI to generate alpha in systematic strategies for decades, and we have more recently been bringing these techniques to alternatives. We use AI to bring operational efficiencies across trade execution, operations and enterprise data management. We empower our people to use AI to provide richer client interactions and build better portfolios. We’re now bringing AI to Aladdin to reduce friction in investing and create a seamless end-to-end investment lifecycle for our clients. 6 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 7 Client-first approach to global innovation Innovation is crucial to how we deliver performance and stay ahead of our clients’ needs. That commitment to innovating and evolving for our clients has been behind everything we’ve done as a firm, whether it’s unlocking new markets through iShares; pioneering whole portfolio advisory; launching Aladdin on the desktops of investors; and so much more. Private Markets Active ETFs BlackRock has been successfully scaling our private markets platform, which has more than doubled over the last 5 years. Our global network of relationships, data and analytics, and flexible, adaptable capital mean we can source proprietary deals for our clients and mobilize assets to accelerate innovation and economic growth. At the same time, our increasing momentum in private markets is delivering value for our shareholders through organic asset and revenue growth. $1.2B record private markets revenue in 2023 $14B of private markets net inflows In 2023, BlackRock launched 19 active ETFs, leveraging the benefits of the ETF structure alongside the insights of our portfolio managers to help clients reach the outcomes they seek. Some of these strategies seek to outperform a benchmark, while others use options strategies to generate income or provide greater downside protection, such as our Buy/Write and Buffer ETFs. In January 2024, the iShares Bitcoin ETF began trading – another landmark moment that advances ETF innovation and expands access to bitcoin for investors. We will continue to enable more convenient and cost-effective investment access across asset classes through innovation, risk management and technology. 1. Bloomberg, BlackRock as of December 31, 2023. Represents net inflows to iShares products launched since 2020 as a proportion of total iShares ETF net inflows in 2023. BlackRock ETF Flows Nearly 20% of ETF flows from products launched since 20201 8 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 9 Unlocking value for our shareholders Total Return (%)1 Almost fifteen years ago, after our transformational acquisition of BGI and iShares, BlackRock stock was 80% held by three large institutions. Today we’re proud to have thousands of owners of BlackRock. Our firm looked different back then. But it is our willingness to reimagine our business and seize opportunities that has accelerated our growth and generated value for our shareholders. Our shareholder value framework is simple – we focus on generating organic growth, driving operating leverage and returning excess capital to shareholders. Over the last 5 years, clients have entrusted BlackRock with over $1.9 trillion in net new assets, driving organic asset and base fee growth. The powerful simplicity of our business model is that when we deliver value for our clients, we also create more durable value for our shareholders. Since our IPO in 1999, we have generated a total return of over 9,000%, including nearly 140% in just the last five years – well in excess of peers and broader markets. We believe we enter 2024 in a stronger position than ever, and all of us at BlackRock are excited about the opportunities ahead for our clients, the firm and our shareholders. $289B of total net inflows in 2023 15%+ IRR on share repurchases in last five years $4.5B+ returned to shareholders through a combination of dividends and share repurchases after investing for growth in 2023 9,000%+1 total return on BlackRock’s stock since IPO 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 1. Total return is cumulative and reflective of October 1, 1999 to December 31, 2023 since IPO and December 31, 2018 to December 31, 2023 for last five years, assuming reinvestment of all dividends. Graph includes BlackRock (orange), S&P 500 (pink) and S&P 500 Financials (yellow). Past performance is not indicative of future results. 10 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 11 Annual chairman’s letter to investors Time to rethink retirement When my mom passed away in 2012, my dad started to decline quickly, and my brother and I had to go through my parents’ bills and finances. Both my mom and dad worked great jobs for 50 years, but they were never in the top tax bracket. My mom taught English at the local state college (Cal Northridge), and my dad owned a shoe store. I don’t know exactly how much they made every year, but in today’s dollars, it was probably not more than $150,000 as a couple. So, my brother and I were surprised when we saw the size of our parents’ retirement savings. It was an order of magnitude bigger than you’d expect for a couple making their income. And when we finished going over their estate, we learned why: my parents’ investments. My dad had always been an enthusiastic investor. He encouraged me to buy my first stock (the DuPont chemical company) as a teenager. My dad invested because he knew that whatever money he put in the bond or stock markets would likely grow faster than in the bank. And he was right. I went back and did the math. If my parents had $1,000 to invest in 1960, and they put that money in the S&P 500, then by the time they’d reached retirement age in 1990, the $1,000 would be worth nearly $20,000.1 That’s more than double what they would have earned if they’d just put the money in a bank account. My dad passed away a few months after my mom, in his late 80s. But both my parents could have lived beyond 100 and comfortably afforded it. Why am I writing about my parents? Because going over their finances showed me something about my own career in finance. I had been working at BlackRock for almost 25 years by the time I lost my mom and dad, but the experience reminded me – in a new and very personal way – why my business partners and I founded BlackRock in the first place. Obviously, we were ambitious entrepreneurs, and we wanted to build a big, successful company. But we also wanted to help people retire like my parents did. That’s why we started an asset manager – a company that helps people invest in the capital markets – because we believed participating in those markets was going to be crucial for people who wanted to retire comfortably and financially secure. We also believed the capital markets would become a bigger and bigger part of the global economy. If more people could invest in the capital markets, it would create a virtuous economic cycle, fueling growth for companies and countries, which would, in turn, generate wealth for millions more people. My parents lived their final years with dignity and financial freedom. Most people don’t have that chance. But they can. The same kinds of markets that helped my parents in their time can help others in our time. Indeed, I think the growth- and prosperity- generating power of the capital markets will remain a dominant economic trend through the rest of the 21st Century. This letter attempts to explain why. A brief (and admittedly incomplete) history of U.S. capital markets In finance, there are two basic ways to get or grow money. One is the bank, which is what most people historically relied on. They deposited their savings to earn interest or took out loans to buy a home or expand their business. But over time a second avenue for financing arose, particularly in the U.S., with the growth of the capital markets: publicly traded stocks, bonds, and other securities. I saw this firsthand in the late 1970s and early 1980s when I played a role in the creation of the securitization market for mortgages. Before the 1970s, most people secured financing for their homes the same way they did in the Christmas classic It’s a Wonderful Life – through the Building & Loan (B&L). Customers deposited their savings into the B&L, which was essentially a bank. Then that bank would turn around and lend out those savings in the form of mortgages. In the movie – and in real life – everything works fine until people start lining up at the bank’s front door asking for their deposits back. As Jimmy Stewart explained in the film, the bank didn’t have their money. It was tied up in somebody else’s house. After the Great Depression, B&Ls morphed into savings & loans (S&Ls), which had their own crisis in the 1980s. Approximately half of the outstanding home mortgages in the U.S. were held by S&Ls in 1980, and poor risk management and loose lending practices led to a raft of failures costing U.S. taxpayers more than $100 billion dollars.2 But the S&L crisis didn’t cause the American economy lasting damage. Why? Because at the same time the S&Ls were collapsing another method of financing was getting stronger. The capital markets were providing an avenue to channel capital back to challenged real estate markets. 1. Based on a $1,000 investment from January 1960 to December 1990. Assumes reinvestment of all dividends. Past performance is not indicative of future results. 2. Federal Reserve History, Savings and Loan Crisis o i d u t S e w o L k c i R © . 3 2 0 2 , ’ d e l t i t n U s e w o L k c i R : k r o w t r A 7,700%365%362% 12 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 13 This was mortgage securitization. Securitization allowed banks not just to make mortgages but to sell them. By selling mortgages, banks could better manage risk on their balance sheets and have capital to lend to home buyers, which is why the S&L crisis didn’t severely impact American homeownership. Eventually, the excesses of mortgage securitization contributed to the crash in 2008, and unlike the S&L crisis, the Great Recession did harm home ownership in the U.S. The country still hasn’t fully recovered in that respect. But the broader underlying trend – the expansion of the capital markets – was still very helpful for the American economy. In fact, it’s worth considering: Why did the U.S. rebound from 2008 faster than almost any other developed nation? 3 A big part of the answer is the country’s capital markets. In Europe, where most assets were kept in banks, economies froze as banks were forced to shrink their balance sheets. Of course, U.S. banks had to tighten capital standards and pull back from lending as well. But because the U.S. had a more robust secondary pool of money – the capital markets – the nation was able to recover much more quickly. Today public equities and bonds provide over 70% of financing for non-financial corporations in the U.S. – more than any other country in the world. In China, for example, the bank-to-capital market ratio is almost flipped. Chinese companies rely on bank loans for 65% of their financing.4 In my opinion, this is the most important lesson in recent economic history: Countries aiming for prosperity don’t just need strong banking systems – they also need strong capital markets. underperformed the Indian stock market, proving a subpar investment for individual investors. Nor has investing in gold helped the country’s economy. That lesson is now spreading around the world. Replicating the success of America’s capital markets Last year, I spent a lot of days on the road, logging visits to 17 different countries. I met with clients and employees. I also met with many policymakers and heads of state, and during those meetings, the most frequent conversation I had was about the capital markets. More and more countries recognize the power of American capital markets and want to build their own. Of course, many countries do have capital markets already. There are something like 80 stock exchanges around the world, everywhere from Kuala Lumpur to Johannesburg.5 But most of these are rather small, with little investment. They’re not as robust as the markets in the U.S., and that’s what other nations are increasingly looking for. In Saudi Arabia, for example, the government is interested in building a market for mortgage securitization while Japan and India want to give people new places to put their savings. Today, in Japan, it’s mostly the bank. In India, it’s often in gold. When I visited India in November, I met policymakers who lamented their fellow citizens’ fondness for gold. The commodity has Compare investing in gold with, let’s say, investing in a new house. When you buy a home, that creates an economic multiplier effect because you need to furnish and repair the house. Maybe you have a family and fill the house with children. All that generates economic activity. Even when someone puts their money in a bank, there’s a multiplier effect because the bank can use that money to fund a mortgage. But gold? It just sits in a safe. It can be a good store of value, but gold doesn’t generate economic growth. This is a small illustration – but a good one – of what countries want to accomplish with robust capital markets. (Or rather, of what they can’t accomplish without them). Despite the anti-capitalist strain in our modern politics, most world leaders still see the obvious: No other force can lift more people from poverty or improve quality of life quite like capitalism. No other economic model can help us achieve our highest hopes for financial freedom – whether we want it for ourselves or our country. That’s why the capital markets will be key to addressing two of the mid-21st Century’s biggest economic challenges. 1 The first is providing people what my parents built over time – a secure, well-earned retirement. This is a much harder proposition than it was 30 years ago. And it’ll be a much harder proposition 30 years from now. People are living longer 3. OCED Economic Surveys: United States (2016) 4. Securities Industry and Financial Markets Association, Capital Markets Fact Book (2023), p.6 5. World Federation of Exchanges, Market Statistics-February 2024, (2024) lives. They’ll need more money. The capital markets can provide it – so long as governments and companies help people invest. 2 A second challenge is infrastructure. How are we going to build the massive amount the world needs? As countries decarbonize and digitize their economies, they’re supercharging demand for all sorts of infrastructure, from telecom networks to new ways to generate power. In fact, in my nearly 50 years in finance, I’ve never seen more demand for energy infrastructure. And that’s because many countries have twin aims: They want to transition to lower-carbon sources of power while also achieving energy security. The capital markets can help countries meet their energy goals, including decarbonization, in an affordable way. Asking the old age question: How do we afford longer lives? Last year, Japan passed a demographic milestone. The country’s population has been aging since the early 1990s as the pool of working-age people has shrunk and the number of elderly has risen. But 2023 was the first time that 10% of their people exceeded 80 years old,6 making Japan the “oldest country in the world”7 according to the United Nations. This is part of the reason the Japanese government is making a push for retirement investment. Most Japanese keep the bulk of their retirement savings in banks, earning a low interest rate. It wasn’t such a bad strategy when Japan was suffering from deflation, but now the country’s economy has turned around, with the NIKKEI surging past 40,000 for the first time this month (March 2024).8 Most aspiring retirees are missing out on the upswing. The country didn’t have anything resembling a 401(k) program until 2001, but even then, the amount of income people could contribute was quite low. So a decade ago, the government launched the Nippon Individual Savings Accounts (NISA) to encourage people to invest even more in retirement. Now they’re trying to double NISA’s As populations age, building retirement savings has never been more urgent 2020 n o i t a l u p o P e g A g n i k r o W l a n o i t a N 0 2 0 2 f o % 130% 120% 110% 100% 90% 80% 70% 60% 50% Peak Year Australia 2100 India 2048 USA 2053 Mexico 2039 2029 UK Brazil 2035 Japan 1994 2010 2020 2030 2040 2050 2060 2070 Source: Working-age population (ages 15-64): UN “medium trend”9 6. World Economic Forum, Ageing and Longevity, (2023) 7. United Nations, World Population Ageing, (2017), p.8 8. The Wall Street Journal, Japan’s Nikkei Tops 40000 for First Time, Driven by AI Optimism, (2024) 9. Note: 1. Format adapted from Adele M. Hayutin, New Landscapes of Population Change: A Demographic World Tour (Hoover Press, 2022). Data from United Nations Population Division, World Population Prospects. (latest refresh 2022), Medium Fertility Projection. 2. Peak year is defined as the year in which working age population reaches its maximum for a country. Sources: United Nations Population Statistics (as of 2022). OECD (as of 06/2023). World Bank (as of 2022). 14 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 15 enrollment. The goal is 34 million Japanese investors before the end of the decade.10 It will require the Japanese government to expand their capital markets, which historically had very little retail participation. Japan isn’t alone in helping more of its citizens invest for retirement. BlackRock has a joint venture – Jio BlackRock – with Jio Financial Services, an affiliate of India’s Reliance Industries. Over the past 10 years, India has built a huge digital public infrastructure network that connects nearly one billion Indians to everything from healthcare to government payments via their smartphones. Jio BlackRock’s goal is to use the same infrastructure to deliver retirement investing (and more). After all, India is aging, too. The whole world is, albeit at different speeds. Brazil will start seeing more people leave its workforce than enter it by 2035; Mexico will reach peak workforce by 2040; India sometime around 2050. By the mid-century mark, one- in-six people globally will be over the age of 65, up from one- in-11 in 2019.11 To support them, governments are going to have to prioritize building out robust capital markets like the U.S. has. But this isn’t to say the U.S. retirement system is perfect. I’m not sure anybody believes that. The retirement system in America needs modernizing, at the very least. Rethinking retirement in the United States This was particularly clear last year as the biotech industry pumped out a rush of new, life-extending drugs. Obesity, for example, can take more than 10 years off someone’s life expectancy, which is why some researchers think that new pharmaceuticals like Ozempic and Wegovy can be life-extending drugs, not just weight-loss drugs.12 In fact, a recent study shows that semaglutide, the generic name for Ozempic, can give people with cardiovascular disease an extra two years of life where they don’t suffer a major condition like a heart attack.13 These drugs are breakthroughs. But they underscore a frustrating irony: As a society, we focus a tremendous amount of energy on helping people live longer lives. But not even a fraction of that effort is spent helping people afford those extra years. It wasn’t always this way. One reason my parents had a financially secure retirement was CalPERS, California’s state pension system. As a public university employee, my mom could enroll. But pension enrollment has been declining across the country since the 1980s.14 Meanwhile the federal government has prioritized maintaining entitlement benefits for people my age (I’m 71) even though it might mean that Social Security will struggle to meet its full obligations when younger workers retire. It’s no wonder younger generations, Millennials and Gen Z, are so economically anxious. They believe my generation – the Baby Boomers – have focused on their own financial well-being to the detriment of who comes next. And in the case of retirement, they’re right. Today in America, the retirement message that the government and companies tell their workers is effectively: “You’re on your own.” And before my generation fully disappears from positions of corporate and political leadership, we have an obligation to change that. Maybe once a decade, the U.S. faces a problem so big and urgent that government and corporate leaders stop business as usual. They step out of their silos and sit around the same table to find a solution. I participated in something like this after 2008, when the government needed to find a way to unwind the toxic assets from the mortgage crisis. More recently, tech CEOs and the federal government came together to address the fragility of America’s semiconductor supply chain. We need to do something similar for the retirement crisis. America needs an organized, high- level effort to ensure that future generations can live out their final years with dignity. What should that national effort do? I don’t have all the answers. But what I do have is some data and the beginnings of a few ideas from BlackRock’s work. Because our core business is retirement. 10. Cabinet Secretariat of Japan, Doubling Asset-based Income Plan, (2022), p.2 11. United Nations, UN DESA releases new report on ageing, (2019) 12. The New York Times Magazine, Can We Live to 200? (2021) 13. National Library of Medicine, Estimated Life-Years Gained Free of New or Recurrent Major Cardiovascular Events With the Addition of Semaglutide to Standard of Care in People With Type 2 Diabetes and High Cardiovascular Risk, (2022) 14. Source 1: Bureau of Labor Statistics, Employee Benefits in the United States, (2023), p.1; Source 2: Bureau of Labor Statistics, Employee Benefits in Industry, (1980), p. 6 More than half the assets BlackRock manages are for retirement.15 We help about 35 million Americans invest for life after work,16 which amounts to about a quarter of the country’s workers.17 Many are educators like my mom was. BlackRock helps manage pension assets for roughly half of U.S. public school teachers.18 And this work – and our similar work around the globe – has given us some insight into how a national initiative to modernize retirement might begin. We think the conversation starts by looking at the challenge through three different lenses. • What’s the issue from the perspective of a current worker, someone who’s still trying to save for retirement? • What about someone who has already retired? We have to look at the problem from the retiree’s point-of-view — an individual who has already saved enough to stop working but is worried the money will run out. • But first it’s important to look at retirement in America like you’d look at a map of America – a high-level picture of the problem, the kind a national policymaker might look at. What’s the issue for the population as a whole? (It’s demographics). The demographics don’t lie There’s a popular saying in economics: “You just can’t fight demographics.” And yet, when it comes to retirement, the U.S. is trying anyway. In wealthy countries, most retirement systems have three pillars. One is what people invest personally (my dad putting his money in the stock market). Another is the plans provided by employers (my mom’s CalPERS pension). A third component is what we hear politicians mostly talking about – the government safety net. In the U.S., this is Social Security. You’re probably familiar with the economics behind Social Security. During your working years, the government takes a portion of your income, then after you retire, it sends you a check every month. The idea actually originates from pre- World War I Germany, and these “old-age insurance” programs gradually became popular over the 20th Century largely because the demographics made sense. Think about someone who was 65 years old in 1952, the year I was born. If he hadn’t retired already, that person was probably getting ready to stop working. But now think about that person’s former colleagues, all the people around his age who he’d entered the workforce with back in the 1910s. The data shows that in 1952, most of those people were not preparing for retirement because they’d already passed away. This is how the Social Security program functioned: More than half the people who worked and paid into the system never lived to retire and be paid from the system.19 Today, these demographics have completely unraveled, and this unraveling is obviously a wonderful thing. We should want more people to live more years. But we can’t overlook the massive impact on the country’s retirement system. It’s not just that more people are retiring in America; it’s also that their retirements are increasing in length. Today, if you’re married and both you and your spouse are over the age of 65, there’s a 50/50 chance at least one of you will be receiving a Social Security check until you’re 90.20 All this is putting the U.S. retirement system under immense strain. The Social Security Administration itself says that by 2034, it won’t be able to pay people their full benefits.21 What’s the solution here? No one should have to work longer than 15. BLK Estimates based on AUM as of December 31st, 2021 and Cerulli data as of 2020. ETF assets include only qualified assets based on Cerulli data, and assumes 9.5% of institutionally held ETFs are related to pensions or retirement. Institutional estimates includes assets defined as “related to retirement” and are based on products and clients with a specific retirement mandate (e.g., LifePath, pensions). Estimates for LatAm based on assets managed for LatAm Pension Fund clients, excluding cash. 16. BlackRock as of Dec. 31, 2021. The overall number of Americans is calculated based on estimates of participants in BlackRock’s Defined Contribution and Defined Benefit plan clients. The Defined Contribution number is estimated based on data from FERS as well as ISS Market Intelligence BrightScope for active participants across 401(k) and 403(b). Defined Contribution includes plans with over $100M+ in assets where participants have access to one or more BlackRock funds; some may not be invested with BlackRock. The Defined Benefit number is estimated based on data from public filings and Pension & Investments for the total number of participants across the 20 largest U.S. Defined Benefit plans that are not also Defined Contribution clients of BlackRock. 17. U.S. Bureau of Labor Statistics, Labor Force Statistics from the Current Population Survey, (Feb. 2023) 18. Represents the total number of active public schoolteachers enrolled in defined benefit plans with assets managed by BlackRock. Excludes Virginia, Alaska and Pennsylvania pension clients, as the states’ DB plan is not the default plan for its participants. Public school teachers count from the National Center for Education Statistics, projection for 2022 school year. Pensions participation rate based on data from the U.S. Bureau of Labor Statistics: 89% as of March 2022. 19. Social Security, Life Tables for the United States Social Security Area 1900-2100, Figure 3a 20. Social Security, When to Start Receiving Retirement Benefits, (2023), p.2 21. Social Security, Summary: Actuarial Status of the Social Security Trust Funds, (2023) 16 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 17 they want to. But I do think it’s a bit crazy that our anchor idea for the right retirement age – 65 years old – originates from the time of the Ottoman Empire. Humanity has changed over the past 120 years. So must our conception of retirement. One nation that’s rethought retirement is the Netherlands. In order to keep their state pension affordable, the Dutch decided more than 10 years ago to gradually raise the retirement age. It will now automatically adjust as the country’s life expectancy changes.22 Obviously, implementing this policy elsewhere would be a massive political undertaking. But my point is that we should start having the conversation. When people are regularly living past 90, what should the average retirement age be? Or rather than pushing back when people receive retirement benefits, perhaps there’s a more politically palatable idea: How do we encourage more people who wish to work longer, with carrots rather than sticks? What if the government and the private sector treated 60-plus-year- olds as late-career workers with much to offer rather than people who should retire? One way Japan has managed its aging economy is by doing exactly this. They’ve found new ways to boost the labor force participation rate, a metric that has been declining in the U.S. since the early 2000s.23 It’s worth asking: How can America stop (or at least, slow) that trend? Again, I’m not pretending to have the answers. Despite BlackRock’s success helping millions retire, these questions are going to have to be posed to a broader range of investors, retirees, policymakers, and others. Over the next few months, BlackRock will be announcing a series of partnerships and initiatives to do just that, and I invite you to join us. For workers, make investing (almost) automatic When the U.S. Census Bureau released its regular survey of consumer finances in 2022, nearly half of Americans aged 55 to 65 reported not having a single dollar saved in personal retirement accounts.24 Nothing in a pension. Zero in an IRA or 401(k). an Emergency Savings Initiative. The program has helped mostly low- income Americans put away a total of $2 billion in new liquid savings.26 Why? Well, the first barrier to retirement investing is affordability. Four-in-10 Americans don’t have $400 to spare to cover an emergency like a car repair or hospital visit.25 Who is going to invest money for a retirement 30 years away if they don’t have cash for today? No one. That’s why BlackRock’s foundation has worked with a group of nonprofits to set up Studies show that when people have emergency savings, they’re 70% more likely to invest for retirement.27 But this is where workers run into another barrier: Investing is complex even if you can afford it. No one is born a natural investor. It’s important to say that because sometimes in the financial services industry we imply the opposite. We make it seem like saving for 22. Dutch Government, Why is the state pension age increasing? (translated from Dutch) 23. U.S. Bureau of Labor Statistics, Civilian labor force participation rate, (2000-2024) 24. U.S. Census Bureau, Survey of Income and Program Participation (SIPP), (2022) 25. Federal Reserve, Economic Well-Being of U.S. Households in 2022, (2023), p.2 26. BlackRock, Emergency Savings Initiative: Impact and Learnings Report, (2019-2022), p.2 27. BlackRock, Emergency Savings Initiative: Impact and Learnings Report, (2019-2022), p.12 Global Executive Committee Laurence D. Fink Robert S. Kapito Joud Abdel Majeid Lance Braunstein Philipp Hildebrand John Kelly J. Richard Kushel Rachel Lord Chairman and Chief Executive Officer President Global Head of Investment Stewardship Head of Aladdin Engineering Vice Chairman Global Head of Corporate Affairs Head of the Portfolio Management Group Head of International Susan Chan Samara Cohen Stephen Cohen Edwin N. Conway Christopher J. Meade Manish Mehta Sudhir Nair Rick Rieder Head of Asia Pacific Chief Investment Officer of ETF and Index Investments Chief Product Officer Global Head of Equity Private Markets General Counsel and Chief Legal Officer Head of BlackRock Global Markets Global Head of Aladdin Chief Investment Officer of Global Fixed Income Edward J. Fishwick Robert L. Goldstein Charles Hatami Caroline Heller Raffaele Savi Martin S. Small Derek Stein Mark K. Wiedman Chief Risk Officer & Head of the Risk and Quantitative Analysis Group Chief Operating Officer Global Head of the Financial and Strategic Investors Group Global Head of Human Resources Global Head of BlackRock Systematic Chief Financial Officer Global Head of Technology & Operations Head of the Global Client Business 18 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 19 retirement can be a simple task, something anyone can do with a bit of practice, like driving your car to work. Just grab your keys and hop in the driver’s seat. But financing retirement isn’t so intuitive. The better analogy is if someone dropped a bunch of engine and auto parts in your driveway and said, “Figure it out.” At BlackRock, we’ve tried to make the investing process more intuitive by inventing simpler products like target date funds. They only require people to make one decision: What year do they expect to retire? Once people choose their “target date,” the fund automatically adjusts their portfolio, shifting from higher- return equities to less risky bonds as retirement approaches.28 like a target date fund can do. Indeed, for most people, the data shows that the hardest part of retirement investing is just getting started. In 2023, BlackRock expanded the types of target date ETFs we offer so people can more easily buy them even if they don’t work for employers offering a retirement plan. There are 57 million people like this in America – farmers, gig workers, restaurant employees, independent contractors – who don’t have access to a defined contribution plan.29 And while better investment products can help, there are limits to what something Other nations make things simpler for their part-time and contract workers. In Australia, employers must contribute a portion of income for every worker between the ages of 18 and 70 into a retirement account, which then belongs to the employee. The Superannuation Guarantee was introduced in 1992 when the country seemed like it was on the path to a retirement crisis. Thirty- two years later, Australians likely 28. BlackRock, What are target date funds? 29. AARP, New AARP Research: Nearly Half of Americans Do Not Have Access to Retirement Plans at Work, (2022) have more retirement savings per capita than any other country. The nation has the world’s 54th largest population,30 but the 4th largest retirement system.31 Of course, every country is different, so every retirement system should be different. But Australia’s experience with Supers could be a good model for American policymakers to study and build on. Some already are. There are about 20 U.S. states – like Colorado and Virginia – that have instituted retirement systems to cover all workers like Australia does, even if they’re gig or part-time.32 It’s a good thing that legislators are proposing different bills and states are becoming “laboratories of retirement.” More should consider it. The benefits could be enormous for individual retirees. These new programs could also help the U.S. ensure the long- term solvency of Social Security. That’s what Australia found – their Superannuation Guarantee relieved the financial tension in their country’s public pension program.33 But what about workers who do have access to an employer retirement plan? They need support too. Even among employees who have access to employer plans, 17% don’t enroll in them, and the hypothesis among retirement experts is this is not a conscious choice. People are just busy. It sounds trivial, but even the hour or so it takes someone to look through their work e-mail inbox for the correct link to their company’s retirement system and then select the percentage of their income they want to contribute can be the unclearable hurdle. That’s why companies should make a conscious effort to look at what their default option is. 30. CIA: The World Factbook, Country Comparisons: Population (2023 est.) 31. OECD, Pensions at a Glance 2023, (2023), p. 222 32. Georgetown University Center for Retirement Initiatives, State-Facilitated Retirement Savings Programs: A Snapshot of Program Design Features, (2023) 33. Parliament of Australia, Superannuation and retirement incomes Board of Directors Laurence D. Fink Bader M. Alsaad Pamela Daley Amin H. Nasser Gordon M. Nixon Chairman and CEO of BlackRock Chairman of the Board and Director General of the Arab Fund for Economic & Social Development Former Senior Vice President of Corporate Business Development of General Electric Company President and CEO of the Saudi Arabian Oil Company Former President and CEO of Royal Bank of Canada Kristin Peck CEO of Zoetis, Inc. William E. Ford Fabrizio Freda Murry S. Gerber Chairman and CEO of General Atlantic President and CEO of the Estée Lauder Companies Inc. Lead Independent Director Former Chairman and CEO of EQT Corporation Charles H. Robbins Chairman and CEO of Cisco Systems, Inc. Marco Antonio Slim Domit Hans E. Vestberg Chairman of Grupo Financiero Inbursa, S.A.B. de C.V. Chairman and CEO of Verizon Communications, Inc. Margaret “Peggy” L. Johnson Robert S. Kapito Cheryl D. Mills CEO of Agility Robotics President of BlackRock Founder and CEO of BlackIvy Group Susan L. Wagner Mark Wilson Former Vice Chairman of BlackRock Former CEO of Aviva plc and former President and CEO of AIA 20 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 21 Are people automatically enrolled in a plan or not? And how much are they auto-enrolled to contribute? Is it a minimum percentage of their income? Or the maximum? In 2017, the University of Chicago economist Richard Thaler won the Nobel Prize, in part, for his pioneering work around “nudges” – small changes in policy that can have enormous impact in people’s financial lives. Auto-enrollment is one of them. Studies show that the simple step of making enrollment automatic increases retirement plan participation by nearly 50%.34 As a nation, we should do everything we can to make retirement investing more automatic for workers. And there are already bright spots. Next year, a new federal law will kick in, requiring employers that set up new 401(k) plans to auto-enroll their new workers. Plus, there are hundreds of major companies (including BlackRock) that have already taken this step voluntarily. But firms can do even more to improve their employee’s financial lives, such as providing some level of matching funds for retirement plans and offering more financial education on the tremendous long-term difference between contributing a small percentage of your income to retirement versus the maximum. I also think we should make it easier for workers to transfer their 401(k) savings when they switch jobs. There is a menu of options here, and we need to explore all of them. For retirees, help them spend what they saved In 2018, BlackRock commissioned a study of 1,150 American retirees. When we dug into the data, we found something unexpected – even paradoxical. The survey showed that after nearly two decades of retirement, the average person still had 80% of their pre-retirement money saved. We’re talking about people who were probably between the ages of 75 and 95. If they had invested for retirement, they were likely sitting on more than enough money for the rest of their lives. And yet the data also showed that they were anxious about their finances. Only 32% reported feeling comfortable about spending what they saved.35 This retirement paradox has a simple explanation: Even people who know how to save for retirement still don’t know how to spend for it. In the U.S., this problem’s roots stretch back more than four decades when employers began switching from defined benefit plans – pensions – to defined contribution plans like 401(k)s. In a lot of ways, pensions were much simpler than the 401(k). You had a job somewhere for 20 or 30 years. Then when you retired, your pension paid you a set amount – a defined benefit – every month. When I entered the workforce in the 1970s, 38% of Americans had one of these defined benefit plans, but by 2008 the percentage had been cut almost in half.36 Meanwhile, the fraction of Americans with defined contribution plans almost quadrupled.37 This should have been a good thing. Beginning with the Baby Boomers, fewer and fewer workers spent their entire careers in one place, meaning they needed a retirement option that would follow them from job to job. In theory, 401(k)s did that. But in practice? Not really. Anyone who’s switched jobs knows how unintuitive it is to transfer your retirement savings. In fact, studies show that about 40% of employees cash out their 401(k)s when they switch jobs, putting themselves back at the starting line for retirement savings.38 The real drawback of defined contribution was that it removed most of the retirement responsibility from employers and put it squarely on the shoulders of the employees themselves. With pensions, companies had a very clear obligation to their workers. Their retirement money was a financial liability on the corporate balance sheet. Companies knew they’d have to write a check every month to each one of their retirees. But defined contribution plans ended that, forcing retirees to trade a steady stream of income for an impossible math problem. Because most defined contribution accounts don’t come with instructions for how much you can take out every month, individual savers first must build up a nest- egg, then spend down at a rate that will last them the rest of their lives. But who really knows how long that will be? Put simply, the shift from defined benefit to defined contribution has been, for most people, a shift from financial certainty to financial uncertainty. That’s why around the same time we saw the data that retirees were nervous about spending their savings, we started wondering: Was there something we could do about it? Could we develop an investment strategy that provided the flexibility of a 401(k) investment but also the potential for a predictable, paycheck-like income stream, similar to a pension? It turns out, we could. That strategy is called LifePath Paycheck™, which will go live in April. As I write this, 14 retirement plan sponsors are planning to make LifePath Paycheck™ available to 500,000 employees. I believe it will one day be the most used investment strategy in defined contribution plans. We’re talking about a revolution in retirement. And while it may happen in the U.S. first, eventually other countries will benefit from the innovation as well. At least, that is my hope. Because while retirement is mainly a saving challenge, the data is clear: It’s a spending one too. Fear vs. hope Before I conclude this section on retirement, I want to share a few words about one of the largest barriers to investing for the future. In my view, it’s not just affordability or complexity or the fact that people are too busy to enroll in their employer’s plan. Arguably the biggest barrier to investing for retirement – or for anything – is fear. In finance, we sometimes think of “fear” as a fuzzy, emotional concept – not as a hard economic data point. But that’s what it is. Fear is as important and actionable a metric as GDP. After all, investment (or lack thereof) is just a measure of fear because no one lets their money sit in a stock or a bond for 30 or 40 years if they’re afraid the future is going to be worse than the present. That’s when they put their money in a bank. Or underneath the mattress. This is what happens in many countries. In China, where new surveys show consumer confidence has dropped to its lowest level in decades, household savings have reached their highest level on record – nearly $20 trillion – according to the central bank.39 China has a savings rate of about 30%. Nearly a third of all money earned is socked away in cash in case it’s needed for harder times ahead. The U.S., by comparison, has a savings rate in the single digits.40 America has rarely been a fearful country. Hope has been the nation’s greatest economic asset. People put their money in American markets for the same reason they invest in their homes and businesses – because they believe this country will be better tomorrow than it is today. This big, hopeful America has been the one I’ve known my whole life, but over the past few years, especially as I’ve had more grandchildren, I’ve started to ask myself: Will they know this version of America, too? As I was finishing this letter, The Wall Street Journal published an article that caught my attention. It was titled “The Rough Years that Turned Gen Z into America’s Most Disillusioned Voters,” and it included some eye-catching – and really disheartening – data. The article showed that from the mid-1990s through most of the early 21st Century, most young people – around 60% of high school seniors, to be specific – believed they’d earn a professional degree, would land a good job, and go on to be wealthier than their parents. They were optimistic. But since the pandemic, that optimism has fallen precipitously. Compared with 20 years ago, the current cohort of young Americans is 50% more likely to question whether life has a purpose. Four- in-10 say it’s “hard to have hope for the world.” 41 I’ve been working in finance for almost 50 years. I’ve seen a lot of numbers. But no single data point has ever concerned me more than this one. The lack of hope worries me as a CEO. It worries me as a grandfather. But most of all, it worries me as an American. If future generations don’t feel hopeful about this country and their future in it, then the U.S. doesn’t only lose the force that makes people want to invest. America will lose what makes it America. Without hope, we risk becoming just another place where people look at the incentive structure before them and decide that the safe choice is the only choice. We risk becoming a country where people keep their money under the mattress and their dreams bottled up in their bedroom. How do we get our hope back? Whether we’re trying to solve retirement or any other problem, that is the first question we have to ask, although I readily admit 34. Human Interest, The power of 401(k) automatic enrollment, (2024) 35. BlackRock, To spend or not to spend? (2023), p. 2-5 36. Source 1: The Wall Street Journal, The Champions of the 401(k) Lament the Revolution They Started, (2017); Source 2: Social Security Office of Retirement and Disability Policy, The Disappearing Defined Benefit Pension and Its Potential Impact on the Retirement Incomes of Baby Boomers, (2009) 37. U.S. Chamber of Commerce, Statement of the U.S. Chamber of Commerce, (2012), p. 3 38. Harvard Business Review, Too Many Employees Cash Out Their 401(k)s When Leaving a Job, (2023) 39. The Wall Street Journal, Why China’s Middle Class Is Losing Its Confidence, (2024) 40. The Wall Street Journal, Covid-Era Savings are Crucial to China’s Economic Recovery, (2023) 41. The Wall Street Journal, The Rough Years That Turned Gen Z Into America’s Most Disillusioned Voters, (2024) 22 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 23 that I do not have the solution. I look at the state of America – and the world – and I am as answerless as everyone else. There’s so much anger and division, and I often struggle to wrap my head around it. What I do know is that any answer has to start by bringing young people into the fold. The same surveys that show their lack of hope also show their lack of confidence – far less than any previous generation – in every pillar of society: in politics, government, the media, and in corporations. Leaders of these institutions (I am one) should be empathetic to their concerns. Young people have lost trust in older generations. The burden is on us to get it back. And maybe investing for their long-term goals, including retirement, isn’t such a bad place to begin. Perhaps the best way to start building hope is by telling young people, “You may not feel very hopeful about your future. But we do. And we’re going to help you invest in it.” The new infrastructure blueprint: steel, concrete, and public-private partnership I started traveling to London in the 1980s, and back then, if you had a choice between the city’s two major international airports – Heathrow or Gatwick – you probably chose Heathrow. Gatwick was farther from the city. It was also in a comparative state of disrepair. But things changed in 2009 when Gatwick was purchased by Global Infrastructure Partners (GIP). They increased runway capacity and instituted commonsense changes, like oversized luggage trays that cut security screening times by more than half. “The thing about infrastructure businesses… is a lot of them tend not to focus on customer service,” GIP’s CEO Bayo Ogunlesi told the Financial Times. GIP wanted to make Gatwick different. In the process, they also turned the airport into a prime example of how infrastructure will be built and run in the 21st Century – with private capital.42 In the U.S., people tend to think of infrastructure as a government endeavor, something built with taxpayer funds. But because of one very big reason that I’ll dive into momentarily, that won’t be the primary way infrastructure is built in the mid-21st Century. Rather than only tapping government treasuries to build bridges, power grids, and airports, the world will do what Gatwick did. The future of infrastructure is public-private partnership. Debt matters The $1 trillion infrastructure sector is one of the fastest growing segments of the private markets, and there are some undeniable macroeconomic trends driving this growth. In developing countries, people are getting richer, boosting demand for everything from energy to transportation while in wealthy countries, governments need to both build new infrastructure and repair the old. Even in the U.S., where the Biden Administration has signed generational infrastructure investments into law, there’s still $2 trillion worth of deferred maintenance.43 How will we pay for all this infrastructure? The reason I believe it’ll have to be some combination of public and private dollars is that funding probably cannot come from the government alone. The debt is just too high. From Italy to South Africa, many nations are suffering the highest debt burdens in their history. Public debt has tripled since the mid-1970s, reaching 92% of global GDP in 2022.44 And in America, the situation is more urgent than I can ever remember. Since the start of the pandemic, the U.S. has issued roughly $11.1 trillion of new debt,45 and the amount is only part of the issue. There’s also the interest rate the Treasury needs to pay on it. Three years ago, the rate on a 10- year Treasury bill was under 1%. But as I write this, it’s over 4%, and that 3-percentage-point increase is very dangerous. Should the current rates hold, it amounts to an extra trillion dollars in interest payments over the next decade.46 Why is this debt a problem now? Because historically, America has paid for old debt by issuing new debt in the form of Treasury securities. It’s a workable strategy so long as people want to buy those 42. Financial Times, How Adebayo Ogunlesi’s contrarian bet led to $12.5bn BlackRock tie-up, (2024) 43. American Society of Civil Engineers (ASCE), 2021 Report Card For America’s Infrastructure, (2021), p. 5 44. International Monetary Fund, Global Debt Is Returning to its Rising Trend, (2023) 45. Fiscal Data: U.S. Treasury, Debt to the Penny, (Debt was $23.4T in March 2020 and $34.5T in March 2024) 46. The Wall Street Journal, A $1 Trillion Conundrum: The U.S. Government’s Mounting Debt Bill, (2024) securities — but going forward, the U.S. cannot take for granted that investors will want to buy them in such volume or at the premium they currently do. Today, around 30%47 of U.S. Treasury securities are held by foreign governments or investors. That percentage will likely go down as more countries build their own capital markets and invest domestically. More leaders should pay attention to America’s snowballing debt. There’s a bad scenario where the American economy starts looking like Japan’s in the late 1990s and early 2000s, when debt exceeded GDP and led to periods of austerity and stagnation. A high-debt America would also be one where it’s much harder to fight inflation since monetary policymakers could not raise rates without dramatically adding to an already unsustainable debt-servicing bill. But is a debt crisis inevitable? No. While fiscal discipline can help tame debt on the margins, it will be very difficult (both politically and mathematically) to raise taxes or cut spending at the level America would need to dramatically reduce the debt. But there is another way out beyond taxing or cutting, and that’s growth. If U.S. GDP grows at an average of 3% (in real, not nominal terms) over the next five years, that would keep the country’s debt-to-GDP ratio at 120% – high, but reasonable. I should be clear: 3% growth is a very tall order, especially given the country’s aging workforce. It will require policymakers to shift their focus. We can’t see debt as a problem that can be solved only through taxing and spending cuts anymore. Instead, America’s debt efforts have to center around pro- growth policies, which include tapping the capital markets to build one of the best catalysts for growth: infrastructure. Especially energy infrastructure. Energy pragmatism Roads. Bridges. Ports. Airports. Cell towers. The infrastructure sector contains multitudes, but the multitude where BlackRock sees arguably the greatest demand for new investment is energy infrastructure. Why energy? Two things are happening in the sector at the same time. The first is the “energy transition.” It’s a mega force, a major economic trend being driven by nations representing 90% of the world’s GDP.48 With wind and solar power now cheaper in many places than fossil-fuel-generated electricity, these countries are increasingly installing renewables.49 It’s also a major way to address climate change. This shift – or energy transition – has created a ripple effect in the markets, creating both risks and opportunities for investors, including BlackRock’s clients. I started writing about the transition in 2020. Since then, the issue has become more contentious in the U.S. But outside that debate, much is still the same. People are still investing heavily in decarbonization. In Europe, for example, net-zero remains a top investment priority for most of BlackRock’s clients.50 But now the demand for clean energy is being amplified by something else: a focus on energy security. Governments have been pursuing energy security since the oil crisis of the 1970s (and probably as far back as the early Industrial Revolution), so this is not a new trend. In fact, when I wrote my original 2020 letter about sustainability, I also wrote to our clients that countries would still need to produce oil and gas to meet their energy needs. To be energy secure, I wrote, most parts of the globe would need “to rely on hydrocarbons for a number of years.” 51 Then in 2022, Putin invaded Ukraine. The war lit a fresh spark under the idea of energy security. It disrupted the world’s supply of oil and gas causing massive energy inflation, particularly in Europe. The UK, Norway, and the 27 EU countries had to collectively spend 800 billion euros subsidizing energy bills.52 This is part of the reason I’m hearing more leaders talk about decarbonization and energy security together under the joint banner of what you might call “energy pragmatism.” Last year, as I mentioned, I visited 17 countries, and I spent a lot of time talking to the people who are responsible for powering homes and businesses, everybody from prime ministers to energy grid operators. The message I heard was completely opposite to what 47. US Department of Treasury, Table 5: Major Foreign Holders of Treasury Securities 48. As of March 2024. Net Zero Tracker, https://zerotracker.net (last visited March 18th, 2024) 49. Associated Press News, The year in clean energy: Wind, solar and batteries grow despite economic challenges, (2023) 50. BlackRock iResearch Services global survey, sample size n=200, May-June 2023. Survey covered institutional investors’ attitudes, approaches, barriers, and opportunities regarding transition investing. 83% of EMEA respondents surveyed have net zero by 2050 or other date as a transition objective across their portfolio. 51. BlackRock’s 2020 Letter to Clients, Sustainability as BlackRock’s New Standard for Investing, (2020) 52. Reuters, Europe’s spend on energy crisis nears 800 billion euros, (2023) 24 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 25 you often hear from activists on the far left and right who say that countries have to choose between renewables and oil and gas. These leaders believe that the world still needs both. They were far more pragmatic about energy than dogmatic. Even the most climate conscious among them saw that their long-term path to decarbonization will include hydrocarbons, albeit it less of them, for some time to come. Germany is a good example of how energy pragmatism is still a path to decarbonization. It’s one of the countries most committed to fighting climate change and has made enormous investments in wind and solar power. But sometimes the wind doesn’t blow in Berlin, and the sun doesn’t shine in Munich. And during those windless, sunless periods, the country still needs to rely on natural gas for “dispatchable power.” Germany used to get that gas from Russia, but now it needs to look elsewhere. So, they’re building additional gas facilities to import from other producers around the world.53 Or look at Texas. They face a similar energy challenge – not because of Russia but because of the economy. The state is one of the fastest growing in the U.S.,54 and the additional demand for power is stretching ERCOT, Texas’ energy grid, to the limit.55 Today, Texas runs on 28% renewable energy56 – 6% more than the U.S. as a whole.57 But without an additional 10 gigawatts of dispatchable power, which might need to come partially from natural gas, the state could continue to suffer devastating brownouts. In February, BlackRock helped convene a summit of investors and policymakers in Houston to help find a solution. Texas and Germany are great illustrations of what the energy transition looks like. As I wrote in 2020, the transition will only succeed if it’s “fair.” Nobody will support decarbonization if it means giving up heating their home in the winter or cooling it in the summer. Or if the cost of doing so is prohibitive. Since 2020, economists have popularized better language to describe what a fair transition actually means. One important concept is the “green premium.” It’s the surcharge people pay for “going green”: For example, switching from a car that runs on gas to an electric vehicle. The lower the green premium, the fairer decarbonization will be because it’ll be more affordable. This is where the power of the capital markets can be unleashed to great effect. Private investment can help energy companies reduce the cost of their innovations and scale them around the world. Last year, BlackRock invested in over a dozen of these transition projects on behalf of our clients. We partnered with developers in Southeast Asia aiming to build over a gigawatt of solar capacity (enough to power a city) in both Thailand and the Philippines.58 We also invested in Lake Turkana Wind Power, Africa’s largest windfarm. It’s located in Kenya and currently accounts for about 12% of the country’s power generation.59 There are also earlier-stage technologies, like a giant “hot rock” battery being built by Antora Energy. The company heats up blocks of carbon with wind or solar power during parts of the day when renewable energy is cheap and abundant. These “thermal batteries” reach up to 2,400 degrees Celsius and glow brighter than the sun.60 Then, that heat is used to power giant industrial facilities around-the-clock, even when the sun isn’t shining, or the wind isn’t blowing. BlackRock invested in Antora through Decarbonization Partners, a partnership we have with the investment firm, Temasek. Our funding will help Antora scale up to deliver billions of dollars worth of zero-emission energy to industrial customers.61 (One day, their thermal batteries might help solve the kind of dispatchable power problem that Texas and Germany are facing – but without carbon emissions). The final technology I’ll spotlight is carbon capture. Last year, one of BlackRock’s infrastructure funds invested $550 million in a project called STRATOS, which will be the world’s largest direct air capture facility when construction is completed in 2025.62 Among the more interesting aspects of the project is who’s building the facility: Occidental Petroleum, the big Texas oil company. 53. The New York Times, Germany Announces New L.N.G. Facility, Calling It a Green Move from Russian Energy, (2022) 54. Texas Fall 2023 Economic Forecast 55. Federal Reserve Bank of Dallas, Texas electrical grid remains vulnerable to extreme weather events, (2023) 56. U.S. Energy Information Administration: Electricity Data Browser 57. U.S. Energy Information Administration, Solar and wind to lead growth of U.S. power generation for the next two years, (2024) 58. BlackRock Alternatives, CFP, 2023 59. Kenya Power, Annual Report & Financial Statements, (2022) 60. Reuters, BlackRock, Temasek-led group invest $150 mln in thermal battery maker Antora, (2024) 61. Business Wire, Antora Energy Raises $150 Million to Slash Industrial Emissions and Spur U.S. Manufacturing, (2024) 62. Oxy, Occidental and BlackRock Form Joint Venture to Develop STRATOS, the World’s Largest Direct Air Capture Plant, (2023) The energy market isn’t divided the way some people think, with a hard split between oil & gas producers on one side and new clean power and climate tech firms on the other. Many companies, like Occidental, do both, which is a major reason BlackRock has never supported divesting from traditional energy firms. They’re pioneers of decarbonization, too. Today, BlackRock has more than $300 billion invested in traditional energy firms on behalf of our clients. Of that $300 billion, more than half – $170 billion – is in the U.S.63 We invest in these energy companies for one simple reason: It’s our clients’ money. If they want to invest in hydrocarbons, we give them every opportunity to do it – the same way we invest roughly $138 billion in energy transition strategies for our clients. That’s part of being an asset manager. We follow our clients’ mandates. But when it comes to energy, I also understand why people have different preferences in the first place. Decarbonization and energy security are the two macroeconomic trends driving the demand for more energy infrastructure. Sometimes they’re competing trends. Other times, they’re complementary, like when the same advanced battery that decarbonizes your grid can also reduce your dependence on foreign power. The point is: The energy transition is not proceeding in a straight line. As I’ve written many times before, it’s moving in different ways and at different paces in different parts of the world. At BlackRock, our job is to help our clients navigate the big shifts in the energy market no matter where they are. BlackRock’s next transformation One way we’re helping our clients navigate the booming infrastructure market is by transforming our company. I began this section by writing about the owners of Gatwick Airport, GIP. In January, BlackRock announced our plans to acquire them. Why GIP? BlackRock’s own infrastructure business had been growing rapidly over the past several years. But to meet demand, we realized we needed to grow even faster. It’s not just debt-strapped governments that need to find alternate pools of financing for their infrastructure. Private sector firms do too. All over the world, there’s a vast infrastructure footprint that’s owned and operated entirely by private companies. Cell towers are a good example. So are pipelines that deliver the feedstocks for chemical companies. Increasingly, the owners of these assets prefer to have a financing partner, rather than carrying the full cost for the infrastructure on their balance sheet. I had been thinking about this trend and called an old colleague, Bayo Ogunlesi. Both Bayo and I started our careers in finance at the investment bank First Boston. But our paths diverged. I lost $100 million on a series of bad trades at First Boston and…well, nobody needs to hear that story again. But it led me (and my BlackRock partners) to pioneer better risk management for fixed income markets. Meanwhile, Bayo and his team were pioneering modern infrastructure investing in the private markets. Now, we plan to join our forces again. I think the result will be better opportunities for our clients to invest in the infrastructure that keeps our lights on, planes flying, trains moving, and our cell service at the maximum number of bars. More about BlackRock’s work in 2023 In this letter, I’ve shared my view that the capital markets are going to play an even bigger role in the global economy. They’ll have to if the world wants to address the challenges around infrastructure, debt, and retirement. These are the major economic issues of the mid-21st Century. We’re going to need the power of capitalism to solve them. The way BlackRock figures into that story is through our work with clients. We want to position them well to navigate these trends, which is why we’ve tried to stay more connected to our clients than ever. Over the past five years, thousands of clients on behalf of millions of individuals have entrusted BlackRock with managing over $1.9 trillion in net new assets. Thousands also use our technology to better understand the risks in their portfolios and support the growth and commercial agility of their own businesses. Years of organic growth, alongside the long-term growth of the capital markets, underpin our $10 trillion 63. As of June 30, 2022. “Energy companies” refers to corporations classified as belonging to the GICS-1 Energy Sector. 26 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 27 of client assets, which grew by over $1.4 trillion in 2023. In good times and bad, whether clients are focused on increasing or decreasing risk, our consistent industry-leading organic growth demonstrates that clients are consolidating more of their portfolios with BlackRock. In 2023, our clients awarded us with $289 billion in net new assets during a period of rapid change and significant portfolio de-risking. BlackRock’s differentiated business model has enabled us to continue to grow with our clients and maintain positive organic base fee growth. We’ve grown regardless of the market backdrop and even as most of the industry experienced outflows. I think back to 2016 and 2018 when uncertainty and cautious sentiment impacted investment behavior among institutions and individuals. Many clients de-risked and moved to cash. BlackRock stayed connected with our clients. We stayed rigorous in driving investment performance, innovating new products and technologies, and providing advice on portfolio design. Once clients were ready to step back into the markets more actively, they did it with BlackRock – leading to new records for client flows, and organic base fee growth at or above our target. Flows and organic base fee growth accelerated into the end of 2023. We saw $96 billion of total net inflows in the fourth quarter and entered 2024 with great momentum. In 2024, I plan to do what I did in 2023 – spend a lot of time on the road visiting clients. I’ve already taken several trips in the U.S. and around the world, and it’s clearer than ever that companies and clients want to work with BlackRock. For companies where we are investing on behalf of our clients, they appreciate that we typically provide long-term, consistent capital. We often invest early, and we stay invested through cycles whether it’s debt or equity, pre-IPO or post-IPO. Companies recognize BlackRock’s global relationships, brand, and expertise across markets and industries. This makes us a valuable partner, and in turn supports the sourcing and performance we can provide for clients. Over the past 18 months, we’ve sourced and executed on a number of deals for clients. In addition to the STRATOS direct air capture project, our funds partnered with AT&T on the Gigapower JV to build out broadband in communities across the U.S. We also made investments globally, including in Brasol (Brazil), AirFirst (South Korea), Akaysha Energy (Australia), and the Lake Turkana Wind Farm (Kenya). Our ability to source deals for clients is a primary driver of demand for BlackRock private markets strategies. These strategies saw $14 billion of net inflows in 2023, driven by infrastructure and private credit. We continue to expect these categories to be our primary growth drivers within alternatives in the coming years. Our active investment insights, expertise and strong investment performance similarly differentiate BlackRock in the market. We saw nearly $60 billion of active net inflows in 2023, compared with industry outflows. In ETFs, BlackRock generated an industry-leading $186 billion of net inflows in 2023. Our leadership in the ETF industry is another testament to our global platform and connectivity with clients. What we have seen in market after market is that if we can make investing easier and more affordable, we can quickly attract new clients. We are leveraging digital wealth platforms in local markets to provide more investment access and accelerate organic growth for iShares ETFs. In EMEA, BlackRock powers ETF savings plans for end investors, partnering with many banks and brokerage platforms, including Trade Republic, Scalable Capital, ING, Lloyds, and Nordnet. These partnerships will help millions of people access investments, invest for the long-term, and achieve financial well-being. In 2023, we also announced our minority investment in Upvest, which will help drive innovation in how Europeans access markets and make it cheaper and simpler to start investing. Then there is our work with Britain’s leading digital bank, Monzo, to offer its customers our products through its app, with minimum investments as low as £1. Through these relationships, we’re evolving our iShares ETF franchise to meaningfully increase access to global markets. Let me also say a few words about Aladdin. It remains the language of portfolios, uniting all of BlackRock, and providing the technological foundation for how we serve clients across our platform. And Aladdin isn’t just the key technology that powers BlackRock; it also powers many of our clients. The need for integrated data and risk analytics as well as whole portfolio views across public and private markets is driving annual contract value (ACV) growth. In 2023, we generated $1.5 billion in technology services revenue. Clients are looking to grow and expand with Aladdin, reflected in strong harvesting activity, with over 50% of Aladdin sales being multi-product. As we look ahead, the re-risking of client portfolios will create tremendous prospects for both Total return since BlackRock’s IPO through December 31, 2023 9,097% 487% 258% Oct 1, 1999 Dec 31, 2023 BLK S&P 500 S&P Financials Source: S&P Global. The performance graph is not necessarily indicative of future investment performance. our public and private markets franchises. And integrated technology will be needed to help clients be nimble while operating at scale. These are the times where investors are making broad changes to the way they build portfolios. BlackRock is helping investors build the “portfolio of the future” – one that integrates public and private markets and is digitally enabled. We view these changes as big catalysts. With the diversified investment and technology platform we’ve built, we’ve set ourselves up to be a structural grower in the years ahead. Positioning our organization for the future Just as we continually innovate and evolve our business to stay ahead of our clients, we also evolve our organization and our leadership team. can continue to get the insights, solutions, and outcomes they expect from us. For years, BlackRock has worked with clients across the whole portfolio, albeit with distinctions between product structures for ETFs, active mutual funds, and separate accounts. Now the traditional lines between products are blurring. Clients are building portfolios that seamlessly combine both active and index strategies, including liquid and illiquid assets and spanning public and private markets, across ETF, mutual fund, and separate account structures. BlackRock has been critical in expanding the market for ETFs by making them accessible to more investors and delivering new asset classes (like bonds) and investment strategies (like active). As a result of that success, the ETF is no longer just an indexing concept – it is becoming an efficient structure for a range of investment solutions. Earlier this year we announced changes to reimagine our business and transform our organization to better anticipate what clients need – and shape BlackRock so clients We always viewed ETFs as a technology, a technology that facilitated investing. And just as our Aladdin technology has become core to asset management, so too have ETFs. That’s why we believe embedding our ETF and Index expertise across the entire firm will accelerate the growth of iShares and every investment strategy at BlackRock. We’ll be nimbler and more closely aligned with clients through our new architecture with the aim of delivering a better experience, better performance, and better outcomes. Voting choice Healthy capital markets depend on a continuous feedback loop between companies and their investors. For more than a decade, BlackRock endeavored to improve that feedback loop for our clients. We’ve done it by building an industry-leading stewardship program, one that’s focused on engaging investee companies on issues impacting our clients’ long-term economic interests. This requires understanding how companies are positioned to navigate the risks and opportunities they face – for example, how geopolitical fragmentation might rewire their supply chains or how higher 28 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 29 borrowing cost might impact their capacity to deliver sustained earnings growth. but continue to believe that the industry would benefit from additional proxy advisors. To do that, we built one of the largest stewardship teams to engage with companies, often alongside our investment teams, because we never believed in the industry’s reliance on the recommendations of a few proxy advisors. We knew our clients would expect us to make independent proxy voting decisions, informed by our ongoing dialogue with companies – a philosophy that continues to underpin our stewardship efforts today. For our clients who have entrusted us with this important responsibility, we remain steadfast in promoting sound corporate governance practices and financial resilience at investee companies on their behalf. And for our clients who wish to take a more direct role in the proxy voting process, we continue to innovate to provide them with more choice. In 2022, BlackRock was the first in our industry to launch Voting Choice, a capability that enabled institutional investors to participate in the proxy voting process. Today, about half of our clients’ index equity assets under management can access Voting Choice. And in February, we launched a pilot in our largest core S&P 500 ETF, enabling Voting Choice for individual investors for the first time. We welcome these additional voices to corporate governance and believe they can further strengthen shareholder democracy. I believe that more asset owners can participate in this important process effectively if they are well-informed. We are encouraged by their engagement and the continued transformation of the proxy voting ecosystem Strategy for long-term growth For 36 years, BlackRock has led by listening to our clients and evolving to help them achieve long-term outcomes. That commitment has been behind everything we’ve done as a firm, whether it’s unlocking new markets through iShares, pioneering whole portfolio advisory, launching Aladdin on the desktops of investors and so much more. Clients have been at the foundation of our mindset and our growth strategy, informing the investments we’ve made across our businesses. The combination of technology and advisory, alongside ETFs, active and private markets capabilities, enables us to deliver a better client experience – leading to clients consolidating more of their portfolios with BlackRock or engaging us for outsourcing solutions. We believe this in turn will drive continued differentiated organic growth into the future. As we do each year, our management team and Board spent time assessing our strategy for growth. We challenge ourselves to think: What opportunities will this economic environment create for BlackRock and our clients, what more can we do to meet and anticipate their needs? How can we evolve our organization, operating structure, investment capabilities, and service models and, in doing so, keep leading the industry? We have strong conviction in our strategy and our ability to execute with scale and expense discipline. Our strategy remains centered on growing Aladdin, ETFs, and private markets, keeping alpha at the heart of BlackRock, leading in sustainable investing, and advising clients on their whole portfolio. We have continually made internal investments for organic growth and efficiency, investing ahead of client opportunities in private markets, ETFs, technology and whole portfolio solutions. In private markets, we are prepared to capitalize on structural growth trends. Whether it’s executing on demand for much-needed infrastructure, or the growing role of private credit as banks and public lenders move away from the middle market, private capital will be essential. BlackRock is poised to capture share through our scale, proprietary origination, and track record. And we believe our planned acquisition of GIP will meaningfully accelerate our ability to offer our private markets capabilities to our clients. In ETFs, we will continue to lead by expanding investment access globally and through innovation. The ETF is an adaptable piece of financial technology, and over time we’ve been able to do more with it than just making investing more affordable. We’ve been able to bring better liquidity and price discovery to more opaque markets. One recent example is offering people exposure to Bitcoin through ETFs. ETFs have been an incredible growth story in the U.S., with iShares leading the way. We believe global ETF adoption is set to accelerate as catalyst trends that we saw in the U.S. years ago like the growth of fee-based advisory and model portfolios are just beginning to take root. Nearly half of 2023 iShares net inflows were from our ETFs listed internationally in local markets, led by European iShares net inflows of $70 billion. Active asset allocation, security selection and risk management have consistently been key elements in long-term returns. Our active teams across multi- asset, fixed income and equities are well-positioned to seize on broad opportunities arising out of this new interest rate and potentially more volatile regime. We are particularly excited about the opportunity in fixed income and how artificial intelligence is propelling performance in our systematic investing businesses. Fixed income is going to be increasingly relevant in the construction of whole portfolios with higher yields and better return potential compared to the low- rate environment of the last 15 years. Now that the rate on 10-year U.S. Treasuries is near long-term averages, clients are reconsidering bond allocations. BlackRock is well-positioned with a diversified fixed income platform. It’s not going to be just about index, where we manage nearly $1.7 trillion. Or just about active, where we manage over $1 trillion. Some of the most interesting portfolio conversations are with allocators who are blending ETFs with active or using innovations like our active ETFs for professionally managed income solutions. Across asset classes, the need for integrated data, technology and risk management will continue to drive demand for Aladdin. Through its dynamic ecosystem of over 130,000 users, the Aladdin platform is constantly innovating and being improved. Investments in Aladdin AI copilots, enhancements in openness supporting ecosystem partnerships, and advancing whole portfolio solutions are going to further augment the value of Aladdin. We are honored that our clients entrusted us with $289 billion of net new assets in 2023. And over the past few months, we’ve seen a decidedly more positive sentiment and tone in markets and among clients that I’m very optimistic will carry into the rest of 2024. Our ability to adapt, evolve, and grow has generated a total return of 9,000% for our shareholders since our IPO in 1999. That is well in excess of the S&P 500 return of 490% and representative of a business model serving all our stakeholders. Our Board of Directors BlackRock’s Board plays an integral role in our strategy, our growth and our success. The diverse experiences and backgrounds of our Directors enable us to have rich discussions and debates. At each meeting, our Directors review components of our long-term strategy and foster constructive dialogue with our leadership team on strategic opportunities, priorities and risks facing BlackRock’s business. This dialogue ultimately pushes us to make the sometimes tactical and sometimes transformational moves to build a better BlackRock. This includes the two transformational moves we made in January: the strategic re-architecture of our organization and our agreement to acquire GIP. These two transformational changes are the largest since our acquisition of Barclays Global Investors nearly 15 years ago. Following the closing of the GIP transaction, we plan to have Bayo Ogunlesi join our Board of Directors. We will continue to evolve our Board over time to reflect the breadth of our global business and to guide us as we evolve ahead of our clients’ needs. A final note Over the past 36 years, BlackRock has grown from a company of eight people in a tiny Manhattan office into the largest asset manager in the world. But our growth is just a small part of a much larger success story. It’s part of the same story that includes my parents retiring comfortably after 50 years of hard work. The same story where America was able to endure the 1980s S&L crisis and 2008 financial crisis – and rebound quickly and with growing strength. And it’s the story that, hopefully, will include more people around the world. Nations that can outgrow their debt. Cities that can afford to power more homes and build more roads. Workers who can live out their golden years with dignity. All of these stories are only possible because of the power of the capital markets and the people who are hopeful enough to invest in them. Sincerely, Laurence D. Fink Chairman and Chief Executive Officer 30 BlackRock | 2023 Annual Report BlackRock | 2023 Annual Report 31 Financial Highlights Please review the Important Notes on page 31 for information on certain non- GAAP figures shown through page 30, as well as for source information on other data points through page 30. Important Notes (in millions) 2023 2022 2021 Opinions Total AUM (end of period) $ 10,008,995 $ 8,594,485 $ 10,010,143 Revenue 17,859 17,873 19,374 Operating income, GAAP Operating income, as adjusted1 6,275 6,593 6,385 7,450 6,711 7,747 Operating margin, GAAP 35.1% 35.7% 38.5% Operating margin, as adjusted1 41.7% 42.8% 46.8% Net income attributable to BLK, GAAP 5,502 5,178 5,901 Net income attributable to BLK, as adjusted1 Diluted weighted-average common shares 5,692 150.7 5,391 152.4 6,254 154.4 Per Share Diluted earnings, GAAP $ 36.51 $ 33.97 $ 38.22 Diluted earnings, as adjusted1 Dividends declared 37.77 20.00 35.36 40.51 19.52 16.52 1. Beginning in the first quarter of 2022, BlackRock updated the definitions of operating income, as adjusted, operating margin, as adjusted, and net income attributable to BlackRock, Inc., as adjusted, to include adjustments related to amortization of intangible assets, other acquisition-related costs, including compensation costs for non-recurring retention-related deferred compensation awards, and contingent consideration fair value adjustments incurred in connection with certain acquisitions and recast such measures for prior periods. Beginning in the first quarter of 2023, the Company also updated these definitions to exclude the compensation expense related to the market valuation changes on certain deferred cash compensation plans, and the related gain (loss) on the economic hedge of these deferred cash compensation plans, which the Company began hedging economically in 2023. The presentation of such updated measures, and their reconciliation to operating income, GAAP basis, operating margin, GAAP basis, and net income attributable to BlackRock, Inc., GAAP basis for 2023 and 2022 have been included in BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2023, which is included on page 32. For reconciliations to GAAP for 2021, see BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2022. Opinions expressed through page 29 are those of BlackRock, Inc. as of April 2024 and are subject to change. Investment involves risk including the loss of principal. The companies mentioned in this document are not meant to be a recommendation to buy or sell any security. BlackRock data points All data through page 30 reflects as-adjusted full-year 2023 results or is as of December 31, 2023, unless otherwise noted. 2023 organic growth is defined as full-year 2023 net flows divided by assets under management (AUM) for the entire firm, a particular segment or particular product as of December 31, 2022. Long-term product offerings include active and passive strategies across equity, fixed income, multi-asset and alternatives, and exclude AUM and flows from the cash management and advisory businesses. Industry data points All data is as of December 31, 2023 unless otherwise noted. GAAP and as-adjusted results See pages 44–46 of our 2023 10-K for an explanation of the use of non-GAAP financial measures and a reconciliation to GAAP. Performance notes Past performance is not indicative of future results. Except as specified, the performance information shown is as of December 31, 2023 and is based on preliminary data available at that time. The performance data shown reflects information for all actively and passively managed equity and fixed income accounts, including US registered investment companies, European-domiciled retail funds and separate accounts for which performance data is available, including performance data for high net worth accounts available as of November 30, 2023. The performance data does not include accounts terminated prior to December 31, 2023 and accounts for which data has not yet been verified. If such accounts had been included, the performance data provided may have substantially differed from that shown. Performance comparisons shown are gross-of-fees for institutional and high net worth separate accounts, and net-of-fees for retail funds. The performance tracking shown for index accounts is based on gross- of-fees performance and includes all institutional accounts and all iShares funds globally using an index strategy. AUM information is based on AUM available as of December 31, 2023 for each account or fund in the asset class shown without adjustment for overlapping management of the same account or fund. Fund performance reflects the reinvestment of dividends and distributions. Performance shown is derived from applicable benchmarks or peer median information, as selected by BlackRock, Inc. Peer medians are based in part on data either from Lipper, Inc. or Morningstar, Inc. for each included product. Forward-looking statements This report, and other statements that BlackRock may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions. These statements include, among other things, statements about future results of operations and financial condition; business initiatives and strategies; political, economic or industry conditions, the interest rate environment and financial and capital markets; product and service offerings; risk management, including climate-related risks; acquisitions and dispositions; share repurchases and dividends; and the legislative and regulatory environment. BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and BlackRock assumes no duty to and does not undertake to update forward- looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance. Factors that can cause actual results to differ materially from forward-looking statements or historical performance include those described under “Forward- Looking Statements” and risk factors disclosed in BlackRock’s most recent Form 10-K, as such factors may be updated from time to time in its periodic filings with the SEC and available on our website. 32 BlackRock | 2023 Annual Report BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 1 1 BlackRock, Inc. Form 10-K Table of Contents PART I 1 Item 1 Business 20 Item 1A Risk Factors 36 Item 1B Unresolved Staff Comments 37 Item 1C Cybersecurity 38 Item 2 Properties PART III 70 Item 10 Directors, Executive Officers and Corporate Governance 70 Item 11 Executive Compensation 70 Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 38 Item 3 Legal Proceedings 70 Item 13 38 Item 4 Mine Safety Disclosures Certain Relationships and Related Transactions, and Director Independence PART II 39 Item 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 39 Item 6 Reserved 70 Item 14 Principal Accountant Fees and Services PART IV 70 Item 15 Exhibits and Financial Statement Schedules 40 Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 73 Item 16 Form 10-K Summary 74 Signatures 65 Item 7A Quantitative and Qualitative Disclosures about Market Risk 67 Item 8 Financial Statements and Supplemental Data 67 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 67 Item 9A Controls and Procedures 70 Item 9B Other Information 70 Item 9C Disclosure Regarding Foreign Jurisdictions That Prevent Inspections PART I PART I Item 1. Business Item 1. Business OVERVIEW OVERVIEW BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the BlackRock, Inc. (together, with its subsidiaries, unless the “Company”) is a leading publicly traded investment context otherwise indicates, “BlackRock” or the management firm with $10.0 trillion of assets under “Company”) is a leading publicly traded investment management (“AUM”) at December 31, 2023. With management firm with $10.0 trillion of assets under approximately 19,800 employees in more than 30 management (“AUM”) at December 31, 2023. With countries who serve clients in over 100 countries across approximately 19,800 employees in more than 30 the globe, BlackRock provides a broad range of investment countries who serve clients in over 100 countries across management and technology services to institutional and the globe, BlackRock provides a broad range of investment retail clients worldwide. management and technology services to institutional and retail clients worldwide. BlackRock’s diverse platform of alpha-seeking active, index and cash management investment strategies across BlackRock’s diverse platform of alpha-seeking active, asset classes enables the Company to offer choice and index and cash management investment strategies across tailor investment and asset allocation solutions for clients. asset classes enables the Company to offer choice and Product offerings include single- and multi-asset tailor investment and asset allocation solutions for clients. portfolios investing in equities, fixed income, alternatives Product offerings include single- and multi-asset and money market instruments. Products are offered portfolios investing in equities, fixed income, alternatives directly and through intermediaries in a variety of vehicles, and money market instruments. Products are offered including open-end and closed-end mutual funds, directly and through intermediaries in a variety of vehicles, iShares® and BlackRock exchange-traded funds (“ETFs”), including open-end and closed-end mutual funds, iShares® and BlackRock exchange-traded funds (“ETFs”), separate accounts, collective trust funds and other pooled investment vehicles. BlackRock also offers technology separate accounts, collective trust funds and other pooled services, including the investment and risk management investment vehicles. BlackRock also offers technology technology platform, Aladdin®, Aladdin Wealth, eFront, and services, including the investment and risk management technology platform, Aladdin®, Aladdin Wealth, eFront, and Cachematrix, as well as advisory services and solutions to a broad base of institutional and wealth management Cachematrix, as well as advisory services and solutions to clients. The Company is highly regulated and manages its a broad base of institutional and wealth management clients’ assets as a fiduciary. The Company does not clients. The Company is highly regulated and manages its engage in proprietary trading activities that could conflict clients’ assets as a fiduciary. The Company does not with the interests of its clients. engage in proprietary trading activities that could conflict with the interests of its clients. BlackRock serves a diverse mix of institutional and retail clients across the globe. Clients include tax-exempt BlackRock serves a diverse mix of institutional and retail institutions, such as defined benefit and defined clients across the globe. Clients include tax-exempt contribution pension plans, charities, foundations and institutions, such as defined benefit and defined endowments; official institutions, such as central banks, contribution pension plans, charities, foundations and sovereign wealth funds, supranationals and other endowments; official institutions, such as central banks, government entities; taxable institutions, including sovereign wealth funds, supranationals and other insurance companies, financial institutions, corporations government entities; taxable institutions, including and third-party fund sponsors, and retail intermediaries. insurance companies, financial institutions, corporations and third-party fund sponsors, and retail intermediaries. BlackRock maintains a significant global sales and marketing presence that is focused on establishing and BlackRock maintains a significant global sales and maintaining retail and institutional investment marketing presence that is focused on establishing and management and technology service relationships by maintaining retail and institutional investment marketing its services to investors directly and through management and technology service relationships by third-party distribution relationships, including financial marketing its services to investors directly and through professionals and pension consultants. third-party distribution relationships, including financial professionals and pension consultants. BlackRock is an independent, publicly traded company, with no single majority shareholder and over 85% of its BlackRock is an independent, publicly traded company, Board of Directors consisting of independent directors. with no single majority shareholder and over 85% of its Board of Directors consisting of independent directors. Management seeks to deliver value for stockholders over time by, among other things, capitalizing on BlackRock’s Management seeks to deliver value for stockholders over differentiated competitive position, including: time by, among other things, capitalizing on BlackRock’s differentiated competitive position, including: • the Company’s longstanding model of client choice, through which it offers a wide range of index, active, • the Company’s longstanding model of client choice, through which it offers a wide range of index, active, and whole portfolio solutions across broad markets, themes, regions, and investment styles; and whole portfolio solutions across broad markets, themes, regions, and investment styles; • the Company’s focus on strong investment • the Company’s focus on strong investment performance, seeking the best risk-adjusted returns for client portfolios, within the mandates given by clients, performance, seeking the best risk-adjusted returns for to help them meet their investment objectives; client portfolios, within the mandates given by clients, to help them meet their investment objectives; • the Company’s research, data and analytics, which are at the center of BlackRock’s investment approach and • the Company’s research, data and analytics, which are processes. They inform BlackRock’s pursuit of the best at the center of BlackRock’s investment approach and risk-adjusted returns, and underpin product creation processes. They inform BlackRock’s pursuit of the best and innovation; risk-adjusted returns, and underpin product creation and innovation; • the Company’s global reach and commitment to best practices around the world, with approximately 55% of • the Company’s global reach and commitment to best employees outside the United States (“US”) serving practices around the world, with approximately 55% of clients locally and supporting local investment employees outside the United States (“US”) serving capabilities. Approximately 40% of total AUM is clients locally and supporting local investment managed for clients domiciled outside the US; capabilities. Approximately 40% of total AUM is managed for clients domiciled outside the US; • the Company’s differentiated client relationships and fiduciary focus, which enable effective positioning • the Company’s differentiated client relationships and toward changing client needs and industry trends fiduciary focus, which enable effective positioning including the secular shift to ETFs; growing allocations toward changing client needs and industry trends to private markets, such as infrastructure and private including the secular shift to ETFs; growing allocations credit; increasing demand for outsourcing and whole to private markets, such as infrastructure and private portfolio solutions using index, active and illiquid credit; increasing demand for outsourcing and whole alternatives products; anticipated re-allocations to portfolio solutions using index, active and illiquid fixed income; demand for high-performing active alternatives products; anticipated re-allocations to strategies; interest in sustainable investment fixed income; demand for high-performing active strategies; and a continued focus on income and strategies; interest in sustainable investment retirement; and strategies; and a continued focus on income and retirement; and • the Company’s longstanding commitment to • the Company’s longstanding commitment to innovation, technology services and the continued development of, and increased interest in, BlackRock innovation, technology services and the continued technology products and solutions, including Aladdin, development of, and increased interest in, BlackRock Aladdin Wealth, eFront, and Cachematrix. This technology products and solutions, including Aladdin, commitment is further extended by minority Aladdin Wealth, eFront, and Cachematrix. This investments in financial technology and digital commitment is further extended by minority distribution providers, data and whole portfolio investments in financial technology and digital capabilities including Upvest, Avaloq, Human Interest, distribution providers, data and whole portfolio Circle, SpiderRock Advisors, Clarity AI, Envestnet, capabilities including Upvest, Avaloq, Human Interest, Acorns, Scalable Capital and iCapital. Circle, SpiderRock Advisors, Clarity AI, Envestnet, Acorns, Scalable Capital and iCapital. BlackRock operates in a global marketplace impacted by changing market dynamics and economic uncertainty, BlackRock operates in a global marketplace impacted by factors that can significantly affect earnings and changing market dynamics and economic uncertainty, stockholder returns in any given period. factors that can significantly affect earnings and stockholder returns in any given period. The Company’s ability to increase revenue, earnings and stockholder value over time is predicated on its ability to The Company’s ability to increase revenue, earnings and generate new business, including business in Aladdin and stockholder value over time is predicated on its ability to other technology products and services. New business generate new business, including business in Aladdin and efforts depend on BlackRock’s ability to achieve clients’ other technology products and services. New business investment objectives, in a manner consistent with their efforts depend on BlackRock’s ability to achieve clients’ risk preferences, to deliver excellent client service and to investment objectives, in a manner consistent with their innovate in technology to serve clients’ evolving needs. All risk preferences, to deliver excellent client service and to of these efforts require the commitment and contributions innovate in technology to serve clients’ evolving needs. All of BlackRock employees. Accordingly, the ability to attract, of these efforts require the commitment and contributions develop and retain qualified professionals is critical to the of BlackRock employees. Accordingly, the ability to attract, Company’s long-term success. develop and retain qualified professionals is critical to the Company’s long-term success. 2 BlackRock | 2023 Form 10-K 2 BlackRock | 2023 Form 10-K FINANCIAL HIGHLIGHTS FINANCIAL HIGHLIGHTS (in millions, except per share data) (in millions, except per share data) GAAP: GAAP: Total revenue Total revenue Operating income Operating income Operating margin Operating margin Nonoperating income (expense)(1) Nonoperating income (expense)(1) Net income attributable to BlackRock, Inc. Net income attributable to BlackRock, Inc. Diluted earnings per common share Diluted earnings per common share (in millions, except per share data) (in millions, except per share data) As adjusted(2): As adjusted(2): Operating income Operating income Operating margin Operating margin Nonoperating income (expense)(1) Nonoperating income (expense)(1) Net income attributable to BlackRock, Inc. Net income attributable to BlackRock, Inc. Diluted earnings per common share Diluted earnings per common share (1) Net of net income (loss) attributable to noncontrolling interests (redeemable and nonredeemable). 2023 2023 2022 2022 2021 2021 2020 2020 2019 2019 $ 17,859 $ 17,859 $ 6,275 $ 6,275 35.1% 35.1% 706 $ $ 706 $ 5,502 $ 5,502 $ 36.51 $ 36.51 $ 17,873 $ 17,873 $ 6,385 $ 6,385 35.7% 35.7% 89 $ $ 89 $ 5,178 $ 5,178 $ 33.97 $ 33.97 $ 19,374 $ 19,374 $ 7,450 $ 7,450 38.5% 38.5% 419 $ $ 419 $ 5,901 $ 5,901 $ 38.22 $ 38.22 $ 16,205 $ 16,205 $ 5,695 $ 5,695 35.1% 35.1% 475 $ $ 475 $ 4,932 $ 4,932 $ 31.85 $ 31.85 $ 14,539 $ 14,539 $ 5,551 $ 5,551 38.2% 38.2% 186 $ $ 186 $ 4,476 $ 4,476 $ 28.43 $ 28.43 2023 2023 2022 2022 2021 2021 2020 2020 2019 2019 $ 6,593 $ 6,593 41.7% 41.7% 648 $ $ 648 $ 5,692 $ 5,692 $ 37.77 $ 37.77 $ 6,711 $ 6,711 42.8% 42.8% 89 $ $ 89 $ 5,391 $ 5,391 $ 35.36 $ 35.36 $ 7,747 $ 7,747 46.8% 46.8% 419 $ $ 419 $ 6,254 $ 6,254 $ 40.51 $ 40.51 $ 6,433 $ 6,433 46.0% 46.0% 353 $ $ 353 $ 5,352 $ 5,352 $ 34.57 $ 34.57 $ 5,784 $ 5,784 45.5% 45.5% 186 $ $ 186 $ 4,664 $ 4,664 $ 29.62 $ 29.62 (1) Net of net income (loss) attributable to noncontrolling interests (redeemable and nonredeemable). (2) BlackRock reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”); however, management believes evaluating the Company’s (2) BlackRock reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”); however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. Beginning in the first quarter of 2022, BlackRock updated the definitions of operating income, as adjusted, operating margin, as adjusted, and net income attributable to BlackRock, Inc., as adjusted, to include new adjustments. Such measures have been recast for all prior periods to reflect the inclusion of such new adjustments. In addition, beginning in the first quarter of 2023, Beginning in the first quarter of 2022, BlackRock updated the definitions of operating income, as adjusted, operating margin, as adjusted, and net income attributable to BlackRock, Inc., as BlackRock updated the definitions of its non-GAAP financial measures to exclude the impact of market valuation changes on certain deferred cash compensation plans which the Company adjusted, to include new adjustments. Such measures have been recast for all prior periods to reflect the inclusion of such new adjustments. In addition, beginning in the first quarter of 2023, began economically hedging in 2023. For further information on non-GAAP financial measures and for as adjusted items for 2023 and 2022, see Item 7. Management’sDiscussionand BlackRock updated the definitions of its non-GAAP financial measures to exclude the impact of market valuation changes on certain deferred cash compensation plans which the Company AnalysisofFinancialConditionandResultsofOperations—Non-GAAPFinancialMeasures. For further information on non-GAAP financial measures and for as adjusted items for 2021, 2020 began economically hedging in 2023. For further information on non-GAAP financial measures and for as adjusted items for 2023 and 2022, see Item 7. Management’sDiscussionand and 2019, see Item 7. Management’sDiscussionandAnalysisofFinancialConditionandResultsofOperations—Non-GAAPFinancialMeasures, of the Company’s Annual Report on Form 10-K AnalysisofFinancialConditionandResultsofOperations—Non-GAAPFinancialMeasures. For further information on non-GAAP financial measures and for as adjusted items for 2021, 2020 for the year ended December 31, 2022. and 2019, see Item 7. Management’sDiscussionandAnalysisofFinancialConditionandResultsofOperations—Non-GAAPFinancialMeasures, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. ASSETS UNDER MANAGEMENT ASSETS UNDER MANAGEMENT The Company’s AUM by product type for the years 2019 through 2023 is presented below. The Company’s AUM by product type for the years 2019 through 2023 is presented below. (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Long-term Long-term Cash management Cash management Advisory Advisory Total Total (1) Percentage represents compound annual growth rate (“CAGR”) over a five-year period (December 31, 2018 – December 31, 2023). 2023 2023 $ 5,293,344 $ 5,293,344 2,804,026 2,804,026 870,804 870,804 275,984 275,984 9,244,158 9,244,158 764,837 764,837 — — $ 10,008,995 $ 10,008,995 2022 2022 $ 4,435,354 $ 4,435,354 2,536,823 2,536,823 684,904 684,904 266,210 266,210 7,923,291 7,923,291 671,194 671,194 — — $ 8,594,485 $ 8,594,485 December 31, December 31, 2021 2021 $ 5,342,360 $ 5,342,360 2,822,041 2,822,041 816,494 816,494 264,881 264,881 9,245,776 9,245,776 755,057 755,057 9,310 9,310 $ 10,010,143 $ 10,010,143 2020 2020 $ 4,419,806 $ 4,419,806 2,674,488 2,674,488 658,733 658,733 235,042 235,042 7,988,069 7,988,069 666,252 666,252 22,359 22,359 $ 8,676,680 $ 8,676,680 2019 2019 $ 3,820,329 $ 3,820,329 2,315,392 2,315,392 568,121 568,121 178,072 178,072 6,881,914 6,881,914 545,949 545,949 1,770 1,770 $ 7,429,633 $ 7,429,633 5-Year CAGR(1) 5-Year CAGR(1) 12% 12% 8% 8% 14% 14% 14% 14% 11% 11% 11% 11% — — 11% 11% (1) Percentage represents compound annual growth rate (“CAGR”) over a five-year period (December 31, 2018 – December 31, 2023). Component changes in AUM by product type for the five years ended December 31, 2023 are presented below. Component changes in AUM by product type for the five years ended December 31, 2023 are presented below. (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Long-term Long-term Cash management Cash management Advisory Advisory Total Total (1) December 31, 2023 December 31, 2023 $ 5,293,344 $ 5,293,344 2,804,026 2,804,026 870,804 870,804 275,984 275,984 9,244,158 9,244,158 764,837 764,837 — — $ 10,008,995 $ 10,008,995 Amounts include the following: (a) net AUM from the acquisition of Aperio Group, LLC (“Aperio Transaction”) in February 2021, and (b) net AUM from the acquisition of Kreos Capital in August 2023 (the “Kreos Transaction”). Amounts include the following: (a) net AUM from the acquisition of Aperio Group, LLC (“Aperio Transaction”) in February 2021, and (b) net AUM from the acquisition of Kreos Capital in August 2023 (the “Kreos Transaction”). Market change Market change $ 2,015,984 $ 2,015,984 (68,551) (68,551) 178,501 178,501 37,779 37,779 2,163,713 2,163,713 11,654 11,654 618 618 $ 2,175,985 $ 2,175,985 Net inflows (outflows) Net inflows (outflows) $ 272,642 $ 272,642 1,044,744 1,044,744 243,942 243,942 93,248 93,248 1,654,576 1,654,576 302,338 302,338 (2,421) (2,421) $ 1,954,493 $ 1,954,493 December 31, 2018 December 31, 2018 $ 3,035,825 $ 3,035,825 1,884,417 1,884,417 461,884 461,884 143,358 143,358 5,525,484 5,525,484 448,565 448,565 1,769 1,769 $ 5,975,818 $ 5,975,818 FX impact FX impact $ (72,431) $ (72,431) (56,584) (56,584) (13,523) (13,523) (578) (578) (143,116) (143,116) 2,280 2,280 34 34 $ (140,802) $ (140,802) Acquisitions(1) Acquisitions(1) $ 41,324 $ 41,324 — — — — 2,177 2,177 43,501 43,501 — — — — $ 43,501 $ 43,501 (1) BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 3 3 investment system as well as risk management, outsourcing, advisory and other technology services, to investment system as well as risk management, institutional investors and wealth management outsourcing, advisory and other technology services, to intermediaries. Revenue for these services may be based institutional investors and wealth management on several criteria including value of positions, number of intermediaries. Revenue for these services may be based users, implementation go-lives and software solution on several criteria including value of positions, number of delivery and support. users, implementation go-lives and software solution delivery and support. At December 31, 2023, total AUM was $10.0 trillion, representing a CAGR of 11% over the last five years. AUM At December 31, 2023, total AUM was $10.0 trillion, growth during the period was achieved through the representing a CAGR of 11% over the last five years. AUM combination of net market valuation gains, net inflows growth during the period was achieved through the and acquisitions, including the net AUM impact from the combination of net market valuation gains, net inflows Aperio Transaction, which added $41.3 billion of AUM in and acquisitions, including the net AUM impact from the February 2021, and the Kreos Transaction, which added Aperio Transaction, which added $41.3 billion of AUM in $2.2 billion of AUM in August 2023. Our AUM mix February 2021, and the Kreos Transaction, which added encompasses a broadly diversified product range, as $2.2 billion of AUM in August 2023. Our AUM mix described below. encompasses a broadly diversified product range, as described below. AUM represents the broad range of financial assets managed for clients on a discretionary basis pursuant to AUM represents the broad range of financial assets investment management and trust agreements that are managed for clients on a discretionary basis pursuant to expected to continue for at least 12 months. In general, investment management and trust agreements that are reported AUM reflects the valuation methodology that expected to continue for at least 12 months. In general, corresponds to the basis used for determining revenue reported AUM reflects the valuation methodology that (for example, net asset value). Reported AUM does not corresponds to the basis used for determining revenue include assets for which BlackRock provides risk (for example, net asset value). Reported AUM does not management or other forms of nondiscretionary advice, or include assets for which BlackRock provides risk assets that the Company is retained to manage on a short- management or other forms of nondiscretionary advice, or term, temporary basis. assets that the Company is retained to manage on a short- term, temporary basis. Investment management fees are typically earned as a percentage of AUM. BlackRock also earns performance Investment management fees are typically earned as a fees on certain portfolios relative to an agreed-upon percentage of AUM. BlackRock also earns performance benchmark or return hurdle. On some products, the fees on certain portfolios relative to an agreed-upon Company also may earn securities lending revenue. In benchmark or return hurdle. On some products, the addition, BlackRock offers its proprietary Aladdin Company also may earn securities lending revenue. In addition, BlackRock offers its proprietary Aladdin The Company considers the categorization of its AUM by client type, product type, investment style, and client region useful to understanding its business. The following discussion of the Company’s AUM will be organized as follows: The Company considers the categorization of its AUM by client type, product type, investment style, and client region useful to understanding its business. The following discussion of the Company’s AUM will be organized as follows: Client Type Client Type • Retail • Retail • ETFs • ETFs • Institutional • Institutional Client Region Client Region • Americas • Americas • Europe, the Middle East and Africa (“EMEA”) • Europe, the Middle East and Africa (“EMEA”) • Asia-Pacific • Asia-Pacific Investment Style Investment Style • Active • Active • Index and ETFs • Index and ETFs Product Type Product Type • Equity • Equity • Fixed Income • Fixed Income • Multi-asset • Multi-asset • Alternatives • Alternatives • Cash Management • Cash Management CLIENT TYPE CLIENT TYPE BlackRock serves a diverse mix of institutional and retail clients across the globe, with a regionally focused BlackRock serves a diverse mix of institutional and retail business model. BlackRock leverages the benefits of scale clients across the globe, with a regionally focused across global investment, risk and technology platforms business model. BlackRock leverages the benefits of scale while at the same time using local distribution presence to across global investment, risk and technology platforms deliver solutions for clients. Furthermore, our structure while at the same time using local distribution presence to facilitates strong teamwork globally across both functions deliver solutions for clients. Furthermore, our structure and regions in order to enhance our ability to leverage facilitates strong teamwork globally across both functions best practices to serve our clients and continue to develop and regions in order to enhance our ability to leverage our talent. best practices to serve our clients and continue to develop our talent. Clients include tax-exempt institutions, such as defined benefit and defined contribution pension plans, charities, Clients include tax-exempt institutions, such as defined benefit and defined contribution pension plans, charities, AUM by investment style and client type at December 31, 2023 is presented below. AUM by investment style and client type at December 31, 2023 is presented below. foundations and endowments; official institutions, such as central banks, sovereign wealth funds, supranationals and foundations and endowments; official institutions, such as other government entities; taxable institutions, including central banks, sovereign wealth funds, supranationals and insurance companies, financial institutions, corporations other government entities; taxable institutions, including and third-party fund sponsors, and retail intermediaries. insurance companies, financial institutions, corporations and third-party fund sponsors, and retail intermediaries. ETFs are a growing component of both institutional and retail client portfolios. However, as ETFs are traded on ETFs are a growing component of both institutional and exchanges, complete transparency on the ultimate retail client portfolios. However, as ETFs are traded on end-client is unavailable. Therefore, ETFs are presented as exchanges, complete transparency on the ultimate a separate client type below, with investments in ETFs by end-client is unavailable. Therefore, ETFs are presented as institutions and retail clients excluded from figures and a separate client type below, with investments in ETFs by discussions in their respective sections. institutions and retail clients excluded from figures and discussions in their respective sections. (in millions) (in millions) Active Active Non-ETF Index Non-ETF Index ETFs ETFs Long-term Long-term Cash management Cash management Total Total Retail Retail $ 708,510 $ 708,510 221,187 221,187 — — 929,697 929,697 9,142 9,142 $ 938,839 $ 938,839 ETFs ETFs $ $ — — — — 3,499,299 3,499,299 3,499,299 3,499,299 — — $ 3,499,299 $ 3,499,299 Institutional Institutional $ 1,912,668 $ 1,912,668 2,902,494 2,902,494 — — 4,815,162 4,815,162 755,695 755,695 $ 5,570,857 $ 5,570,857 Total Total $ 2,621,178 $ 2,621,178 3,123,681 3,123,681 3,499,299 3,499,299 9,244,158 9,244,158 764,837 764,837 $ 10,008,995 $ 10,008,995 Retail Retail BlackRock serves retail investors globally through a wide array of products across the investment spectrum, BlackRock serves retail investors globally through a wide including separate accounts, open-end and closed-end array of products across the investment spectrum, funds, unit trusts and private investment funds. Retail including separate accounts, open-end and closed-end investors are served principally through intermediaries, funds, unit trusts and private investment funds. Retail including broker-dealers, banks, trust companies, investors are served principally through intermediaries, insurance companies and independent financial advisors. including broker-dealers, banks, trust companies, Technology solutions, digital distribution tools and a shift insurance companies and independent financial advisors. Technology solutions, digital distribution tools and a shift toward portfolio construction are increasing the number of financial advisors and end-retail investors using toward portfolio construction are increasing the number BlackRock products. of financial advisors and end-retail investors using BlackRock products. Retail represented 10% of long-term AUM at December 31, 2023 and 31% of long-term investment Retail represented 10% of long-term AUM at advisory and administration fees (collectively “base fees”) December 31, 2023 and 31% of long-term investment and securities lending revenue for 2023. advisory and administration fees (collectively “base fees”) and securities lending revenue for 2023. 4 BlackRock | 2023 Form 10-K 4 BlackRock | 2023 Form 10-K ETFs have a significant retail component but are shown separately below. With the exclusion of ETFs, the majority ETFs have a significant retail component but are shown of retail AUM is comprised of active mutual funds. In the separately below. With the exclusion of ETFs, the majority aggregate, active and index mutual funds totaled of retail AUM is comprised of active mutual funds. In the $705 billion, or approximately 75%, of retail long-term aggregate, active and index mutual funds totaled $705 billion, or approximately 75%, of retail long-term Component changes in retail long-term AUM for 2023 are presented below. Component changes in retail long-term AUM for 2023 are presented below. AUM at year-end, with the remainder invested in private investment funds and separately managed accounts. AUM at year-end, with the remainder invested in private Approximately 75% of retail long-term AUM is invested in investment funds and separately managed accounts. active products. Approximately 75% of retail long-term AUM is invested in active products. (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Total Total The retail client base is diversified geographically, with 69% of long-term AUM managed for investors based in The retail client base is diversified geographically, with the Americas, 26% in EMEA and 5% in Asia-Pacific at 69% of long-term AUM managed for investors based in year-end 2023. the Americas, 26% in EMEA and 5% in Asia-Pacific at year-end 2023. • US retail long-term net outflows of $5 billion were driven by outflows from alternatives, fixed income and • US retail long-term net outflows of $5 billion were multi-asset of $6 billion, $2 billion and $1 billion, driven by outflows from alternatives, fixed income and respectively, partially offset by equity net inflows of multi-asset of $6 billion, $2 billion and $1 billion, $5 billion. Alternatives and fixed income net outflows respectively, partially offset by equity net inflows of were primarily from rising-rate-sensitive strategies, $5 billion. Alternatives and fixed income net outflows were primarily from rising-rate-sensitive strategies, December 31, 2022 December 31, 2022 $ 370,612 $ 370,612 299,114 299,114 125,168 125,168 48,581 48,581 $ 843,475 $ 843,475 FX impact FX impact $ 4,064 $ 4,064 4,335 4,335 583 583 336 336 $ 9,318 $ 9,318 Net inflows (outflows) Net inflows (outflows) $ 2,810 $ 2,810 (2,471) (2,471) (236) (236) (8,576) (8,576) $ (8,473) $ (8,473) December 31, 2023 December 31, 2023 $ 435,734 $ 435,734 312,799 312,799 139,537 139,537 41,627 41,627 $ 929,697 $ 929,697 Market change Market change $ 58,248 $ 58,248 11,821 11,821 14,022 14,022 1,286 1,286 $ 85,377 $ 85,377 including event driven, multi-strategy credit and unconstrained bond funds. Multi-asset net outflows including event driven, multi-strategy credit and were driven by world allocation and multi-asset unconstrained bond funds. Multi-asset net outflows income strategies. Equity net inflows of $5 billion were driven by world allocation and multi-asset reflected flows in Aperio, BlackRock’s customized income strategies. Equity net inflows of $5 billion index equity solution. reflected flows in Aperio, BlackRock’s customized index equity solution. • International retail long-term net outflows of $4 billion were driven by alternatives and equity net outflows of • International retail long-term net outflows of $4 billion $2 billion each, primarily due to redemptions from were driven by alternatives and equity net outflows of event driven and unconstrained strategies. $2 billion each, primarily due to redemptions from event driven and unconstrained strategies. ETFs ETFs BlackRock is the leading ETF provider in the world with $3.5 trillion of AUM as of December 31, 2023. BlackRock generated ETF net inflows of $186 billion in 2023. The majority of ETF AUM and net inflows represent the Company’s BlackRock is the leading ETF provider in the world with $3.5 trillion of AUM as of December 31, 2023. BlackRock index-tracking iShares-branded ETFs. The Company also offers active BlackRock-branded ETFs that seek generated ETF net inflows of $186 billion in 2023. The majority of ETF AUM and net inflows represent the Company’s outperformance and/or differentiated outcomes and certain iShares-branded ETFs that seek defined outcomes. index-tracking iShares-branded ETFs. The Company also offers active BlackRock-branded ETFs that seek outperformance and/or differentiated outcomes and certain iShares-branded ETFs that seek defined outcomes. Fixed income ETF net inflows of $112 billion were diversified across exposures, led by flows into treasury, core and corporate credit ETFs. Equity ETF net inflows of $81 billion were driven by flows into core ETFs, as well as continued client Fixed income ETF net inflows of $112 billion were diversified across exposures, led by flows into treasury, core and use of BlackRock’s broad-based precision exposure ETFs to express risk preferences and make tactical allocation corporate credit ETFs. Equity ETF net inflows of $81 billion were driven by flows into core ETFs, as well as continued client changes during the year. Alternative ETFs had net outflows of $6 billion, primarily driven by commodities funds. use of BlackRock’s broad-based precision exposure ETFs to express risk preferences and make tactical allocation changes during the year. Alternative ETFs had net outflows of $6 billion, primarily driven by commodities funds. ETFs represented 38% of long-term AUM at December 31, 2023 and 43% of long-term base fees and securities lending revenue for 2023. ETFs represented 38% of long-term AUM at December 31, 2023 and 43% of long-term base fees and securities lending revenue for 2023. Component changes in ETFs AUM for 2023 are presented below. Component changes in ETFs AUM for 2023 are presented below. (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives(1) Alternatives(1) Total Total (1) Amounts include commodity ETFs. December 31, 2022 December 31, 2022 $ 2,081,742 $ 2,081,742 758,093 758,093 8,875 8,875 60,900 60,900 $ 2,909,610 $ 2,909,610 Net inflows (outflows) Net inflows (outflows) $ 81,223 $ 81,223 111,956 111,956 (746) (746) (6,491) (6,491) $ 185,942 $ 185,942 Market change Market change $ 362,885 $ 362,885 24,544 24,544 949 949 4,626 4,626 $ 393,004 $ 393,004 FX impact FX impact $ 6,781 $ 6,781 3,810 3,810 62 62 90 90 $ 10,743 $ 10,743 December 31, 2023 December 31, 2023 $ 2,532,631 $ 2,532,631 898,403 898,403 9,140 9,140 59,125 59,125 $ 3,499,299 $ 3,499,299 Amounts include commodity ETFs. (1) BlackRock’s ETF product range offers investors a precise, transparent and efficient way to gain exposure to a full range of BlackRock’s ETF product range offers investors a precise, asset classes and global markets that have been difficult for transparent and efficient way to gain exposure to a full range of many investors to access, as well as the liquidity required to asset classes and global markets that have been difficult for make adjustments to their exposures quickly and cost- many investors to access, as well as the liquidity required to efficiently. make adjustments to their exposures quickly and cost- efficiently. • US ETF* AUM ended 2023 at $2.6 trillion with • US ETF* AUM ended 2023 at $2.6 trillion with $103 billion of net inflows, led by net inflows into fixed $103 billion of net inflows, led by net inflows into fixed income and core equity ETFs and partially offset by outflows from precision exposure ETFs. income and core equity ETFs and partially offset by outflows from precision exposure ETFs. • International ETF* AUM ended 2023 at $945 billion with $83 billion of net inflows, diversified across • International ETF* AUM ended 2023 at $945 billion product categories, and led by net inflows into fixed with $83 billion of net inflows, diversified across income, core equity and sustainable ETFs. product categories, and led by net inflows into fixed income, core equity and sustainable ETFs. Regional ETF amounts based on jurisdiction of product, not underlying client. Regional ETF amounts based on jurisdiction of product, not underlying client. * * Ins t itutional Ins t itutional BlackRock serves institutional investors on six continents in sub-categories including: pensions, endowments and foundations, official institutions, and financial institutions; institutional AUM is diversified across product and region. BlackRock serves institutional investors on six continents in sub-categories including: pensions, endowments and foundations, official institutions, and financial institutions; institutional AUM is diversified across product and region. Component changes in institutional long-term AUM for 2023 are presented below. Component changes in institutional long-term AUM for 2023 are presented below. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 5 5 (in millions) (in millions) Active: Active: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Active subtotal Active subtotal Index: Index: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Index subtotal Index subtotal Total Total (1) Amounts include AUM attributable to the Kreos Transaction. December 31, 2022 December 31, 2022 $ 168,734 $ 168,734 774,955 774,955 544,469 544,469 153,433 153,433 1,641,591 1,641,591 1,814,266 1,814,266 704,661 704,661 6,392 6,392 3,296 3,296 2,528,615 2,528,615 $ 4,170,206 $ 4,170,206 Net inflows (outflows) Net inflows (outflows) $ (13,301) $ (13,301) 4,714 4,714 85,665 85,665 10,028 10,028 87,106 87,106 (82,222) (82,222) 28,888 28,888 (1,896) (1,896) 105 105 (55,125) (55,125) $ 31,981 $ 31,981 Acquisition(1) Acquisition(1) $ $ — — — — — — 2,177 2,177 2,177 2,177 — — — — — — — — — — $ 2,177 $ 2,177 Market change Market change $ 29,088 $ 29,088 53,538 53,538 79,644 79,644 4,925 4,925 167,195 167,195 401,047 401,047 17,774 17,774 559 559 (138) (138) 419,242 419,242 $ 586,437 $ 586,437 FX impact FX impact $ 2,167 $ 2,167 3,616 3,616 7,404 7,404 1,417 1,417 14,604 14,604 5,200 5,200 4,678 4,678 (110) (110) (11) (11) 9,757 9,757 $ 24,361 $ 24,361 December 31, 2023 December 31, 2023 $ 186,688 $ 186,688 836,823 836,823 717,182 717,182 171,980 171,980 1,912,673 1,912,673 2,138,291 2,138,291 756,001 756,001 4,945 4,945 3,252 3,252 2,902,489 2,902,489 $ 4,815,162 $ 4,815,162 Amounts include AUM attributable to the Kreos Transaction. (1) Institutional active AUM ended 2023 at $1.9 trillion, reflecting $87 billion of net inflows, driven by the funding Institutional active AUM ended 2023 at $1.9 trillion, of several significant outsourcing mandates and reflecting $87 billion of net inflows, driven by the funding continued growth in our LifePath® target-date and private of several significant outsourcing mandates and continued growth in our LifePath® target-date and private markets platforms. markets platforms. Multi-asset net inflows of $86 billion reflected continued growth from significant pension outsourcing mandates Multi-asset net inflows of $86 billion reflected continued and LifePath target-date offerings. Fixed income net growth from significant pension outsourcing mandates inflows of $5 billion similarly reflected the funding of and LifePath target-date offerings. Fixed income net insurance outsourcing mandates. Equity net outflows of inflows of $5 billion similarly reflected the funding of $13 billion were primarily from quantitative equity insurance outsourcing mandates. Equity net outflows of strategies. $13 billion were primarily from quantitative equity strategies. Alternatives net inflows of $10 billion were led by infrastructure, private credit and private equity. Excluding Alternatives net inflows of $10 billion were led by return of capital and investment of $7 billion, alternatives infrastructure, private credit and private equity. Excluding net inflows were $17 billion. At year-end, BlackRock had return of capital and investment of $7 billion, alternatives approximately $32 billion of non-fee paying, unfunded, net inflows were $17 billion. At year-end, BlackRock had uninvested commitments to deploy for institutional approximately $32 billion of non-fee paying, unfunded, clients, which is not included in AUM. uninvested commitments to deploy for institutional clients, which is not included in AUM. Institutional active represented 21% of long-term AUM and 19% of long-term base fees and securities lending Institutional active represented 21% of long-term AUM revenue for 2023. and 19% of long-term base fees and securities lending revenue for 2023. Institutional index AUM totaled $2.9 trillion at December 31, 2023, reflecting $55 billion of net outflows, Institutional index AUM totaled $2.9 trillion at driven by equities. December 31, 2023, reflecting $55 billion of net outflows, driven by equities. Institutional index represented 31% of long-term AUM and 7% of long-term base fees and securities lending Institutional index represented 31% of long-term AUM revenue for 2023. and 7% of long-term base fees and securities lending revenue for 2023. The Company’s institutional clients consist of the following: The Company’s institutional clients consist of the following: • Pensions, Foundations and Endowments BlackRock is among the world’s largest managers of pension • Pensions, Foundations and Endowments BlackRock is among the world’s largest managers of pension plan assets with $3.0 trillion, or 63%, of long-term institutional AUM managed for defined benefit, plan assets with $3.0 trillion, or 63%, of long-term defined contribution and other pension plans for institutional AUM managed for defined benefit, corporations, governments and unions at defined contribution and other pension plans for December 31, 2023. The market landscape continues corporations, governments and unions at to shift from defined benefit to defined contribution, December 31, 2023. The market landscape continues and our defined contribution channel represented to shift from defined benefit to defined contribution, $1.5 trillion of total pension AUM. BlackRock remains and our defined contribution channel represented well positioned for the on-going evolution of the $1.5 trillion of total pension AUM. BlackRock remains defined contribution market and demand for well positioned for the on-going evolution of the outcome-oriented investments. An additional defined contribution market and demand for $83 billion, or 2%, of long-term institutional AUM was outcome-oriented investments. An additional managed for other tax-exempt investors, including $83 billion, or 2%, of long-term institutional AUM was charities, foundations and endowments. managed for other tax-exempt investors, including charities, foundations and endowments. • Official Institutions BlackRock managed $272 billion, or 6%, of long-term institutional AUM for official • Official Institutions BlackRock managed $272 billion, institutions, including central banks, sovereign wealth or 6%, of long-term institutional AUM for official funds, supranationals, multilateral entities and institutions, including central banks, sovereign wealth government ministries and agencies at year-end funds, supranationals, multilateral entities and 2023. These clients often require specialized government ministries and agencies at year-end investment advice, the use of customized 2023. These clients often require specialized benchmarks and training support. investment advice, the use of customized benchmarks and training support. • Financial and Other Institutions BlackRock is a top • Financial and Other Institutions BlackRock is a top independent manager of assets for insurance companies, which accounted for $650 billion, or 13%, independent manager of assets for insurance of long-term institutional AUM at year-end 2023. companies, which accounted for $650 billion, or 13%, Assets managed for other taxable institutions, of long-term institutional AUM at year-end 2023. including corporations, banks and third-party fund Assets managed for other taxable institutions, sponsors for which the Company provides including corporations, banks and third-party fund sub-advisory services, totaled $773 billion, or 16%, of sponsors for which the Company provides long-term institutional AUM at year-end. sub-advisory services, totaled $773 billion, or 16%, of long-term institutional AUM at year-end. 6 BlackRock | 2023 Form 10-K 6 BlackRock | 2023 Form 10-K CLIENT TYPE AND PRODUCT TYPE CLIENT TYPE AND PRODUCT TYPE Component changes in AUM by client type and product type for 2023 are presented below. Component changes in AUM by client type and product type for 2023 are presented below. Market change Market change December 31, 2022 December 31, 2022 Net inflows (outflows) Net inflows (outflows) Acquisition(1) Acquisition(1) (in millions) (in millions) Retail: Retail: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Retail subtotal ETFs: Retail subtotal ETFs: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives ETFs subtotal Institutional: ETFs subtotal Institutional: Active: Active: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Active subtotal Active subtotal Index: Index: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Index subtotal Index subtotal Institutional subtotal Institutional subtotal Long-term Long-term Cash management Cash management Total Total (1) $ 370,612 $ 370,612 299,114 299,114 125,168 125,168 48,581 48,581 843,475 843,475 2,081,742 2,081,742 758,093 758,093 8,875 8,875 60,900 60,900 2,909,610 2,909,610 168,734 168,734 774,955 774,955 544,469 544,469 153,433 153,433 1,641,591 1,641,591 1,814,266 1,814,266 704,661 704,661 6,392 6,392 3,296 3,296 2,528,615 2,528,615 4,170,206 4,170,206 7,923,291 7,923,291 671,194 671,194 $ 8,594,485 $ 8,594,485 $ $ 2,810 2,810 (2,471) (2,471) (236) (236) (8,576) (8,576) (8,473) (8,473) 81,223 81,223 111,956 111,956 (746) (746) (6,491) (6,491) 185,942 185,942 (13,301) (13,301) 4,714 4,714 85,665 85,665 10,028 10,028 87,106 87,106 (82,222) (82,222) 28,888 28,888 (1,896) (1,896) 105 105 (55,125) (55,125) 31,981 31,981 209,450 209,450 79,245 79,245 $ 288,695 $ 288,695 $ $ — — — — — — — — — — — — — — — — — — — — — — — — — — 2,177 2,177 2,177 2,177 — — — — — — — — — — 2,177 2,177 2,177 2,177 — — $ 2,177 $ 2,177 $ $ 58,248 58,248 11,821 11,821 14,022 14,022 1,286 1,286 85,377 85,377 362,885 362,885 24,544 24,544 949 949 4,626 4,626 393,004 393,004 29,088 29,088 53,538 53,538 79,644 79,644 4,925 4,925 167,195 167,195 401,047 401,047 17,774 17,774 559 559 (138) (138) 419,242 419,242 586,437 586,437 1,064,818 1,064,818 8,732 8,732 $ 1,073,550 $ 1,073,550 FX impact FX impact $ 4,064 $ 4,064 4,335 4,335 583 583 336 336 9,318 9,318 6,781 6,781 3,810 3,810 62 62 90 90 10,743 10,743 2,167 2,167 3,616 3,616 7,404 7,404 1,417 1,417 14,604 14,604 5,200 5,200 4,678 4,678 (110) (110) (11) (11) 9,757 9,757 24,361 24,361 44,422 44,422 5,666 5,666 $ 50,088 $ 50,088 December 31, 2023 December 31, 2023 $ $ 435,734 435,734 312,799 312,799 139,537 139,537 41,627 41,627 929,697 929,697 2,532,631 2,532,631 898,403 898,403 9,140 9,140 59,125 59,125 3,499,299 3,499,299 186,688 186,688 836,823 836,823 717,182 717,182 171,980 171,980 1,912,673 1,912,673 2,138,291 2,138,291 756,001 756,001 4,945 4,945 3,252 3,252 2,902,489 2,902,489 4,815,162 4,815,162 9,244,158 9,244,158 764,837 764,837 $ 10,008,995 $ 10,008,995 Amounts include AUM attributable to the Kreos Transaction. Amounts include AUM attributable to the Kreos Transaction. (1) Long-term product offerings include active and index strategies. Our active strategies seek to earn attractive Long-term product offerings include active and index returns in excess of a market benchmark or performance strategies. Our active strategies seek to earn attractive hurdle while maintaining an appropriate risk profile and returns in excess of a market benchmark or performance leverage fundamental research and quantitative models to hurdle while maintaining an appropriate risk profile and drive portfolio construction. In contrast, index strategies leverage fundamental research and quantitative models to seek to closely track the returns of a corresponding index, drive portfolio construction. In contrast, index strategies generally by investing in substantially the same seek to closely track the returns of a corresponding index, underlying securities within the index or in a subset of generally by investing in substantially the same those securities selected to approximate a similar risk and underlying securities within the index or in a subset of return profile of the index. Index products include both our those securities selected to approximate a similar risk and non-ETF index products and ETFs. return profile of the index. Index products include both our non-ETF index products and ETFs. Although many clients use both active and index strategies, the application of these strategies may differ. Although many clients use both active and index For example, clients may use index products to gain strategies, the application of these strategies may differ. exposure to a market or asset class or may use a For example, clients may use index products to gain combination of index strategies to target active returns. In exposure to a market or asset class or may use a addition, institutional non-ETF index assignments tend to combination of index strategies to target active returns. In be very large (multi-billion dollars) and typically reflect low addition, institutional non-ETF index assignments tend to fee rates. Net flows in institutional index products be very large (multi-billion dollars) and typically reflect low generally have a small impact on BlackRock’s revenues fee rates. Net flows in institutional index products and earnings. generally have a small impact on BlackRock’s revenues and earnings. Equity Equity Year-end 2023 equity AUM totaled $5.3 trillion, reflecting net outflows of $11 billion. Net outflows included Year-end 2023 equity AUM totaled $5.3 trillion, reflecting $27 billion and $66 billion out of active and non-ETF net outflows of $11 billion. Net outflows included $27 billion and $66 billion out of active and non-ETF index, respectively, partially offset by ETF net inflows of $81 billion. index, respectively, partially offset by ETF net inflows of $81 billion. BlackRock’s effective fee rates fluctuate due to changes in AUM mix. Approximately half of BlackRock’s equity AUM is BlackRock’s effective fee rates fluctuate due to changes in tied to international market strategies, including emerging AUM mix. Approximately half of BlackRock’s equity AUM is markets, which tend to have higher fee rates than US tied to international market strategies, including emerging equity strategies. Accordingly, fluctuations in international markets, which tend to have higher fee rates than US equity markets, which may not consistently move in equity strategies. Accordingly, fluctuations in international tandem with US markets, have a greater impact on equity markets, which may not consistently move in BlackRock’s equity revenues and effective fee rate. tandem with US markets, have a greater impact on BlackRock’s equity revenues and effective fee rate. Equity represented 58% of long-term AUM and 53% of long-term base fees and securities lending revenue for Equity represented 58% of long-term AUM and 53% of 2023. long-term base fees and securities lending revenue for 2023. Fixed Incom e Fixed Incom e Fixed income AUM ended 2023 at $2.8 trillion, reflecting net inflows of $143 billion. Net inflows included Fixed income AUM ended 2023 at $2.8 trillion, reflecting $112 billion and $32 billion into ETFs and non-ETF index, net inflows of $143 billion. Net inflows included respectively, partially offset by $1 billion of net outflows $112 billion and $32 billion into ETFs and non-ETF index, from active. Fixed income ETF net inflows of $112 billion respectively, partially offset by $1 billion of net outflows reflected the benefit of our diverse product offering and from active. Fixed income ETF net inflows of $112 billion included strong flows into treasury, core and corporate reflected the benefit of our diverse product offering and credit ETFs. included strong flows into treasury, core and corporate credit ETFs. Fixed income represented 30% of long-term AUM and 26% of long-term base fees and securities lending Fixed income represented 30% of long-term AUM and revenue for 2023. 26% of long-term base fees and securities lending revenue for 2023. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 7 7 (in millions) FX impact FX impact $ 1,926 $ 1,926 1,596 1,596 4,417 4,417 $ 7,939 $ 7,939 Market change Market change $ 67,091 $ 67,091 20,300 20,300 7,783 7,783 $ 95,174 $ 95,174 Net inflows (outflows) Net inflows (outflows) $ 49,279 $ 49,279 23,059 23,059 10,449 10,449 $ 82,787 $ 82,787 December 31, 2023 December 31, 2023 $ 489,136 $ 489,136 246,127 246,127 135,541 135,541 $ 870,804 $ 870,804 • Target date and target risk strategies generated net • Target date and target risk strategies generated net include a combination of long-only portfolios and alternative investments as well as tactical asset allocation include a combination of long-only portfolios and overlays. alternative investments as well as tactical asset allocation overlays. Multi-asset represented 9% of long-term AUM and 9% of long-term base fees and securities lending revenue for Multi-asset represented 9% of long-term AUM and 9% of 2023. long-term base fees and securities lending revenue for 2023. (in millions) Target date/risk Target date/risk Asset allocation and balanced Asset allocation and balanced Fiduciary Fiduciary Total Total Multi-asset net inflows reflected ongoing institutional demand for our solutions-based advice with $84 billion of Multi-asset net inflows reflected ongoing institutional net inflows coming from institutional clients, including the demand for our solutions-based advice with $84 billion of funding of several significant outsourcing mandates. net inflows coming from institutional clients, including the Defined contribution plans remained a significant driver of funding of several significant outsourcing mandates. flows and contributed $30 billion to institutional multi- Defined contribution plans remained a significant driver of asset net inflows in 2023, primarily into target date and flows and contributed $30 billion to institutional multi- target risk product offerings. asset net inflows in 2023, primarily into target date and target risk product offerings. The Company’s multi-asset strategies include the following: The Company’s multi-asset strategies include the following: Multi-As s et Multi-As s et BlackRock manages a variety of multi-asset funds and bespoke mandates for a diversified client base that BlackRock manages a variety of multi-asset funds and leverages our broad investment expertise in global bespoke mandates for a diversified client base that equities, bonds, and alternatives, and our extensive risk leverages our broad investment expertise in global management capabilities. Investment solutions may equities, bonds, and alternatives, and our extensive risk management capabilities. Investment solutions may Component changes in multi-asset AUM for 2023 are presented below. Component changes in multi-asset AUM for 2023 are presented below. December 31, 2022 December 31, 2022 $ 370,840 $ 370,840 201,172 201,172 112,892 112,892 $ 684,904 $ 684,904 markets and developing a holistic approach to address client needs in alternatives investing. Our alternatives markets and developing a holistic approach to address products fall into three main categories — (1) illiquid client needs in alternatives investing. Our alternatives alternatives, (2) liquid alternatives, and (3) currency and products fall into three main categories — (1) illiquid commodities. Illiquid alternatives include offerings in alternatives, (2) liquid alternatives, and (3) currency and infrastructure, opportunistic and credit, private equity, real commodities. Illiquid alternatives include offerings in estate and alternative solutions. Liquid alternatives infrastructure, opportunistic and credit, private equity, real include offerings in direct hedge funds and hedge fund estate and alternative solutions. Liquid alternatives solutions (funds of funds). include offerings in direct hedge funds and hedge fund solutions (funds of funds). In 2023, liquid and illiquid alternatives generated a combined $2 billion of net inflows, or $10 billion excluding In 2023, liquid and illiquid alternatives generated a return of capital / return on investment of $8 billion. The combined $2 billion of net inflows, or $10 billion excluding largest contributors to return of capital / return on return of capital / return on investment of $8 billion. The investment were opportunistic and credit strategies, largest contributors to return of capital / return on infrastructure and private equity solutions. Net inflows investment were opportunistic and credit strategies, were driven by infrastructure, opportunistic and credit infrastructure and private equity solutions. Net inflows strategies and private equity. At year-end, BlackRock had were driven by infrastructure, opportunistic and credit approximately $32 billion of non-fee paying, unfunded, strategies and private equity. At year-end, BlackRock had uninvested commitments, which are expected to be approximately $32 billion of non-fee paying, unfunded, deployed in future years; these commitments are not uninvested commitments, which are expected to be included in AUM or flows until they are fee-paying. deployed in future years; these commitments are not Currency and commodities saw $7 billion of net outflows, included in AUM or flows until they are fee-paying. primarily from commodities ETFs. Currency and commodities saw $7 billion of net outflows, primarily from commodities ETFs. BlackRock believes that as alternatives become more conventional and investors adapt their asset allocation BlackRock believes that as alternatives become more strategies, investors will further increase their use of conventional and investors adapt their asset allocation alternative investments to complement core holdings. strategies, investors will further increase their use of BlackRock’s highly diversified alternatives franchise is well alternative investments to complement core holdings. positioned to continue to meet growing demand from both BlackRock’s highly diversified alternatives franchise is well institutional and retail investors. positioned to continue to meet growing demand from both institutional and retail investors. Alternatives represented 3% of long-term AUM and 12% of long-term base fees and securities lending revenue for Alternatives represented 3% of long-term AUM and 12% 2023. of long-term base fees and securities lending revenue for 2023. In the first quarter of 2024, BlackRock announced that it had entered into an agreement to acquire Global In the first quarter of 2024, BlackRock announced that it Infrastructure Management LLC (referred to herein as had entered into an agreement to acquire Global Global Infrastructure Partners (“GIP”)), a leading Infrastructure Management LLC (referred to herein as independent infrastructure manager with over Global Infrastructure Partners (“GIP”)), a leading $100 billion in client AUM as of September 30, 2023. GIP independent infrastructure manager with over specializes in investing in, owning and operating assets $100 billion in client AUM as of September 30, 2023. GIP across the energy, transport, digital infrastructure and specializes in investing in, owning and operating assets water and waste management sectors. The transaction is across the energy, transport, digital infrastructure and expected to close in the third quarter of 2024, subject to water and waste management sectors. The transaction is customary regulatory approvals and other closing expected to close in the third quarter of 2024, subject to conditions. customary regulatory approvals and other closing conditions. • Asset allocation and balanced strategies generated $23 billion of net inflows. These strategies combine • Asset allocation and balanced strategies generated equity, fixed income and alternative components for $23 billion of net inflows. These strategies combine investors seeking a tailored solution relative to a equity, fixed income and alternative components for specific benchmark and within a risk budget. In investors seeking a tailored solution relative to a certain cases, these strategies seek to minimize specific benchmark and within a risk budget. In downside risk through diversification, derivatives certain cases, these strategies seek to minimize strategies and tactical asset allocation decisions. downside risk through diversification, derivatives Flows in this category included pension outsourcing strategies and tactical asset allocation decisions. mandates that funded during the year. Flagship Flows in this category included pension outsourcing products also include our Global Allocation and Multi- mandates that funded during the year. Flagship Asset Income fund families. products also include our Global Allocation and Multi- Asset Income fund families. • Fiduciary management services are complex mandates in which pension plan sponsors or • Fiduciary management services are complex endowments and foundations retain BlackRock to mandates in which pension plan sponsors or assume responsibility for some or all aspects of endowments and foundations retain BlackRock to investment management, often with BlackRock acting assume responsibility for some or all aspects of as outsourced chief investment officer. These investment management, often with BlackRock acting customized services require strong partnership with as outsourced chief investment officer. These the clients’ investment staff and trustees in order to customized services require strong partnership with tailor investment strategies to meet client-specific the clients’ investment staff and trustees in order to risk budgets and return objectives. tailor investment strategies to meet client-specific risk budgets and return objectives. inflows of $49 billion. Institutional investors represented 90% of target date and target risk AUM, inflows of $49 billion. Institutional investors with defined contribution plans representing 81% of represented 90% of target date and target risk AUM, AUM. Flows were driven by defined contribution with defined contribution plans representing 81% of investments in our LifePath offerings. LifePath AUM. Flows were driven by defined contribution products utilize a proprietary active asset allocation investments in our LifePath offerings. LifePath model that seeks to balance risk and return over an products utilize a proprietary active asset allocation investment horizon based on the investor’s expected model that seeks to balance risk and return over an retirement timing. Underlying investments are investment horizon based on the investor’s expected primarily index products. retirement timing. Underlying investments are primarily index products. Alternatives Alternatives BlackRock alternatives focus on sourcing and managing high-alpha investments with lower correlation to public BlackRock alternatives focus on sourcing and managing high-alpha investments with lower correlation to public 8 BlackRock | 2023 Form 10-K 8 BlackRock | 2023 Form 10-K Component changes in alternatives AUM for 2023 are presented in the table below. Component changes in alternatives AUM for 2023 are presented in the table below. (in millions) (in millions) Illiquid alternatives: Illiquid alternatives: Alternative solutions Alternative solutions Private equity and opportunistic: Private equity and opportunistic: strategies strategies Private equity solutions Private equity solutions Opportunistic and credit Opportunistic and credit Long Term Private Capital Long Term Private Capital Private equity and opportunistic subtotal Private equity and opportunistic subtotal Real assets: Real assets: Real estate Real estate Infrastructure Infrastructure Real assets subtotal Real assets subtotal Total illiquid alternatives Total illiquid alternatives Liquid alternatives: Liquid alternatives: Direct hedge fund strategies Direct hedge fund strategies Hedge fund solutions Hedge fund solutions Total Liquid alternatives Total Liquid alternatives Currency and commodities Currency and commodities Total Total (1) December 31, 2022 December 31, 2022 Net inflows (outflows) Net inflows (outflows) Acquisition(1) Acquisition(1) Market change Market change FX impact FX impact December 31, 2023 December 31, 2023 Memo: return of Memo: capital/ return of investment(2) capital/ investment(2) Memo: committed Memo: capital(3) committed capital(3) $ $ 6,645 6,645 $ $ 21,500 21,500 24,842 24,842 6,620 6,620 52,962 52,962 28,596 28,596 29,548 29,548 58,144 58,144 117,751 117,751 504 504 3,443 3,443 3,887 3,887 4 4 7,334 7,334 43 43 5,784 5,784 5,827 5,827 13,665 13,665 $ $ — — $ $ 63 $ 102 63 $ 102 $ $ 7,314 7,314 $ (565) $ (565) $ 5,599 $ 5,599 — — 2,177 2,177 — — 2,177 2,177 — — — — — — 2,177 2,177 (126) (126) (125) (125) 3,702 3,702 3,451 3,451 (1,523) (1,523) (106) (106) (1,629) (1,629) 1,885 1,885 65 65 347 347 — — 412 412 442 442 475 475 917 917 1,431 1,431 24,882 24,882 31,128 31,128 10,326 10,326 66,336 66,336 27,558 27,558 35,701 35,701 63,259 63,259 136,909 136,909 (1,829) (1,829) (2,826) (2,826) — — (4,655) (4,655) (515) (515) (1,961) (1,961) (2,476) (2,476) (7,696) (7,696) 6,913 6,913 3,075 3,075 — — 9,988 9,988 378 378 14,983 14,983 15,361 15,361 30,948 30,948 51,972 51,972 28,682 28,682 80,654 80,654 67,805 67,805 $ 266,210 $ 266,210 (9,224) (9,224) (2,146) (2,146) (11,370) (11,370) (7,229) (7,229) $ (4,934) $ (4,934) — — — — — — — — $ 2,177 $ 2,177 3,200 3,200 1,348 1,348 4,548 4,548 4,266 4,266 370 370 31 31 401 401 — — $ 10,699 $ 1,832 $ 10,699 $ 1,832 46,318 46,318 27,915 27,915 74,233 74,233 64,842 64,842 $ 275,984 $ 275,984 — — (324) (324) (324) (324) — — $ (8,020) $ (8,020) — — 765 765 765 765 — — $ 31,713 $ 31,713 Amounts include AUM attributable to the Kreos Transaction. (1) (2) Return of capital/investment is included in outflows. Amounts include AUM attributable to the Kreos Transaction. (2) Return of capital/investment is included in outflows. (3) (3) Amount represents client assets that are uninvested commitments, which are currently non-fee paying and are not included in AUM. These commitments are expected to generate fees and will be counted in AUM and flows as the capital is deployed over time. Amount represents client assets that are uninvested commitments, which are currently non-fee paying and are not included in AUM. These commitments are expected to generate fees and will be counted in AUM and flows as the capital is deployed over time. Illiquid Alternatives Illiquid Alternatives The Company’s illiquid alternatives strategies include the following: The Company’s illiquid alternatives strategies include the following: • Real Assets which includes infrastructure and real estate, totaled $63 billion in AUM, reflecting net • Real Assets which includes infrastructure and real inflows of $6 billion, led by infrastructure. estate, totaled $63 billion in AUM, reflecting net inflows of $6 billion, led by infrastructure. • Private Equity and Opportunistic included AUM of $31 billion in opportunistic and credit offerings, • Private Equity and Opportunistic included AUM of $25 billion in private equity solutions, and $10 billion $31 billion in opportunistic and credit offerings, in Long Term Private Capital (“LTPC”). Net inflows of $25 billion in private equity solutions, and $10 billion $7 billion into private equity and opportunistic in Long Term Private Capital (“LTPC”). Net inflows of strategies included $4 billion of net inflows into $7 billion into private equity and opportunistic opportunistic and credit offerings and $3 billion of net strategies included $4 billion of net inflows into inflows into private equity solutions. opportunistic and credit offerings and $3 billion of net inflows into private equity solutions. • Alternative Solutions represents highly customized portfolios of alternative investments. Alternative • Alternative Solutions represents highly customized solutions portfolios had $7 billion in AUM at portfolios of alternative investments. Alternative December 31, 2023, reflecting $0.5 billion of net solutions portfolios had $7 billion in AUM at inflows. December 31, 2023, reflecting $0.5 billion of net inflows. Liquid Alternatives Liquid Alternatives The Company’s liquid alternatives products’ net outflows of $11 billion reflected redemptions from direct hedge The Company’s liquid alternatives products’ net outflows of $11 billion reflected redemptions from direct hedge funds, mainly from retail event driven and multi-strategy credit funds. Direct hedge fund strategies includes a funds, mainly from retail event driven and multi-strategy variety of single-and multi-strategy offerings. credit funds. Direct hedge fund strategies includes a variety of single-and multi-strategy offerings. In addition, the Company manages $84 billion in liquid credit strategies which is included in active fixed income. In addition, the Company manages $84 billion in liquid credit strategies which is included in active fixed income. Currency and Commodities Currency and Commodities The Company’s currency and commodities products include a range of active and index products. The Company’s currency and commodities products include a range of active and index products. Currency and commodities products had $7 billion of net outflows, primarily from ETFs. Commodities ETFs Currency and commodities products had $7 billion of net represented $59 billion of AUM and are not eligible for outflows, primarily from ETFs. Commodities ETFs performance fees. represented $59 billion of AUM and are not eligible for performance fees. Cas h Managem ent Cas h Managem ent Cash management AUM totaled a record $765 billion at December 31, 2023, reflecting $79 billion of net inflows. Cash management AUM totaled a record $765 billion at Cash management products include taxable and December 31, 2023, reflecting $79 billion of net inflows. tax-exempt money market funds, short-term investment Cash management products include taxable and funds and customized separate accounts. Portfolios are tax-exempt money market funds, short-term investment denominated in US dollars, Canadian dollars, Australian funds and customized separate accounts. Portfolios are dollars, euros, Swiss francs, New Zealand dollars or British denominated in US dollars, Canadian dollars, Australian pounds. dollars, euros, Swiss francs, New Zealand dollars or British pounds. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 9 9 CLIENT REGION CLIENT REGION Our footprints in the Americas, EMEA and Asia-Pacific regions reflect strong relationships with intermediaries and an established ability to deliver our global investment expertise in funds and other products tailored to local regulations and Our footprints in the Americas, EMEA and Asia-Pacific regions reflect strong relationships with intermediaries and an requirements. established ability to deliver our global investment expertise in funds and other products tailored to local regulations and requirements. AUM by product type and client region at December 31, 2023 is presented below. AUM by product type and client region at December 31, 2023 is presented below. (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Long-term Long-term Cash management Cash management Total Total Component changes in AUM by client region for 2023 are presented below. Component changes in AUM by client region for 2023 are presented below. Americas Americas $ 3,660,686 $ 3,660,686 1,740,218 1,740,218 627,582 627,582 148,944 148,944 6,177,430 6,177,430 550,880 550,880 $ 6,728,310 $ 6,728,310 EMEA EMEA $ 1,227,394 $ 1,227,394 755,240 755,240 197,128 197,128 95,622 95,622 2,275,384 2,275,384 203,426 203,426 $ 2,478,810 $ 2,478,810 Asia-Pacific Asia-Pacific $ 405,264 $ 405,264 308,568 308,568 46,094 46,094 31,418 31,418 791,344 791,344 10,531 10,531 $ 801,875 $ 801,875 Total Total $ 5,293,344 $ 5,293,344 2,804,026 2,804,026 870,804 870,804 275,984 275,984 9,244,158 9,244,158 764,837 764,837 $ 10,008,995 $ 10,008,995 (in millions) (in millions) Americas Americas EMEA EMEA Asia-Pacific Asia-Pacific Total Total (1) Amounts include AUM attributable to the Kreos Transaction. December 31, 2022 December 31, 2022 $ 5,782,223 $ 5,782,223 2,137,442 2,137,442 674,820 674,820 $ 8,594,485 $ 8,594,485 Net inflows (outflows) Net inflows (outflows) $ 177,249 $ 177,249 65,171 65,171 46,275 46,275 $ 288,695 $ 288,695 Acquisition(1) Acquisition(1) $ $ — — 2,177 2,177 — — $ 2,177 $ 2,177 Market change Market change $ 757,788 $ 757,788 210,475 210,475 105,287 105,287 $ 1,073,550 $ 1,073,550 FX impact FX impact $ 11,050 $ 11,050 63,545 63,545 (24,507) (24,507) $ 50,088 $ 50,088 December 31, 2023 December 31, 2023 $ 6,728,310 $ 6,728,310 2,478,810 2,478,810 801,875 801,875 $ 10,008,995 $ 10,008,995 Amounts include AUM attributable to the Kreos Transaction. (1) Americas Americas Americas net inflows of $177 billion were driven by net inflows into fixed income, multi-asset, cash, and equity of Americas net inflows of $177 billion were driven by net $83 billion, $60 billion, $39 billion, and $4 billion, inflows into fixed income, multi-asset, cash, and equity of respectively. These were partially offset by alternative net $83 billion, $60 billion, $39 billion, and $4 billion, outflows of $9 billion, primarily from US mutual funds. respectively. These were partially offset by alternative net During the year, BlackRock served clients through offices outflows of $9 billion, primarily from US mutual funds. across the US as well as in Canada, Mexico, Brazil, During the year, BlackRock served clients through offices Colombia, Chile and the Dominican Republic. across the US as well as in Canada, Mexico, Brazil, Colombia, Chile and the Dominican Republic. The Americas represented 67% of total AUM and 65% of total base fees and securities lending revenue for 2023. The Americas represented 67% of total AUM and 65% of total base fees and securities lending revenue for 2023. EMEA EMEA EMEA net inflows of $65 billion were driven by cash, fixed income, multi-asset, and alternatives net inflows of EMEA net inflows of $65 billion were driven by cash, fixed $38 billion, $27 billion, $23 billion, and $3 billion, income, multi-asset, and alternatives net inflows of respectively. These were partially offset by equity net $38 billion, $27 billion, $23 billion, and $3 billion, outflows of $26 billion, which included a $19 billion single respectively. These were partially offset by equity net institutional client redemption from a low-fee index outflows of $26 billion, which included a $19 billion single mandate in the third quarter. Offerings include fund institutional client redemption from a low-fee index families in the United Kingdom (“UK”), the Netherlands, mandate in the third quarter. Offerings include fund Luxembourg and Dublin and ETFs listed on stock families in the United Kingdom (“UK”), the Netherlands, exchanges throughout Europe, as well as separate Luxembourg and Dublin and ETFs listed on stock accounts and pooled investment products. exchanges throughout Europe, as well as separate accounts and pooled investment products. EMEA represented 25% of total AUM and 29% of total base fees and securities lending revenue for 2023. EMEA represented 25% of total AUM and 29% of total base fees and securities lending revenue for 2023. As ia-Pacific As ia-Pacific Asia-Pacific net inflows of $46 billion were primarily due to fixed income and equity net inflows of $34 billion and Asia-Pacific net inflows of $46 billion were primarily due to $11 billion, respectively. Clients in the Asia-Pacific region fixed income and equity net inflows of $34 billion and are served through offices in Japan, Australia, Hong Kong, $11 billion, respectively. Clients in the Asia-Pacific region Singapore, Taiwan, Korea, China, and India. are served through offices in Japan, Australia, Hong Kong, Singapore, Taiwan, Korea, China, and India. Asia-Pacific represented 8% of total AUM and 6% of total base fees and securities lending revenue for 2023. Asia-Pacific represented 8% of total AUM and 6% of total base fees and securities lending revenue for 2023. INVESTMENT PERFORMANCE INVESTMENT PERFORMANCE Investment performance across active and index products as of December 31, 2023 was as follows: Investment performance across active and index products as of December 31, 2023 was as follows: One-year period One-year period Three-year period Three-year period Five-year period Five-year period Fixed income: Fixed income: Actively managed AUM above benchmark or peer median Actively managed AUM above benchmark or peer median Taxable Taxable Tax-exempt Tax-exempt applicable tolerance applicable tolerance Index AUM within or above Index AUM within or above Equity: Equity: Actively managed AUM above benchmark or peer median Actively managed AUM above benchmark or peer median Fundamental Fundamental Systematic Systematic Index AUM within or above Index AUM within or above applicable tolerance applicable tolerance 84% 84% 75% 75% 98% 98% 69% 69% 87% 87% 96% 96% 78% 78% 61% 61% 97% 97% 47% 47% 83% 83% 99% 99% 92% 92% 45% 45% 97% 97% 87% 87% 89% 89% 100% 100% Performance Notes Performance Notes Past performance is not indicative of future results. Except as specified, the performance information shown is as of Past performance is not indicative of future results. Except December 31, 2023 and is based on preliminary data as specified, the performance information shown is as of available at that time. The performance data shown December 31, 2023 and is based on preliminary data reflects information for all actively and passively managed available at that time. The performance data shown equity and fixed income accounts, including US registered reflects information for all actively and passively managed investment companies, European-domiciled retail funds equity and fixed income accounts, including US registered and separate accounts for which performance data is investment companies, European-domiciled retail funds available, including performance data for high net worth and separate accounts for which performance data is accounts available as of November 30, 2023. The available, including performance data for high net worth performance data does not include accounts terminated accounts available as of November 30, 2023. The prior to December 31, 2023 and accounts for which data performance data does not include accounts terminated has not yet been verified. If such accounts had been prior to December 31, 2023 and accounts for which data included, the performance data provided may have has not yet been verified. If such accounts had been substantially differed from that shown. included, the performance data provided may have substantially differed from that shown. 10 BlackRock | 2023 Form 10-K 10 BlackRock | 2023 Form 10-K Performance comparisons shown are gross-of-fees for institutional and high net worth separate accounts, and Performance comparisons shown are gross-of-fees for net-of-fees for retail funds. The performance tracking institutional and high net worth separate accounts, and shown for index accounts is based on gross-of-fees net-of-fees for retail funds. The performance tracking performance and includes all institutional accounts and shown for index accounts is based on gross-of-fees all iShares funds globally using an index strategy. AUM performance and includes all institutional accounts and information is based on AUM available as of December 31, all iShares funds globally using an index strategy. AUM 2023 for each account or fund in the asset class shown information is based on AUM available as of December 31, without adjustment for overlapping management of the 2023 for each account or fund in the asset class shown same account or fund. Fund performance reflects the without adjustment for overlapping management of the reinvestment of dividends and distributions. same account or fund. Fund performance reflects the reinvestment of dividends and distributions. Performance shown is derived from applicable benchmarks or peer median information, as selected by BlackRock. Peer Performance shown is derived from applicable benchmarks medians are based in part on data either from Lipper, Inc. or or peer median information, as selected by BlackRock. Peer Morningstar, Inc. for each included product. medians are based in part on data either from Lipper, Inc. or Morningstar, Inc. for each included product. TECHNOLOGY SERVICES TECHNOLOGY SERVICES BlackRock offers investment management technology systems, risk management services, and wealth BlackRock offers investment management technology management and digital distribution tools on a fee basis. systems, risk management services, and wealth Aladdin is our proprietary technology platform, providing management and digital distribution tools on a fee basis. an end-to-end, SaaS solution for investment and risk Aladdin is our proprietary technology platform, providing management for both BlackRock and a growing number of an end-to-end, SaaS solution for investment and risk institutional and retail investors around the world. management for both BlackRock and a growing number of BlackRock offers risk reporting capabilities via Aladdin institutional and retail investors around the world. Risk, as well as investment accounting capabilities. Aladdin BlackRock offers risk reporting capabilities via Aladdin Provider is a tool used by asset servicers, connecting them Risk, as well as investment accounting capabilities. Aladdin to the platform used by asset managers and owners to add Provider is a tool used by asset servicers, connecting them operational efficiency. In 2019, BlackRock acquired eFront, to the platform used by asset managers and owners to add a leading end-to-end alternative investment management operational efficiency. In 2019, BlackRock acquired eFront, software and solutions provider to enable clients to a leading end-to-end alternative investment management manage portfolios and risk across public and private asset software and solutions provider to enable clients to classes on a single platform. eFront is offered to clients manage portfolios and risk across public and private asset both as a standalone offering and as part of an integrated classes on a single platform. eFront is offered to clients “Whole Portfolio View” solution that provides transparency both as a standalone offering and as part of an integrated across clients’ public and private assets. Through our “Whole Portfolio View” solution that provides transparency Cachematrix platform, BlackRock is also a leading provider across clients’ public and private assets. Through our of financial technology which simplifies the cash Cachematrix platform, BlackRock is also a leading provider management process for banks and their corporate clients of financial technology which simplifies the cash in a streamlined, open-architecture platform. management process for banks and their corporate clients in a streamlined, open-architecture platform. BlackRock offers a number of wealth management technology tools offering personalized digital advice, BlackRock offers a number of wealth management portfolio construction capabilities and risk analytics for technology tools offering personalized digital advice, retail distributors. These tools include Aladdin Wealth, portfolio construction capabilities and risk analytics for which provides wealth management firms and their retail distributors. These tools include Aladdin Wealth, financial professionals with institutional-quality business which provides wealth management firms and their management, portfolio construction, modeling and risk financial professionals with institutional-quality business analytics capabilities. management, portfolio construction, modeling and risk analytics capabilities. At year-end, BlackRock technology services clients included banks, insurance companies, official institutions, At year-end, BlackRock technology services clients pension funds, asset managers, asset servicers, retail included banks, insurance companies, official institutions, distributors and other investors across North America, pension funds, asset managers, asset servicers, retail South America, Europe, the Middle East, Asia, Africa and distributors and other investors across North America, Australia. South America, Europe, the Middle East, Asia, Africa and Australia. Technology services revenue of $1.5 billion was up 9% year-over-year, and annual contract value (“ACV”) Technology services revenue of $1.5 billion was up 9% increased 10% year-over-year. ACV growth was driven by year-over-year, and annual contract value (“ACV”) strong net sales of Aladdin in 2023, with over half of new increased 10% year-over-year. ACV growth was driven by client mandates spanning multiple Aladdin products. strong net sales of Aladdin in 2023, with over half of new Aladdin assignments are typically long-term contracts client mandates spanning multiple Aladdin products. that provide recurring revenue. At the end of any period, Aladdin assignments are typically long-term contracts BlackRock generally has recurring revenue contracts in that provide recurring revenue. At the end of any period, place for a large portion of total annual revenue. BlackRock generally has recurring revenue contracts in place for a large portion of total annual revenue. BlackRock measures the fees related to these agreements and refers to this as ACV. For further information on ACV, BlackRock measures the fees related to these agreements see Item 7. Management’s Discussion and Analysis of and refers to this as ACV. For further information on ACV, Financial Condition and Results of Operations — Non-GAAP see Item 7. Management’s Discussion and Analysis of Financial Measures. Financial Condition and Results of Operations — Non-GAAP Financial Measures. Aladdin, which represented the majority of technology services revenue for the year, continues to benefit from Aladdin, which represented the majority of technology trends favoring global platform consolidation and multi- services revenue for the year, continues to benefit from asset risk solutions across public and private markets. trends favoring global platform consolidation and multi- Approximately 25% of Aladdin’s revenue was asset risk solutions across public and private markets. denominated in non-US currencies. In addition, while Approximately 25% of Aladdin’s revenue was Aladdin is a multi-asset system, the majority of positions denominated in non-US currencies. In addition, while managed on the platform are fixed income. 2023 Aladdin is a multi-asset system, the majority of positions technology services revenue growth reflected headwinds managed on the platform are fixed income. 2023 associated with 2022 bond market declines on Aladdin’s technology services revenue growth reflected headwinds fixed income platform assets. associated with 2022 bond market declines on Aladdin’s fixed income platform assets. BlackRock is focused on enhancing Aladdin, with continued investment into areas such as whole portfolio, BlackRock is focused on enhancing Aladdin, with private markets, wealth and sustainable investing continued investment into areas such as whole portfolio, solutions. BlackRock continues to evolve and enable private markets, wealth and sustainable investing clients to further simplify their operating infrastructure solutions. BlackRock continues to evolve and enable with Aladdin. Clients increasingly want to tailor how they clients to further simplify their operating infrastructure use Aladdin to meet their specific needs, and BlackRock is with Aladdin. Clients increasingly want to tailor how they providing them with choice and flexibility. BlackRock is use Aladdin to meet their specific needs, and BlackRock is empowering clients with data and opening Aladdin by providing them with choice and flexibility. BlackRock is creating connectivity with ecosystem providers and third- empowering clients with data and opening Aladdin by party technology solutions, which include asset servicers, creating connectivity with ecosystem providers and third- cloud providers, digital asset platforms, trading systems party technology solutions, which include asset servicers, and others. This connectivity helps clients work in their cloud providers, digital asset platforms, trading systems Aladdin environments with a more customized and and others. This connectivity helps clients work in their seamless end-to-end experience. Aladdin environments with a more customized and seamless end-to-end experience. In addition, BlackRock has made minority investments in financial technology and digital distribution providers, In addition, BlackRock has made minority investments in data and whole portfolio capabilities including Upvest, financial technology and digital distribution providers, Avaloq, Human Interest, Circle, SpiderRock Advisors, data and whole portfolio capabilities including Upvest, Clarity AI, Envestnet, Acorns, Scalable Capital and iCapital. Avaloq, Human Interest, Circle, SpiderRock Advisors, BlackRock records its share of income related to minority Clarity AI, Envestnet, Acorns, Scalable Capital and iCapital. investments accounted for under the equity method in BlackRock records its share of income related to minority other revenue and records gains and losses related to investments accounted for under the equity method in changes in value of other minority investments in other revenue and records gains and losses related to nonoperating income (expense). changes in value of other minority investments in nonoperating income (expense). SECURITIES LENDING SECURITIES LENDING Securities lending is managed by a dedicated team, supported by quantitative analysis, proprietary technology Securities lending is managed by a dedicated team, and disciplined risk management. BlackRock receives both supported by quantitative analysis, proprietary technology cash (primarily for US domiciled portfolios) and noncash and disciplined risk management. BlackRock receives both collateral under securities lending arrangements. The cash cash (primarily for US domiciled portfolios) and noncash management team invests the cash received as collateral collateral under securities lending arrangements. The cash for securities on loan in other portfolios. Fees for securities management team invests the cash received as collateral lending for US domiciled portfolios can be structured as a for securities on loan in other portfolios. Fees for securities share of earnings, or as a management fee based on a lending for US domiciled portfolios can be structured as a percentage of the value of the cash collateral or both. The share of earnings, or as a management fee based on a value of the securities on loan and the revenue earned are percentage of the value of the cash collateral or both. The captured in the corresponding asset class being managed. value of the securities on loan and the revenue earned are The value of the collateral is not included in AUM. captured in the corresponding asset class being managed. The value of the collateral is not included in AUM. Outstanding loan balances ended the year at approximately $359 billion, up from $355 billion at Outstanding loan balances ended the year at year-end 2022. More demand for general collateral approximately $359 billion, up from $355 billion at securities resulted in slightly higher balances year over year-end 2022. More demand for general collateral year. Intrinsic lending spreads increased and cash securities resulted in slightly higher balances year over reinvestment spreads remained flat as cash yields were year. Intrinsic lending spreads increased and cash stable year over year. reinvestment spreads remained flat as cash yields were stable year over year. BlackRock employs a conservative investment style for cash and securities lending collateral that emphasizes BlackRock employs a conservative investment style for quality, liquidity, and interest rate risk management. cash and securities lending collateral that emphasizes Disciplined risk management, including a rigorous credit quality, liquidity, and interest rate risk management. surveillance process, is an integral part of the investment Disciplined risk management, including a rigorous credit process. BlackRock’s Cash Management Credit surveillance process, is an integral part of the investment Committee has established risk limits, such as aggregate process. BlackRock’s Cash Management Credit issuer exposure limits and maturity limits, across many of Committee has established risk limits, such as aggregate the products BlackRock manages, including over all of its issuer exposure limits and maturity limits, across many of cash management products. In the ordinary course of our the products BlackRock manages, including over all of its business, there may be instances when a portfolio may cash management products. In the ordinary course of our exceed an internal risk limit or when an internal risk limit business, there may be instances when a portfolio may may be changed. No such instances, individually or in the exceed an internal risk limit or when an internal risk limit aggregate, have been material to the Company. To the may be changed. No such instances, individually or in the extent that daily evaluation and reporting of the profile of aggregate, have been material to the Company. To the the portfolios identify that a limit has been exceeded, the extent that daily evaluation and reporting of the profile of relevant portfolio will be adjusted. To the extent a portfolio the portfolios identify that a limit has been exceeded, the manager would like to obtain a temporary waiver of a risk relevant portfolio will be adjusted. To the extent a portfolio limit, the portfolio manager must obtain approval from the manager would like to obtain a temporary waiver of a risk credit research team, which is independent from the cash limit, the portfolio manager must obtain approval from the management portfolio managers. While a risk limit may be credit research team, which is independent from the cash waived temporarily, such waivers are infrequent. management portfolio managers. While a risk limit may be waived temporarily, such waivers are infrequent. RISK AND QUANTITATIVE A NALYSIS RISK AND QUANTITATIVE A NALYSIS Across all asset classes, in addition to the efforts of the portfolio management teams, the Risk and Quantitative Across all asset classes, in addition to the efforts of the Analysis (“RQA”) group at BlackRock draws on extensive portfolio management teams, the Risk and Quantitative analytical systems and proprietary and third-party data to Analysis (“RQA”) group at BlackRock draws on extensive identify, measure and manage a wide range of risks. RQA analytical systems and proprietary and third-party data to provides risk management advice and independent risk identify, measure and manage a wide range of risks. RQA oversight of the investment management processes, provides risk management advice and independent risk identifies and helps manage counterparty and enterprise oversight of the investment management processes, risks, coordinates standards for firm wide investment identifies and helps manage counterparty and enterprise performance measurement and determines risk risks, coordinates standards for firm wide investment management-related analytical and information performance measurement and determines risk requirements. Where appropriate, RQA will work with management-related analytical and information portfolio managers and developers to facilitate the requirements. Where appropriate, RQA will work with development or improvement of risk models and analytics. portfolio managers and developers to facilitate the development or improvement of risk models and analytics. COMPETITION COMPETITION BlackRock competes with investment management firms, mutual fund complexes, insurance companies, banks, BlackRock competes with investment management firms, brokerage firms, financial technology providers and other mutual fund complexes, insurance companies, banks, financial institutions that offer products that are similar to, brokerage firms, financial technology providers and other or alternatives to, those offered by BlackRock. In order to financial institutions that offer products that are similar to, grow its business, BlackRock must be able to compete or alternatives to, those offered by BlackRock. In order to effectively for AUM. Key competitive factors include grow its business, BlackRock must be able to compete investment performance track records, the efficient effectively for AUM. Key competitive factors include delivery of beta for index products, investment style and investment performance track records, the efficient discipline, price, client service and brand name recognition. delivery of beta for index products, investment style and Historically, the Company has competed principally on the discipline, price, client service and brand name recognition. basis of its long-term investment performance track Historically, the Company has competed principally on the record, its investment process, its risk management and basis of its long-term investment performance track analytic capabilities and the quality of its client service. record, its investment process, its risk management and analytic capabilities and the quality of its client service. HUMAN CAPITAL HUMAN CAPITAL With approximately 19,800 employees in more than 30 countries, as of December 31, 2023, BlackRock With approximately 19,800 employees in more than provides a broad range of investment management and 30 countries, as of December 31, 2023, BlackRock technology services to institutional and retail clients in provides a broad range of investment management and more than 100 countries across the globe. As an asset technology services to institutional and retail clients in manager, BlackRock’s long-term success depends on its more than 100 countries across the globe. As an asset people and how it manages its workforce. manager, BlackRock’s long-term success depends on its people and how it manages its workforce. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 11 11 Culture and Principles Culture and Principles BlackRock believes that maintaining a strong corporate culture is an important component of its human capital BlackRock believes that maintaining a strong corporate management practices and critical to the firm’s long-term culture is an important component of its human capital success. BlackRock’s culture is underpinned by five core management practices and critical to the firm’s long-term principles that unify its workforce and guide how it success. BlackRock’s culture is underpinned by five core interacts with its employees, its clients, the communities principles that unify its workforce and guide how it in which it operates and its other stakeholders: (1) We are interacts with its employees, its clients, the communities a fiduciary to our clients; (2) We are One BlackRock; (3) We in which it operates and its other stakeholders: (1) We are are passionate about performance; (4) We take emotional a fiduciary to our clients; (2) We are One BlackRock; (3) We ownership; and (5) We are committed to a better future. are passionate about performance; (4) We take emotional ownership; and (5) We are committed to a better future. Diversity, Equity and Inc lusion (“DEI”) Diversity, Equity and Inc lusion (“DEI”) BlackRock believes a diverse workforce with an inclusive and connected culture is a commercial imperative and BlackRock believes a diverse workforce with an inclusive indispensable to its success. Ultimately, a dynamic, and connected culture is a commercial imperative and inclusive organization allows BlackRock to attract and indispensable to its success. Ultimately, a dynamic, retain top talent around the world and to stay ahead of its inclusive organization allows BlackRock to attract and clients’ needs. retain top talent around the world and to stay ahead of its clients’ needs. BlackRock’s three pillar DEI strategy is aligned with the firm’s business priorities and long-term objectives. The BlackRock’s three pillar DEI strategy is aligned with the three pillars are (1) talent and culture across the globe, firm’s business priorities and long-term objectives. The which focuses on attracting, developing and retaining top three pillars are (1) talent and culture across the globe, talent by cultivating an inclusive work environment where which focuses on attracting, developing and retaining top employees have fair access to opportunities and feel seen, talent by cultivating an inclusive work environment where heard, valued and respected, (2) activities to support employees have fair access to opportunities and feel seen, interested clients, which focus on expanding investment heard, valued and respected, (2) activities to support choices and business partnership opportunities with interested clients, which focus on expanding investment brokers, managers, and suppliers, and (3) impact in choices and business partnership opportunities with underserved communities, which focuses on helping more brokers, managers, and suppliers, and (3) impact in and more people experience financial well-being through underserved communities, which focuses on helping more BlackRock philanthropy and employee-led volunteer efforts. and more people experience financial well-being through BlackRock philanthropy and employee-led volunteer efforts. BlackRock views transparency and measurement as critical to its strategy. Since 2020, the firm has published BlackRock views transparency and measurement as annual SASB-aligned disclosure and EEO-1 reports, and critical to its strategy. Since 2020, the firm has published since 2022, a Global DEI Annual Report. As of January 1, annual SASB-aligned disclosure and EEO-1 reports, and 2024, of the Company’s employees who self-identified since 2022, a Global DEI Annual Report. As of January 1, their gender status, approximately 44% of the Company’s 2024, of the Company’s employees who self-identified global workforce, 33% of global senior leaders (Directors their gender status, approximately 44% of the Company’s or above) and 47% of global new hires, were women. global workforce, 33% of global senior leaders (Directors Additionally, as of January 1, 2024, of the Company’s US or above) and 47% of global new hires, were women. employees who self-identified their race/ethnicity status, Additionally, as of January 1, 2024, of the Company’s US approximately 8% of employees, 4% of senior leaders and employees who self-identified their race/ethnicity status, 10% of new hires identified as Black or African American, approximately 8% of employees, 4% of senior leaders and 8% of employees, 5% of senior leaders and 16% of new 10% of new hires identified as Black or African American, hires identified as Latinx, and 28% of employees, 21% of 8% of employees, 5% of senior leaders and 16% of new senior leaders and 30% of new hires identified as Asian. hires identified as Latinx, and 28% of employees, 21% of Further, of the Company’s approximately 19,800 senior leaders and 30% of new hires identified as Asian. employees as of December 31, 2023, 46% were based in Further, of the Company’s approximately 19,800 the Americas, 31% were based in EMEA and 23% were employees as of December 31, 2023, 46% were based in based in Asia-Pacific regions. the Americas, 31% were based in EMEA and 23% were based in Asia-Pacific regions. Board Oversight of Human Capital Managem ent Board Oversight of Human Capital Managem ent BlackRock’s Board of Directors (the “Board”) plays an important role in the oversight of human capital BlackRock’s Board of Directors (the “Board”) plays an management and devotes one Board meeting annually to important role in the oversight of human capital an in-depth review of BlackRock’s culture, talent management and devotes one Board meeting annually to development, retention and recruiting initiatives, DEI an in-depth review of BlackRock’s culture, talent strategy, leadership and succession planning and development, retention and recruiting initiatives, DEI employee feedback. Moreover, the Board’s Management strategy, leadership and succession planning and Development and Compensation Committee periodically employee feedback. Moreover, the Board’s Management reviews efforts and developments related to the firm’s Development and Compensation Committee periodically human capital management strategy. reviews efforts and developments related to the firm’s human capital management strategy. 12 BlackRock | 2023 Form 10-K 12 BlackRock | 2023 Form 10-K Succession planning for BlackRock’s Chief Executive Officer and other senior executives is a key part of the Succession planning for BlackRock’s Chief Executive Board’s annual review of human capital management Officer and other senior executives is a key part of the issues. As part of this review, the Board focuses on Board’s annual review of human capital management whether BlackRock has the right people in place to issues. As part of this review, the Board focuses on execute the Company’s long-term strategic plans, and on whether BlackRock has the right people in place to BlackRock’s ability to identify, attract, develop, promote execute the Company’s long-term strategic plans, and on and retain future senior executives. An important element BlackRock’s ability to identify, attract, develop, promote of the succession planning across the organization is a and retain future senior executives. An important element commitment to building leadership from within. of the succession planning across the organization is a commitment to building leadership from within. Employee Engagement Employee Engagement BlackRock values continuous dialogue with its employees to better understand their experiences at the firm and BlackRock values continuous dialogue with its employees assess the efficacy of its human capital management to better understand their experiences at the firm and practices. The Company uses several employee assess the efficacy of its human capital management engagement mechanisms, including: (1) employee practices. The Company uses several employee opinion pulse surveys; (2) interactive events and engagement mechanisms, including: (1) employee communications; (3) the sponsorship of employee opinion pulse surveys; (2) interactive events and networks; and (4) local community involvement. The communications; (3) the sponsorship of employee employee opinion pulse surveys, which BlackRock networks; and (4) local community involvement. The conducts throughout the year, provide the Company with employee opinion pulse surveys, which BlackRock actionable feedback for its teams and for the Company as conducts throughout the year, provide the Company with a whole. Additionally, BlackRock uses ongoing lifecycle actionable feedback for its teams and for the Company as surveys to collect feedback at various points along the a whole. Additionally, BlackRock uses ongoing lifecycle employee journey. BlackRock works to keep employees surveys to collect feedback at various points along the informed and engaged through a regular cadence of employee journey. BlackRock works to keep employees communications and events, including newsletters, global informed and engaged through a regular cadence of and local townhalls and messages from leaders with communications and events, including newsletters, global timely business and organizational updates and culture- and local townhalls and messages from leaders with building opportunities. BlackRock’s employee networks timely business and organizational updates and culture- also provide additional forums and opportunities for building opportunities. BlackRock’s employee networks employees with a diverse range of backgrounds, also provide additional forums and opportunities for experiences and perspectives to connect with one another employees with a diverse range of backgrounds, and enhance the firm’s culture. Open to all, the networks experiences and perspectives to connect with one another are designed by employees, for employees, are sponsored and enhance the firm’s culture. Open to all, the networks by senior leaders and strengthen the One BlackRock are designed by employees, for employees, are sponsored community. by senior leaders and strengthen the One BlackRock community. BlackRock believes that employees value opportunities to give back to their communities. Through local, BlackRock believes that employees value opportunities employee-led BlackRock Gives committees, the Company to give back to their communities. Through local, supports nonprofit organizations nominated by employee-led BlackRock Gives committees, the Company employees in the communities where it operates. In supports nonprofit organizations nominated by addition, the Company has a matching gifts program that employees in the communities where it operates. In provides full-time employees with up to $10,000 per year addition, the Company has a matching gifts program that in matched donations to any IRS qualified charitable provides full-time employees with up to $10,000 per year organization, Full-time employees are also given two paid in matched donations to any IRS qualified charitable volunteer days per year and BlackRock matches volunteer organization, Full-time employees are also given two paid time with eligible charities. volunteer days per year and BlackRock matches volunteer time with eligible charities. Compensation, Wellness and Benefits Compensation, Wellness and Benefits BlackRock is committed to responsible business practices and believes that investing in the physical, emotional, BlackRock is committed to responsible business practices mental and financial well-being of its employees is a and believes that investing in the physical, emotional, critical component of the firm’s human capital mental and financial well-being of its employees is a management strategy. To that end, the Company designs critical component of the firm’s human capital its compensation and benefits practices to: (1) attract, management strategy. To that end, the Company designs motivate, and retain talented employees; (2) align its compensation and benefits practices to: (1) attract, employee incentives and risk-taking with that of the firm motivate, and retain talented employees; (2) align and the interests of its clients; and (3) support employees employee incentives and risk-taking with that of the firm and their families across many aspects of their lives. The and the interests of its clients; and (3) support employees Company has a strong pay-for-performance culture and and their families across many aspects of their lives. The an annual compensation process that takes into Company has a strong pay-for-performance culture and consideration firmwide results, individual business results an annual compensation process that takes into and employee performance, as well as market benchmarks. consideration firmwide results, individual business results and employee performance, as well as market benchmarks. BlackRock also offers a wide range of benefits that it regularly reviews in accordance with market practices and BlackRock also offers a wide range of benefits that it the local requirements of its offices, including, where regularly reviews in accordance with market practices and applicable, retirement savings plans, a Flexible Time Off the local requirements of its offices, including, where (“FTO”) policy and flexible working arrangements, parental applicable, retirement savings plans, a Flexible Time Off leave and family forming benefits, such as fertility benefits, (“FTO”) policy and flexible working arrangements, parental adoption and surrogacy assistance, and backup elder and leave and family forming benefits, such as fertility benefits, childcare benefits. The Company provides comprehensive adoption and surrogacy assistance, and backup elder and healthcare and mental-health benefits to eligible childcare benefits. The Company provides comprehensive employees, including medical, dental and vision coverage, healthcare and mental-health benefits to eligible health savings and spending accounts, counseling employees, including medical, dental and vision coverage, services, an employee assistance program and access to health savings and spending accounts, counseling telemedicine services, where available. The Company also services, an employee assistance program and access to offers a Mental Health Ambassador program that is telemedicine services, where available. The Company also comprised of global volunteers across office locations who offers a Mental Health Ambassador program that is are trained in empathetic listening skills and direct comprised of global volunteers across office locations who interested colleagues to benefits, tools and resources to are trained in empathetic listening skills and direct support mental health. interested colleagues to benefits, tools and resources to support mental health. BlackRock prioritizes protecting the rights of its workforce. The Company has implemented policies related to BlackRock prioritizes protecting the rights of its workforce. harassment prevention and compliance with equal The Company has implemented policies related to employment opportunity and overtime regulations. harassment prevention and compliance with equal BlackRock is also committed to providing a safe and healthy employment opportunity and overtime regulations. work environment for its workforce. To do this, it designs BlackRock is also committed to providing a safe and healthy global programs, including environmental and occupational work environment for its workforce. To do this, it designs health and safety programs, to meet or exceed local global programs, including environmental and occupational requirements. Moreover, BlackRock encourages all of its health and safety programs, to meet or exceed local employees to raise issues of concern and assures requirements. Moreover, BlackRock encourages all of its employees that they may do so without fear of retaliation. employees to raise issues of concern and assures employees that they may do so without fear of retaliation. Recruiting, Training and Development Recruiting, Training and Development BlackRock recognizes that, like all companies, it is operating in an increasingly competitive environment. As BlackRock recognizes that, like all companies, it is such, the Company engages in efforts to reach top talent, operating in an increasingly competitive environment. As including continued partnerships with organizations that such, the Company engages in efforts to reach top talent, promote talent from many different backgrounds; including continued partnerships with organizations that regularly reviewing job postings for potentially biased promote talent from many different backgrounds; language; and actively engaging in outreach and regularly reviewing job postings for potentially biased recruitment efforts for its open positions. In the spirit of language; and actively engaging in outreach and attracting talent from broad backgrounds, BlackRock also recruitment efforts for its open positions. In the spirit of provides formal recruiting programs for Veterans (former attracting talent from broad backgrounds, BlackRock also service members transitioning to civilian careers) and provides formal recruiting programs for Veterans (former Returners (individuals who have taken a career break of service members transitioning to civilian careers) and 18 months or more). Returners (individuals who have taken a career break of 18 months or more). BlackRock is also committed to innovation, learning and reinvention in all areas of its business and believes that BlackRock is also committed to innovation, learning and developing the capabilities of its employees is integral to reinvention in all areas of its business and believes that delivering long-term value. To that end, the Company’s developing the capabilities of its employees is integral to human capital management practices are designed to delivering long-term value. To that end, the Company’s provide opportunities for employees to learn, innovate and human capital management practices are designed to enhance their skillsets at every stage of their career. One provide opportunities for employees to learn, innovate and example is the BlackRock Academies, the firm’s online enhance their skillsets at every stage of their career. One suite of interactive resources and courses, which enable example is the BlackRock Academies, the firm’s online employees to build skills in specific facets of BlackRock’s suite of interactive resources and courses, which enable business and purpose. The Company believes these employees to build skills in specific facets of BlackRock’s opportunities play an important role in engaging business and purpose. The Company believes these BlackRock’s employees. opportunities play an important role in engaging BlackRock’s employees. In addition, BlackRock believes that a critical driver of its future success is its ability to grow strong leaders and In addition, BlackRock believes that a critical driver of its people managers. The Company invests in leadership future success is its ability to grow strong leaders and development programs designed to foster career growth. people managers. The Company invests in leadership For leadership development, BlackRock provides training development programs designed to foster career growth. and makes coaching available to people managers to For leadership development, BlackRock provides training assist in building foundational skills. and makes coaching available to people managers to assist in building foundational skills. REGULATION REGULATION Virtually all aspects of BlackRock’s business are subject to various laws and regulations around the world, some of Virtually all aspects of BlackRock’s business are subject to which are summarized below. These laws and regulations various laws and regulations around the world, some of are primarily intended to protect investment advisory which are summarized below. These laws and regulations clients, investors in registered and unregistered are primarily intended to protect investment advisory investment companies, and trust and other fiduciary clients, investors in registered and unregistered clients of BlackRock Institutional Trust Company, N.A. investment companies, and trust and other fiduciary (“BTC”). Under these laws and regulations, agencies that clients of BlackRock Institutional Trust Company, N.A. regulate investment advisers, investment funds and trust (“BTC”). Under these laws and regulations, agencies that banks and other individuals and entities have broad regulate investment advisers, investment funds and trust administrative powers, including the power to limit, restrict banks and other individuals and entities have broad or prohibit the regulated entity or person from carrying on administrative powers, including the power to limit, restrict business if it fails to comply with such laws and or prohibit the regulated entity or person from carrying on regulations. Possible sanctions for significant compliance business if it fails to comply with such laws and failures include the suspension of individual employees, regulations. Possible sanctions for significant compliance limitations on engaging in certain lines of business for failures include the suspension of individual employees, specified periods of time, revocation of investment adviser limitations on engaging in certain lines of business for and other registrations or bank charters, censures and specified periods of time, revocation of investment adviser fines both for individuals and BlackRock. The rules and other registrations or bank charters, censures and governing the regulation of financial institutions and their fines both for individuals and BlackRock. The rules holding companies and subsidiaries are very detailed and governing the regulation of financial institutions and their technical. Accordingly, the discussion below is general in holding companies and subsidiaries are very detailed and nature, does not purport to be complete and is current technical. Accordingly, the discussion below is general in only as of the date of this report. nature, does not purport to be complete and is current only as of the date of this report. BlackRock’s business may be impacted by numerous regulatory reform initiatives occurring around the world. BlackRock’s business may be impacted by numerous Any such initiative, or any new laws or regulations or regulatory reform initiatives occurring around the world. changes to, or in the enforcement of, existing laws or Any such initiative, or any new laws or regulations or regulations, could materially and adversely impact the changes to, or in the enforcement of, existing laws or scope or profitability of BlackRock’s business activities, regulations, could materially and adversely impact the lead to business disruptions, require BlackRock to alter its scope or profitability of BlackRock’s business activities, business or operating activities and expose BlackRock to lead to business disruptions, require BlackRock to alter its additional costs (including compliance and legal costs) as business or operating activities and expose BlackRock to well as reputational harm. BlackRock’s profitability also additional costs (including compliance and legal costs) as could be materially and adversely affected by modification well as reputational harm. BlackRock’s profitability also of the rules and regulations that impact the business and could be materially and adversely affected by modification financial communities in general, including changes to of the rules and regulations that impact the business and the laws governing banking, securities, taxation, antitrust financial communities in general, including changes to regulation and electronic commerce. the laws governing banking, securities, taxation, antitrust regulation and electronic commerce. GLOBAL REGULATORY REFORM GLOBAL REGULATORY REFORM Policymaking workstreams focused on the financial services sector led by global standard setters, such as the Policymaking workstreams focused on the financial Financial Stability Board (“FSB”) and International services sector led by global standard setters, such as the Organization of Securities Commissions (“IOSCO”), may Financial Stability Board (“FSB”) and International lead to or inform new regulations in multiple jurisdictions Organization of Securities Commissions (“IOSCO”), may in which BlackRock operates. Most recently, such lead to or inform new regulations in multiple jurisdictions workstreams have focused on areas such as products and in which BlackRock operates. Most recently, such activities of money market funds (“MMFs”), open-ended workstreams have focused on areas such as products and funds (“OEFs”) and sustainability regulations. activities of money market funds (“MMFs”), open-ended funds (“OEFs”) and sustainability regulations. Macroprudential Policies for As s et Managers Macroprudential Policies for As s et Managers Concerns about liquidity and leverage risks in the asset management industry and wider market-based finance Concerns about liquidity and leverage risks in the asset sector have been heightened since the COVID-19 management industry and wider market-based finance pandemic and reinforced by the Liquidity Driven sector have been heightened since the COVID-19 Investment events in the UK. This has prompted a broad pandemic and reinforced by the Liquidity Driven review of existing regulations globally, including an Investment events in the UK. This has prompted a broad assessment of the adequacy of certain structural market review of existing regulations globally, including an components in mitigating risks by the FSB, IOSCO, the US assessment of the adequacy of certain structural market Securities and Exchange Commission (the “SEC”) and the components in mitigating risks by the FSB, IOSCO, the US Financial Stability Oversight Council (“FSOC”). In Securities and Exchange Commission (the “SEC”) and the Financial Stability Oversight Council (“FSOC”). In BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 13 13 November 2022, the SEC proposed amendments to rules governing OEF liquidity risk management and swing November 2022, the SEC proposed amendments to rules pricing. The European Union (“EU”) also proposed reforms governing OEF liquidity risk management and swing to increase the availability of liquidity management tools pricing. The European Union (“EU”) also proposed reforms to OEFs (including MMFs), enhance reporting on the use to increase the availability of liquidity management tools of liquidity management tools by OEFs to national to OEFs (including MMFs), enhance reporting on the use regulators and allow such regulators to require OEF of liquidity management tools by OEFs to national managers to activate liquidity management tools in regulators and allow such regulators to require OEF extreme market conditions. Meanwhile, the UK proposed managers to activate liquidity management tools in introducing liquidity facilities to certain asset owners, extreme market conditions. Meanwhile, the UK proposed which could result in regulatory burdens on asset introducing liquidity facilities to certain asset owners, managers. If any of these regulatory or policy actions which could result in regulatory burdens on asset result in broad application of macroprudential tools to managers. If any of these regulatory or policy actions OEFs or require changes to structural features of certain result in broad application of macroprudential tools to OEFs, it could limit BlackRock’s ability to offer products to OEFs or require changes to structural features of certain certain clients and/or result in clients altering their OEFs, it could limit BlackRock’s ability to offer products to investment strategies or allocations in a manner that is certain clients and/or result in clients altering their adverse to BlackRock. investment strategies or allocations in a manner that is adverse to BlackRock. Global MMF Reforms Global MMF Reforms Following the market events of March 2020, US, UK and EU authorities initiated a review of existing regulatory Following the market events of March 2020, US, UK and frameworks with the aim of improving the resilience of EU authorities initiated a review of existing regulatory MMFs in market downturns. In the US, the SEC adopted frameworks with the aim of improving the resilience of changes to Rule 2a-7, the primary rule under the MMFs in market downturns. In the US, the SEC adopted Investment Company Act of 1940 governing MMFs, changes to Rule 2a-7, the primary rule under the including changes to required liquidity levels and certain Investment Company Act of 1940 governing MMFs, operational aspects of such funds, and requiring including changes to required liquidity levels and certain mandatory liquidity fees under certain circumstances. The operational aspects of such funds, and requiring UK released a consultation in December 2023 indicating mandatory liquidity fees under certain circumstances. The their intent to change regulatory requirements for MMFs UK released a consultation in December 2023 indicating domiciled or marketed in the UK, including material their intent to change regulatory requirements for MMFs increases in required liquidity levels. Although EU domiciled or marketed in the UK, including material authorities stated in July 2023 that they would not increases in required liquidity levels. Although EU re-open the EU regulatory framework for MMFs in the authorities stated in July 2023 that they would not near term, the UK’s proposed changes may increase re-open the EU regulatory framework for MMFs in the pressure to implement similar reforms as the vast majority near term, the UK’s proposed changes may increase of MMFs sold in the UK are EU-domiciled and regulated. pressure to implement similar reforms as the vast majority Such regulatory reforms could significantly and adversely of MMFs sold in the UK are EU-domiciled and regulated. impact certain of BlackRock’s MMF products. Such regulatory reforms could significantly and adversely impact certain of BlackRock’s MMF products. Env ir onm ent al, Social and Gov er nance (“ESG”) and Sus tainability Env ir onm ent al, Social and Gov er nance (“ESG”) and Sus tainability ESG and sustainability have been the subject of increased regulatory focus across jurisdictions. The International ESG and sustainability have been the subject of increased Sustainability Standards Board (“ISSB”) released its first regulatory focus across jurisdictions. The International two disclosure standards in 2023, which may inform Sustainability Standards Board (“ISSB”) released its first national regulators’ approaches. For example, the UK, two disclosure standards in 2023, which may inform Singapore, Hong Kong, Taiwan and Australia have already national regulators’ approaches. For example, the UK, indicated their intention to endorse these standards. In Singapore, Hong Kong, Taiwan and Australia have already the US, the SEC has proposed a series of rules that would indicated their intention to endorse these standards. In require, among other things: (1) corporate issuers to make the US, the SEC has proposed a series of rules that would substantial climate-related disclosures in periodic reports, require, among other things: (1) corporate issuers to make including with respect to governance, risk management, substantial climate-related disclosures in periodic reports, business strategy, financial statement metrics and including with respect to governance, risk management, greenhouse gas (“GHG”) emissions and (2) enhanced ESG business strategy, financial statement metrics and disclosures by investment companies and investment greenhouse gas (“GHG”) emissions and (2) enhanced ESG advisers in fund and adviser filings, including disclosures disclosures by investment companies and investment on ESG strategies and how ESG factors are considered, advisers in fund and adviser filings, including disclosures and GHG emissions disclosure by certain environmentally on ESG strategies and how ESG factors are considered, focused funds. Furthermore, the SEC has announced and GHG emissions disclosure by certain environmentally plans to propose rules to require enhanced disclosure focused funds. Furthermore, the SEC has announced regarding human capital management and board diversity plans to propose rules to require enhanced disclosure for public issuers. It has also increased scrutiny of regarding human capital management and board diversity disclosure and compliance issues relating to investment for public issuers. It has also increased scrutiny of advisers’ and funds’ ESG strategies, policies and disclosure and compliance issues relating to investment advisers’ and funds’ ESG strategies, policies and 14 BlackRock | 2023 Form 10-K 14 BlackRock | 2023 Form 10-K procedures. In addition, the US Department of Labor (“DOL”) issued final rules clarifying that Employee procedures. In addition, the US Department of Labor Retirement Income Security Act of 1974, as amended (“DOL”) issued final rules clarifying that Employee (“ERISA”) plan fiduciaries can, but are not required to, Retirement Income Security Act of 1974, as amended consider the economic effects of ESG factors for purposes (“ERISA”) plan fiduciaries can, but are not required to, of investing ERISA plan assets and exercising voting rights consider the economic effects of ESG factors for purposes with respect to plan investments. Moreover, California of investing ERISA plan assets and exercising voting rights passed several laws in 2023 that will require companies with respect to plan investments. Moreover, California doing business in California to make certain types of passed several laws in 2023 that will require companies climate-related disclosures, and other states may adopt doing business in California to make certain types of similar laws. climate-related disclosures, and other states may adopt similar laws. The EU has enacted numerous regulations on ESG and sustainability, including on sustainability-related The EU has enacted numerous regulations on ESG and disclosures by financial market participants; integration of sustainability, including on sustainability-related sustainability considerations into investment and risk disclosures by financial market participants; integration of management processes of asset managers and other sustainability considerations into investment and risk institutional investors; making the advice and financial management processes of asset managers and other product distribution process more receptive to institutional investors; making the advice and financial end-investor sustainability preferences; and requiring product distribution process more receptive to asset managers to report against an EU-wide taxonomy of end-investor sustainability preferences; and requiring environmentally sustainable activities and make detailed asset managers to report against an EU-wide taxonomy of disclosures relating to ESG characteristics of funds and environmentally sustainable activities and make detailed portfolios. Further regulations include the Corporate disclosures relating to ESG characteristics of funds and Sustainability Reporting Directive, which will require portfolios. Further regulations include the Corporate enhanced sustainability reporting for EU-based corporate Sustainability Reporting Directive, which will require issuers, with phased implementation beginning in 2024 enhanced sustainability reporting for EU-based corporate and for a wider group of global companies from 2028. In issuers, with phased implementation beginning in 2024 December 2023, the EU reached provisional agreement on and for a wider group of global companies from 2028. In a directive, which if adopted in its current form, would December 2023, the EU reached provisional agreement on require a wide group of European and global companies to a directive, which if adopted in its current form, would provide transition plans and conduct due diligence on the require a wide group of European and global companies to sustainability of their suppliers. The EU and the UK provide transition plans and conduct due diligence on the Financial Conduct Authority (“FCA”) are also developing sustainability of their suppliers. The EU and the UK rules and guidelines for the use of ESG or sustainability Financial Conduct Authority (“FCA”) are also developing related terms in fund names, focused on specifying a rules and guidelines for the use of ESG or sustainability minimum threshold of assets meeting ESG or sustainable related terms in fund names, focused on specifying a criteria for such funds. minimum threshold of assets meeting ESG or sustainable criteria for such funds. Within the UK, the FCA has proposed UK-specific sustainability regulations, including a sustainable product Within the UK, the FCA has proposed UK-specific classification system for funds and enhanced disclosure sustainability regulations, including a sustainable product requirements, which are expected to apply on a staggered classification system for funds and enhanced disclosure basis from July 2024. In addition, His Majesty’s Treasury requirements, which are expected to apply on a staggered (“HMT”) released a consultation to bring ESG rating basis from July 2024. In addition, His Majesty’s Treasury providers under regulation by the FCA and will consult on a (“HMT”) released a consultation to bring ESG rating UK-specific taxonomy of environmentally sustainable providers under regulation by the FCA and will consult on a activities. UK-specific taxonomy of environmentally sustainable activities. A number of Asia-Pacific jurisdictions are consulting on sustainability reporting obligations aligned with the ISSB A number of Asia-Pacific jurisdictions are consulting on standards. Similarly, policymakers in Japan have sustainability reporting obligations aligned with the ISSB announced that they are preparing a local version of the standards. Similarly, policymakers in Japan have ISSB standards. Japan and Singapore have published announced that they are preparing a local version of the codes of conduct for ESG data and ratings providers, with ISSB standards. Japan and Singapore have published Hong Kong considering a similar approach, while India codes of conduct for ESG data and ratings providers, with introduced a regulatory framework for ESG ratings Hong Kong considering a similar approach, while India providers in July 2023. introduced a regulatory framework for ESG ratings providers in July 2023. Taxation Taxation BlackRock’s businesses may be directly or indirectly affected by tax legislation and regulation, or the BlackRock’s businesses may be directly or indirectly modification of existing tax laws, by US or non-US tax affected by tax legislation and regulation, or the authorities. Legislation at both the US federal and state modification of existing tax laws, by US or non-US tax level has been previously proposed to enact a financial authorities. Legislation at both the US federal and state transaction tax (“FTT”) on stocks, bonds and a broad range level has been previously proposed to enact a financial of financial instruments and derivative transactions. In the transaction tax (“FTT”) on stocks, bonds and a broad range of financial instruments and derivative transactions. In the EU, certain Member States have also enacted similar FTTs and the European Commission (“EC”) has proposed EU, certain Member States have also enacted similar FTTs legislation to harmonize these taxes and provide for the and the European Commission (“EC”) has proposed adoption of EU-level legislation applicable to some (but legislation to harmonize these taxes and provide for the not all) EU Member States. If enacted as proposed, FTTs adoption of EU-level legislation applicable to some (but could have an adverse effect on BlackRock’s financial not all) EU Member States. If enacted as proposed, FTTs results and clients’ performance results. could have an adverse effect on BlackRock’s financial results and clients’ performance results. The Organisation for Economic Cooperation and Development (“OECD”) has proposed certain international The Organisation for Economic Cooperation and tax reforms, which, among other things, would (1) shift Development (“OECD”) has proposed certain international taxing rights to the jurisdiction of the consumer and tax reforms, which, among other things, would (1) shift (2) establish a global minimum tax for multinational taxing rights to the jurisdiction of the consumer and companies of 15% (namely the “Pillar One” and “Pillar (2) establish a global minimum tax for multinational Two” Framework). EU member states adopted, or plan to companies of 15% (namely the “Pillar One” and “Pillar adopt, laws implementing the OECD’s minimum tax rules Two” Framework). EU member states adopted, or plan to under the Pillar Two Framework, which are expected to go adopt, laws implementing the OECD’s minimum tax rules into effect in 2024. Several other countries, including the under the Pillar Two Framework, which are expected to go UK, have changed or are considering changes to their tax into effect in 2024. Several other countries, including the law to implement the OECD’s minimum tax proposal. As a UK, have changed or are considering changes to their tax result of these developments, the tax laws of certain law to implement the OECD’s minimum tax proposal. As a countries in which BlackRock does business have and may result of these developments, the tax laws of certain continue to change, and any such changes could increase countries in which BlackRock does business have and may its tax liabilities. The Company is continuing to monitor continue to change, and any such changes could increase legislative developments and evaluate the potential its tax liabilities. The Company is continuing to monitor impact of the Pillar Two Framework on future periods. legislative developments and evaluate the potential impact of the Pillar Two Framework on future periods. The application of tax regulations involves numerous uncertainties and, in the normal course of business, US and The application of tax regulations involves numerous non-US tax authorities may review and challenge tax uncertainties and, in the normal course of business, US and positions adopted by BlackRock. These challenges may non-US tax authorities may review and challenge tax result in adjustments to, or impact the timing or amount of, positions adopted by BlackRock. These challenges may taxable income, deductions or other tax allocations, which result in adjustments to, or impact the timing or amount of, may adversely affect BlackRock’s effective tax rate and taxable income, deductions or other tax allocations, which overall financial condition. Similarly, the Company manages may adversely affect BlackRock’s effective tax rate and assets in products and accounts that have investment overall financial condition. Similarly, the Company manages objectives which may conform to tax positions adopted by assets in products and accounts that have investment BlackRock or to specific tax rules. To the extent there are objectives which may conform to tax positions adopted by changes in tax law or policy, or regulatory challenges to tax BlackRock or to specific tax rules. To the extent there are positions adopted by BlackRock, the value or attractiveness changes in tax law or policy, or regulatory challenges to tax of such investments may be diminished and BlackRock may positions adopted by BlackRock, the value or attractiveness suffer financial or reputational harm. of such investments may be diminished and BlackRock may suffer financial or reputational harm. Regulation of Swaps and Derivatives Regulation of Swaps and Derivatives Jurisdictions outside the US in which BlackRock operates have adopted and implemented, or are in the process of Jurisdictions outside the US in which BlackRock operates considering, adopting or implementing, more pervasive have adopted and implemented, or are in the process of regulation of many elements of the financial services considering, adopting or implementing, more pervasive industry, which could further impact BlackRock and the regulation of many elements of the financial services broader markets. For example, various global rules and industry, which could further impact BlackRock and the regulations applicable to the use of financial products by broader markets. For example, various global rules and funds, accounts and counterparties that have been regulations applicable to the use of financial products by adopted or proposed have required or will require funds, accounts and counterparties that have been BlackRock to build and implement new compliance adopted or proposed have required or will require monitoring procedures to address the enhanced level of BlackRock to build and implement new compliance oversight to which it and its clients will be subject. These monitoring procedures to address the enhanced level of rules impose requirements such as mandatory central oversight to which it and its clients will be subject. These clearing of certain swaps transactions, requiring execution rules impose requirements such as mandatory central of certain swaps transactions on or through registered clearing of certain swaps transactions, requiring execution electronic trading venues (as opposed to over the phone or of certain swaps transactions on or through registered other execution methods), reporting transactions to electronic trading venues (as opposed to over the phone or central data repositories, mandating certain other execution methods), reporting transactions to documentation standards, requiring the posting and central data repositories, mandating certain collection of initial and/or variation margin for bilateral documentation standards, requiring the posting and swap transactions and subjecting certain types of listed collection of initial and/or variation margin for bilateral and/or over-the-counter transactions to position limit or swap transactions and subjecting certain types of listed position reporting requirements. and/or over-the-counter transactions to position limit or position reporting requirements. In the US, certain interest rate swaps and certain index credit default swaps are subject to central clearing and In the US, certain interest rate swaps and certain index trading venue execution requirements under the Dodd- credit default swaps are subject to central clearing and Frank Wall Street Reform and Consumer Protection Act of trading venue execution requirements under the Dodd- 2010 (the “Dodd-Frank Act”), with additional products and Frank Wall Street Reform and Consumer Protection Act of asset classes potentially becoming subject to these 2010 (the “Dodd-Frank Act”), with additional products and requirements in the future. In the EU and UK, central asset classes potentially becoming subject to these clearing and trading venue requirements for certain swap requirements in the future. In the EU and UK, central transactions have become effective for certain types of clearing and trading venue requirements for certain swap BlackRock funds and accounts. Further, most derivatives transactions have become effective for certain types of transactions that are not centrally cleared, including BlackRock funds and accounts. Further, most derivatives non-deliverable foreign exchange forward transactions transactions that are not centrally cleared, including and currency option transactions, are subject to non-deliverable foreign exchange forward transactions requirements in the US, EU, UK and numerous other and currency option transactions, are subject to jurisdictions to post or collect mark-to-market margin requirements in the US, EU, UK and numerous other payments. For certain BlackRock funds and accounts, jurisdictions to post or collect mark-to-market margin initial margin requirements also apply in addition to such payments. For certain BlackRock funds and accounts, mark-to-market margin payments. These rules and initial margin requirements also apply in addition to such regulations increase the complexity and cost of trading mark-to-market margin payments. These rules and non-cleared derivatives for BlackRock’s clients, in certain regulations increase the complexity and cost of trading cases produce regulatory inconsistencies in global non-cleared derivatives for BlackRock’s clients, in certain derivatives trading rules, and increase BlackRock’s cases produce regulatory inconsistencies in global operational and legal risks. derivatives trading rules, and increase BlackRock’s operational and legal risks. US REGULATORY REFORM US REGULATORY REFORM Antitrust Rules and Guidance Antitrust Rules and Guidance In 2023, the Federal Trade Commission (“FTC”) and the Antitrust Division of the Department of Justice (the “DOJ”) In 2023, the Federal Trade Commission (“FTC”) and the issued a notice of proposed rulemaking with amendments Antitrust Division of the Department of Justice (the “DOJ”) to rules enacted under the Hart-Scott-Rodino Antitrust issued a notice of proposed rulemaking with amendments Improvements Act of 1976 (“HSR”) that require parties in to rules enacted under the Hart-Scott-Rodino Antitrust certain transactions to provide the FTC and DOJ prior Improvements Act of 1976 (“HSR”) that require parties in notice and observe a waiting period before consummation certain transactions to provide the FTC and DOJ prior of such transactions. The proposals would significantly notice and observe a waiting period before consummation expand the information required to be reported and of such transactions. The proposals would significantly documentation to be submitted in connection with an expand the information required to be reported and HSR filing. If enacted as drafted, the proposed rules could documentation to be submitted in connection with an substantially increase BlackRock’s pre-merger notification HSR filing. If enacted as drafted, the proposed rules could expenses and delay transactions. In December 2023 the substantially increase BlackRock’s pre-merger notification FTC and DOJ also jointly issued new merger guidelines, expenses and delay transactions. In December 2023 the which could impact the ability of the Company to expand FTC and DOJ also jointly issued new merger guidelines, its services through strategic investments or acquisitions. which could impact the ability of the Company to expand its services through strategic investments or acquisitions. Des ignation as a Sys t emically Important Financial Ins t it ut ion (“SIFI”) Des ignation as a Sys t emically Important Financial Ins t it ut ion (“SIFI”) The FSOC has the authority to designate nonbank financial institutions as SIFIs in the US under the Dodd-Frank Act. In The FSOC has the authority to designate nonbank financial November 2023, the FSOC finalized amendments to its institutions as SIFIs in the US under the Dodd-Frank Act. In existing interpretive guidance to remove the prioritization November 2023, the FSOC finalized amendments to its of an activities-based approach over an entity-specific existing interpretive guidance to remove the prioritization approach to designation in connection with addressing of an activities-based approach over an entity-specific potential risks to financial stability, although the approach to designation in connection with addressing amendment clarified that the FSOC retained the ability to potential risks to financial stability, although the use an activities-based approach when appropriate. If amendment clarified that the FSOC retained the ability to BlackRock is designated as a SIFI, it could become subject use an activities-based approach when appropriate. If to enhanced regulatory and capital requirements and BlackRock is designated as a SIFI, it could become subject direct supervision by the Federal Reserve. to enhanced regulatory and capital requirements and direct supervision by the Federal Reserve. US DOL Fiduciary Rule US DOL Fiduciary Rule In October 2023, the US DOL proposed a new regulation redefining the meaning of “investment advice fiduciary” In October 2023, the US DOL proposed a new regulation under ERISA as well as amendments to several prohibited redefining the meaning of “investment advice fiduciary” transaction exemptions applicable to investment advice under ERISA as well as amendments to several prohibited fiduciaries. If adopted as proposed, the rule would transaction exemptions applicable to investment advice fiduciaries. If adopted as proposed, the rule would BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 15 15 substantially expand when a person would be considered a fiduciary subject to ERISA and could require BlackRock substantially expand when a person would be considered to revise a number of its distribution relationships, create a fiduciary subject to ERISA and could require BlackRock compliance and operational challenges for BlackRock and to revise a number of its distribution relationships, create its distribution partners, and limit BlackRock’s ability to compliance and operational challenges for BlackRock and provide certain services to applicable clients. its distribution partners, and limit BlackRock’s ability to provide certain services to applicable clients. Regulation of Swaps and Derivatives Regulation of Swaps and Derivatives The SEC, Federal Reserve, the Internal Revenue Service and the Commodity Futures Trading Commission (“CFTC”) The SEC, Federal Reserve, the Internal Revenue Service each continue to review practices and regulations relating and the Commodity Futures Trading Commission (“CFTC”) to the use of futures, swaps and other derivatives. Such each continue to review practices and regulations relating reviews could result in regulations that restrict or limit the to the use of futures, swaps and other derivatives. Such use of such products by funds or accounts. If adopted, any reviews could result in regulations that restrict or limit the such limitations or restrictions could require BlackRock to use of such products by funds or accounts. If adopted, any change certain business practices or implement new such limitations or restrictions could require BlackRock to compliance processes, which could result in additional change certain business practices or implement new costs and/or restrictions. compliance processes, which could result in additional costs and/or restrictions. In October 2020, the SEC adopted regulations governing the use of derivatives by registered investment companies In October 2020, the SEC adopted regulations governing (“RICs”), including mutual funds (other than MMFs), ETFs the use of derivatives by registered investment companies and closed-end funds, as well as business development (“RICs”), including mutual funds (other than MMFs), ETFs companies. RICs were required to implement and comply and closed-end funds, as well as business development with this rule beginning in 2022. The rule, among other companies. RICs were required to implement and comply things, imposes limits on the amount of derivatives with this rule beginning in 2022. The rule, among other transactions a RIC can enter into, eliminates the asset things, imposes limits on the amount of derivatives segregation compliance framework and introduces new transactions a RIC can enter into, eliminates the asset compliance requirements for funds, including the segregation compliance framework and introduces new establishment of comprehensive risk management compliance requirements for funds, including the programs. The rule may impact certain RICs’ usage of establishment of comprehensive risk management derivatives and investment strategy. programs. The rule may impact certain RICs’ usage of derivatives and investment strategy. In 2021, the SEC proposed rules in connection with security-based swaps (“SBS”) transactions to require In 2021, the SEC proposed rules in connection with public reporting of large SBS positions. These rules, if security-based swaps (“SBS”) transactions to require adopted as proposed, may affect the types of transactions public reporting of large SBS positions. These rules, if BlackRock may choose to execute in SBS or other adopted as proposed, may affect the types of transactions SBS-related assets, introduce or increase costs relating to BlackRock may choose to execute in SBS or other such transactions, and impact the liquidity in the SBS SBS-related assets, introduce or increase costs relating to markets in which BlackRock transacts. such transactions, and impact the liquidity in the SBS markets in which BlackRock transacts. SEC Proposed Rules on Private Fund Advisers SEC Proposed Rules on Private Fund Advisers In 2023, the SEC adopted new rules and amendments to enhance regulation of private fund advisors. These In 2023, the SEC adopted new rules and amendments to included amendments to Form PF for registered enhance regulation of private fund advisors. These investment advisers requiring new disclosures, filing included amendments to Form PF for registered obligations and enhanced reporting. The SEC adopted investment advisers requiring new disclosures, filing additional rules requiring registered private fund advisers obligations and enhanced reporting. The SEC adopted to, among other things, provide quarterly reports to fund additional rules requiring registered private fund advisers investors, obtain annual audits for funds, distribute to, among other things, provide quarterly reports to fund fairness opinions in connection with certain transactions, investors, obtain annual audits for funds, distribute prohibit certain types of preferential terms and treatment, fairness opinions in connection with certain transactions, and provide transparency to investors of all types of prohibit certain types of preferential terms and treatment, preferential treatment granted to other investors in the and provide transparency to investors of all types of same fund. Implementing these rules and amendments preferential treatment granted to other investors in the may significantly increase BlackRock’s reporting, same fund. Implementing these rules and amendments disclosure and compliance obligations and create may significantly increase BlackRock’s reporting, operational complexity for BlackRock’s alternatives disclosure and compliance obligations and create products. operational complexity for BlackRock’s alternatives products. Proposed Rules on Regulation A TS Proposed Rules on Regulation A TS In 2023, the SEC re-proposed amendments to Regulation ATS. The proposed rules would expand the types of In 2023, the SEC re-proposed amendments to Regulation systems that could fall within the definition of “exchange” ATS. The proposed rules would expand the types of and extend Regulation ATS and Regulation Systems systems that could fall within the definition of “exchange” and extend Regulation ATS and Regulation Systems 16 BlackRock | 2023 Form 10-K 16 BlackRock | 2023 Form 10-K Compliance and Integrity to systems involving US government securities trading. If enacted as proposed, Compliance and Integrity to systems involving US these rules may increase compliance costs for BlackRock. government securities trading. If enacted as proposed, these rules may increase compliance costs for BlackRock. SEC US Treasury Cleari ng Mandate SEC US Treasury Cleari ng Mandate In December 2023, the SEC adopted rules mandating central clearing of US Treasury repurchases and certain In December 2023, the SEC adopted rules mandating other Treasury transactions. The rules require many central clearing of US Treasury repurchases and certain market participants, including a large number of other Treasury transactions. The rules require many BlackRock funds and accounts, to clear Treasury market participants, including a large number of repurchase transactions and potentially certain cash BlackRock funds and accounts, to clear Treasury Treasury securities transactions through a clearing repurchase transactions and potentially certain cash agency registered with the SEC, which could increase Treasury securities transactions through a clearing transaction costs for BlackRock’s clients. agency registered with the SEC, which could increase transaction costs for BlackRock’s clients. Proposed Rules on Equity Market Structure Proposed Rules on Equity Market Structure In 2023, the SEC proposed equity market structure reforms that would significantly change how national In 2023, the SEC proposed equity market structure market system (“NMS”) stock orders are priced, executed reforms that would significantly change how national and reported. The reforms include: (1) a requirement for market system (“NMS”) stock orders are priced, executed certain retail orders to be subject to order-by-order and reported. The reforms include: (1) a requirement for competition, (2) an SEC-level best execution rule and certain retail orders to be subject to order-by-order (3) an adjustment to the tick sizes at which NMS stocks competition, (2) an SEC-level best execution rule and can be quoted or traded. If enacted as proposed, the (3) an adjustment to the tick sizes at which NMS stocks collective impact of the rules may adversely affect market can be quoted or traded. If enacted as proposed, the efficiency and execution costs, which would result in collective impact of the rules may adversely affect market negative effects for BlackRock’s business and clients. efficiency and execution costs, which would result in negative effects for BlackRock’s business and clients. SEC Rules on Short Sales and Reporting of Securities Loans SEC Rules on Short Sales and Reporting of Securities Loans In 2023, the SEC adopted a new rule requiring certain institutional managers to report short positions and In 2023, the SEC adopted a new rule requiring certain activity to the SEC for publication on an aggregate basis, institutional managers to report short positions and which could potentially impact investment strategies and activity to the SEC for publication on an aggregate basis, result in greater operational burdens and cost for which could potentially impact investment strategies and BlackRock. The SEC also adopted a new rule requiring result in greater operational burdens and cost for certain persons to report information on securities loan BlackRock. The SEC also adopted a new rule requiring transactions to a registered national securities association certain persons to report information on securities loan which will then publish certain information. The rule may transactions to a registered national securities association increase BlackRock’s operational burdens and costs. which will then publish certain information. The rule may increase BlackRock’s operational burdens and costs. SEC Standard Settlement Rules SEC Standard Settlement Rules In 2023, the SEC adopted amendments and new rules which, among other things, shortened the standard In 2023, the SEC adopted amendments and new rules settlement for most securities transactions to one which, among other things, shortened the standard business day after the trade date (T+1), which will likely settlement for most securities transactions to one increase BlackRock’s operational burdens and costs. business day after the trade date (T+1), which will likely increase BlackRock’s operational burdens and costs. SEC Predictive Data A nalytics Rules SEC Predictive Data A nalytics Rules The SEC proposed new rules in 2023 that would require broker-dealers and investment advisers, when engaging The SEC proposed new rules in 2023 that would require or communicating with investors using predictive data broker-dealers and investment advisers, when engaging analytics (“PDA”) and PDA-like technologies, to evaluate or communicating with investors using predictive data such technologies for conflicts of interest and, where analytics (“PDA”) and PDA-like technologies, to evaluate identified, eliminate or neutralize the conflict of interest. If such technologies for conflicts of interest and, where adopted as proposed, the rules could encompass a wide identified, eliminate or neutralize the conflict of interest. If range of forward-looking uses of technology applications adopted as proposed, the rules could encompass a wide and impose significant operational burdens and costs. range of forward-looking uses of technology applications and impose significant operational burdens and costs. SEC Rulemakings for US Registered Funds and Inves tm ent Advisers SEC Rulemakings for US Registered Funds and Inves tm ent Advisers The SEC has recently engaged in various initiatives and reviews impacting regulatory structure governing the The SEC has recently engaged in various initiatives and reviews impacting regulatory structure governing the asset management industry and registered investment companies. For example, the SEC adopted rules requiring asset management industry and registered investment certain funds to provide tailored fund shareholder reports, companies. For example, the SEC adopted rules requiring adopted final amendments to the rule governing fund certain funds to provide tailored fund shareholder reports, names, expanding the scope of the rule to fund names adopted final amendments to the rule governing fund including growth, value, ESG or similar terms, and names, expanding the scope of the rule to fund names proposed rules governing outsourcing of certain functions including growth, value, ESG or similar terms, and by investment advisers to service providers. proposed rules governing outsourcing of certain functions by investment advisers to service providers. INTERNATIONAL REGULATORY REFORM INTERNATIONAL REGULATORY REFORM Enhanced Regulat or y Scr ut iny of Technology Service Providers to Financ ial Services Firms Enhanced Regulat or y Scr ut iny of Technology Service Providers to Financ ial Services Firms The EU’s Digital Operational Resilience Act (“DORA”), which focuses on direct regulation of providers and users The EU’s Digital Operational Resilience Act (“DORA”), of technology and data services, will become applicable which focuses on direct regulation of providers and users beginning in January 2025. DORA will, among other of technology and data services, will become applicable things: (1) introduce additional governance, risk beginning in January 2025. DORA will, among other management, incident reporting, resilience testing and things: (1) introduce additional governance, risk information sharing requirements to several of management, incident reporting, resilience testing and BlackRock’s European entities and certain Aladdin clients; information sharing requirements to several of and (2) potentially subject Aladdin to additional oversight. BlackRock’s European entities and certain Aladdin clients; In parallel with DORA, the UK proposed a new Critical and (2) potentially subject Aladdin to additional oversight. Third Party regime to regulate certain third parties In parallel with DORA, the UK proposed a new Critical designated by HMT as “critical” to the financial sector, and Third Party regime to regulate certain third parties UK regulators have issued a consultation on proposed designated by HMT as “critical” to the financial sector, and requirements for “critical” third parties, with further UK regulators have issued a consultation on proposed consultations expected in 2024. requirements for “critical” third parties, with further consultations expected in 2024. Retail Investment Strategy Retail Investment Strategy In 2023, the European Commission (“EC”) adopted a Retail Investment Strategy package with wide-reaching In 2023, the European Commission (“EC”) adopted a amendments intended to enhance protections for retail Retail Investment Strategy package with wide-reaching investors. If enacted as proposed, these changes may amendments intended to enhance protections for retail impact BlackRock’s operations in European markets, investors. If enacted as proposed, these changes may including product development, client servicing and impact BlackRock’s operations in European markets, distribution models. including product development, client servicing and distribution models. FSMA 2023 FSMA 2023 The Financial Services and Markets Act 2023 (“FSMA 2023”) reflects significant changes to the UK framework The Financial Services and Markets Act 2023 (“FSMA for financial services regulation, including changes that: 2023”) reflects significant changes to the UK framework (1) revoke retained EU law related to financial services for financial services regulation, including changes that: regulation, (2) amend the UK Markets in Financial (1) revoke retained EU law related to financial services Instruments Directive and Markets in Financial regulation, (2) amend the UK Markets in Financial Instruments Regulation frameworks, (3) establish a new Instruments Directive and Markets in Financial designated activities regime and (4) reform the financial Instruments Regulation frameworks, (3) establish a new promotion regime for unauthorized firms. The UK designated activities regime and (4) reform the financial government and FCA are expected to publish further promotion regime for unauthorized firms. The UK legislation setting out specific changes impacting the UK government and FCA are expected to publish further market in 2024. legislation setting out specific changes impacting the UK market in 2024. Mansion House Reforms Mansion House Reforms The Mansion House reforms announced in July 2023 also build on the new UK regulatory framework enabled by the The Mansion House reforms announced in July 2023 also FSMA 2023. Potential impacts to the asset management build on the new UK regulatory framework enabled by the sector include: (1) repeal and replacement of the FSMA 2023. Potential impacts to the asset management packaged retail and insurance based investment products sector include: (1) repeal and replacement of the (“PRIIPs”) Regulation; (2) review of the UK’s green finance packaged retail and insurance based investment products strategy, including potential regulation of ESG data (“PRIIPs”) Regulation; (2) review of the UK’s green finance providers; (3) review of governance through the Senior strategy, including potential regulation of ESG data Managers and Certification Regime; (4) repeal of EU providers; (3) review of governance through the Senior legislation on the European Long-Term Investment Fund; Managers and Certification Regime; (4) repeal of EU (5) market infrastructure reforms; (6) reassessment of the legislation on the European Long-Term Investment Fund; (5) market infrastructure reforms; (6) reassessment of the boundary between investment advice and financial guidance; and (7) independent review of the UK boundary between investment advice and financial investment research landscape. guidance; and (7) independent review of the UK investment research landscape. Ov er s eas Fund Regim e (“OFR”) Ov er s eas Fund Regim e (“OFR”) OFR, the simplified regime through which non-UK funds can register with the FCA to be marketed to UK retail OFR, the simplified regime through which non-UK funds investors, was enacted in February 2022 and is expected can register with the FCA to be marketed to UK retail to be implemented through 2024. OFR requires consumer investors, was enacted in February 2022 and is expected protection regimes in EU countries where BlackRock to be implemented through 2024. OFR requires consumer funds are domiciled to be found equivalent to the UK’s protection regimes in EU countries where BlackRock regime in order to market such funds in the UK. funds are domiciled to be found equivalent to the UK’s regime in order to market such funds in the UK. Conduct Regulation Conduct Regulation The FCA continues to focus on conduct regulation, including the implementation of the Consumer Duty by all The FCA continues to focus on conduct regulation, asset management firms, including BlackRock’s UK including the implementation of the Consumer Duty by all subsidiaries. The Consumer Duty rules require firms to act asset management firms, including BlackRock’s UK to deliver good outcomes for retail customers in their subsidiaries. The Consumer Duty rules require firms to act manufacture and distribution of products and services, in to deliver good outcomes for retail customers in their respect of price and value, consumer understanding and manufacture and distribution of products and services, in consumer support. Any failure to meet the FCA’s respect of price and value, consumer understanding and regulatory expectations could expose BlackRock to consumer support. Any failure to meet the FCA’s regulatory sanctions and increased reputational risk. regulatory expectations could expose BlackRock to regulatory sanctions and increased reputational risk. UK Stewardship Code Review UK Stewardship Code Review The UK Financial Reporting Council has announced a planned review of the UK Stewardship Code in 2024 to The UK Financial Reporting Council has announced a consider potential revisions to address stakeholder planned review of the UK Stewardship Code in 2024 to concerns. consider potential revisions to address stakeholder concerns. Reform of Investment Markets Reform of Investment Markets BlackRock is subject to numerous regulatory reform initiatives that may affect the Company’s provision of BlackRock is subject to numerous regulatory reform investment services globally. In Europe, the Markets in initiatives that may affect the Company’s provision of Financial Instruments Directive (“MiFID”) governing the investment services globally. In Europe, the Markets in provision of investment services has been revised and is Financial Instruments Directive (“MiFID”) governing the accompanied by an associated Regulation (together with provision of investment services has been revised and is certain secondary regulation, “MiFID II”). The Regulation’s accompanied by an associated Regulation (together with requirements generally apply consistently across the EU. certain secondary regulation, “MiFID II”). The Regulation’s The MiFID II reforms were substantive, materially requirements generally apply consistently across the EU. changing market transparency requirements, enhancing The MiFID II reforms were substantive, materially protections afforded to investors, and increasing changing market transparency requirements, enhancing operational complexity for the Company. Forthcoming protections afforded to investors, and increasing proposals to review the operation of MiFID II and to operational complexity for the Company. Forthcoming develop a new EU Retail Investment Strategy may affect proposals to review the operation of MiFID II and to the European market structure and impact BlackRock’s develop a new EU Retail Investment Strategy may affect ability to operate in European markets. The broad nature the European market structure and impact BlackRock’s of MiFID II means future reforms could also affect product ability to operate in European markets. The broad nature development, client servicing and distribution models. of MiFID II means future reforms could also affect product Similar reforms have been implemented in Switzerland development, client servicing and distribution models. and Australia. Similar reforms have been implemented in Switzerland and Australia. Regulatory Environm ent in China Regulatory Environm ent in China The Company’s operations in China are subject to a number of regulatory risks, including an evolving The Company’s operations in China are subject to a regulatory environment and complex data security and number of regulatory risks, including an evolving data transfer regulations. These factors may increase regulatory environment and complex data security and compliance risk and costs, limit the Company’s ability to data transfer regulations. These factors may increase source and execute new investment opportunities and compliance risk and costs, limit the Company’s ability to lead to impairment losses on its investments. Restrictions source and execute new investment opportunities and on transfers of certain types of onshore data of the lead to impairment losses on its investments. Restrictions Company’s Chinese entities to offshore entities also may on transfers of certain types of onshore data of the limit BlackRock’s ability to aggregate, report and monitor Company’s Chinese entities to offshore entities also may limit BlackRock’s ability to aggregate, report and monitor BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 17 17 such data on its global platform. In addition, a number of regulators in China have jurisdiction over BlackRock’s such data on its global platform. In addition, a number of business operations, increasing operational and regulators in China have jurisdiction over BlackRock’s regulatory engagement complexity. These risks may be business operations, increasing operational and further heightened by additional scrutiny by Chinese regulatory engagement complexity. These risks may be regulators of certain sectors, such as technology and further heightened by additional scrutiny by Chinese other industries that might be deemed to be of national regulators of certain sectors, such as technology and importance. other industries that might be deemed to be of national importance. EXISTING US REGULATION – OVERVIEW EXISTING US REGULATION – OVERVIEW BlackRock and certain of its US subsidiaries are currently subject to extensive regulation, primarily at the federal BlackRock and certain of its US subsidiaries are currently level, by the SEC, the DOL, the Federal Reserve, the Office subject to extensive regulation, primarily at the federal of the Comptroller of the Currency (“OCC”), the Financial level, by the SEC, the DOL, the Federal Reserve, the Office Industry Regulatory Authority (“FINRA”), the National of the Comptroller of the Currency (“OCC”), the Financial Futures Association (“NFA”), the FTC, the Department of Industry Regulatory Authority (“FINRA”), the National Justice, the CFTC and other federal government agencies Futures Association (“NFA”), the FTC, the Department of and regulatory bodies. Justice, the CFTC and other federal government agencies and regulatory bodies. Certain of BlackRock’s US subsidiaries are also subject to various anti-terrorist financing, privacy, anti-money Certain of BlackRock’s US subsidiaries are also subject to laundering and economic sanctions laws and regulations various anti-terrorist financing, privacy, anti-money established by various agencies. In addition, the laundering and economic sanctions laws and regulations Investment Advisers Act of 1940 (the “Advisers Act”) established by various agencies. In addition, the imposes numerous obligations on registered investment Investment Advisers Act of 1940 (the “Advisers Act”) advisers such as certain BlackRock subsidiaries, including imposes numerous obligations on registered investment record-keeping, operational and marketing requirements, advisers such as certain BlackRock subsidiaries, including disclosure obligations and prohibitions on fraudulent record-keeping, operational and marketing requirements, activities. State level regulation through attorneys general, disclosure obligations and prohibitions on fraudulent insurance commissioners and other state level agencies activities. State level regulation through attorneys general, also applies to certain BlackRock activities. insurance commissioners and other state level agencies also applies to certain BlackRock activities. The Investment Company Act of 1940 (the “Investment Company Act”) imposes stringent governance, The Investment Company Act of 1940 (the “Investment compliance, operational, disclosure and related Company Act”) imposes stringent governance, obligations on registered investment companies and their compliance, operational, disclosure and related investment advisers and distributors, such as certain obligations on registered investment companies and their BlackRock subsidiaries and affiliates. The SEC is investment advisers and distributors, such as certain authorized to institute proceedings and impose sanctions BlackRock subsidiaries and affiliates. The SEC is for violations of the Advisers Act and the Investment authorized to institute proceedings and impose sanctions Company Act, ranging from fines and censure to for violations of the Advisers Act and the Investment termination of an investment adviser’s registration. Company Act, ranging from fines and censure to Investment advisers also are subject to certain state termination of an investment adviser’s registration. securities laws and regulations. Non-compliance with the Investment advisers also are subject to certain state Advisers Act, the Investment Company Act or other federal securities laws and regulations. Non-compliance with the and state securities laws and regulations could result in Advisers Act, the Investment Company Act or other federal investigations, sanctions, disgorgement, fines and and state securities laws and regulations could result in reputational damage. investigations, sanctions, disgorgement, fines and reputational damage. BlackRock’s trading and investment activities for client accounts are regulated under the Securities Exchange Act BlackRock’s trading and investment activities for client of 1934, as amended (the “Exchange Act”), as well as the accounts are regulated under the Securities Exchange Act rules of various securities exchanges and self-regulatory of 1934, as amended (the “Exchange Act”), as well as the organizations, including laws governing trading on inside rules of various securities exchanges and self-regulatory information, market manipulation and a broad number of organizations, including laws governing trading on inside technical requirements (e.g., short sale limits, volume information, market manipulation and a broad number of limitations and reporting obligations) and market technical requirements (e.g., short sale limits, volume regulation policies. Violation of any of these laws and limitations and reporting obligations) and market regulations could result in fines or sanctions, as well as regulation policies. Violation of any of these laws and restrictions on BlackRock’s activities and damage to its regulations could result in fines or sanctions, as well as reputation. Furthermore, the Dodd-Frank Act requires one restrictions on BlackRock’s activities and damage to its of BlackRock’s subsidiaries, BTC, to register as a municipal reputation. Furthermore, the Dodd-Frank Act requires one advisor (as that term is defined in the Exchange Act) with of BlackRock’s subsidiaries, BTC, to register as a municipal the SEC and Municipal Securities Rulemaking Board advisor (as that term is defined in the Exchange Act) with (“MSRB”). BTC’s registration as a municipal advisor the SEC and Municipal Securities Rulemaking Board subjects BTC to additional regulation by the SEC and (“MSRB”). BTC’s registration as a municipal advisor MSRB. subjects BTC to additional regulation by the SEC and MSRB. 18 BlackRock | 2023 Form 10-K 18 BlackRock | 2023 Form 10-K BlackRock manages a variety of private pools of capital, including hedge funds, funds of hedge funds, private BlackRock manages a variety of private pools of capital, equity funds, collateralized debt obligations, collateralized including hedge funds, funds of hedge funds, private loan obligations, real estate funds, collective trust funds, equity funds, collateralized debt obligations, collateralized managed futures funds and hybrid funds. Congress, loan obligations, real estate funds, collective trust funds, regulators, tax authorities and others continue to explore, managed futures funds and hybrid funds. Congress, on their own and in response to demands from the regulators, tax authorities and others continue to explore, investment community and the public, increased on their own and in response to demands from the regulation related to private pools of capital, including investment community and the public, increased changes with respect to investor eligibility, certain regulation related to private pools of capital, including limitations on trading activities, record-keeping and changes with respect to investor eligibility, certain reporting, the scope of anti-fraud protections, safekeeping limitations on trading activities, record-keeping and of client assets and a variety of other matters. BlackRock reporting, the scope of anti-fraud protections, safekeeping may be materially and adversely affected by new of client assets and a variety of other matters. BlackRock legislation, rulemaking or changes in the interpretation or may be materially and adversely affected by new enforcement of existing rules and regulations imposed by legislation, rulemaking or changes in the interpretation or various regulators in this area. enforcement of existing rules and regulations imposed by various regulators in this area. Certain BlackRock subsidiaries are subject to ERISA, and to regulations promulgated thereunder by the DOL, Certain BlackRock subsidiaries are subject to ERISA, and insofar as they act as a “fiduciary” under ERISA with to regulations promulgated thereunder by the DOL, respect to benefit plan clients that are subject to ERISA. insofar as they act as a “fiduciary” under ERISA with ERISA and applicable provisions of the Internal Revenue respect to benefit plan clients that are subject to ERISA. Code impose certain duties on persons who are fiduciaries ERISA and applicable provisions of the Internal Revenue under ERISA, prohibit certain transactions involving ERISA Code impose certain duties on persons who are fiduciaries plan clients and impose excise taxes for violations of these under ERISA, prohibit certain transactions involving ERISA prohibitions, mandate certain required periodic reporting plan clients and impose excise taxes for violations of these and disclosures and require certain BlackRock entities to prohibitions, mandate certain required periodic reporting carry bonds insuring against losses caused by fraud or and disclosures and require certain BlackRock entities to dishonesty. ERISA also imposes additional compliance, carry bonds insuring against losses caused by fraud or reporting and operational requirements on BlackRock that dishonesty. ERISA also imposes additional compliance, otherwise are not applicable to clients that are not subject reporting and operational requirements on BlackRock that to ERISA. otherwise are not applicable to clients that are not subject to ERISA. BlackRock has seven subsidiaries that are registered as commodity pool operators and/or commodity trading BlackRock has seven subsidiaries that are registered as advisors with the CFTC and are members of the NFA. The commodity pool operators and/or commodity trading CFTC and NFA each administer a comparable regulatory advisors with the CFTC and are members of the NFA. The system covering futures contracts and various other CFTC and NFA each administer a comparable regulatory financial instruments, including swaps as a result of the system covering futures contracts and various other Dodd-Frank Act, in which certain BlackRock clients may financial instruments, including swaps as a result of the invest. In addition, two of BlackRock’s subsidiaries are Dodd-Frank Act, in which certain BlackRock clients may registered with the SEC as broker-dealers and are invest. In addition, two of BlackRock’s subsidiaries are member-firms of FINRA. Each broker-dealer has a registered with the SEC as broker-dealers and are membership agreement with FINRA that limits the scope member-firms of FINRA. Each broker-dealer has a of such broker-dealer’s permitted activities. One of the membership agreement with FINRA that limits the scope broker-dealers is also a member of the MSRB and is of such broker-dealer’s permitted activities. One of the subject to MSRB rules. broker-dealers is also a member of the MSRB and is subject to MSRB rules. BlackRock’s business activity in California that involves the processing of personal information is subject to the BlackRock’s business activity in California that involves California Consumer Privacy Act (“CCPA”) and the the processing of personal information is subject to the California Privacy Rights Act (“CPRA”), which provide for California Consumer Privacy Act (“CCPA”) and the enhanced consumer protections for California residents. California Privacy Rights Act (“CPRA”), which provide for The CCPA and CPRA impose obligations on BlackRock for enhanced consumer protections for California residents. the handling, disclosure and deletion of personal The CCPA and CPRA impose obligations on BlackRock for information for California residents. In addition, several the handling, disclosure and deletion of personal other US states have proposed or adopted similar privacy information for California residents. In addition, several laws. Any failure by BlackRock to comply with the CCPA, other US states have proposed or adopted similar privacy CPRA or similar state privacy laws may result in fines, laws. Any failure by BlackRock to comply with the CCPA, heightened regulatory scrutiny, litigation and/or CPRA or similar state privacy laws may result in fines, reputational harm. heightened regulatory scrutiny, litigation and/or reputational harm. US Banking Regulation US Banking Regulation One of BlackRock’s subsidiaries, BTC, is organized as a nationally-chartered limited purpose trust company that One of BlackRock’s subsidiaries, BTC, is organized as a does not accept deposits or make commercial loans. nationally-chartered limited purpose trust company that does not accept deposits or make commercial loans. Accordingly, BTC is examined and supervised by the OCC and is subject to various banking laws and regulations Accordingly, BTC is examined and supervised by the OCC enforced by the OCC, such as laws and regulations and is subject to various banking laws and regulations governing capital adequacy, fiduciary activities, conflicts enforced by the OCC, such as laws and regulations of interest, self-dealing, and the prevention of financial governing capital adequacy, fiduciary activities, conflicts crime, including money laundering. BTC is also a member of interest, self-dealing, and the prevention of financial of the Federal Reserve System and is subject to various crime, including money laundering. BTC is also a member Federal Reserve regulations applicable to member of the Federal Reserve System and is subject to various institutions, such as regulations restricting transactions Federal Reserve regulations applicable to member with affiliates. Many of these laws and regulations are institutions, such as regulations restricting transactions meant for the protection of BTC and/or BTC’s customers with affiliates. Many of these laws and regulations are rather than BlackRock, its affiliates or stockholders. meant for the protection of BTC and/or BTC’s customers rather than BlackRock, its affiliates or stockholders. EXISTING INTERNATIONAL REGULATION – OVERVIEW EXISTING INTERNATIONAL REGULATION – OVERVIEW BlackRock’s international operations are subject to the laws and regulations of a number of international BlackRock’s international operations are subject to the jurisdictions, as well as oversight by numerous regulatory laws and regulations of a number of international agencies and bodies in those jurisdictions. In some jurisdictions, as well as oversight by numerous regulatory instances, these operations are also affected by US laws agencies and bodies in those jurisdictions. In some and regulations that have extra-territorial application. instances, these operations are also affected by US laws and regulations that have extra-territorial application. Below is a summary of certain international regulatory standards to which BlackRock is subject. It is not meant to Below is a summary of certain international regulatory be comprehensive as there are parallel legal and standards to which BlackRock is subject. It is not meant to regulatory arrangements in force in many jurisdictions be comprehensive as there are parallel legal and where BlackRock’s subsidiaries conduct business. regulatory arrangements in force in many jurisdictions where BlackRock’s subsidiaries conduct business. Of note among the various other international regulations to which BlackRock is subject, are the extensive and Of note among the various other international regulations complex regulatory reporting requirements that to which BlackRock is subject, are the extensive and necessitate the monitoring and reporting of issuer complex regulatory reporting requirements that exposure levels (thresholds) across the holdings of necessitate the monitoring and reporting of issuer managed funds and accounts and those of the Company. exposure levels (thresholds) across the holdings of managed funds and accounts and those of the Company. European Regulation European Regulation The FCA currently regulates certain BlackRock subsidiaries in the UK. It is also responsible for the The FCA currently regulates certain BlackRock conduct of business regulation of the UK branch of one of subsidiaries in the UK. It is also responsible for the BlackRock’s US subsidiaries. In addition, the Prudential conduct of business regulation of the UK branch of one of Regulation Authority (“PRA”) regulates one BlackRock UK BlackRock’s US subsidiaries. In addition, the Prudential insurance subsidiary. Authorization by the FCA and (where Regulation Authority (“PRA”) regulates one BlackRock UK relevant) the PRA is required to conduct certain financial insurance subsidiary. Authorization by the FCA and (where services-related business in the UK under the Financial relevant) the PRA is required to conduct certain financial Services and Markets Act 2000 (the “FSMA”). The FCA’s services-related business in the UK under the Financial rules adopted under the FSMA govern the majority of a Services and Markets Act 2000 (the “FSMA”). The FCA’s firm’s capital and liquidity resources requirements, senior rules adopted under the FSMA govern the majority of a management arrangements, conduct of business firm’s capital and liquidity resources requirements, senior requirements, interaction with clients, and systems and management arrangements, conduct of business controls, whereas the rules of the PRA focus solely on the requirements, interaction with clients, and systems and prudential requirements that apply to BlackRock’s controls, whereas the rules of the PRA focus solely on the UK-based insurance subsidiary. The FCA supervises prudential requirements that apply to BlackRock’s BlackRock’s UK-regulated subsidiaries through a UK-based insurance subsidiary. The FCA supervises combination of proactive engagement, event-driven and BlackRock’s UK-regulated subsidiaries through a reactive supervision and thematic reviews in order to combination of proactive engagement, event-driven and monitor BlackRock’s compliance with regulatory reactive supervision and thematic reviews in order to requirements. Breaches of the FCA’s rules may result in a monitor BlackRock’s compliance with regulatory wide range of disciplinary actions against BlackRock’s requirements. Breaches of the FCA’s rules may result in a UK-regulated subsidiaries and/or its employees. wide range of disciplinary actions against BlackRock’s UK-regulated subsidiaries and/or its employees. In addition, BlackRock has regulated entities in France, Germany, Ireland, Jersey, Luxembourg, the Netherlands In addition, BlackRock has regulated entities in France, and Switzerland. Each of these entities is required to Germany, Ireland, Jersey, Luxembourg, the Netherlands comply with regulatory rules in the country in which it has and Switzerland. Each of these entities is required to been established, including the branches of the comply with regulatory rules in the country in which it has Netherlands entity which operate across the EU. been established, including the branches of the Netherlands entity which operate across the EU. BlackRock’s EU subsidiaries and branches must comply with the EU regulatory regime set out in MiFID II. BlackRock’s EU subsidiaries and branches must comply BlackRock’s UK-regulated subsidiaries must comply with with the EU regulatory regime set out in MiFID II. the UK version of MiFID II, which regulates the provision of BlackRock’s UK-regulated subsidiaries must comply with investment services and activities in the UK. MiFID II, and the UK version of MiFID II, which regulates the provision of the UK equivalent of MiFID II, set out detailed investment services and activities in the UK. MiFID II, and requirements governing the organization and conduct of the UK equivalent of MiFID II, set out detailed business of investment firms and regulated markets. The requirements governing the organization and conduct of legislation also includes pre- and post-trade transparency business of investment firms and regulated markets. The requirements for equity and non-equity markets and legislation also includes pre- and post-trade transparency extensive transaction reporting requirements. Certain requirements for equity and non-equity markets and BlackRock UK subsidiaries must also comply with the UK extensive transaction reporting requirements. Certain regulation which implements the Consolidated Life BlackRock UK subsidiaries must also comply with the UK Directive and Insurance Distribution Directive. In addition, regulation which implements the Consolidated Life relevant entities must comply with revised obligations on Directive and Insurance Distribution Directive. In addition, capital resources for certain investment firms arising out relevant entities must comply with revised obligations on of the IFPR. These include requirements to ensure capital capital resources for certain investment firms arising out adequacy, as well as matters of governance and of the IFPR. These include requirements to ensure capital remuneration. Relevant BlackRock entities must also adequacy, as well as matters of governance and comply with the requirements of the UCITS Directive and remuneration. Relevant BlackRock entities must also the AIFMD, as implemented in the relevant EU Member comply with the requirements of the UCITS Directive and States and in the UK, which impose obligations on the the AIFMD, as implemented in the relevant EU Member authorization and capital, conduct of business, States and in the UK, which impose obligations on the organization, transparency and marketing of retail and authorization and capital, conduct of business, alternative investment funds respectively that are sold in, organization, transparency and marketing of retail and or marketed to, the EU. The obligations introduced alternative investment funds respectively that are sold in, through these regulations and directives will affect certain or marketed to, the EU. The obligations introduced of BlackRock’s European operations. Compliance with the through these regulations and directives will affect certain UCITS Directives and the AIFMD may subject BlackRock to of BlackRock’s European operations. Compliance with the additional expenses associated with depositary oversight UCITS Directives and the AIFMD may subject BlackRock to and other organizational requirements. BlackRock’s additional expenses associated with depositary oversight EU-regulated subsidiaries are also subject to the and other organizational requirements. BlackRock’s European Market Infrastructure Regulation (“EMIR”) (or EU-regulated subsidiaries are also subject to the the UK version of EMIR transposed into UK law in European Market Infrastructure Regulation (“EMIR”) (or accordance with The European Union (Withdrawal) Act the UK version of EMIR transposed into UK law in 2018 in the case of BlackRock’s UK-regulated accordance with The European Union (Withdrawal) Act subsidiaries), an EU regulation governing derivatives, 2018 in the case of BlackRock’s UK-regulated central counterparties and trade repositories, which subsidiaries), an EU regulation governing derivatives, requires (1) the central clearing of certain OTC derivatives; central counterparties and trade repositories, which (2) the application of risk-mitigation techniques to requires (1) the central clearing of certain OTC derivatives; non-centrally cleared OTC derivatives (including the (2) the application of risk-mitigation techniques to exchange of collateral with certain counterparties); and non-centrally cleared OTC derivatives (including the (3) the reporting of all derivative contracts to an ESMA exchange of collateral with certain counterparties); and registered or recognized derivatives trade repository (or a (3) the reporting of all derivative contracts to an ESMA UK authorized trade repository in the case of the UK registered or recognized derivatives trade repository (or a version of EMIR). UK authorized trade repository in the case of the UK version of EMIR). The EU has seen an increase in Common Supervisory Actions by ESMA to coordinate supervisory action by The EU has seen an increase in Common Supervisory national EU regulators, most notably in areas such as Actions by ESMA to coordinate supervisory action by product governance, liquidity management and fund costs national EU regulators, most notably in areas such as and charges. BlackRock’s EU operations may be affected product governance, liquidity management and fund costs to the extent this initiative results in formal legislation or and charges. BlackRock’s EU operations may be affected action. to the extent this initiative results in formal legislation or action. EU Member States, the UK and many other non-US jurisdictions have adopted statutes and/or regulations EU Member States, the UK and many other non-US concerning privacy and data protection and requiring jurisdictions have adopted statutes and/or regulations notification of personal data security breaches if certain concerning privacy and data protection and requiring thresholds are met. For example, the EU adopted the notification of personal data security breaches if certain General Data Protection Regulation (“GDPR”), which thresholds are met. For example, the EU adopted the became effective in 2018, and the UK transposed the General Data Protection Regulation (“GDPR”), which GDPR into national law (“UK GDPR”), which became became effective in 2018, and the UK transposed the effective in 2021. In June 2021, the EC published a new GDPR into national law (“UK GDPR”), which became set of standard contractual clauses, which only apply to effective in 2021. In June 2021, the EC published a new the transfer of personal data outside of the EU to a set of standard contractual clauses, which only apply to country not approved by the EU as providing an adequate the transfer of personal data outside of the EU to a country not approved by the EU as providing an adequate BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 19 19 level of protection for the processing of personal data. The EU’s adequacy decision with respect to the UK, which level of protection for the processing of personal data. The allows the continued flow of personal data from the EU to EU’s adequacy decision with respect to the UK, which the UK, will be regularly reviewed and may be revoked if allows the continued flow of personal data from the EU to the UK diverges from its current adequate data protection the UK, will be regularly reviewed and may be revoked if laws. The UK has developed its own international data the UK diverges from its current adequate data protection transfer agreement, which was implemented in March laws. The UK has developed its own international data 2022. In June 2023, the EU-US Data Protection transfer agreement, which was implemented in March Framework came into force, which allows organizations to 2022. In June 2023, the EU-US Data Protection self-certify their compliance under the framework for data Framework came into force, which allows organizations to transfers from the EU, UK and Switzerland to the US. self-certify their compliance under the framework for data GDPR and UK GDPR, as well as other statutes and/or transfers from the EU, UK and Switzerland to the US. regulations concerning privacy and data protection, GDPR and UK GDPR, as well as other statutes and/or increase compliance obligations, affect BlackRock’s regulations concerning privacy and data protection, collection, processing, retention and transfer of personal increase compliance obligations, affect BlackRock’s data and reporting of personal data security breaches, and collection, processing, retention and transfer of personal provide for increased penalties for non-compliance. data and reporting of personal data security breaches, and provide for increased penalties for non-compliance. BlackRock also maintains two offices in the Middle East, one in Dubai, which is regulated by the Dubai Financial BlackRock also maintains two offices in the Middle East, Services Authority, and one in Riyadh, Saudi Arabia, which one in Dubai, which is regulated by the Dubai Financial is regulated by the Saudi Capital Markets Authority. Both Services Authority, and one in Riyadh, Saudi Arabia, which offices are authorized to provide certain investment is regulated by the Saudi Capital Markets Authority. Both services and support BlackRock’s provision of investment offices are authorized to provide certain investment products and services in their countries of domicile. Other services and support BlackRock’s provision of investment countries across the Middle Eastern region are serviced on products and services in their countries of domicile. Other a cross-border basis. countries across the Middle Eastern region are serviced on a cross-border basis. Regulation in the A s ia-Pacific Region Regulation in the A s ia-Pacific Region In Japan, a BlackRock subsidiary is subject to the Financial Instruments and Exchange Act (“FIEA”) and the In Japan, a BlackRock subsidiary is subject to the Act on Investment Trusts and Investment Corporations. Financial Instruments and Exchange Act (“FIEA”) and the These laws are administered and enforced by the Act on Investment Trusts and Investment Corporations. Japanese Financial Services Agency (“JFSA”), which These laws are administered and enforced by the establishes standards for compliance, including capital Japanese Financial Services Agency (“JFSA”), which adequacy and financial soundness requirements, establishes standards for compliance, including capital customer protection requirements and conduct of adequacy and financial soundness requirements, business rules. The JFSA is empowered to conduct customer protection requirements and conduct of administrative proceedings that can result in censure, business rules. The JFSA is empowered to conduct fines, cease and desist orders or the suspension or administrative proceedings that can result in censure, revocation of registrations and licenses granted under the fines, cease and desist orders or the suspension or FIEA. This Japanese subsidiary also holds a license for real revocation of registrations and licenses granted under the estate brokerage activities which subjects it to the FIEA. This Japanese subsidiary also holds a license for real regulations set forth in the Real Estate Brokerage Act. estate brokerage activities which subjects it to the regulations set forth in the Real Estate Brokerage Act. In Australia, BlackRock’s operating entity is principally regulated under the Corporations Act 2001 (Cth) by the In Australia, BlackRock’s operating entity is principally Australian Securities and Investments Commission regulated under the Corporations Act 2001 (Cth) by the (“ASIC”), which includes holding an Australian financial Australian Securities and Investments Commission services license and operating registered managed (“ASIC”), which includes holding an Australian financial investment schemes. ASIC is Australia’s integrated services license and operating registered managed corporate, markets, financial services and consumer credit investment schemes. ASIC is Australia’s integrated regulator. corporate, markets, financial services and consumer credit regulator. In New Zealand, certain BlackRock subsidiaries are primarily regulated by the Financial Markets Authority In New Zealand, certain BlackRock subsidiaries are (“FMA”). The FMA is responsible for overseeing and primarily regulated by the Financial Markets Authority enforcing financial markets legislation including the (“FMA”). The FMA is responsible for overseeing and licensing of firms to provide certain financial products and enforcing financial markets legislation including the services in New Zealand and administering anti-money licensing of firms to provide certain financial products and laundering and terrorism financing legislation, amongst services in New Zealand and administering anti-money other functions. laundering and terrorism financing legislation, amongst other functions. The activities of certain BlackRock subsidiaries in Hong Kong are subject to the Securities and Futures Ordinance The activities of certain BlackRock subsidiaries in Hong (“SFO”), which governs the securities and futures markets Kong are subject to the Securities and Futures Ordinance and regulates, among others, offers of investments to the (“SFO”), which governs the securities and futures markets and regulates, among others, offers of investments to the 20 BlackRock | 2023 Form 10-K 20 BlackRock | 2023 Form 10-K public and provides for the licensing of intermediaries. The SFO is administered by the Securities and Futures public and provides for the licensing of intermediaries. Commission (“SFC”). The SFC is also empowered to The SFO is administered by the Securities and Futures establish standards for compliance as well as codes and Commission (“SFC”). The SFC is also empowered to guidelines. The relevant BlackRock subsidiaries and the establish standards for compliance as well as codes and employees conducting any of the regulated activities guidelines. The relevant BlackRock subsidiaries and the specified in the SFO are required to be licensed with the employees conducting any of the regulated activities SFC, and are subject to the rules, codes and guidelines specified in the SFO are required to be licensed with the issued by the SFC. SFC, and are subject to the rules, codes and guidelines issued by the SFC. BlackRock’s operations in Taiwan are regulated by the Taiwan Financial Supervisory Commission, which is BlackRock’s operations in Taiwan are regulated by the responsible for regulating securities markets (including Taiwan Financial Supervisory Commission, which is the Taiwan Stock Exchange and the Taiwan Futures responsible for regulating securities markets (including Exchange), the banking industry and the insurance sector. the Taiwan Stock Exchange and the Taiwan Futures Exchange), the banking industry and the insurance sector. BlackRock’s Fund Management Company in China (“BlackRock FMC”) is regulated by the China Securities BlackRock’s Fund Management Company in China Regulatory Commission and is subject to the Securities (“BlackRock FMC”) is regulated by the China Securities Investment Fund Law and Measures for the Supervision Regulatory Commission and is subject to the Securities and Administration of Mutual Fund Managers for the Investment Fund Law and Measures for the Supervision overall oversight from incorporation to the corporate and Administration of Mutual Fund Managers for the governance and operations of fund managers and funds. overall oversight from incorporation to the corporate BlackRock FMC is also subject to the China Securities Law governance and operations of fund managers and funds. and various other financial laws and regulations. BlackRock FMC is also subject to the China Securities Law BlackRock CCB Wealth Management Limited, which is and various other financial laws and regulations. BlackRock’s wealth management joint venture company BlackRock CCB Wealth Management Limited, which is with CCB Wealth Management Co., Ltd. and Fullerton BlackRock’s wealth management joint venture company Management Pte Ltd. in China, is regulated by the with CCB Wealth Management Co., Ltd. and Fullerton National Financial Regulatory Administration (“NFRA”, Management Pte Ltd. in China, is regulated by the formerly known as the China Banking and Insurance National Financial Regulatory Administration (“NFRA”, Regulatory Commission). They have enacted Bank Wealth formerly known as the China Banking and Insurance Management Supervision and Management Measures Regulatory Commission). They have enacted Bank Wealth and Management Measures of Bank Wealth Management Management Supervision and Management Measures Subsidiaries and other relevant rules to regulate the setup, and Management Measures of Bank Wealth Management conduct of business and risk management of bank wealth Subsidiaries and other relevant rules to regulate the setup, management companies. conduct of business and risk management of bank wealth management companies. In Singapore, a BlackRock subsidiary is regulated by the Monetary Authority of Singapore (“MAS”) and its business In Singapore, a BlackRock subsidiary is regulated by the activities are subject to the Securities and Futures Act Monetary Authority of Singapore (“MAS”) and its business 2001 (“SFA”). The SFA governs the regulation of activities activities are subject to the Securities and Futures Act and institutions in the securities and derivatives industry, 2001 (“SFA”). The SFA governs the regulation of activities including fund management, dealing in capital markets and institutions in the securities and derivatives industry, products and leveraged foreign exchange trading. The including fund management, dealing in capital markets MAS is Singapore’s central bank and integrated financial products and leveraged foreign exchange trading. The regulator, which regulates the financial services sector in MAS is Singapore’s central bank and integrated financial Singapore and conducts integrated supervision of regulator, which regulates the financial services sector in financial services and financial stability surveillance. This Singapore and conducts integrated supervision of BlackRock subsidiary and the employees conducting any financial services and financial stability surveillance. This of the regulated activities specified in the SFA are required BlackRock subsidiary and the employees conducting any to be licensed with the MAS, and are subject to the SFA of the regulated activities specified in the SFA are required and the regulations, rules, codes, notices and guidelines to be licensed with the MAS, and are subject to the SFA issued by the MAS. and the regulations, rules, codes, notices and guidelines issued by the MAS. Other financial regulators oversee BlackRock subsidiaries, branches and representative offices across the Asia- Other financial regulators oversee BlackRock subsidiaries, Pacific region, including in South Korea. Regulators in all branches and representative offices across the Asia- of these jurisdictions have authority with respect to Pacific region, including in South Korea. Regulators in all financial services including, among other things, the of these jurisdictions have authority with respect to authority to grant, suspend or cancel required licenses or financial services including, among other things, the registrations. In addition, these regulators may subject authority to grant, suspend or cancel required licenses or certain BlackRock subsidiaries to net capital registrations. In addition, these regulators may subject requirements. certain BlackRock subsidiaries to net capital requirements. AVAILAB LE INFORMATION AVAILAB LE INFORMATION BlackRock files annual, quarterly and current reports, proxy statements and all amendments to these reports BlackRock files annual, quarterly and current reports, and other information with the SEC. BlackRock makes proxy statements and all amendments to these reports available free-of-charge, on or through its website at and other information with the SEC. BlackRock makes https://www.blackrock.com, the Company’s Annual available free-of-charge, on or through its website at Reports on Form 10-K, Quarterly Reports on Form 10-Q, https://www.blackrock.com, the Company’s Annual Current Reports on Form 8-K, proxy statements and all Reports on Form 10-K, Quarterly Reports on Form 10-Q, amendments to those filings, as soon as reasonably Current Reports on Form 8-K, proxy statements and all practicable after such material is electronically filed with amendments to those filings, as soon as reasonably or furnished to the SEC. The Company also makes practicable after such material is electronically filed with available on its website the charters for the Audit or furnished to the SEC. The Company also makes Committee, Management Development and available on its website the charters for the Audit Compensation Committee, Nominating, Governance and Committee, Management Development and Sustainability Committee and Risk Committee of the Compensation Committee, Nominating, Governance and Board of Directors, its Code of Business Conduct and Sustainability Committee and Risk Committee of the Ethics, its Code of Ethics for Chief Executive and Senior Board of Directors, its Code of Business Conduct and Financial Officers and its Corporate Governance Ethics, its Code of Ethics for Chief Executive and Senior Guidelines. Further, BlackRock will provide, without Financial Officers and its Corporate Governance charge, upon written request, a copy of the Company’s Guidelines. Further, BlackRock will provide, without Annual Reports on Form 10-K, Quarterly Reports on Form charge, upon written request, a copy of the Company’s 10-Q, Current Reports on Form 8-K, proxy statements and Annual Reports on Form 10-K, Quarterly Reports on Form all amendments to those filings as well as the committee 10-Q, Current Reports on Form 8-K, proxy statements and charters, its Code of Business Conduct and Ethics, its all amendments to those filings as well as the committee Code of Ethics for Chief Executive and Senior Financial charters, its Code of Business Conduct and Ethics, its Officers and its Corporate Governance Guidelines. Code of Ethics for Chief Executive and Senior Financial Requests for copies should be addressed to Investor Officers and its Corporate Governance Guidelines. Relations, BlackRock, Inc., 50 Hudson Yards, New York, Requests for copies should be addressed to Investor New York 10001. Reports, proxy statements and other Relations, BlackRock, Inc., 50 Hudson Yards, New York, information regarding issuers that file electronically with New York 10001. Reports, proxy statements and other the SEC, including BlackRock’s filings, are also available to information regarding issuers that file electronically with the public from the SEC’s website at https://www.sec.gov. the SEC, including BlackRock’s filings, are also available to the public from the SEC’s website at https://www.sec.gov. Item 1A. Risk Factors Item 1A. Risk Factors As a global investment management firm, risk is an inherent part of BlackRock’s business. Global markets, by As a global investment management firm, risk is an their nature, are prone to uncertainty and subject inherent part of BlackRock’s business. Global markets, by participants to a variety of risks. While BlackRock devotes their nature, are prone to uncertainty and subject significant resources across all of its operations to participants to a variety of risks. While BlackRock devotes identify, measure, monitor, manage and analyze market, significant resources across all of its operations to operating, legal, compliance, reputational, fiduciary and identify, measure, monitor, manage and analyze market, investment risks, BlackRock’s business, financial operating, legal, compliance, reputational, fiduciary and condition, operating results and nonoperating results investment risks, BlackRock’s business, financial could be materially adversely affected and the Company’s condition, operating results and nonoperating results stock price could decline as a result of any of these risks could be materially adversely affected and the Company’s and uncertainties, including the ones discussed below. stock price could decline as a result of any of these risks and uncertainties, including the ones discussed below. MARKET AND COMPETITION RISKS MARKET AND COMPETITION RISKS Changes in the value levels of equity, debt, real assets, commodities, foreign exchange or other asset markets, Changes in the value levels of equity, debt, real assets, as well as the impact of global trade policies and tariffs, commodities, foreign exchange or other asset markets, may cause assets under management (“AUM”), revenue as well as the impact of global trade policies and tariffs, and earnings to decline. may cause assets under management (“AUM”), revenue and earnings to decline. BlackRock’s investment management revenue is primarily comprised of fees based on a percentage of the value of BlackRock’s investment management revenue is primarily AUM and, in some cases, performance fees which are comprised of fees based on a percentage of the value of normally expressed as a percentage of returns to the AUM and, in some cases, performance fees which are client. Numerous factors, including price movements in normally expressed as a percentage of returns to the the equity, debt or currency markets, or movements in the client. Numerous factors, including price movements in price of real assets, commodities or other alternative the equity, debt or currency markets, or movements in the investments in which BlackRock invests on behalf of its price of real assets, commodities or other alternative investments in which BlackRock invests on behalf of its clients, as well as the impact of global fiscal, monetary and trade policies, could cause: clients, as well as the impact of global fiscal, monetary and trade policies, could cause: • the value of AUM, or BlackRock’s returns on AUM, to • the value of AUM, or BlackRock’s returns on AUM, to decrease; decrease; • client redemptions from BlackRock’s products; • client redemptions from BlackRock’s products; • client rebalancing or reallocating of assets into • client rebalancing or reallocating of assets into BlackRock products that yield lower fees; BlackRock products that yield lower fees; • an impairment to the value of intangible assets and • an impairment to the value of intangible assets and • a decrease in the value of seed or co-investment • a decrease in the value of seed or co-investment goodwill; or goodwill; or capital. capital. These risks may also be heightened by market volatility, illiquid market conditions or other market disruptions. The These risks may also be heightened by market volatility, occurrence of any of the above events may cause the illiquid market conditions or other market disruptions. The Company’s AUM, revenue and earnings to decline. occurrence of any of the above events may cause the Company’s AUM, revenue and earnings to decline. Changes in interest or foreign exchange rates and/or divergent beta may cause BlackRock’s AUM and base Changes in interest or foreign exchange rates and/or fees to fluctuate and introduce volatility to the divergent beta may cause BlackRock’s AUM and base Company’s net income and operating cash flows. fees to fluctuate and introduce volatility to the Company’s net income and operating cash flows. In recent years, global markets have experienced substantial volatility, with significant downturns in both In recent years, global markets have experienced bond and equity markets. In addition, central banks substantial volatility, with significant downturns in both worldwide have raised interest rates in an effort to bond and equity markets. In addition, central banks moderate rising inflation. BlackRock’s business is directly worldwide have raised interest rates in an effort to and indirectly affected by changes in global interest rates. moderate rising inflation. BlackRock’s business is directly Similarly, due to the global nature of BlackRock’s and indirectly affected by changes in global interest rates. operations, a portion of its business is conducted in Similarly, due to the global nature of BlackRock’s currencies other than the United States (“US”) dollar. operations, a portion of its business is conducted in BlackRock’s exposure to foreign exchange rates relative to currencies other than the United States (“US”) dollar. the US dollar and interest rates may cause BlackRock’s BlackRock’s exposure to foreign exchange rates relative to AUM to fluctuate and introduce volatility to the Company’s the US dollar and interest rates may cause BlackRock’s base fees, net income and operating cash flows. AUM to fluctuate and introduce volatility to the Company’s base fees, net income and operating cash flows. In addition, beta divergence between equity markets, where certain markets perform differently than others, In addition, beta divergence between equity markets, may lead to an increase in the proportion of BlackRock where certain markets perform differently than others, AUM weighted toward lower fee equity products, resulting may lead to an increase in the proportion of BlackRock in a decline in BlackRock’s effective fee rate. Divergent AUM weighted toward lower fee equity products, resulting market factors may also erode the correlation between the in a decline in BlackRock’s effective fee rate. Divergent growth rates of AUM and base fees. market factors may also erode the correlation between the growth rates of AUM and base fees. BlackRock’s investment advisory contracts may be terminated or may not be renewed by clients and fund BlackRock’s investment advisory contracts may be boards on favorable terms and the liquidation of certain terminated or may not be renewed by clients and fund funds may be accelerated at the option of investors. boards on favorable terms and the liquidation of certain funds may be accelerated at the option of investors. BlackRock derives a substantial portion of its revenue from providing investment advisory services. The advisory BlackRock derives a substantial portion of its revenue or management contracts BlackRock has entered into with from providing investment advisory services. The advisory its clients, including the agreements that govern many of or management contracts BlackRock has entered into with BlackRock’s investment funds, provide investors or, in its clients, including the agreements that govern many of some cases, the independent directors of applicable BlackRock’s investment funds, provide investors or, in investment funds, with significant latitude to terminate some cases, the independent directors of applicable such contracts, withdraw funds or liquidate funds, or to investment funds, with significant latitude to terminate remove BlackRock as a fund’s investment advisor (or such contracts, withdraw funds or liquidate funds, or to equivalent). BlackRock also manages its US mutual funds, remove BlackRock as a fund’s investment advisor (or closed-end and exchange-traded funds under equivalent). BlackRock also manages its US mutual funds, management contracts that must be renewed and closed-end and exchange-traded funds under approved annually by the funds’ respective boards of management contracts that must be renewed and directors, a majority of whom are independent from the approved annually by the funds’ respective boards of Company. BlackRock’s fee arrangements under any of its directors, a majority of whom are independent from the advisory or management contracts may be reduced Company. BlackRock’s fee arrangements under any of its (including at the behest of a fund’s board of directors). In advisory or management contracts may be reduced (including at the behest of a fund’s board of directors). In BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 21 21 addition, shareholder activism involving closed-end funds has increased, including public campaigns to demand addition, shareholder activism involving closed-end funds that a fund consider significant transactions such as a has increased, including public campaigns to demand tender offer, merger or liquidation or seek other actions that a fund consider significant transactions such as a such as the termination of the fund’s management tender offer, merger or liquidation or seek other actions contract. If a number of BlackRock’s clients terminate their such as the termination of the fund’s management contracts, or otherwise remove BlackRock from its contract. If a number of BlackRock’s clients terminate their advisory roles, liquidate funds or fail to renew contracts, or otherwise remove BlackRock from its management contracts on similar terms, the fees or advisory roles, liquidate funds or fail to renew carried interest BlackRock earns could be reduced, which management contracts on similar terms, the fees or may cause BlackRock’s AUM, revenue and earnings to carried interest BlackRock earns could be reduced, which decline. may cause BlackRock’s AUM, revenue and earnings to decline. The failure or negative performance of products offered by competitors may cause AUM in similar BlackRock The failure or negative performance of products offered products to decline irrespective of BlackRock’s by competitors may cause AUM in similar BlackRock performance. products to decline irrespective of BlackRock’s performance. Many competitors offer similar products to those offered by BlackRock and the failure or negative performance of Many competitors offer similar products to those offered competitors’ products could lead to a loss of confidence in by BlackRock and the failure or negative performance of similar BlackRock products, irrespective of the competitors’ products could lead to a loss of confidence in performance of such BlackRock products. Any loss of similar BlackRock products, irrespective of the confidence in a product type could lead to withdrawals, performance of such BlackRock products. Any loss of redemptions and liquidity issues in such products, which confidence in a product type could lead to withdrawals, may cause the Company’s AUM, revenue and earnings to redemptions and liquidity issues in such products, which decline. may cause the Company’s AUM, revenue and earnings to decline. Increased competition may cause BlackRock’s AUM, revenue and earnings to decline. Increased competition may cause BlackRock’s AUM, revenue and earnings to decline. The investment management industry is highly competitive, and BlackRock competes based on a number The investment management industry is highly of factors including: investment performance, liquidity, its competitive, and BlackRock competes based on a number technology and portfolio construction offerings, the level of factors including: investment performance, liquidity, its of fees charged, the quality and breadth of services and technology and portfolio construction offerings, the level products provided, name recognition and reputation, and of fees charged, the quality and breadth of services and its ability to develop new investment strategies and products provided, name recognition and reputation, and products to meet the changing needs of investors. In its ability to develop new investment strategies and addition, over the past several years, there has been products to meet the changing needs of investors. In continued consolidation in the asset management addition, over the past several years, there has been industry as investors increasingly seek out firms that have continued consolidation in the asset management the capacity to deliver broad multi-asset investment industry as investors increasingly seek out firms that have capabilities and technological expertise, including in a the capacity to deliver broad multi-asset investment manner that is responsive to ever more localized needs. capabilities and technological expertise, including in a This consolidation, together with the introduction of new manner that is responsive to ever more localized needs. technologies, as well as regulatory changes, continues to This consolidation, together with the introduction of new alter the competitive landscape for investment managers, technologies, as well as regulatory changes, continues to which may lead to additional fee compression or require alter the competitive landscape for investment managers, BlackRock to invest more to modify or adapt its product which may lead to additional fee compression or require offerings to attract and retain customers and remain BlackRock to invest more to modify or adapt its product competitive with the products, services and geographic offerings to attract and retain customers and remain diversity offered by other financial institutions, technology competitive with the products, services and geographic companies, trading, advisory or asset management firms. diversity offered by other financial institutions, technology Increased competition on the basis of any of these factors, companies, trading, advisory or asset management firms. including competition leading to fee reductions on Increased competition on the basis of any of these factors, existing or new business, may cause the Company’s AUM, including competition leading to fee reductions on revenue and earnings to decline. existing or new business, may cause the Company’s AUM, revenue and earnings to decline. Failure to maintain Aladdin’s competitive position in a dynamic market could lead to a loss of clients and could Failure to maintain Aladdin’s competitive position in a impede BlackRock’s productivity and growth. dynamic market could lead to a loss of clients and could impede BlackRock’s productivity and growth. The sophisticated risk analytics, portfolio management, trade execution and investment operations that BlackRock The sophisticated risk analytics, portfolio management, provides via its technology platform to support investment trade execution and investment operations that BlackRock advisory and Aladdin clients are important elements of provides via its technology platform to support investment advisory and Aladdin clients are important elements of 22 BlackRock | 2023 Form 10-K 22 BlackRock | 2023 Form 10-K BlackRock’s competitive success. Aladdin’s competitive position is based in part on its ability to combine risk BlackRock’s competitive success. Aladdin’s competitive analytics with portfolio management, trading and position is based in part on its ability to combine risk operations tools on a single platform. Increased analytics with portfolio management, trading and competition from risk analytics and investment operations tools on a single platform. Increased management technology providers, including as a result competition from risk analytics and investment of growing industry consolidation giving rise to management technology providers, including as a result competitors with increasingly sophisticated and of growing industry consolidation giving rise to comprehensive product offerings, or a shift in client competitors with increasingly sophisticated and demand toward standalone or internally developed comprehensive product offerings, or a shift in client solutions, whether due to price competition, perceived demand toward standalone or internally developed client market share, platform offerings or flexibility, or solutions, whether due to price competition, perceived market-based or regulatory factors, may weaken Aladdin’s client market share, platform offerings or flexibility, or competitive position and may cause the Company’s market-based or regulatory factors, may weaken Aladdin’s revenue and earnings to decline. In addition, to the extent competitive position and may cause the Company’s that Aladdin competitors are able to innovate more revenue and earnings to decline. In addition, to the extent effectively than BlackRock or leverage delivery models that that Aladdin competitors are able to innovate more provide clients faster time to market, lower costs or the effectively than BlackRock or leverage delivery models that ability to more seamlessly combine or bundle with other provide clients faster time to market, lower costs or the service offerings, BlackRock may lose existing clients or ability to more seamlessly combine or bundle with other fail to capture future market share, which may impede its service offerings, BlackRock may lose existing clients or productivity and growth. Moreover, although BlackRock fail to capture future market share, which may impede its takes steps to safeguard against infringements of its productivity and growth. Moreover, although BlackRock intellectual property (“IP”), there can be no assurance that takes steps to safeguard against infringements of its the Company will be able to effectively protect and enforce intellectual property (“IP”), there can be no assurance that its IP rights in Aladdin. the Company will be able to effectively protect and enforce its IP rights in Aladdin. BlackRock may be unable to develop new products and services and the development of new products and BlackRock may be unable to develop new products and services may expose BlackRock to reputational harm, services and the development of new products and additional costs or operational risk. services may expose BlackRock to reputational harm, additional costs or operational risk. BlackRock’s financial performance depends, in part, on its ability to react to changes in the asset management BlackRock’s financial performance depends, in part, on its industry, respond to evolving client demands and develop, ability to react to changes in the asset management market and manage new investment products and industry, respond to evolving client demands and develop, services. The development and introduction of new market and manage new investment products and products and services, including the creation of services. The development and introduction of new increasingly customizable products, requires continued products and services, including the creation of innovative effort on the part of BlackRock and may require increasingly customizable products, requires continued significant time and resources as well as ongoing support innovative effort on the part of BlackRock and may require and investment. Substantial risk and uncertainties are significant time and resources as well as ongoing support associated with the introduction of new products and and investment. Substantial risk and uncertainties are services, including the implementation of new and associated with the introduction of new products and appropriate operational controls and procedures, shifting services, including the implementation of new and client and market preferences, the introduction of appropriate operational controls and procedures, shifting competing products or services, constraints on client and market preferences, the introduction of BlackRock’s ability to manage growth within client competing products or services, constraints on mandates, compliance with regulatory and disclosure BlackRock’s ability to manage growth within client requirements and IP-related lawsuits or claims, which may mandates, compliance with regulatory and disclosure not be fully evident or identified at such time. A growing requirements and IP-related lawsuits or claims, which may number of BlackRock’s products and services also depend not be fully evident or identified at such time. A growing on data provided by third parties as analytical inputs and number of BlackRock’s products and services also depend are subject to additional risks, including with respect to on data provided by third parties as analytical inputs and data quality, cost, availability and provider relationships. are subject to additional risks, including with respect to Data sets for certain developing analytics, such as those in data quality, cost, availability and provider relationships. the sustainability space, continue to evolve and difficulties Data sets for certain developing analytics, such as those in approximating gaps in the data, sourcing data from the sustainability space, continue to evolve and difficulties reliable sources, or validating the data could adversely approximating gaps in the data, sourcing data from impact the accuracy and effectiveness of such analytics. reliable sources, or validating the data could adversely There can be no assurance that BlackRock will be able to impact the accuracy and effectiveness of such analytics. innovate effectively in order to develop new products or There can be no assurance that BlackRock will be able to services that address the needs of its clients on the innovate effectively in order to develop new products or timeline they require. Any failure to successfully develop services that address the needs of its clients on the new products and services, or effectively manage timeline they require. Any failure to successfully develop associated operational risks, could harm BlackRock’s new products and services, or effectively manage reputation and expose the Company to additional costs, associated operational risks, could harm BlackRock’s reputation and expose the Company to additional costs, which may cause its AUM, revenue and earnings to decline. which may cause its AUM, revenue and earnings to decline. Changes in the value of seed and co-investments that BlackRock owns as well as BlackRock’s minority Changes in the value of seed and co-investments that investments could affect its income and could increase BlackRock owns as well as BlackRock’s minority the volatility of its earnings. investments could affect its income and could increase the volatility of its earnings. At December 31, 2023, BlackRock’s net economic investment exposure of approximately $3.8 billion in its At December 31, 2023, BlackRock’s net economic investments (see Item 7, Management’s Discussion and investment exposure of approximately $3.8 billion in its Analysis of Financial Condition and Results of Operations- investments (see Item 7, Management’s Discussion and Investments) primarily resulted from co-investments and Analysis of Financial Condition and Results of Operations- seed investments in its sponsored investment funds. Investments) primarily resulted from co-investments and Movements in the equity, debt or currency markets, or in seed investments in its sponsored investment funds. the price of real assets, commodities or other alternative Movements in the equity, debt or currency markets, or in investments, could lower the value of these investments as the price of real assets, commodities or other alternative well as certain minority investments, increase the volatility investments, could lower the value of these investments as of BlackRock’s earnings and cause earnings to decline. well as certain minority investments, increase the volatility of BlackRock’s earnings and cause earnings to decline. BlackRock indemnifies certain securities lending clients for specified losses as a result of a borrower default. BlackRock indemnifies certain securities lending clients for specified losses as a result of a borrower default. BlackRock provides borrower default indemnification to certain of its securities lending clients. In the event of a BlackRock provides borrower default indemnification to borrower default, BlackRock would use the collateral certain of its securities lending clients. In the event of a pledged by the borrower to repurchase securities out on borrower default, BlackRock would use the collateral loan in order to replace them in a client’s account. pledged by the borrower to repurchase securities out on Borrower default indemnification is limited to the shortfall loan in order to replace them in a client’s account. that occurs in the event the collateral available at the time Borrower default indemnification is limited to the shortfall of the borrower’s default is insufficient to repurchase that occurs in the event the collateral available at the time those securities out on loan. BlackRock requires all of the borrower’s default is insufficient to repurchase borrowers to mark to market their pledged collateral daily those securities out on loan. BlackRock requires all to levels in excess of the value of the securities out on loan borrowers to mark to market their pledged collateral daily which mitigates the likelihood of the indemnity being to levels in excess of the value of the securities out on loan triggered. Where the collateral is in the form of cash, the which mitigates the likelihood of the indemnity being indemnities BlackRock provides do not guarantee, assume triggered. Where the collateral is in the form of cash, the or otherwise insure the investment performance or return indemnities BlackRock provides do not guarantee, assume of any cash collateral vehicle into which that cash or otherwise insure the investment performance or return collateral is invested. The amount of securities on loan as of any cash collateral vehicle into which that cash of December 31, 2023 and subject to this type of collateral is invested. The amount of securities on loan as indemnification was approximately $259 billion. In the of December 31, 2023 and subject to this type of Company’s capacity as lending agent, cash and securities indemnification was approximately $259 billion. In the totaling approximately $276 billion was held as collateral Company’s capacity as lending agent, cash and securities for indemnified securities on loan at December 31, 2023. totaling approximately $276 billion was held as collateral Significant borrower defaults occurring simultaneously for indemnified securities on loan at December 31, 2023. with rapid declines in the value of collateral pledged and/ Significant borrower defaults occurring simultaneously or increases in the value of the securities loaned may with rapid declines in the value of collateral pledged and/ create collateral shortfalls, which could result in material or increases in the value of the securities loaned may liabilities under these indemnities and may cause the create collateral shortfalls, which could result in material Company’s revenue and earnings to decline. liabilities under these indemnities and may cause the Company’s revenue and earnings to decline. BlackRock’s decision on whether to provide support to particular products from time to time, or the inability to BlackRock’s decision on whether to provide support to provide support, may cause AUM, revenue and earnings particular products from time to time, or the inability to to decline. provide support, may cause AUM, revenue and earnings to decline. While not legally mandated, BlackRock may, at its option, from time to time choose to seed, warehouse or otherwise While not legally mandated, BlackRock may, at its option, support investment products through capital or credit from time to time choose to seed, warehouse or otherwise support for commercial or other reasons. Any decision by support investment products through capital or credit BlackRock on whether to support products may utilize support for commercial or other reasons. Any decision by capital and liquidity that would otherwise be available for BlackRock on whether to support products may utilize other corporate purposes. BlackRock’s ability to seed, capital and liquidity that would otherwise be available for warehouse or otherwise support certain products may be other corporate purposes. BlackRock’s ability to seed, restricted by regulation or by the Company’s failure to warehouse or otherwise support certain products may be have or make available sufficient capital or liquidity. restricted by regulation or by the Company’s failure to have or make available sufficient capital or liquidity. Moreover, inherent constraints arising from the business models of certain asset managers, including BlackRock, Moreover, inherent constraints arising from the business may during periods of market volatility result in BlackRock models of certain asset managers, including BlackRock, having fewer options for accessing liquidity than asset may during periods of market volatility result in BlackRock managers with alternate business models, which may having fewer options for accessing liquidity than asset adversely impact its ability to support certain products. managers with alternate business models, which may Any decision by BlackRock to support particular products, adversely impact its ability to support certain products. or its inability or unwillingness to provide such support, Any decision by BlackRock to support particular products, may result in losses or affect BlackRock’s capital or or its inability or unwillingness to provide such support, liquidity, which may cause AUM, revenue and earnings to may result in losses or affect BlackRock’s capital or decline. liquidity, which may cause AUM, revenue and earnings to decline. Geopolitical unrest and other events outside of BlackRock’s control could adversely affect the global Geopolitical unrest and other events outside of economy or specific international, regional and domestic BlackRock’s control could adversely affect the global markets, which may cause BlackRock’s AUM, revenue economy or specific international, regional and domestic and earnings to decline. markets, which may cause BlackRock’s AUM, revenue and earnings to decline. Geopolitical risks, including those arising from trade tension and/or the imposition of trade tariffs, terrorist Geopolitical risks, including those arising from trade activity or acts of civil or international hostility, could have tension and/or the imposition of trade tariffs, terrorist an adverse impact on BlackRock. For instance, the activity or acts of civil or international hostility, could have Ukraine-Russia and Israel-Hamas wars and potential an adverse impact on BlackRock. For instance, the escalation have and may continue to result in geopolitical Ukraine-Russia and Israel-Hamas wars and potential instability and adversely affect the global economy, supply escalation have and may continue to result in geopolitical chains, specific markets and operations. Strategic instability and adversely affect the global economy, supply competition between the US and China and resulting chains, specific markets and operations. Strategic tensions and heightened levels of political polarization competition between the US and China and resulting have also contributed to uncertainty in the geopolitical tensions and heightened levels of political polarization and regulatory landscapes. Similarly, other events outside have also contributed to uncertainty in the geopolitical of BlackRock’s control, including natural disasters, and regulatory landscapes. Similarly, other events outside climate-related events, pandemics or health crises may of BlackRock’s control, including natural disasters, arise from time to time and be accompanied by climate-related events, pandemics or health crises may governmental actions that may increase international arise from time to time and be accompanied by tension or impact the US or global economy in ways that governmental actions that may increase international are uncertain. Any such events and responses, including tension or impact the US or global economy in ways that regulatory developments, may cause significant volatility are uncertain. Any such events and responses, including and declines in the global markets, disproportionate regulatory developments, may cause significant volatility impacts to certain industries or sectors, disruptions to and declines in the global markets, disproportionate commerce (including to economic activity, travel and impacts to certain industries or sectors, disruptions to supply chains), loss of life and property damage, and may commerce (including to economic activity, travel and adversely affect the global economy or capital markets, as supply chains), loss of life and property damage, and may well as the Company’s products, operations, clients, adversely affect the global economy or capital markets, as vendors and employees, which may cause BlackRock’s well as the Company’s products, operations, clients, AUM, revenue and earnings to decline. BlackRock’s vendors and employees, which may cause BlackRock’s exposure to geopolitical risks may be heightened to the AUM, revenue and earnings to decline. BlackRock’s extent such risks arise in countries in which BlackRock exposure to geopolitical risks may be heightened to the currently operates or seeks to expand its presence. extent such risks arise in countries in which BlackRock currently operates or seeks to expand its presence. Climate-related risks could adversely affect BlackRock’s business, products, operations and clients, which may Climate-related risks could adversely affect BlackRock’s cause BlackRock’s AUM, revenue and earnings to decline. business, products, operations and clients, which may cause BlackRock’s AUM, revenue and earnings to decline. BlackRock’s business and those of its clients could be impacted by climate-related risks. Climate-related risks BlackRock’s business and those of its clients could be may impact BlackRock through changes in the physical impacted by climate-related risks. Climate-related risks climate or from the process of transitioning to a may impact BlackRock through changes in the physical low-carbon economy. Climate-related physical risks arise climate or from the process of transitioning to a from the direct impacts of a changing climate in the low-carbon economy. Climate-related physical risks arise short- and long-term. Such risks may include the risks of from the direct impacts of a changing climate in the extreme weather events and changes in temperature, short- and long-term. Such risks may include the risks of which may damage infrastructure and facilities, including extreme weather events and changes in temperature, BlackRock’s physical assets, as well as disrupt connectivity which may damage infrastructure and facilities, including or supply chains. Climate-related transition risks arise BlackRock’s physical assets, as well as disrupt connectivity from exposure to the transition to a low-carbon economy or supply chains. Climate-related transition risks arise through policy, regulatory, technology and market from exposure to the transition to a low-carbon economy through policy, regulatory, technology and market BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 23 23 changes. For instance, new or divergent climate regulations or guidance, as well as differing perspectives changes. For instance, new or divergent climate of stakeholders regarding climate impacts, have affected regulations or guidance, as well as differing perspectives and may continue to affect BlackRock’s business activities of stakeholders regarding climate impacts, have affected and reputation, increase scrutiny and complicate and may continue to affect BlackRock’s business activities compliance requirements, which could increase the and reputation, increase scrutiny and complicate Company’s costs. compliance requirements, which could increase the Company’s costs. Climate-related physical and transition risks could also impact BlackRock’s business both directly and indirectly Climate-related physical and transition risks could also through adverse impacts to its clients’ investments, impact BlackRock’s business both directly and indirectly including as a result of declines in asset values, changes through adverse impacts to its clients’ investments, in client preferences, increased regulatory and compliance including as a result of declines in asset values, changes costs and significant business disruptions. Any of these in client preferences, increased regulatory and compliance risks may cause the Company’s AUM, revenue and costs and significant business disruptions. Any of these earnings to decline. risks may cause the Company’s AUM, revenue and earnings to decline. RISKS RELATED TO INVESTMENT PERFORMANCE RISKS RELATED TO INVESTMENT PERFORMANCE Poor investment performance could lead to the loss of clients and may cause AUM, revenue and earnings to Poor investment performance could lead to the loss of decline. clients and may cause AUM, revenue and earnings to decline. The Company’s management believes that investment performance, including the efficient delivery of beta, is one The Company’s management believes that investment of the most important factors for the growth and retention performance, including the efficient delivery of beta, is one of AUM. Poor investment performance relative to of the most important factors for the growth and retention applicable portfolio benchmarks, aggregate fee levels or of AUM. Poor investment performance relative to competitors may cause AUM, revenue and earnings to applicable portfolio benchmarks, aggregate fee levels or decline as a result of: competitors may cause AUM, revenue and earnings to decline as a result of: • client withdrawals in favor of better performing • client withdrawals in favor of better performing products offered by competitors; products offered by competitors; • client shifts to products that charge lower fees; • client shifts to products that charge lower fees; • the diminishing ability to attract additional funds • the diminishing ability to attract additional funds from existing and new clients; from existing and new clients; • reduced, minimal or no performance fees; • reduced, minimal or no performance fees; • an impairment to the value of intangible assets and • an impairment to the value of intangible assets and goodwill; or goodwill; or • a decrease in the valuations of seed and • a decrease in the valuations of seed and co-investment capital. co-investment capital. Performance fees may increase volatility of both revenue and earnings. Performance fees may increase volatility of both revenue and earnings. A portion of BlackRock’s revenue is derived from performance fees on investment advisory assignments. A portion of BlackRock’s revenue is derived from Performance fees represented $554 million, or 3%, of total performance fees on investment advisory assignments. revenue for the year ended December 31, 2023. Generally, Performance fees represented $554 million, or 3%, of total the Company is entitled to a performance fee only if the revenue for the year ended December 31, 2023. Generally, agreement under which it is managing the assets provides the Company is entitled to a performance fee only if the for one and if returns on the related portfolio exceed agreement under which it is managing the assets provides agreed-upon periodic or cumulative return targets. If for one and if returns on the related portfolio exceed these targets are not exceeded, a performance fee for that agreed-upon periodic or cumulative return targets. If period will not be earned and, if targets are based on these targets are not exceeded, a performance fee for that cumulative returns, the Company may not earn period will not be earned and, if targets are based on performance fees in future periods. The volatility of the cumulative returns, the Company may not earn Company’s future revenue and earnings may also be performance fees in future periods. The volatility of the affected due to illiquid alternatives becoming an Company’s future revenue and earnings may also be increasing component of the overall composition of the affected due to illiquid alternatives becoming an Company’s performance fee generating assets. In increasing component of the overall composition of the particular, the Company expects that as it manages more Company’s performance fee generating assets. In illiquid products, its performance fees will generally be particular, the Company expects that as it manages more recognized over substantially longer multi-year periods illiquid products, its performance fees will generally be than those associated with more liquid products. recognized over substantially longer multi-year periods than those associated with more liquid products. 24 BlackRock | 2023 Form 10-K 24 BlackRock | 2023 Form 10-K Failure to identify errors in the quantitative models BlackRock utilizes to manage its business could Failure to identify errors in the quantitative models adversely affect product performance and client BlackRock utilizes to manage its business could relationships. adversely affect product performance and client relationships. BlackRock employs various quantitative models to support its investment processes, including those related to risk BlackRock employs various quantitative models to support assessment, portfolio management, trading and hedging its investment processes, including those related to risk activities and product valuations. Any errors or limitations assessment, portfolio management, trading and hedging in the underlying models, model inputs or assumptions, activities and product valuations. Any errors or limitations including those from third-party sources, as well as any in the underlying models, model inputs or assumptions, failure of BlackRock’s governance, approval, testing and including those from third-party sources, as well as any validation standards in respect of such models, model failure of BlackRock’s governance, approval, testing and inputs or assumptions, the failure to timely update such validation standards in respect of such models, model models, model inputs or assumptions or errors in how inputs or assumptions, the failure to timely update such such models are used, could have adverse effects on models, model inputs or assumptions or errors in how BlackRock’s business and reputation. These risks may be such models are used, could have adverse effects on heightened by the rapid growth and complexity of new BlackRock’s business and reputation. These risks may be models, evolving data sets and standards and market heightened by the rapid growth and complexity of new volatility. models, evolving data sets and standards and market volatility. TECHNOLOGY A ND OPERATIONAL RISKS TECHNOLOGY A ND OPERATIONAL RISKS A failure in, or disruption to, BlackRock’s operations, systems or infrastructure, including business continuity A failure in, or disruption to, BlackRock’s operations, plans, could adversely affect operations, damage the systems or infrastructure, including business continuity Company’s reputation and cause BlackRock’s AUM, plans, could adversely affect operations, damage the revenue and earnings to decline. Company’s reputation and cause BlackRock’s AUM, revenue and earnings to decline. BlackRock’s infrastructure, including its technological capacity, data centers and office space, is vital to the BlackRock’s infrastructure, including its technological competitiveness of its business. Moreover, a significant capacity, data centers and office space, is vital to the portion of BlackRock’s critical business operations is competitiveness of its business. Moreover, a significant concentrated in a limited number of geographic areas, portion of BlackRock’s critical business operations is including San Francisco, New York, London, Edinburgh, concentrated in a limited number of geographic areas, Budapest, Atlanta, Gurgaon and Belgrade. The failure to including San Francisco, New York, London, Edinburgh, maintain an infrastructure commensurate with the size Budapest, Atlanta, Gurgaon and Belgrade. The failure to and scope of BlackRock’s business, or the occurrence of a maintain an infrastructure commensurate with the size business outage or event outside BlackRock’s control, and scope of BlackRock’s business, or the occurrence of a including a major earthquake, hurricane, fire, terrorist act, business outage or event outside BlackRock’s control, pandemic, health crisis or other catastrophic event, or the including a major earthquake, hurricane, fire, terrorist act, actions of individuals or groups seeking to disrupt pandemic, health crisis or other catastrophic event, or the BlackRock’s operations in any location at which BlackRock actions of individuals or groups seeking to disrupt maintains a major presence, could materially impact BlackRock’s operations in any location at which BlackRock operations, result in business disruption or impede the maintains a major presence, could materially impact Company’s growth. operations, result in business disruption or impede the Company’s growth. Despite BlackRock’s efforts to ensure business continuity, if it fails to keep business continuity plans up-to-date or if Despite BlackRock’s efforts to ensure business continuity, such plans, including secure back-up facilities and if it fails to keep business continuity plans up-to-date or if systems and the availability of back-up employees, are such plans, including secure back-up facilities and improperly implemented or deployed during a disruption, systems and the availability of back-up employees, are the Company’s ability to operate could be adversely improperly implemented or deployed during a disruption, impacted which may cause AUM, revenue and earnings to the Company’s ability to operate could be adversely decline or impact the Company’s ability to comply with impacted which may cause AUM, revenue and earnings to regulatory obligations or contractual obligations leading decline or impact the Company’s ability to comply with to reputational harm, legal liability, regulatory fines and/or regulatory obligations or contractual obligations leading sanctions. to reputational harm, legal liability, regulatory fines and/or sanctions. A cyber-attack or a failure to implement effective information and cybersecurity policies, procedures and A cyber-attack or a failure to implement effective capabilities could disrupt operations and lead to financial information and cybersecurity policies, procedures and losses and reputational harm, which may cause capabilities could disrupt operations and lead to financial BlackRock’s AUM, revenue and earnings to decline. losses and reputational harm, which may cause BlackRock’s AUM, revenue and earnings to decline. BlackRock is dependent on the effectiveness of the information and cybersecurity policies, procedures and BlackRock is dependent on the effectiveness of the capabilities it maintains to protect its computer and information and cybersecurity policies, procedures and telecommunications systems and the data that resides on capabilities it maintains to protect its computer and telecommunications systems and the data that resides on or is transmitted through them, including data provided by third parties that is significant to portions of BlackRock’s or is transmitted through them, including data provided by business and products. An information security incident or third parties that is significant to portions of BlackRock’s disruption, such as a cyber-attack including social business and products. An information security incident or engineering, a phishing scam, business email compromise, disruption, such as a cyber-attack including social malware, denial-of-service or ransomware attack, or a failure engineering, a phishing scam, business email compromise, to control access to sensitive systems, could materially malware, denial-of-service or ransomware attack, or a failure interrupt business operations or cause disclosure or to control access to sensitive systems, could materially modification of sensitive or confidential client or competitive interrupt business operations or cause disclosure or information. Moreover, developments in BlackRock’s use of modification of sensitive or confidential client or competitive process automation and artificial intelligence (“AI”), as well as information. Moreover, developments in BlackRock’s use of the use of remote access by employees and mobile and cloud process automation and artificial intelligence (“AI”), as well as technologies, could heighten these and other operational the use of remote access by employees and mobile and cloud risks, as certain aspects of the security of such technologies technologies, could heighten these and other operational may be complex, unpredictable or beyond BlackRock’s risks, as certain aspects of the security of such technologies control. BlackRock’s growing exposure to the public Internet, may be complex, unpredictable or beyond BlackRock’s as well as reliance on mobile or cloud technology or any control. BlackRock’s growing exposure to the public Internet, failure by mobile technology and cloud service providers to as well as reliance on mobile or cloud technology or any adequately safeguard their systems and prevent cyber- failure by mobile technology and cloud service providers to attacks, could disrupt BlackRock’s operations and result in adequately safeguard their systems and prevent cyber- misappropriation, corruption or loss of personal, confidential attacks, could disrupt BlackRock’s operations and result in or proprietary information or third-party data. In addition, misappropriation, corruption or loss of personal, confidential there is a risk that encryption and other protective measures or proprietary information or third-party data. In addition, may be circumvented, particularly to the extent that new there is a risk that encryption and other protective measures computing technologies including quantum computing may be circumvented, particularly to the extent that new increase the speed and computing power available. computing technologies including quantum computing increase the speed and computing power available. The financial services industry has been the subject of cyber-attacks involving the dissemination, theft and The financial services industry has been the subject of destruction of corporate information or other assets, as a cyber-attacks involving the dissemination, theft and result of failure to follow procedures by employees or destruction of corporate information or other assets, as a contractors or as a result of actions by third parties, result of failure to follow procedures by employees or including nation state actors, terrorist organizations, cyber contractors or as a result of actions by third parties, criminals and hacktivists. BlackRock has been and including nation state actors, terrorist organizations, cyber continues to be the target of cyber-attacks, as well as the criminals and hacktivists. BlackRock has been and co-opting of its brand, and continues to monitor and continues to be the target of cyber-attacks, as well as the develop its systems to protect its technology co-opting of its brand, and continues to monitor and infrastructure and data from misappropriation or develop its systems to protect its technology corruption, as the failure to do so could disrupt infrastructure and data from misappropriation or BlackRock’s operations and cause financial losses. corruption, as the failure to do so could disrupt Advances in technology, including generative AI, and use BlackRock’s operations and cause financial losses. of such technology by malicious actors could heighten Advances in technology, including generative AI, and use these risks. Although BlackRock has implemented policies of such technology by malicious actors could heighten and controls, and takes protective measures involving these risks. Although BlackRock has implemented policies significant expense, to prevent and address potential data and controls, and takes protective measures involving breaches, inadvertent disclosures, increasingly significant expense, to prevent and address potential data sophisticated cyber-attacks and cyber-related fraud, there breaches, inadvertent disclosures, increasingly can be no assurance that any of these measures proves sophisticated cyber-attacks and cyber-related fraud, there fully effective. In addition, given the evolving nature of can be no assurance that any of these measures proves cyber threat actors and the increasing sophistication of fully effective. In addition, given the evolving nature of cyber-attack methodology, a successful cyber-attack may cyber threat actors and the increasing sophistication of persist for an extended period of time before being cyber-attack methodology, a successful cyber-attack may detected, and it may take a considerable amount of time persist for an extended period of time before being for an investigation to be completed and the severity and detected, and it may take a considerable amount of time potential impact to be known. Moreover, due to the for an investigation to be completed and the severity and complexity and interconnectedness of BlackRock’s potential impact to be known. Moreover, due to the systems, the process of upgrading or patching the complexity and interconnectedness of BlackRock’s Company’s protective measures could itself create a risk systems, the process of upgrading or patching the of security issues or system disruptions for the Company, Company’s protective measures could itself create a risk as well as for clients who rely upon, or have exposure to, of security issues or system disruptions for the Company, BlackRock’s systems. as well as for clients who rely upon, or have exposure to, BlackRock’s systems. In addition, due to BlackRock’s interconnectivity with third-party vendors, advisors, central agents, exchanges, In addition, due to BlackRock’s interconnectivity with clearing houses and other financial institutions, third-party vendors, advisors, central agents, exchanges, BlackRock or any such third party may be adversely clearing houses and other financial institutions, affected if any of them is subject to a successful BlackRock or any such third party may be adversely affected if any of them is subject to a successful cyber-attack or other information security event, including those arising due to the use of mobile technology or a cyber-attack or other information security event, including third-party cloud environment. BlackRock also routinely those arising due to the use of mobile technology or a transmits and receives personal, confidential or third-party cloud environment. BlackRock also routinely proprietary information by email and other electronic transmits and receives personal, confidential or means. The Company collaborates with clients, vendors proprietary information by email and other electronic and other third parties to develop secure transmission means. The Company collaborates with clients, vendors capabilities and protect against cyber-attacks. However, and other third parties to develop secure transmission BlackRock or such third parties may not have all capabilities and protect against cyber-attacks. However, appropriate controls in place to protect the confidentiality BlackRock or such third parties may not have all of such information. appropriate controls in place to protect the confidentiality of such information. Any information security incident or cyber-attack against BlackRock or third parties with whom it is connected, Any information security incident or cyber-attack against including any interception, mishandling or misuse of BlackRock or third parties with whom it is connected, personal, confidential or proprietary information or failure including any interception, mishandling or misuse of to disclose or communicate a cybersecurity incident personal, confidential or proprietary information or failure appropriately, could result in material financial loss, loss of to disclose or communicate a cybersecurity incident competitive position, regulatory fines and/or sanctions, appropriately, could result in material financial loss, loss of breach of client contracts, reputational harm or legal competitive position, regulatory fines and/or sanctions, liability, which, in turn, may cause BlackRock’s AUM, breach of client contracts, reputational harm or legal revenue and earnings to decline. In addition, BlackRock’s liability, which, in turn, may cause BlackRock’s AUM, cybersecurity insurance may not cover all losses and revenue and earnings to decline. In addition, BlackRock’s damages from such events and BlackRock’s ability to cybersecurity insurance may not cover all losses and maintain or obtain sufficient insurance coverage in the damages from such events and BlackRock’s ability to future may be limited. maintain or obtain sufficient insurance coverage in the future may be limited. Failure or unavailability of third-party dependencies may adversely affect Aladdin operations, which could cause Failure or unavailability of third-party dependencies may reputational harm, lead to a loss of clients and impede adversely affect Aladdin operations, which could cause BlackRock’s productivity and growth. reputational harm, lead to a loss of clients and impede BlackRock’s productivity and growth. BlackRock must maintain effective infrastructure, including a robust and secure technological framework, in BlackRock must maintain effective infrastructure, order to maximize the benefit of the Aladdin platform. In including a robust and secure technological framework, in so doing, it relies in part on certain third-party service order to maximize the benefit of the Aladdin platform. In providers, including for cloud hosting and technologies so doing, it relies in part on certain third-party service supporting cloud-based operations. For example, providers, including for cloud hosting and technologies Aladdin’s data architecture depends on third-party supporting cloud-based operations. For example, providers of technology solutions, including the ability of Aladdin’s data architecture depends on third-party such parties to scale and perform in response to Aladdin’s providers of technology solutions, including the ability of growth. In addition, the analytical capabilities of Aladdin such parties to scale and perform in response to Aladdin’s depend on the ability of a number of third parties to growth. In addition, the analytical capabilities of Aladdin provide data and other information as inputs into depend on the ability of a number of third parties to Aladdin’s analytical calculations. Although BlackRock has provide data and other information as inputs into implemented internal controls and procedures and Aladdin’s analytical calculations. Although BlackRock has maintains a robust vendor management program implemented internal controls and procedures and designed to perform diligence and monitor third parties maintains a robust vendor management program that support the Aladdin platform, there can be no designed to perform diligence and monitor third parties assurance that these measures will prove effective. Any that support the Aladdin platform, there can be no failure by third parties to maintain infrastructure that is assurance that these measures will prove effective. Any commensurate with Aladdin’s size and growth, or provide failure by third parties to maintain infrastructure that is the data or information required to support its varying commensurate with Aladdin’s size and growth, or provide capabilities, could compromise Aladdin’s resilience, result the data or information required to support its varying in operational difficulties, cause reputational harm and capabilities, could compromise Aladdin’s resilience, result adversely impact BlackRock’s ability to provide services to in operational difficulties, cause reputational harm and its investment advisory and Aladdin clients. adversely impact BlackRock’s ability to provide services to its investment advisory and Aladdin clients. Continuing enhancements to Aladdin’s capabilities, as well as the expansion of the Aladdin platform into new Continuing enhancements to Aladdin’s capabilities, as markets and geographies, have led to significant growth well as the expansion of the Aladdin platform into new in Aladdin’s processing scale, which may expose markets and geographies, have led to significant growth BlackRock to reputational harm, increased regulatory in Aladdin’s processing scale, which may expose scrutiny and heightened operational, data management, BlackRock to reputational harm, increased regulatory cyber- and information-security risks. scrutiny and heightened operational, data management, cyber- and information-security risks. The operation of BlackRock’s Aladdin platform routinely involves updating existing capabilities, configuration The operation of BlackRock’s Aladdin platform routinely involves updating existing capabilities, configuration BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 25 25 change management, developing, testing and rolling out new functionalities and expanding coverage into new change management, developing, testing and rolling out markets and geographies, including in connection with new functionalities and expanding coverage into new inorganic transactions or to address client or regulatory markets and geographies, including in connection with requirements. These updates and expansion initiatives, inorganic transactions or to address client or regulatory which have led to significant growth in Aladdin’s requirements. These updates and expansion initiatives, processing scale, frequently occur on accelerated time which have led to significant growth in Aladdin’s frames and may expose BlackRock to additional cyber- processing scale, frequently occur on accelerated time and information-security risks, as well as increased frames and may expose BlackRock to additional cyber- execution, operational and data management risks. If and information-security risks, as well as increased BlackRock is unable to manage the pace of, or provide the execution, operational and data management risks. If operational resiliency and stability for, the expansion of BlackRock is unable to manage the pace of, or provide the Aladdin and associated growth of its processing scale, operational resiliency and stability for, the expansion of BlackRock may experience client attrition, reduced Aladdin and associated growth of its processing scale, business, increased costs, reputational harm or regulatory BlackRock may experience client attrition, reduced fines and/or sanctions, which may cause BlackRock’s business, increased costs, reputational harm or regulatory AUM, revenue and earnings to decline. fines and/or sanctions, which may cause BlackRock’s AUM, revenue and earnings to decline. In addition, the highly regulated business activities of many Aladdin clients may expose BlackRock to In addition, the highly regulated business activities of heightened regulatory scrutiny. For example, the changing many Aladdin clients may expose BlackRock to political and regulatory environment in certain heightened regulatory scrutiny. For example, the changing jurisdictions in which Aladdin clients are based has political and regulatory environment in certain required BlackRock to open new data centers in those jurisdictions in which Aladdin clients are based has jurisdictions in order to host client data in the client’s required BlackRock to open new data centers in those home location. Operating new data centers in foreign jurisdictions in order to host client data in the client’s jurisdictions may expose BlackRock to increased home location. Operating new data centers in foreign operational complexity, as well as additional regulatory jurisdictions may expose BlackRock to increased risks associated with the compliance requirements of such operational complexity, as well as additional regulatory jurisdictions. In addition, there has been increased risks associated with the compliance requirements of such regulatory scrutiny globally on technology and jurisdictions. In addition, there has been increased information providers, which may impact Aladdin and regulatory scrutiny globally on technology and certain functionalities and tools. information providers, which may impact Aladdin and certain functionalities and tools. A failure to effectively manage the development and use of AI, combined with an evolving regulatory environment, A failure to effectively manage the development and use could have an adverse effect on BlackRock’s growth, of AI, combined with an evolving regulatory environment, reputation or business. could have an adverse effect on BlackRock’s growth, reputation or business. BlackRock uses machine learning and AI in its business and expects to continue to expand its AI capabilities, BlackRock uses machine learning and AI in its business including through generative AI. AI methods are complex and expects to continue to expand its AI capabilities, and rapidly evolving, and the introduction of AI into new or including through generative AI. AI methods are complex existing processes may result in new or enhanced and rapidly evolving, and the introduction of AI into new or governmental or regulatory scrutiny, IP or other litigation, existing processes may result in new or enhanced data protection, confidentiality or information security governmental or regulatory scrutiny, IP or other litigation, risks, social or ethical concerns, competitive harm or other data protection, confidentiality or information security complications. For example, the use of datasets to develop risks, social or ethical concerns, competitive harm or other and test AI models, the content generated by AI systems, complications. For example, the use of datasets to develop or the application of AI systems may be found to be and test AI models, the content generated by AI systems, insufficient, biased or harmful, or lead to adverse business or the application of AI systems may be found to be decisions or operating errors. AI technologies, including insufficient, biased or harmful, or lead to adverse business generative AI, may create content that appears correct but decisions or operating errors. AI technologies, including is factually inaccurate or flawed. In addition, IP ownership generative AI, may create content that appears correct but and license rights, including copyright, surrounding AI is factually inaccurate or flawed. In addition, IP ownership technologies have not been fully addressed by US courts and license rights, including copyright, surrounding AI or federal, state or non-US laws or regulation. technologies have not been fully addressed by US courts Furthermore, regulation of AI technologies is evolving or federal, state or non-US laws or regulation. globally. Efforts around use of these technologies require Furthermore, regulation of AI technologies is evolving additional investment in operational controls and globally. Efforts around use of these technologies require procedures, development and implementation of additional investment in operational controls and appropriate protections and safeguards for handling the procedures, development and implementation of use of data with AI, including with respect to data leakage, appropriate protections and safeguards for handling the and regulatory compliance costs. Any failure to use of data with AI, including with respect to data leakage, successfully integrate AI technologies, respond to client or and regulatory compliance costs. Any failure to market demands or effectively manage the related risks successfully integrate AI technologies, respond to client or could harm BlackRock’s growth and reputation, adversely market demands or effectively manage the related risks impact product offerings, client interactions or business could harm BlackRock’s growth and reputation, adversely impact product offerings, client interactions or business 26 BlackRock | 2023 Form 10-K 26 BlackRock | 2023 Form 10-K initiatives, and expose the Company to legal and regulatory liabilities and additional costs, including initiatives, and expose the Company to legal and regulatory fines or sanctions, which may cause its AUM, regulatory liabilities and additional costs, including revenue and earnings to decline. regulatory fines or sanctions, which may cause its AUM, revenue and earnings to decline. Failure to maintain adequate corporate and contingent liquidity may cause BlackRock’s AUM, liquidity and Failure to maintain adequate corporate and contingent earnings to decline, as well as harm its prospects for liquidity may cause BlackRock’s AUM, liquidity and growth. earnings to decline, as well as harm its prospects for growth. BlackRock’s ability to meet anticipated cash needs depends upon a number of factors, including its BlackRock’s ability to meet anticipated cash needs creditworthiness and ability to generate operating cash depends upon a number of factors, including its flows. In addition, while BlackRock, Inc. is not subject to creditworthiness and ability to generate operating cash regulatory capital or liquidity requirements, certain of its flows. In addition, while BlackRock, Inc. is not subject to subsidiaries are subject to regulatory capital and liquidity regulatory capital or liquidity requirements, certain of its frameworks as well as certain other prudential subsidiaries are subject to regulatory capital and liquidity requirements and standards, which require them to frameworks as well as certain other prudential maintain certain levels of capital and liquidity. Failure to requirements and standards, which require them to maintain adequate liquidity could lead to unanticipated maintain certain levels of capital and liquidity. Failure to costs and force BlackRock to revise existing strategic and maintain adequate liquidity could lead to unanticipated business initiatives. BlackRock’s access to equity and debt costs and force BlackRock to revise existing strategic and markets and its ability to issue public or private debt, or business initiatives. BlackRock’s access to equity and debt secure lines of credit or commercial paper back-up lines, markets and its ability to issue public or private debt, or on reasonable terms may be limited by adverse market secure lines of credit or commercial paper back-up lines, conditions, a reduction in its long- or short-term credit on reasonable terms may be limited by adverse market ratings, or changes in government regulations, including conditions, a reduction in its long- or short-term credit tax and interest rates. Failure to obtain funds and/or ratings, or changes in government regulations, including financing, or any adverse change to the cost of obtaining tax and interest rates. Failure to obtain funds and/or such funds and/or financing, may cause BlackRock’s financing, or any adverse change to the cost of obtaining AUM, liquidity and earnings to decline, curtail its such funds and/or financing, may cause BlackRock’s operations and limit or impede its prospects for growth. AUM, liquidity and earnings to decline, curtail its operations and limit or impede its prospects for growth. Operating risks associated with BlackRock’s securities lending program may result in client losses. Operating risks associated with BlackRock’s securities lending program may result in client losses. BlackRock lends securities to banks and broker-dealers on behalf of certain of its clients. In these securities lending BlackRock lends securities to banks and broker-dealers on transactions, the borrower is required to provide and behalf of certain of its clients. In these securities lending maintain collateral at or above regulatory minimums. transactions, the borrower is required to provide and Securities on loan are marked to market daily to determine maintain collateral at or above regulatory minimums. if the borrower is required to pledge additional collateral. Securities on loan are marked to market daily to determine BlackRock must manage this process and is charged with if the borrower is required to pledge additional collateral. mitigating the associated operational risks. The failure of BlackRock must manage this process and is charged with BlackRock’s controls to mitigate such operational risks mitigating the associated operational risks. The failure of could result in financial losses for the Company’s clients BlackRock’s controls to mitigate such operational risks that participate in its securities lending programs could result in financial losses for the Company’s clients (separate from any losses related to the risks of collateral that participate in its securities lending programs investments), and BlackRock may be held liable for any (separate from any losses related to the risks of collateral failure to manage such risks. investments), and BlackRock may be held liable for any failure to manage such risks. Inorganic transactions may harm the Company’s competitive or financial position if they are not Inorganic transactions may harm the Company’s successful. competitive or financial position if they are not successful. BlackRock employs a variety of organic and inorganic strategies intended to enhance earnings, increase product BlackRock employs a variety of organic and inorganic offerings, deliver whole-portfolio solutions, access new strategies intended to enhance earnings, increase product clients, leverage advances in technology and expand into offerings, deliver whole-portfolio solutions, access new new geographies. Inorganic strategies have included clients, leverage advances in technology and expand into hiring smaller-sized investment teams, making minority new geographies. Inorganic strategies have included investments in early- to mid-stage technological and hiring smaller-sized investment teams, making minority other ventures, entering into strategic joint ventures and investments in early- to mid-stage technological and acquiring investment management and technology other ventures, entering into strategic joint ventures and businesses, analytics, models and other IP. Inorganic acquiring investment management and technology transactions involve a number of financial, accounting, businesses, analytics, models and other IP. Inorganic tax, regulatory, geographical and operational challenges transactions involve a number of financial, accounting, and uncertainties, including in some cases, the tax, regulatory, geographical and operational challenges and uncertainties, including in some cases, the assumption of pre-existing liabilities, which must be managed in order for BlackRock to realize the benefit of assumption of pre-existing liabilities, which must be such transactions, and such transactions may be the managed in order for BlackRock to realize the benefit of subject of unanticipated liabilities arising from such transactions, and such transactions may be the commercial disputes, information security vulnerabilities subject of unanticipated liabilities arising from or breaches and IP or other legal claims. The success of commercial disputes, information security vulnerabilities BlackRock’s inorganic strategy also depends in large part or breaches and IP or other legal claims. The success of on its ability to integrate the workforce, operations, BlackRock’s inorganic strategy also depends in large part strategies, technologies and other components of a target on its ability to integrate the workforce, operations, business following the completion of an acquisition. strategies, technologies and other components of a target BlackRock may be required to commit significant business following the completion of an acquisition. management time, as well as create new, or grow existing, BlackRock may be required to commit significant operational and support functions, to facilitate the management time, as well as create new, or grow existing, integration of acquired businesses, manage combined operational and support functions, to facilitate the future growth and maintain a cohesive corporate culture. integration of acquired businesses, manage combined There can be no assurance that BlackRock will be able to future growth and maintain a cohesive corporate culture. successfully integrate acquired businesses, retain There can be no assurance that BlackRock will be able to associated talent, scale support functions or realize other successfully integrate acquired businesses, retain intended benefits of its inorganic strategy in the associated talent, scale support functions or realize other timeframe BlackRock expects, or at all. Moreover, the intended benefits of its inorganic strategy in the challenges associated with BlackRock’s inorganic strategy timeframe BlackRock expects, or at all. Moreover, the may be heightened when inorganic transactions are in challenges associated with BlackRock’s inorganic strategy new geographic locations, involve new markets, products, may be heightened when inorganic transactions are in business lines or early stage investments or are delivered new geographic locations, involve new markets, products, via technology and systems that differ from those business lines or early stage investments or are delivered employed by BlackRock or that overlap with existing via technology and systems that differ from those BlackRock businesses. In addition, in the case of minority employed by BlackRock or that overlap with existing investments and joint ventures, BlackRock may be subject BlackRock businesses. In addition, in the case of minority to risks due to reputational harm, liability or loss resulting investments and joint ventures, BlackRock may be subject from, or relating to operating systems, risk management to risks due to reputational harm, liability or loss resulting controls, and employees that are outside of BlackRock’s from, or relating to operating systems, risk management control, as well as risks related to the jurisdictions or controls, and employees that are outside of BlackRock’s markets in which such investees or joint ventures operate. control, as well as risks related to the jurisdictions or For example, BlackRock has a minority investment in markets in which such investees or joint ventures operate. Circle Internet Financial (“Circle”), which is associated with For example, BlackRock has a minority investment in crypto asset markets which experienced substantial Circle Internet Financial (“Circle”), which is associated with volatility and high-profile enterprise failures and crypto asset markets which experienced substantial bankruptcies. The crypto asset markets are subject to volatility and high-profile enterprise failures and significant regulatory uncertainty, which could also bankruptcies. The crypto asset markets are subject to negatively impact BlackRock’s investment in Circle. Any significant regulatory uncertainty, which could also failure to identify and mitigate the risks associated with negatively impact BlackRock’s investment in Circle. Any acquisitions, joint ventures or minority investments failure to identify and mitigate the risks associated with through due diligence, governance or oversight rights, acquisitions, joint ventures or minority investments indemnification provisions and/or operational expertise, through due diligence, governance or oversight rights, or to manage the integration of acquisitions effectively, indemnification provisions and/or operational expertise, could result in losses or impairments related to such or to manage the integration of acquisitions effectively, transactions and have an adverse effect on BlackRock’s could result in losses or impairments related to such reputation or cause its AUM, revenue and earnings to transactions and have an adverse effect on BlackRock’s decline, which may harm the Company’s competitive reputation or cause its AUM, revenue and earnings to position in the investment management industry. decline, which may harm the Company’s competitive position in the investment management industry. BlackRock is subject to risks associated with its proposed acquisition of GIP, including completion of the BlackRock is subject to risks associated with its proposed acquisition in the anticipated timeframe and failure to acquisition of GIP, including completion of the realize anticipated benefits of the acquisition. acquisition in the anticipated timeframe and failure to realize anticipated benefits of the acquisition. BlackRock is subject to risks and uncertainties associated with its proposed acquisition of Global Infrastructure BlackRock is subject to risks and uncertainties associated Partners (“GIP”), including the risk that a condition to with its proposed acquisition of Global Infrastructure closing may not be satisfied or waived, the possibility of Partners (“GIP”), including the risk that a condition to failure to obtain necessary regulatory approvals, which closing may not be satisfied or waived, the possibility of may be outside of BlackRock’s or GIP’s control, or the failure to obtain necessary regulatory approvals, which possibility that the acquisition does not close in the may be outside of BlackRock’s or GIP’s control, or the anticipated timeframe or at all. BlackRock may not be able possibility that the acquisition does not close in the to realize the anticipated benefits of the acquisition, anticipated timeframe or at all. BlackRock may not be able including synergies, value creation or other benefits of the to realize the anticipated benefits of the acquisition, proposed acquisition fully or at all, or on the timeline including synergies, value creation or other benefits of the proposed acquisition fully or at all, or on the timeline BlackRock expects. At times, the resources of either or both companies or the attention of certain members of BlackRock expects. At times, the resources of either or their management may be focused on completion of the both companies or the attention of certain members of acquisition and diverted from day-to-day business their management may be focused on completion of the operations, which may disrupt each company’s ongoing acquisition and diverted from day-to-day business business. In addition, consummation of the acquisition operations, which may disrupt each company’s ongoing may have an adverse impact on the Company, including business. In addition, consummation of the acquisition from risks related to significant transaction costs, may have an adverse impact on the Company, including unknown liabilities, litigation and/or regulatory actions from risks related to significant transaction costs, related to the acquisition or if the acquired business does unknown liabilities, litigation and/or regulatory actions not perform as expected, which may cause BlackRock’s related to the acquisition or if the acquired business does AUM, revenue and earnings to decline. not perform as expected, which may cause BlackRock’s AUM, revenue and earnings to decline. BlackRock’s alternatives products include investments in early-stage companies, private equity portfolio BlackRock’s alternatives products include investments in companies and real assets, such as real estate, early-stage companies, private equity portfolio infrastructure and energy assets, which may expose companies and real assets, such as real estate, BlackRock and its funds and accounts to new or increased infrastructure and energy assets, which may expose risks and liabilities, as well as reputational harm. BlackRock and its funds and accounts to new or increased risks and liabilities, as well as reputational harm. BlackRock’s alternatives products include investments in early-stage companies, private equity portfolio companies BlackRock’s alternatives products include investments in and real assets, including real estate, infrastructure and early-stage companies, private equity portfolio companies energy assets, which may expose BlackRock and its funds and real assets, including real estate, infrastructure and and accounts to increased risks and liabilities that are energy assets, which may expose BlackRock and its funds inherent in the ownership and management of such and accounts to increased risks and liabilities that are investments and portfolio companies. These may include: inherent in the ownership and management of such investments and portfolio companies. These may include: • risks related to the potential illiquidity, valuation and • risks related to the potential illiquidity, valuation and disposition of such investments; disposition of such investments; • risks related to emerging and less established • risks related to emerging and less established companies that have, among other things, short operating histories, new technologies and products, companies that have, among other things, short nascent control functions, quickly evolving markets operating histories, new technologies and products, and limited financial resources; nascent control functions, quickly evolving markets and limited financial resources; • construction risks, including as a result of force majeure, labor disputes or work stoppages, shortages • construction risks, including as a result of force of material or interruptions to the availability of majeure, labor disputes or work stoppages, shortages necessary equipment; of material or interruptions to the availability of necessary equipment; • accidents, pandemics, health crises or catastrophic events, such as explosions, fires or terrorist activity • accidents, pandemics, health crises or catastrophic beyond BlackRock’s control; events, such as explosions, fires or terrorist activity beyond BlackRock’s control; • climate-related risks, including greater frequency or intensity of adverse weather and natural disasters; • climate-related risks, including greater frequency or intensity of adverse weather and natural disasters; • personal injury or property damage; • personal injury or property damage; • failures on the part of third-party servicers and operators, including managers and contractors, • failures on the part of third-party servicers and appointed in connection with investments or projects operators, including managers and contractors, to adequately perform their contractual duties or appointed in connection with investments or projects operate in accordance with applicable laws; to adequately perform their contractual duties or operate in accordance with applicable laws; • risks related to investments in emerging markets, • risks related to investments in emerging markets, including economic and political risks and differences in legal or regulatory environments, which may make including economic and political risks and differences enforcement of legal obligations more difficult; in legal or regulatory environments, which may make enforcement of legal obligations more difficult; • exposure to stringent and complex non-US, federal, state and local laws, ordinances and regulations, • exposure to stringent and complex non-US, federal, including those related to financial crime, permits, state and local laws, ordinances and regulations, government contracting, conservation, exploration including those related to financial crime, permits, and production, tenancy, occupational health and government contracting, conservation, exploration safety, foreign investment and environmental and production, tenancy, occupational health and protection; safety, foreign investment and environmental protection; • environmental hazards, such as natural gas leaks, • environmental hazards, such as natural gas leaks, product and waste spills, pipeline and tank ruptures, and unauthorized discharges of products, wastes and product and waste spills, pipeline and tank ruptures, other pollutants; and unauthorized discharges of products, wastes and other pollutants; BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 27 27 • changes to the supply and demand for properties and/ or tenancies or fluctuations in the price of commodities; • changes to the supply and demand for properties and/ or tenancies or fluctuations in the price of commodities; • risks related to the availability, cost, coverage and • risks related to the availability, cost, coverage and other limitations on insurance; other limitations on insurance; • risks related to governance and oversight, including • risks related to governance and oversight, including board oversight, of portfolio companies; board oversight, of portfolio companies; • the financial resources of tenants; and • the financial resources of tenants; and • contingent liabilities on disposition of investments. • contingent liabilities on disposition of investments. The above risks may expose BlackRock’s funds and accounts to additional expenses and liabilities, including The above risks may expose BlackRock’s funds and costs associated with delays or remediation, and accounts to additional expenses and liabilities, including increased legal or regulatory costs, all of which could costs associated with delays or remediation, and impact the returns earned by BlackRock’s clients. These increased legal or regulatory costs, all of which could risks could also result in direct liability for BlackRock by impact the returns earned by BlackRock’s clients. These exposing BlackRock to losses, regulatory sanctions or risks could also result in direct liability for BlackRock by litigation, including claims for compensatory or punitive exposing BlackRock to losses, regulatory sanctions or damages. Similarly, market conditions may change during litigation, including claims for compensatory or punitive the course of developments or projects in which damages. Similarly, market conditions may change during BlackRock invests and those changes may make such the course of developments or projects in which developments or projects less attractive than at the time BlackRock invests and those changes may make such they were commenced and potentially harm the developments or projects less attractive than at the time investment returns of BlackRock’s clients. The occurrence they were commenced and potentially harm the of any such events may expose BlackRock to reputational investment returns of BlackRock’s clients. The occurrence harm, divert management’s attention away from of any such events may expose BlackRock to reputational BlackRock’s other business activities or cause its AUM, harm, divert management’s attention away from revenue and earnings to decline. BlackRock’s other business activities or cause its AUM, revenue and earnings to decline. Operating in international markets increases BlackRock’s operational, political, regulatory and other risks. Operating in international markets increases BlackRock’s operational, political, regulatory and other risks. As a result of BlackRock’s extensive international operations, the Company faces associated operational, As a result of BlackRock’s extensive international regulatory, reputational, political and foreign exchange rate operations, the Company faces associated operational, risks, many of which are outside of the Company’s control. regulatory, reputational, political and foreign exchange rate Operating outside the US may also expose BlackRock to risks, many of which are outside of the Company’s control. increased compliance risks, as well as higher costs to Operating outside the US may also expose BlackRock to comply with US and non-US anti-corruption, anti-money increased compliance risks, as well as higher costs to laundering and sanctions laws and regulations. Similarly, comply with US and non-US anti-corruption, anti-money certain jurisdictions in which BlackRock operates may not laundering and sanctions laws and regulations. Similarly, have comparable levels of protection for corporate assets, certain jurisdictions in which BlackRock operates may not such as IP, and client information and records, to the US. have comparable levels of protection for corporate assets, As a result, there may also be heightened information such as IP, and client information and records, to the US. security or privacy risks in those jurisdictions. Any theft or As a result, there may also be heightened information unauthorized use of data, technology or IP may negatively security or privacy risks in those jurisdictions. Any theft or impact BlackRock’s business operations and reputation. In unauthorized use of data, technology or IP may negatively addition, changes to the political or regulatory environment impact BlackRock’s business operations and reputation. In in a jurisdiction in which BlackRock operates, including addition, changes to the political or regulatory environment increased restrictions or scrutiny, may adversely impact in a jurisdiction in which BlackRock operates, including BlackRock’s business or operating activities. The failure of increased restrictions or scrutiny, may adversely impact the Company’s systems of internal control to mitigate such BlackRock’s business or operating activities. The failure of risks, or of its operating infrastructure to support its global the Company’s systems of internal control to mitigate such activities, could result in operational failures and regulatory risks, or of its operating infrastructure to support its global fines and/or sanctions and impede the Company’s growth, activities, could result in operational failures and regulatory which may cause the Company’s AUM, revenue and fines and/or sanctions and impede the Company’s growth, earnings to decline. which may cause the Company’s AUM, revenue and earnings to decline. RISKS RELATED TO HUMAN CAPITAL RISKS RELATED TO HUMAN CAPITAL The potential for human error in connection with BlackRock’s operational systems could disrupt The potential for human error in connection with operations, cause losses, lead to regulatory fines or BlackRock’s operational systems could disrupt damage the Company’s reputation and may cause operations, cause losses, lead to regulatory fines or BlackRock’s AUM, revenue and earnings to decline. damage the Company’s reputation and may cause BlackRock’s AUM, revenue and earnings to decline. Many of BlackRock’s operations are highly complex and are dependent on the Company’s ability to process and Many of BlackRock’s operations are highly complex and are dependent on the Company’s ability to process and 28 BlackRock | 2023 Form 10-K 28 BlackRock | 2023 Form 10-K monitor a large number of transactions, many of which occur across numerous markets and currencies at high monitor a large number of transactions, many of which volumes and frequencies. Although BlackRock expends occur across numerous markets and currencies at high considerable resources on systemic controls, supervision, volumes and frequencies. Although BlackRock expends technology and training in an effort to ensure that such considerable resources on systemic controls, supervision, transactions do not violate client guidelines and technology and training in an effort to ensure that such applicable rules and regulations or adversely affect transactions do not violate client guidelines and clients, counterparties or the Company, BlackRock’s applicable rules and regulations or adversely affect operations are dependent on its employees. From clients, counterparties or the Company, BlackRock’s time-to-time, employees make mistakes that are not operations are dependent on its employees. From always immediately detected by systems, controls, policies time-to-time, employees make mistakes that are not and procedures intended to prevent and detect such always immediately detected by systems, controls, policies errors. These can include calculation errors, errors in and procedures intended to prevent and detect such software implementation or development, failure to ensure errors. These can include calculation errors, errors in data security, follow processes, patch systems or timely software implementation or development, failure to ensure report issues, or errors in judgment. Such risks may be data security, follow processes, patch systems or timely exacerbated in times of increased market volatility, high report issues, or errors in judgment. Such risks may be trading volumes or workforce turnover. Human errors, exacerbated in times of increased market volatility, high even if promptly discovered and remediated, may disrupt trading volumes or workforce turnover. Human errors, operations or result in regulatory fines and/or sanctions, even if promptly discovered and remediated, may disrupt breach of client contracts, reputational harm or legal operations or result in regulatory fines and/or sanctions, liability, which, in turn, may cause BlackRock’s AUM, breach of client contracts, reputational harm or legal revenue and earnings to decline. liability, which, in turn, may cause BlackRock’s AUM, revenue and earnings to decline. Fraud, the circumvention of controls or the violation of risk management and workplace policies could have an adverse Fraud, the circumvention of controls or the violation of risk effect on BlackRock’s reputation, which may cause the management and workplace policies could have an adverse Company’s AUM, revenue and earnings to decline. effect on BlackRock’s reputation, which may cause the Company’s AUM, revenue and earnings to decline. BlackRock seeks to foster a positive workplace culture, has adopted a comprehensive risk management framework BlackRock seeks to foster a positive workplace culture, has and continues to enhance various controls, procedures, adopted a comprehensive risk management framework policies and systems to monitor and manage risks. and continues to enhance various controls, procedures, Notwithstanding these measures, BlackRock cannot policies and systems to monitor and manage risks. ensure that its workplace culture or such controls, Notwithstanding these measures, BlackRock cannot procedures, policies and systems will successfully identify ensure that its workplace culture or such controls, and manage internal and external risks and BlackRock procedures, policies and systems will successfully identify employees have in the past engaged in improper conduct. and manage internal and external risks and BlackRock In addition, BlackRock is subject to the risk that its employees have in the past engaged in improper conduct. employees, contractors or other third parties may in the In addition, BlackRock is subject to the risk that its future deliberately or recklessly seek to circumvent employees, contractors or other third parties may in the established controls to commit fraud, pay or solicit bribes future deliberately or recklessly seek to circumvent or otherwise act in ways that are inconsistent with the established controls to commit fraud, pay or solicit bribes Company’s controls, policies, procedures, workplace or otherwise act in ways that are inconsistent with the culture or principles. This risk may be heightened as Company’s controls, policies, procedures, workplace BlackRock expands into new markets and increases the culture or principles. This risk may be heightened as breadth of its business offerings, all of which introduce BlackRock expands into new markets and increases the additional complexity to its risk management program. breadth of its business offerings, all of which introduce The changing nature of the office environment, such as additional complexity to its risk management program. return to office arrangements and remote and alternative The changing nature of the office environment, such as work models, could cause employees to become return to office arrangements and remote and alternative disconnected with corporate culture and policies, which work models, could cause employees to become may increase operational issues. Persistent attempts to disconnected with corporate culture and policies, which circumvent policies and controls or repeated incidents may increase operational issues. Persistent attempts to involving fraud, conflicts of interests or transgressions of circumvent policies and controls or repeated incidents policies and controls could have an adverse effect on involving fraud, conflicts of interests or transgressions of BlackRock’s reputation, cause adverse publicity, and result policies and controls could have an adverse effect on in litigation, regulatory inquiries, fines and/or sanctions, BlackRock’s reputation, cause adverse publicity, and result which may cause the Company’s AUM, revenue and in litigation, regulatory inquiries, fines and/or sanctions, earnings to decline. which may cause the Company’s AUM, revenue and earnings to decline. The failure to recruit, train and retain employees and develop and implement effective executive succession The failure to recruit, train and retain employees and could lead to the loss of clients and may cause AUM, develop and implement effective executive succession revenue and earnings to decline. could lead to the loss of clients and may cause AUM, revenue and earnings to decline. BlackRock’s success is largely dependent on the talents and efforts of its highly skilled workforce and the BlackRock’s success is largely dependent on the talents and efforts of its highly skilled workforce and the Company’s ability to plan for the future long-term growth of the business by identifying and developing those Company’s ability to plan for the future long-term growth employees who can ultimately transition into key roles of the business by identifying and developing those within BlackRock. The global market for qualified fund employees who can ultimately transition into key roles managers, investment analysts, technology and risk within BlackRock. The global market for qualified fund specialists and other professionals is highly competitive, managers, investment analysts, technology and risk and factors that affect BlackRock’s ability to attract, train specialists and other professionals is highly competitive, and retain highly qualified and diverse employees include and factors that affect BlackRock’s ability to attract, train the Company’s reputation and workplace culture, the and retain highly qualified and diverse employees include immigration and public health policies in the jurisdictions the Company’s reputation and workplace culture, the in which BlackRock has offices, its approach to remote immigration and public health policies in the jurisdictions and alternative work models, the compensation and in which BlackRock has offices, its approach to remote benefits it provides, and its commitment to effectively and alternative work models, the compensation and managing executive succession, including the benefits it provides, and its commitment to effectively development and training of qualified individuals. managing executive succession, including the development and training of qualified individuals. In addition, a percentage of the deferred compensation that BlackRock pays to certain of its employees is tied to In addition, a percentage of the deferred compensation the Company’s share price. As such, decreases in that BlackRock pays to certain of its employees is tied to BlackRock’s share price could impair the retention value of the Company’s share price. As such, decreases in such deferred compensation. There can be no assurance BlackRock’s share price could impair the retention value of that the Company will continue to be successful in its such deferred compensation. There can be no assurance efforts to recruit and retain employees and effectively that the Company will continue to be successful in its manage executive succession. If BlackRock is unable to efforts to recruit and retain employees and effectively offer competitive compensation or otherwise attract, manage executive succession. If BlackRock is unable to develop and retain talented individuals, or if it fails to offer competitive compensation or otherwise attract, effectively manage executive succession, the Company’s develop and retain talented individuals, or if it fails to ability to compete effectively and retain its existing clients effectively manage executive succession, the Company’s may be materially impacted. ability to compete effectively and retain its existing clients may be materially impacted. RISKS RELATED TO KEY THIRD-PARTY RELATIONSHIPS RISKS RELATED TO KEY THIRD-PARTY RELATIONSHIPS The impairment or failure of third parties may negatively impact the performance of products and accounts that The impairment or failure of third parties may negatively BlackRock manages, which may cause BlackRock’s AUM, impact the performance of products and accounts that revenue and earnings to decline. BlackRock manages, which may cause BlackRock’s AUM, revenue and earnings to decline. BlackRock’s investment management activities expose the products and accounts it manages for its clients to many BlackRock’s investment management activities expose the different industries and counterparties, including products and accounts it manages for its clients to many distributors, brokers and dealers, commercial and different industries and counterparties, including investment banks, clearing organizations, mutual and distributors, brokers and dealers, commercial and hedge funds, and other institutional clients. Transactions investment banks, clearing organizations, mutual and with counterparties expose BlackRock’s clients to credit hedge funds, and other institutional clients. Transactions risk in the event the applicable counterparty defaults. with counterparties expose BlackRock’s clients to credit Although BlackRock regularly assesses risks posed by its risk in the event the applicable counterparty defaults. counterparties, such counterparties may be subject to Although BlackRock regularly assesses risks posed by its sudden swings in the financial and credit markets that counterparties, such counterparties may be subject to may impair their ability to perform or they may fail to meet sudden swings in the financial and credit markets that their obligations. Counterparties may also experience may impair their ability to perform or they may fail to meet lapses in their internal controls or risk management their obligations. Counterparties may also experience systems or expose BlackRock and/or its clients to losses lapses in their internal controls or risk management resulting from employee malfeasance, negligence or systems or expose BlackRock and/or its clients to losses human error. In addition, the concentration of certain resulting from employee malfeasance, negligence or financial institutions that BlackRock uses to facilitate human error. In addition, the concentration of certain securities and derivatives transactions for its clients, financial institutions that BlackRock uses to facilitate including clearing organizations, exchanges and central securities and derivatives transactions for its clients, agents, increases the risk that a technical or operational including clearing organizations, exchanges and central issue at, or default by, one such institution could introduce agents, increases the risk that a technical or operational operational issues or delays impacting multiple BlackRock issue at, or default by, one such institution could introduce clients. Any such operational issue, impairment or failure operational issues or delays impacting multiple BlackRock could negatively impact the performance of products that clients. Any such operational issue, impairment or failure BlackRock manages for its clients, which may lead to could negatively impact the performance of products that client attrition and, in turn, cause BlackRock’s AUM, BlackRock manages for its clients, which may lead to revenue and earnings to decline. client attrition and, in turn, cause BlackRock’s AUM, revenue and earnings to decline. The failure of key third-party providers to BlackRock to fulfill their obligations or a failure by BlackRock to The failure of key third-party providers to BlackRock to maintain its relationships with key third-party providers fulfill their obligations or a failure by BlackRock to could have a material adverse effect on BlackRock’s maintain its relationships with key third-party providers growth, reputation or business, which may cause the could have a material adverse effect on BlackRock’s Company’s AUM, revenue and earnings to decline. growth, reputation or business, which may cause the Company’s AUM, revenue and earnings to decline. BlackRock depends on a number of key third-party providers for various fund administration, accounting, BlackRock depends on a number of key third-party custody, market and environmental, social and providers for various fund administration, accounting, governance (“ESG”) data, market indices, insurance, custody, market and environmental, social and technology and AI, cloud hosting and transfer agent roles governance (“ESG”) data, market indices, insurance, and other distribution and operational needs. Further, technology and AI, cloud hosting and transfer agent roles BlackRock relies upon a relatively concentrated group of and other distribution and operational needs. Further, third-party index providers to deliver services that are BlackRock relies upon a relatively concentrated group of integral to its clients’ investment decisions. The index third-party index providers to deliver services that are provider industry is characterized by large vendors and the integral to its clients’ investment decisions. The index use of long-term contracts remains the market standard. provider industry is characterized by large vendors and the This industry structure may limit BlackRock’s ability to use of long-term contracts remains the market standard. renegotiate its index provider contracts on favorable terms This industry structure may limit BlackRock’s ability to or at all. While BlackRock performs focused diligence on renegotiate its index provider contracts on favorable terms its vendors in an effort to ensure they operate in or at all. While BlackRock performs focused diligence on accordance with expectations, to the extent any significant its vendors in an effort to ensure they operate in deficiencies are uncovered, there may be few, or no, accordance with expectations, to the extent any significant alternative vendors available. In addition, BlackRock’s deficiencies are uncovered, there may be few, or no, operations and processes rely on commercially available alternative vendors available. In addition, BlackRock’s data provided by third parties as well as providers of operations and processes rely on commercially available services, including technology services, and operating data provided by third parties as well as providers of errors, process delays and failures or failures to comply services, including technology services, and operating with data usage requirements with respect to these service errors, process delays and failures or failures to comply providers may adversely impact BlackRock. Data providers with data usage requirements with respect to these service commonly disclaim the accuracy and completeness of providers may adversely impact BlackRock. Data providers data and BlackRock does not have the ability to validate or commonly disclaim the accuracy and completeness of verify the accuracy and completeness of commercially data and BlackRock does not have the ability to validate or sourced datasets. Moreover, in situations where BlackRock verify the accuracy and completeness of commercially has limited access to alternative vendors, or where the sourced datasets. Moreover, in situations where BlackRock nature of BlackRock’s arrangement with a vendor requires has limited access to alternative vendors, or where the a long term-commitment, BlackRock may be dependent nature of BlackRock’s arrangement with a vendor requires on such vendor for continuous operational reliability and a long term-commitment, BlackRock may be dependent may be unable to avoid incurring costs if such vendor on such vendor for continuous operational reliability and introduces required upgrades to its services. may be unable to avoid incurring costs if such vendor introduces required upgrades to its services. BlackRock may from time to time transfer key contracts from one third-party provider to another. Key contract BlackRock may from time to time transfer key contracts transfers may be costly and complex and expose from one third-party provider to another. Key contract BlackRock to heightened operational risks. Any failure to transfers may be costly and complex and expose mitigate such risks could result in reputational harm, as BlackRock to heightened operational risks. Any failure to well as financial losses to BlackRock and its clients. The mitigate such risks could result in reputational harm, as failure or inability of BlackRock to diversify its sources for well as financial losses to BlackRock and its clients. The key services or the failure of any key third-party provider to failure or inability of BlackRock to diversify its sources for fulfill its obligations could result in activities inconsistent key services or the failure of any key third-party provider to with clients’ investment management or other fulfill its obligations could result in activities inconsistent agreements, have an adverse financial impact on with clients’ investment management or other BlackRock products or lead to operational, legal and agreements, have an adverse financial impact on regulatory issues for the Company, which could result in BlackRock products or lead to operational, legal and reputational harm or legal liability, fines and/or sanctions regulatory issues for the Company, which could result in and may cause BlackRock’s AUM, revenue and earnings to reputational harm or legal liability, fines and/or sanctions decline. and may cause BlackRock’s AUM, revenue and earnings to decline. Any disruption to the Company’s distribution channels may cause BlackRock’s AUM, revenue and earnings to Any disruption to the Company’s distribution channels decline. may cause BlackRock’s AUM, revenue and earnings to decline. BlackRock relies on a number of third parties to provide distribution, portfolio administration and servicing for BlackRock relies on a number of third parties to provide certain BlackRock investment management products and distribution, portfolio administration and servicing for services through their various distribution channels. certain BlackRock investment management products and BlackRock’s ability to maintain strong relationships with services through their various distribution channels. its distributors may impact the Company’s future BlackRock’s ability to maintain strong relationships with its distributors may impact the Company’s future BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 29 29 performance, and its relationships with distributors are subject to periodic renegotiation that may result in performance, and its relationships with distributors are increased distribution costs and/or reductions in the subject to periodic renegotiation that may result in amount of BlackRock products and services being increased distribution costs and/or reductions in the marketed or distributed. Moreover, new fiduciary amount of BlackRock products and services being regulations could lead to significant shifts in distributors’ marketed or distributed. Moreover, new fiduciary business models and more limited product offerings, regulations could lead to significant shifts in distributors’ potentially resulting in reduced distribution and/or business models and more limited product offerings, marketing of certain of the Company’s products and potentially resulting in reduced distribution and/or services and fee compression. If BlackRock is unable to marketing of certain of the Company’s products and distribute its products and services successfully or if it is services and fee compression. If BlackRock is unable to unable to replace or renew existing distribution distribute its products and services successfully or if it is arrangements, BlackRock’s AUM, revenue and earnings unable to replace or renew existing distribution may decline. In addition, improper activities, as well as arrangements, BlackRock’s AUM, revenue and earnings inadequate anti-money laundering diligence conducted may decline. In addition, improper activities, as well as by third-party distributors, could create reputational and inadequate anti-money laundering diligence conducted regulatory harm to BlackRock. by third-party distributors, could create reputational and regulatory harm to BlackRock. Key technology partnerships may expose BlackRock to increased regulatory oversight, as well as migration, Key technology partnerships may expose BlackRock to execution, technology and operational risks. increased regulatory oversight, as well as migration, execution, technology and operational risks. In April 2020, BlackRock announced a strategic partnership to host Aladdin infrastructure on the In April 2020, BlackRock announced a strategic Microsoft Azure cloud and commenced a multi-year plan partnership to host Aladdin infrastructure on the to migrate the Aladdin environments for BlackRock and its Microsoft Azure cloud and commenced a multi-year plan external Aladdin clients to the cloud. In addition, to migrate the Aladdin environments for BlackRock and its BlackRock has also migrated certain systems that support external Aladdin clients to the cloud. In addition, its corporate functions to cloud-based platforms. The BlackRock has also migrated certain systems that support benefits of cloud-based platforms are significant and its corporate functions to cloud-based platforms. The BlackRock has adopted a robust risk-based approach to benefits of cloud-based platforms are significant and its migration strategies; however these partnerships also BlackRock has adopted a robust risk-based approach to introduce new risks, including: (1) risks associated with its migration strategies; however these partnerships also relying on third-parties for aspects of infrastructure introduce new risks, including: (1) risks associated with reliability and stability; (2) software and information relying on third-parties for aspects of infrastructure security risks arising from the use of cloud technology; reliability and stability; (2) software and information (3) operational and execution risks, including those security risks arising from the use of cloud technology; related to migration; and (4) risks related to increased (3) operational and execution risks, including those regulatory oversight and new compliance obligations, related to migration; and (4) risks related to increased which risks may be further exacerbated as BlackRock and regulatory oversight and new compliance obligations, the Aladdin platform continue to grow. Failures by which risks may be further exacerbated as BlackRock and BlackRock to manage these risks, and/or risks associated the Aladdin platform continue to grow. Failures by with future potential technology partnerships, may result BlackRock to manage these risks, and/or risks associated in escalating costs, financial loss, client dissatisfaction or with future potential technology partnerships, may result attrition, regulatory fines and/or sanctions, reputational in escalating costs, financial loss, client dissatisfaction or harm or legal liability, which, in turn, may cause attrition, regulatory fines and/or sanctions, reputational BlackRock’s AUM, revenue and earnings to decline. harm or legal liability, which, in turn, may cause BlackRock’s AUM, revenue and earnings to decline. Disruption to the operations of third parties whose functions are integral to BlackRock’s exchange-traded Disruption to the operations of third parties whose fund (“ETF”) platform may adversely affect the prices at functions are integral to BlackRock’s exchange-traded which ETFs trade, particularly during periods of market fund (“ETF”) platform may adversely affect the prices at volatility. which ETFs trade, particularly during periods of market volatility. BlackRock is the largest provider of ETFs globally. Shares of ETFs trade on stock exchanges at prices at, above or BlackRock is the largest provider of ETFs globally. Shares below the ETF’s most recent net asset value (“NAV”). The of ETFs trade on stock exchanges at prices at, above or NAV of an ETF is calculated at least once daily, generally at below the ETF’s most recent net asset value (“NAV”). The the end of each business day, and fluctuates with changes NAV of an ETF is calculated at least once daily, generally at in the market value of the ETF’s holdings. The trading the end of each business day, and fluctuates with changes price of the ETF’s shares fluctuates continuously in the market value of the ETF’s holdings. The trading throughout trading hours. The creation/redemption price of the ETF’s shares fluctuates continuously feature and arbitrage mechanism of an ETF are designed throughout trading hours. The creation/redemption to make it more likely that the ETF’s shares normally will feature and arbitrage mechanism of an ETF are designed trade at prices close to the NAV. Notwithstanding these to make it more likely that the ETF’s shares normally will features, exchange prices have in the past deviated trade at prices close to the NAV. Notwithstanding these measurably from the NAV of certain ETFs and may under features, exchange prices have in the past deviated measurably from the NAV of certain ETFs and may under 30 BlackRock | 2023 Form 10-K 30 BlackRock | 2023 Form 10-K certain circumstances do so in the future. ETF market prices are subject to numerous potential risks, including certain circumstances do so in the future. ETF market trading halts invoked by a stock exchange, and the prices are subject to numerous potential risks, including inability or unwillingness of market makers, authorized trading halts invoked by a stock exchange, and the participants, settlement systems or other market inability or unwillingness of market makers, authorized participants to perform functions necessary for an ETF’s participants, settlement systems or other market arbitrage mechanism to function effectively. These risks participants to perform functions necessary for an ETF’s may be heightened as a result of significant market arbitrage mechanism to function effectively. These risks volatility, the growth of the ETF industry combined with may be heightened as a result of significant market increased market activity, as well as the complexity volatility, the growth of the ETF industry combined with associated with certain products or asset classes. increased market activity, as well as the complexity Moreover, if market events lead to incidences where ETFs associated with certain products or asset classes. trade at prices that deviate meaningfully from an ETF’s Moreover, if market events lead to incidences where ETFs NAV, or trading halts are invoked by the relevant stock trade at prices that deviate meaningfully from an ETF’s exchange or market, investors may lose confidence in ETF NAV, or trading halts are invoked by the relevant stock products and redeem their holdings, which may cause exchange or market, investors may lose confidence in ETF BlackRock’s AUM, revenue and earnings to decline. products and redeem their holdings, which may cause BlackRock’s AUM, revenue and earnings to decline. LEGAL, REGULATORY AND REPUTATIONAL RISKS LEGAL, REGULATORY AND REPUTATIONAL RISKS BlackRock is subject to extensive regulation around the world, which increases its cost of doing business. BlackRock is subject to extensive regulation around the world, which increases its cost of doing business. BlackRock’s business is subject to extensive regulation around the world. These regulations subject BlackRock’s BlackRock’s business is subject to extensive regulation business activities to an array of increasingly detailed around the world. These regulations subject BlackRock’s operational requirements, compliance with which is costly business activities to an array of increasingly detailed and complex. operational requirements, compliance with which is costly and complex. In addition, many of BlackRock’s legal entities are subject to laws and regulations aimed at preventing corruption, In addition, many of BlackRock’s legal entities are subject money laundering, inappropriate employment practices, to laws and regulations aimed at preventing corruption, illegal payments and engaging in business activities with money laundering, inappropriate employment practices, certain individuals, countries or groups, including but not illegal payments and engaging in business activities with limited to the US Foreign Corrupt Practices Act, the USA certain individuals, countries or groups, including but not PATRIOT Act, the Bank Secrecy Act, the EU Anti-Money limited to the US Foreign Corrupt Practices Act, the USA Laundering Directives, the Money Laundering, Terrorist PATRIOT Act, the Bank Secrecy Act, the EU Anti-Money Financing and Transfer of Funds Regulations 2017, the Laundering Directives, the Money Laundering, Terrorist UK Bribery Act, sanctions imposed by the US Treasury’s Financing and Transfer of Funds Regulations 2017, the Office of Foreign Assets Control, the United Nations and UK Bribery Act, sanctions imposed by the US Treasury’s the EU and its member states, as well as those imposed by Office of Foreign Assets Control, the United Nations and other countries in which BlackRock operates, such as His the EU and its member states, as well as those imposed by Majesty’s Treasury’s (“HMT”) Office of Financial Sanctions other countries in which BlackRock operates, such as His Implementation. Majesty’s Treasury’s (“HMT”) Office of Financial Sanctions Implementation. BlackRock is also subject to certain risk retention rules and regulation, as well as regulatory capital requirements, BlackRock is also subject to certain risk retention rules which require the Company to maintain capital to support and regulation, as well as regulatory capital requirements, certain of its businesses. Furthermore, many jurisdictions which require the Company to maintain capital to support in which BlackRock operates have laws and regulations certain of its businesses. Furthermore, many jurisdictions relating to data privacy, cybersecurity and protection of in which BlackRock operates have laws and regulations personal information, including the GDPR and UK GDPR, relating to data privacy, cybersecurity and protection of which impose stringent data protection rules for personal information, including the GDPR and UK GDPR, individuals within the European Economic Area (“EEA”) which impose stringent data protection rules for and UK, respectively, and for personal data exported individuals within the European Economic Area (“EEA”) outside the EEA and UK. and UK, respectively, and for personal data exported outside the EEA and UK. BlackRock is additionally subject to scrutiny from various government agencies that focus on antitrust and BlackRock is additionally subject to scrutiny from various competition laws and regulations within the US and government agencies that focus on antitrust and internationally, including in connection with merger competition laws and regulations within the US and control proceedings and proposed investments. Any internationally, including in connection with merger determination of a failure to comply with any such laws or control proceedings and proposed investments. Any regulations could result in fines and/or sanctions against determination of a failure to comply with any such laws or the Company, as well as reputational harm. Moreover, to regulations could result in fines and/or sanctions against the extent that these laws and regulations become more the Company, as well as reputational harm. Moreover, to stringent, or if BlackRock is required to hold increased the extent that these laws and regulations become more stringent, or if BlackRock is required to hold increased levels of capital to support its businesses, the Company’s financial performance or plans for growth may be levels of capital to support its businesses, the Company’s adversely impacted. financial performance or plans for growth may be adversely impacted. BlackRock may also be adversely affected by a failure to comply with existing laws and regulations or by changes BlackRock may also be adversely affected by a failure to in the interpretation or enforcement of such laws and comply with existing laws and regulations or by changes regulations, including those discussed above. Challenges in the interpretation or enforcement of such laws and associated with interpreting regulations issued in regulations, including those discussed above. Challenges numerous countries in a globally consistent manner may associated with interpreting regulations issued in add to such risks if regulators in different jurisdictions numerous countries in a globally consistent manner may have inconsistent views or provide only limited regulatory add to such risks if regulators in different jurisdictions guidance. In particular, violation of applicable laws or have inconsistent views or provide only limited regulatory regulations could result in fines and/or sanctions, guidance. In particular, violation of applicable laws or temporary or permanent prohibition of certain activities, regulations could result in fines and/or sanctions, reputational harm and related client terminations, temporary or permanent prohibition of certain activities, suspensions of employees or revocation of their licenses, reputational harm and related client terminations, suspension or termination of investment adviser, broker- suspensions of employees or revocation of their licenses, dealer or other registrations, or suspension or termination suspension or termination of investment adviser, broker- of BTC’s bank charter or other sanctions, which could have dealer or other registrations, or suspension or termination a material adverse effect on BlackRock’s reputation or of BTC’s bank charter or other sanctions, which could have business and may cause the Company’s AUM, revenue a material adverse effect on BlackRock’s reputation or and earnings to decline. For a more extensive discussion business and may cause the Company’s AUM, revenue of the laws, regulations and regulators to which BlackRock and earnings to decline. For a more extensive discussion is subject and regulated by, see Item 1, Business – of the laws, regulations and regulators to which BlackRock Regulation. is subject and regulated by, see Item 1, Business – Regulation. New regulations informed by global standard setters and/or developed by various national authorities may New regulations informed by global standard setters expose BlackRock to increasing regulatory scrutiny and and/or developed by various national authorities may compliance costs in the jurisdictions in which it operates. expose BlackRock to increasing regulatory scrutiny and compliance costs in the jurisdictions in which it operates. Policymaking workstreams focused on the financial services sector led by global standard setters, such as the Policymaking workstreams focused on the financial Financial Stability Board (“FSB”) and International services sector led by global standard setters, such as the Organization of Securities Commissions (“IOSCO”), may Financial Stability Board (“FSB”) and International lead to or inform new regulations in multiple jurisdictions Organization of Securities Commissions (“IOSCO”), may in which BlackRock operates. Such workstreams have lead to or inform new regulations in multiple jurisdictions focused on areas such as money market funds (“MMFs”), in which BlackRock operates. Such workstreams have open-ended funds (“OEFs”) and sustainability regulations. focused on areas such as money market funds (“MMFs”), BlackRock is, and may become, subject to increasing open-ended funds (“OEFs”) and sustainability regulations. regulation in these areas, see Item 1, Business – BlackRock is, and may become, subject to increasing Regulation, including: regulation in these areas, see Item 1, Business – Regulation, including: • Macroprudential Policies for Asset Managers: • Macroprudential Policies for Asset Managers: Concerns about liquidity and leverage risks in the asset management industry and wider market-based Concerns about liquidity and leverage risks in the finance sector have been heightened since the asset management industry and wider market-based COVID-19 pandemic and reinforced by the Liquidity finance sector have been heightened since the Driven Investment events in the UK. This has COVID-19 pandemic and reinforced by the Liquidity prompted a broad review of existing regulations Driven Investment events in the UK. This has globally, including an assessment of the adequacy of prompted a broad review of existing regulations certain structural market components in mitigating globally, including an assessment of the adequacy of risks by the FSB, IOSCO, the US Securities and certain structural market components in mitigating Exchange Commission (the “SEC”) and the Financial risks by the FSB, IOSCO, the US Securities and Stability Oversight Council (“FSOC”). In November Exchange Commission (the “SEC”) and the Financial 2022, the SEC proposed amendments to rules Stability Oversight Council (“FSOC”). In November governing OEF liquidity risk management and swing 2022, the SEC proposed amendments to rules pricing. The EU also proposed reforms to increase the governing OEF liquidity risk management and swing availability of liquidity management tools to OEFs pricing. The EU also proposed reforms to increase the (including MMFs), enhance reporting on the use of availability of liquidity management tools to OEFs liquidity management tools by OEFs to national (including MMFs), enhance reporting on the use of regulators and allow such regulators to require OEF liquidity management tools by OEFs to national managers to activate liquidity management tools in regulators and allow such regulators to require OEF extreme market conditions. Meanwhile, the UK managers to activate liquidity management tools in proposed introducing liquidity facilities to certain extreme market conditions. Meanwhile, the UK asset owners, which could result in regulatory proposed introducing liquidity facilities to certain burdens on asset managers. If any of these regulatory asset owners, which could result in regulatory burdens on asset managers. If any of these regulatory or policy actions result in broad application of macroprudential tools to OEFs or require changes to or policy actions result in broad application of structural features of certain OEFs, it could limit macroprudential tools to OEFs or require changes to BlackRock’s ability to offer products to certain clients structural features of certain OEFs, it could limit and/or result in clients altering their investment BlackRock’s ability to offer products to certain clients strategies or allocations in a manner that is adverse to and/or result in clients altering their investment BlackRock. strategies or allocations in a manner that is adverse to BlackRock. • Global MMF Reforms: Following the market events of March 2020, US, UK and EU authorities initiated a • Global MMF Reforms: Following the market events of review of existing regulatory frameworks with the aim March 2020, US, UK and EU authorities initiated a of improving the resilience of MMFs in market review of existing regulatory frameworks with the aim downturns. In the US, the SEC adopted changes to of improving the resilience of MMFs in market Rule 2a-7, the primary rule under the Investment downturns. In the US, the SEC adopted changes to Company Act of 1940 governing MMFs, including Rule 2a-7, the primary rule under the Investment changes to required liquidity levels and certain Company Act of 1940 governing MMFs, including operational aspects of such funds, and requiring changes to required liquidity levels and certain mandatory liquidity fees under certain circumstances. operational aspects of such funds, and requiring The UK released a consultation in December 2023 mandatory liquidity fees under certain circumstances. indicating their intent to change regulatory The UK released a consultation in December 2023 requirements for MMFs domiciled or marketed in the indicating their intent to change regulatory UK, including material increases in required liquidity requirements for MMFs domiciled or marketed in the levels. Although EU authorities stated in July 2023 UK, including material increases in required liquidity that they would not re-open the EU regulatory levels. Although EU authorities stated in July 2023 framework for MMFs in the near term, the UK’s that they would not re-open the EU regulatory proposed changes may increase pressure to framework for MMFs in the near term, the UK’s implement similar reforms as the vast majority of proposed changes may increase pressure to MMFs sold in the UK are EU-domiciled and regulated. implement similar reforms as the vast majority of Such regulatory reforms could significantly and MMFs sold in the UK are EU-domiciled and regulated. adversely impact certain of BlackRock’s MMF Such regulatory reforms could significantly and products. adversely impact certain of BlackRock’s MMF products. • ESG and Sustainability: ESG and sustainability have • ESG and Sustainability: ESG and sustainability have been the subject of increased regulatory focus across jurisdictions. The International Sustainability been the subject of increased regulatory focus across Standards Board (“ISSB”) released its first two jurisdictions. The International Sustainability disclosure standards in 2023, which may inform Standards Board (“ISSB”) released its first two national regulators’ approaches. For example, the UK, disclosure standards in 2023, which may inform Singapore, Hong Kong, Taiwan and Australia have national regulators’ approaches. For example, the UK, already indicated their intention to endorse these Singapore, Hong Kong, Taiwan and Australia have standards. In the US, the SEC has proposed a series of already indicated their intention to endorse these rules that would require, among other things: standards. In the US, the SEC has proposed a series of (1) corporate issuers to make substantial climate- rules that would require, among other things: related disclosures in periodic reports, including with (1) corporate issuers to make substantial climate- respect to governance, risk management, business related disclosures in periodic reports, including with strategy, financial statement metrics and greenhouse respect to governance, risk management, business gas (“GHG”) emissions and (2) enhanced ESG strategy, financial statement metrics and greenhouse disclosures by investment companies and investment gas (“GHG”) emissions and (2) enhanced ESG advisers in fund and adviser filings, including disclosures by investment companies and investment disclosures on ESG strategies and how ESG factors advisers in fund and adviser filings, including are considered, and GHG emissions disclosure by disclosures on ESG strategies and how ESG factors certain environmentally focused funds. Furthermore, are considered, and GHG emissions disclosure by the SEC has announced plans to propose rules to certain environmentally focused funds. Furthermore, require enhanced disclosure regarding human capital the SEC has announced plans to propose rules to management and board diversity for public issuers. It require enhanced disclosure regarding human capital has also increased scrutiny of disclosure and management and board diversity for public issuers. It compliance issues relating to investment advisers’ has also increased scrutiny of disclosure and and funds’ ESG strategies, policies and procedures. In compliance issues relating to investment advisers’ addition, the US Department of Labor (“DOL”) issued and funds’ ESG strategies, policies and procedures. In final rules clarifying that Employee Retirement addition, the US Department of Labor (“DOL”) issued Income Security Act of 1974, as amended (“ERISA”) final rules clarifying that Employee Retirement plan fiduciaries can, but are not required to, consider Income Security Act of 1974, as amended (“ERISA”) the economic effects of ESG factors for purposes of plan fiduciaries can, but are not required to, consider investing ERISA plan assets and exercising voting the economic effects of ESG factors for purposes of rights with respect to plan investments. Moreover, investing ERISA plan assets and exercising voting California passed several laws in 2023 that will rights with respect to plan investments. Moreover, require companies doing business in California to California passed several laws in 2023 that will require companies doing business in California to BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 31 31 make certain types of climate-related disclosures, and other states may adopt similar laws. make certain types of climate-related disclosures, and other states may adopt similar laws. The EU has enacted numerous regulations on ESG and sustainability, including on sustainability-related The EU has enacted numerous regulations on ESG disclosures by financial market participants; and sustainability, including on sustainability-related integration of sustainability considerations into disclosures by financial market participants; investment and risk management processes of asset integration of sustainability considerations into managers and other institutional investors; making investment and risk management processes of asset the advice and financial product distribution process managers and other institutional investors; making more receptive to end-investor sustainability the advice and financial product distribution process preferences; and requiring asset managers to report more receptive to end-investor sustainability against an EU-wide taxonomy of environmentally preferences; and requiring asset managers to report sustainable activities and make detailed disclosures against an EU-wide taxonomy of environmentally relating to ESG characteristics of funds and portfolios. sustainable activities and make detailed disclosures Further regulations include the Corporate relating to ESG characteristics of funds and portfolios. Sustainability Reporting Directive, which will require Further regulations include the Corporate enhanced sustainability reporting for EU-based Sustainability Reporting Directive, which will require corporate issuers, with phased implementation enhanced sustainability reporting for EU-based beginning in 2024 and for a wider group of global corporate issuers, with phased implementation companies from 2028. In December 2023, the EU beginning in 2024 and for a wider group of global reached provisional agreement on a directive, which if companies from 2028. In December 2023, the EU adopted in its current form, would require a wide reached provisional agreement on a directive, which if group of European and global companies to provide adopted in its current form, would require a wide transition plans and conduct due diligence on the group of European and global companies to provide sustainability of their suppliers. The EU and the UK transition plans and conduct due diligence on the Financial Conduct Authority (“FCA”) are also sustainability of their suppliers. The EU and the UK developing rules and guidelines for the use of ESG or Financial Conduct Authority (“FCA”) are also sustainability related terms in fund names, focused developing rules and guidelines for the use of ESG or on specifying a minimum threshold of assets meeting sustainability related terms in fund names, focused ESG or sustainable criteria for such funds. Within the on specifying a minimum threshold of assets meeting UK, the FCA has proposed UK-specific sustainability ESG or sustainable criteria for such funds. Within the regulations, including a sustainable product UK, the FCA has proposed UK-specific sustainability classification system for funds and enhanced regulations, including a sustainable product disclosure requirements, which are expected to apply classification system for funds and enhanced on a staggered basis from July 2024. In addition, HMT disclosure requirements, which are expected to apply released a consultation to bring ESG rating providers on a staggered basis from July 2024. In addition, HMT under regulation by the FCA and will consult on a released a consultation to bring ESG rating providers UK-specific taxonomy of environmentally sustainable under regulation by the FCA and will consult on a activities. UK-specific taxonomy of environmentally sustainable activities. A number of Asia-Pacific jurisdictions are consulting on sustainability reporting obligations aligned with A number of Asia-Pacific jurisdictions are consulting the ISSB standards. Similarly, policymakers in Japan on sustainability reporting obligations aligned with have announced that they are preparing a local the ISSB standards. Similarly, policymakers in Japan version of the ISSB standards. Japan and Singapore have announced that they are preparing a local have published codes of conduct for ESG data and version of the ISSB standards. Japan and Singapore ratings providers, with Hong Kong considering a have published codes of conduct for ESG data and similar approach, while India introduced a regulatory ratings providers, with Hong Kong considering a framework for ESG ratings providers in July 2023. similar approach, while India introduced a regulatory framework for ESG ratings providers in July 2023. As jurisdictions continue to develop legal frameworks on ESG and sustainability regulations, BlackRock As jurisdictions continue to develop legal frameworks faces increased fragmentation risk related to local on ESG and sustainability regulations, BlackRock implementation, resulting in complex and potentially faces increased fragmentation risk related to local conflicting compliance obligations and legal and implementation, resulting in complex and potentially regulatory uncertainty. conflicting compliance obligations and legal and regulatory uncertainty. Global regulatory reforms could require BlackRock to alter its future business or operating activities, which could be Global regulatory reforms could require BlackRock to alter time-consuming and increase costs, including costs its future business or operating activities, which could be related to regulatory compliance, result in litigation, time-consuming and increase costs, including costs impede the Company’s growth and cause its AUM, related to regulatory compliance, result in litigation, revenue and earnings to decline. Regulatory reform may impede the Company’s growth and cause its AUM, also impact BlackRock’s clients, which could cause them revenue and earnings to decline. Regulatory reform may to change their investment strategies or allocations in also impact BlackRock’s clients, which could cause them manners that may be adverse to BlackRock. to change their investment strategies or allocations in manners that may be adverse to BlackRock. 32 BlackRock | 2023 Form 10-K 32 BlackRock | 2023 Form 10-K Regulatory reforms in the US expose BlackRock to increasing regulatory scrutiny, as well as regulatory Regulatory reforms in the US expose BlackRock to uncertainty. increasing regulatory scrutiny, as well as regulatory uncertainty. In recent years, a number of regulatory reforms have been proposed or fully or partially implemented in the US, and In recent years, a number of regulatory reforms have been the level of regulatory scrutiny to which BlackRock is proposed or fully or partially implemented in the US, and subject has increased. These risks have been heightened the level of regulatory scrutiny to which BlackRock is as the pace of regulatory rulemaking has intensified. subject has increased. These risks have been heightened BlackRock, as well as its clients, vendors and distributors, as the pace of regulatory rulemaking has intensified. have expended resources and altered certain of their BlackRock, as well as its clients, vendors and distributors, business or operating activities to prepare for, address have expended resources and altered certain of their and meet the requirements that such regulatory reforms business or operating activities to prepare for, address impose. While BlackRock is, and may become, subject to and meet the requirements that such regulatory reforms numerous reform initiatives in the US, see Item 1, impose. While BlackRock is, and may become, subject to Business – Regulation, key regulatory reforms that may numerous reform initiatives in the US, see Item 1, impact the Company include: Business – Regulation, key regulatory reforms that may impact the Company include: • Antitrust Rules and Guidance: In 2023, the Federal Trade Commission (“FTC”) and the Antitrust Division • Antitrust Rules and Guidance: In 2023, the Federal of the Department of Justice (the “DOJ”) issued a Trade Commission (“FTC”) and the Antitrust Division notice of proposed rulemaking with amendments to of the Department of Justice (the “DOJ”) issued a rules enacted under the Hart-Scott-Rodino Antitrust notice of proposed rulemaking with amendments to Improvements Act of 1976 (“HSR”) that require rules enacted under the Hart-Scott-Rodino Antitrust parties in certain transactions to provide the FTC and Improvements Act of 1976 (“HSR”) that require DOJ prior notice and observe a waiting period before parties in certain transactions to provide the FTC and consummation of such transactions. The proposals DOJ prior notice and observe a waiting period before would significantly expand the information required consummation of such transactions. The proposals to be reported and documentation to be submitted in would significantly expand the information required connection with an HSR filing. If enacted as drafted, to be reported and documentation to be submitted in the proposed rules could substantially increase connection with an HSR filing. If enacted as drafted, BlackRock’s pre-merger notification expenses and the proposed rules could substantially increase delay transactions. In December 2023, the FTC and BlackRock’s pre-merger notification expenses and DOJ also jointly issued new merger guidelines, which delay transactions. In December 2023, the FTC and could impact the ability of the Company to expand its DOJ also jointly issued new merger guidelines, which services through strategic investments or could impact the ability of the Company to expand its acquisitions. services through strategic investments or acquisitions. • Designation as a Systemically Important Financial Institution (“SIFI”): The FSOC has the authority to • Designation as a Systemically Important Financial designate nonbank financial institutions as SIFIs in Institution (“SIFI”): The FSOC has the authority to the US under the Dodd-Frank Wall Street Reform and designate nonbank financial institutions as SIFIs in Consumer Protection Act of 2010. In November 2023, the US under the Dodd-Frank Wall Street Reform and the FSOC finalized amendments to its existing Consumer Protection Act of 2010. In November 2023, interpretive guidance to remove the prioritization of the FSOC finalized amendments to its existing an activities-based approach over an entity-specific interpretive guidance to remove the prioritization of approach to designation in connection with an activities-based approach over an entity-specific addressing potential risks to financial stability, approach to designation in connection with although the amendment clarified that the FSOC addressing potential risks to financial stability, retained the ability to use an activities-based although the amendment clarified that the FSOC approach when appropriate. If BlackRock is retained the ability to use an activities-based designated as a SIFI, it could become subject to approach when appropriate. If BlackRock is enhanced regulatory and capital requirements and designated as a SIFI, it could become subject to direct supervision by the Federal Reserve. enhanced regulatory and capital requirements and direct supervision by the Federal Reserve. • US DOL Fiduciary Rule: In October 2023, the US DOL proposed a new regulation redefining the meaning of • US DOL Fiduciary Rule: In October 2023, the US DOL “investment advice fiduciary” under ERISA as well as proposed a new regulation redefining the meaning of amendments to several prohibited transaction “investment advice fiduciary” under ERISA as well as exemptions applicable to investment advice amendments to several prohibited transaction fiduciaries. If adopted as proposed, the rule would exemptions applicable to investment advice substantially expand when a person would be fiduciaries. If adopted as proposed, the rule would considered a fiduciary subject to ERISA and could substantially expand when a person would be require BlackRock to revise a number of its considered a fiduciary subject to ERISA and could distribution relationships, create compliance and require BlackRock to revise a number of its operational challenges for BlackRock and its distribution relationships, create compliance and distribution partners, and limit BlackRock’s ability to operational challenges for BlackRock and its provide certain services to applicable clients. distribution partners, and limit BlackRock’s ability to provide certain services to applicable clients. • SEC Rules Governing Security-Based Swaps: In 2021, the SEC proposed rules in connection with security- • SEC Rules Governing Security-Based Swaps: In 2021, based swaps (“SBS”) transactions to require public the SEC proposed rules in connection with security- reporting of large SBS positions. These rules, if based swaps (“SBS”) transactions to require public adopted as proposed, may affect the types of reporting of large SBS positions. These rules, if transactions BlackRock may choose to execute in SBS adopted as proposed, may affect the types of or other SBS-related assets, introduce or increase transactions BlackRock may choose to execute in SBS costs relating to such transactions, and impact the or other SBS-related assets, introduce or increase liquidity in the SBS markets in which BlackRock costs relating to such transactions, and impact the transacts. liquidity in the SBS markets in which BlackRock transacts. • SEC Rules on Private Fund Advisers: In 2023, the SEC adopted new rules and amendments to enhance • SEC Rules on Private Fund Advisers: In 2023, the SEC regulation of private fund advisors. These included adopted new rules and amendments to enhance amendments to Form PF for registered investment regulation of private fund advisors. These included advisers requiring new disclosures, filing obligations amendments to Form PF for registered investment and enhanced reporting. The SEC adopted additional advisers requiring new disclosures, filing obligations rules requiring registered private fund advisers to, and enhanced reporting. The SEC adopted additional among other things, provide quarterly reports to fund rules requiring registered private fund advisers to, investors, obtain annual audits for funds, distribute among other things, provide quarterly reports to fund fairness opinions in connection with certain investors, obtain annual audits for funds, distribute transactions, prohibit certain types of preferential fairness opinions in connection with certain terms and treatment, and provide transparency to transactions, prohibit certain types of preferential investors of all types of preferential treatment granted terms and treatment, and provide transparency to to other investors in the same fund. Implementing investors of all types of preferential treatment granted these rules and amendments may significantly to other investors in the same fund. Implementing increase BlackRock’s reporting, disclosure and these rules and amendments may significantly compliance obligations and create operational increase BlackRock’s reporting, disclosure and complexity for BlackRock’s alternatives products. compliance obligations and create operational complexity for BlackRock’s alternatives products. • Proposed Rules on Regulation ATS: In 2023, the SEC re-proposed amendments to Regulation ATS. The • Proposed Rules on Regulation ATS: In 2023, the SEC proposed rules would expand the types of systems re-proposed amendments to Regulation ATS. The that could fall within the definition of “exchange” and proposed rules would expand the types of systems extend Regulation ATS and Regulation Systems that could fall within the definition of “exchange” and Compliance and Integrity to systems involving US extend Regulation ATS and Regulation Systems government securities trading. If enacted as Compliance and Integrity to systems involving US proposed, these rules may increase compliance costs government securities trading. If enacted as for BlackRock. proposed, these rules may increase compliance costs for BlackRock. • SEC US Treasury Clearing Mandate: In December 2023, the SEC adopted rules mandating central • SEC US Treasury Clearing Mandate: In December clearing of US Treasury repurchases and certain other 2023, the SEC adopted rules mandating central Treasury transactions. The rules require many market clearing of US Treasury repurchases and certain other participants, including a large number of BlackRock Treasury transactions. The rules require many market funds and accounts, to clear Treasury repurchase participants, including a large number of BlackRock transactions and potentially certain cash Treasury funds and accounts, to clear Treasury repurchase securities transactions through a clearing agency transactions and potentially certain cash Treasury registered with the SEC, which could increase securities transactions through a clearing agency transaction costs for BlackRock’s clients. registered with the SEC, which could increase transaction costs for BlackRock’s clients. • Proposed Rules on Equity Market Structure: In 2023, the SEC proposed equity market structure reforms • Proposed Rules on Equity Market Structure: In 2023, that would significantly change how national market the SEC proposed equity market structure reforms system (“NMS”) stock orders are priced, executed and that would significantly change how national market reported. The reforms include: (1) a requirement for system (“NMS”) stock orders are priced, executed and certain retail orders to be subject to order-by-order reported. The reforms include: (1) a requirement for competition, (2) an SEC-level best execution rule and certain retail orders to be subject to order-by-order (3) an adjustment to the tick sizes at which NMS competition, (2) an SEC-level best execution rule and stocks can be quoted or traded. If enacted as (3) an adjustment to the tick sizes at which NMS proposed, the collective impact of the rules may stocks can be quoted or traded. If enacted as adversely affect market efficiency and execution proposed, the collective impact of the rules may costs, which would result in negative effects for adversely affect market efficiency and execution BlackRock’s business and clients. costs, which would result in negative effects for BlackRock’s business and clients. • SEC Rules on Short Sales and Reporting of Securities Loans: In 2023, the SEC adopted a new rule requiring • SEC Rules on Short Sales and Reporting of Securities certain institutional managers to report short Loans: In 2023, the SEC adopted a new rule requiring positions and activity to the SEC for publication on an certain institutional managers to report short aggregate basis, which could potentially impact positions and activity to the SEC for publication on an aggregate basis, which could potentially impact investment strategies and result in greater operational burdens and cost for BlackRock. The SEC investment strategies and result in greater also adopted a new rule requiring certain persons to operational burdens and cost for BlackRock. The SEC report information on securities loan transactions to a also adopted a new rule requiring certain persons to registered national securities association which will report information on securities loan transactions to a then publish certain information. The rule may registered national securities association which will increase BlackRock’s operational burdens and costs. then publish certain information. The rule may increase BlackRock’s operational burdens and costs. • SEC Standard Settlement Rules: In 2023, the SEC • SEC Standard Settlement Rules: In 2023, the SEC adopted amendments and new rules which, among other things, shortened the standard settlement for adopted amendments and new rules which, among most securities transactions to one business day after other things, shortened the standard settlement for the trade date (T+1), which will likely increase most securities transactions to one business day after BlackRock’s operational burdens and costs. the trade date (T+1), which will likely increase BlackRock’s operational burdens and costs. • SEC Predictive Data Analytics Rules: The SEC • SEC Predictive Data Analytics Rules: The SEC proposed new rules in 2023 that would require broker-dealers and investment advisers, when proposed new rules in 2023 that would require engaging or communicating with investors using broker-dealers and investment advisers, when predictive data analytics (“PDA”) and PDA-like engaging or communicating with investors using technologies, to evaluate such technologies for predictive data analytics (“PDA”) and PDA-like conflicts of interest and, where identified, eliminate or technologies, to evaluate such technologies for neutralize the conflict of interest. If adopted as conflicts of interest and, where identified, eliminate or proposed, the rules could encompass a wide range of neutralize the conflict of interest. If adopted as forward-looking uses of technology applications and proposed, the rules could encompass a wide range of impose significant operational burdens and costs. forward-looking uses of technology applications and impose significant operational burdens and costs. • SEC Rulemakings for US Registered Funds and • SEC Rulemakings for US Registered Funds and Investment Advisers: The SEC has recently engaged in various initiatives and reviews impacting regulatory Investment Advisers: The SEC has recently engaged in structure governing the asset management industry various initiatives and reviews impacting regulatory and registered investment companies. For example, structure governing the asset management industry the SEC adopted rules requiring certain funds to and registered investment companies. For example, provide tailored fund shareholder reports, adopted the SEC adopted rules requiring certain funds to final amendments to the rule governing fund names, provide tailored fund shareholder reports, adopted expanding the scope of the rule to fund names final amendments to the rule governing fund names, including growth, value, ESG or similar terms, and expanding the scope of the rule to fund names proposed rules governing outsourcing of certain including growth, value, ESG or similar terms, and functions by investment advisers to service providers. proposed rules governing outsourcing of certain functions by investment advisers to service providers. Regulatory reforms in the US could require BlackRock to alter its future business or operating activities, which Regulatory reforms in the US could require BlackRock to could be time-consuming and costly, increase regulatory alter its future business or operating activities, which compliance costs, result in litigation, impede the could be time-consuming and costly, increase regulatory Company’s growth and cause its AUM, revenue and compliance costs, result in litigation, impede the earnings to decline. Regulatory reform may also impact Company’s growth and cause its AUM, revenue and BlackRock’s clients, which could cause them to change earnings to decline. Regulatory reform may also impact their investment strategies or allocations in manners that BlackRock’s clients, which could cause them to change may be adverse to BlackRock. their investment strategies or allocations in manners that may be adverse to BlackRock. International regulatory reforms expose BlackRock and its clients to increasing regulatory scrutiny, as well as International regulatory reforms expose BlackRock and regulatory uncertainty. its clients to increasing regulatory scrutiny, as well as regulatory uncertainty. BlackRock’s business and operating activities are subject to increasing regulatory oversight outside of the US and BlackRock’s business and operating activities are subject the Company may be affected by several proposed or to increasing regulatory oversight outside of the US and implemented reform initiatives in the EMEA and the Asia- the Company may be affected by several proposed or Pacific regions, as well as volatility associated with implemented reform initiatives in the EMEA and the Asia- international regulatory uncertainty. While BlackRock is, Pacific regions, as well as volatility associated with and may become, subject to numerous reform initiatives international regulatory uncertainty. While BlackRock is, internationally, see Item 1, Business – Regulation, key and may become, subject to numerous reform initiatives reforms in these regions include: internationally, see Item 1, Business – Regulation, key reforms in these regions include: European Union European Union • Enhanced Regulatory Scrutiny of Technology Service Providers to Financial Services Firms: The EU’s Digital • Enhanced Regulatory Scrutiny of Technology Service Operational Resilience Act (“DORA”), which focuses Providers to Financial Services Firms: The EU’s Digital on direct regulation of providers and users of Operational Resilience Act (“DORA”), which focuses on direct regulation of providers and users of BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 33 33 technology and data services, will become applicable beginning in January 2025. DORA will, among other technology and data services, will become applicable things: (1) introduce additional governance, risk beginning in January 2025. DORA will, among other management, incident reporting, resilience testing things: (1) introduce additional governance, risk and information sharing requirements to several of management, incident reporting, resilience testing BlackRock’s European entities and certain Aladdin and information sharing requirements to several of clients; and (2) potentially subject Aladdin to BlackRock’s European entities and certain Aladdin additional oversight. In parallel with DORA, the UK clients; and (2) potentially subject Aladdin to proposed a new Critical Third Party regime to regulate additional oversight. In parallel with DORA, the UK certain third parties designated by HMT as “critical” to proposed a new Critical Third Party regime to regulate the financial sector, and UK regulators have issued a certain third parties designated by HMT as “critical” to consultation on proposed requirements for “critical” the financial sector, and UK regulators have issued a third parties, with further consultations expected in consultation on proposed requirements for “critical” 2024. third parties, with further consultations expected in 2024. • Retail Investment Strategy: In 2023, the European Commission (“EC”) adopted a Retail Investment • Retail Investment Strategy: In 2023, the European Strategy package with wide-reaching amendments Commission (“EC”) adopted a Retail Investment intended to enhance protections for retail investors. If Strategy package with wide-reaching amendments enacted as proposed, these changes may impact intended to enhance protections for retail investors. If BlackRock’s operations in European markets, enacted as proposed, these changes may impact including product development, client servicing and BlackRock’s operations in European markets, distribution models. including product development, client servicing and distribution models. United Kingdom United Kingdom • FSMA 2023: The Financial Services and Markets Act 2023 (“FSMA”) reflects significant changes to the UK • FSMA 2023: The Financial Services and Markets Act framework for financial services regulation, including 2023 (“FSMA”) reflects significant changes to the UK changes that: (1) revoke retained EU law related to framework for financial services regulation, including financial services regulation, (2) amend the UK changes that: (1) revoke retained EU law related to Markets in Financial Instruments Directive and financial services regulation, (2) amend the UK Markets in Financial Instruments Regulation Markets in Financial Instruments Directive and frameworks, (3) establish a new designated activities Markets in Financial Instruments Regulation regime and (4) reform the financial promotion regime frameworks, (3) establish a new designated activities for unauthorized firms. The UK government and FCA regime and (4) reform the financial promotion regime are expected to publish further legislation setting out for unauthorized firms. The UK government and FCA specific changes impacting the UK market in 2024. are expected to publish further legislation setting out specific changes impacting the UK market in 2024. • Mansion House Reforms: The Mansion House reforms announced in July 2023 also build on the new UK • Mansion House Reforms: The Mansion House reforms regulatory framework enabled by the FSMA. Potential announced in July 2023 also build on the new UK impacts to the asset management sector include: regulatory framework enabled by the FSMA. Potential (1) repeal and replacement of the packaged retail and impacts to the asset management sector include: insurance based investment products (“PRIIPs”) (1) repeal and replacement of the packaged retail and Regulation; (2) review of the UK’s green finance insurance based investment products (“PRIIPs”) strategy, including potential regulation of ESG data Regulation; (2) review of the UK’s green finance providers; (3) review of governance through the strategy, including potential regulation of ESG data Senior Managers and Certification Regime; (4) repeal providers; (3) review of governance through the of EU legislation on the European Long-Term Senior Managers and Certification Regime; (4) repeal Investment Fund; (5) market infrastructure reforms; of EU legislation on the European Long-Term (6) reassessment of the boundary between Investment Fund; (5) market infrastructure reforms; investment advice and financial guidance; and (6) reassessment of the boundary between (7) independent review of the UK investment research investment advice and financial guidance; and landscape. (7) independent review of the UK investment research landscape. • Overseas Fund Regime (“OFR”): OFR, the simplified regime through which non-UK funds can register with • Overseas Fund Regime (“OFR”): OFR, the simplified the FCA to be marketed to UK retail investors, was regime through which non-UK funds can register with enacted in February 2022 and is expected to be the FCA to be marketed to UK retail investors, was implemented through 2024. OFR requires consumer enacted in February 2022 and is expected to be protection regimes in EU countries where BlackRock implemented through 2024. OFR requires consumer funds are domiciled to be found equivalent to the protection regimes in EU countries where BlackRock UK’s regime in order to market such funds in the UK. funds are domiciled to be found equivalent to the UK’s regime in order to market such funds in the UK. • Conduct Regulation: The FCA continues to focus on conduct regulation, including the implementation of • Conduct Regulation: The FCA continues to focus on the Consumer Duty by all asset management firms, conduct regulation, including the implementation of including BlackRock’s UK subsidiaries. The Consumer the Consumer Duty by all asset management firms, Duty rules require firms to act to deliver good including BlackRock’s UK subsidiaries. The Consumer Duty rules require firms to act to deliver good 34 BlackRock | 2023 Form 10-K 34 BlackRock | 2023 Form 10-K outcomes for retail customers in their manufacture and distribution of products and services, in respect outcomes for retail customers in their manufacture of price and value, consumer understanding and and distribution of products and services, in respect consumer support. Any failure to meet the FCA’s of price and value, consumer understanding and regulatory expectations could expose BlackRock to consumer support. Any failure to meet the FCA’s regulatory sanctions and increased reputational risk. regulatory expectations could expose BlackRock to regulatory sanctions and increased reputational risk. • UK Stewardship Code Review: The UK Financial Reporting Council has announced a planned review of • UK Stewardship Code Review: The UK Financial the UK Stewardship Code in 2024 to consider Reporting Council has announced a planned review of potential revisions to address stakeholder concerns. the UK Stewardship Code in 2024 to consider potential revisions to address stakeholder concerns. Asia-Pacific Asia-Pacific • Regulatory Environment in China: The Company’s operations in China are subject to a number of • Regulatory Environment in China: The Company’s regulatory risks, including an evolving regulatory operations in China are subject to a number of environment and complex data security and data regulatory risks, including an evolving regulatory transfer regulations. These factors may increase environment and complex data security and data compliance risk and costs, limit the Company’s ability transfer regulations. These factors may increase to source and execute new investment opportunities compliance risk and costs, limit the Company’s ability and lead to impairment losses on its investments. to source and execute new investment opportunities Restrictions on transfers of certain types of onshore and lead to impairment losses on its investments. data of the Company’s Chinese entities to offshore Restrictions on transfers of certain types of onshore entities also may limit BlackRock’s ability to data of the Company’s Chinese entities to offshore aggregate, report and monitor such data on its global entities also may limit BlackRock’s ability to platform. In addition, a number of regulators in China aggregate, report and monitor such data on its global have jurisdiction over BlackRock’s business platform. In addition, a number of regulators in China operations, increasing operational and regulatory have jurisdiction over BlackRock’s business engagement complexity. These risks may be further operations, increasing operational and regulatory heightened by additional scrutiny by Chinese engagement complexity. These risks may be further regulators of certain sectors, such as technology and heightened by additional scrutiny by Chinese other industries that might be deemed to be of regulators of certain sectors, such as technology and national importance. other industries that might be deemed to be of national importance. International regulatory reforms could require BlackRock to alter its future business or operating activities, which International regulatory reforms could require BlackRock could be time-consuming and costly, increase regulatory to alter its future business or operating activities, which compliance costs, result in litigation, impede the could be time-consuming and costly, increase regulatory Company’s growth and cause its AUM, revenue and compliance costs, result in litigation, impede the earnings to decline. Regulatory reform may also impact Company’s growth and cause its AUM, revenue and BlackRock’s clients, which could cause them to change earnings to decline. Regulatory reform may also impact their investment strategies or allocations in manners that BlackRock’s clients, which could cause them to change may be adverse to BlackRock. their investment strategies or allocations in manners that may be adverse to BlackRock. Legal proceedings may cause the Company’s AUM, revenue and earnings to decline. Legal proceedings may cause the Company’s AUM, revenue and earnings to decline. BlackRock is subject to a number of sources of potential legal liability and the Company, certain of the investment BlackRock is subject to a number of sources of potential funds it manages and certain of its subsidiaries and legal liability and the Company, certain of the investment employees have been named as defendants in various funds it manages and certain of its subsidiaries and legal actions, including arbitrations, class actions and employees have been named as defendants in various other litigation arising in connection with BlackRock’s legal actions, including arbitrations, class actions and activities. Certain of BlackRock’s subsidiaries and other litigation arising in connection with BlackRock’s employees are also subject to periodic examination, activities. Certain of BlackRock’s subsidiaries and special inquiries and potential proceedings by regulatory employees are also subject to periodic examination, authorities, including the Securities and Exchange special inquiries and potential proceedings by regulatory Commission, Office of the Comptroller of the Currency authorities, including the Securities and Exchange (“OCC”), Department of Labor, Commodity Futures Commission, Office of the Comptroller of the Currency Trading Commission, Financial Conduct Authority, (“OCC”), Department of Labor, Commodity Futures Commission de Surveillance du Secteur Financial and Trading Commission, Financial Conduct Authority, Federal Reserve. Similarly, from time to time, BlackRock Commission de Surveillance du Secteur Financial and receives subpoenas or other requests for information from Federal Reserve. Similarly, from time to time, BlackRock various US state and federal as well as non-US receives subpoenas or other requests for information from governmental and regulatory authorities in connection various US state and federal as well as non-US with certain industry-wide, company-specific or other governmental and regulatory authorities in connection investigations, proceedings or litigations. These with certain industry-wide, company-specific or other investigations, proceedings or litigations. These examinations, inquiries and proceedings have in the past and could in the future, if compliance failures or other examinations, inquiries and proceedings have in the past violations are found, cause the relevant governmental or and could in the future, if compliance failures or other regulatory authority to institute proceedings and/or violations are found, cause the relevant governmental or impose sanctions for violations. Any such action may also regulatory authority to institute proceedings and/or result in litigation by investors in BlackRock’s funds, other impose sanctions for violations. Any such action may also BlackRock clients or BlackRock’s shareholders. Such legal result in litigation by investors in BlackRock’s funds, other proceedings could harm the Company’s reputation and BlackRock clients or BlackRock’s shareholders. Such legal may cause its AUM, revenue and earnings to decline, proceedings could harm the Company’s reputation and potentially harm the investment returns of the applicable may cause its AUM, revenue and earnings to decline, fund, or result in the Company being liable for damages. potentially harm the investment returns of the applicable fund, or result in the Company being liable for damages. In addition, when clients retain BlackRock to manage their assets or provide them with products or services, they In addition, when clients retain BlackRock to manage their typically specify contractual requirements or guidelines assets or provide them with products or services, they that BlackRock must observe in the provision of its typically specify contractual requirements or guidelines services. A failure to comply with these guidelines or that BlackRock must observe in the provision of its requirements could expose BlackRock to lawsuits, harm its services. A failure to comply with these guidelines or reputation or cause clients to withdraw assets or terminate requirements could expose BlackRock to lawsuits, harm its contracts. reputation or cause clients to withdraw assets or terminate contracts. BlackRock faces increasing focus from regulators, officials, clients and other stakeholders regarding ESG BlackRock faces increasing focus from regulators, matters, which may adversely impact its reputation and officials, clients and other stakeholders regarding ESG business. matters, which may adversely impact its reputation and business. BlackRock faces increasing focus from regulators, officials, clients and other stakeholders regarding ESG BlackRock faces increasing focus from regulators, matters. BlackRock offers choice to its clients who have a officials, clients and other stakeholders regarding ESG variety of goals and preferences, including those who want matters. BlackRock offers choice to its clients who have a to increase their exposure to the low-carbon transition and variety of goals and preferences, including those who want those who choose not to invest in products or strategies to increase their exposure to the low-carbon transition and with sustainable investment objectives. BlackRock is those who choose not to invest in products or strategies subject to competing demands from different stakeholder with sustainable investment objectives. BlackRock is groups with divergent views on ESG-related matters, subject to competing demands from different stakeholder including in countries in which BlackRock operates and groups with divergent views on ESG-related matters, invests, as well as in states and localities where BlackRock including in countries in which BlackRock operates and serves public sector clients. This divergence has and invests, as well as in states and localities where BlackRock continues to increase the risk that any perceived or actual serves public sector clients. This divergence has and action or lack thereof by BlackRock on such matters on continues to increase the risk that any perceived or actual behalf of its clients will be viewed differently by various action or lack thereof by BlackRock on such matters on stakeholders and adversely impact BlackRock’s reputation behalf of its clients will be viewed differently by various and business, including through withdrawals, stakeholders and adversely impact BlackRock’s reputation redemptions, terminations or decisions not to commit or and business, including through withdrawals, invest new capital by clients, as well as legal and redemptions, terminations or decisions not to commit or governmental action and scrutiny. Some US states and invest new capital by clients, as well as legal and state officials have adopted or proposed legislation or governmental action and scrutiny. Some US states and otherwise have taken official positions restricting or state officials have adopted or proposed legislation or prohibiting state government entities from doing certain otherwise have taken official positions restricting or business with entities identified by the state as prohibiting state government entities from doing certain “boycotting” or “discriminating” against particular business with entities identified by the state as industries or considering ESG factors in their investment “boycotting” or “discriminating” against particular processes and proxy voting. Other states and localities industries or considering ESG factors in their investment may adopt similar legislation or other ESG-related laws processes and proxy voting. Other states and localities and positions that adversely impact BlackRock’s business. may adopt similar legislation or other ESG-related laws BlackRock may also communicate certain initiatives and and positions that adversely impact BlackRock’s business. goals for its corporate activities related to environmental, BlackRock may also communicate certain initiatives and diversity, and other ESG-related matters. BlackRock could goals for its corporate activities related to environmental, be criticized for the scope or nature of any initiatives or diversity, and other ESG-related matters. BlackRock could goals, or for revisions thereto. Such initiatives or goals be criticized for the scope or nature of any initiatives or may be difficult or costly to implement, may not advance goals, or for revisions thereto. Such initiatives or goals at the anticipated pace, or be accomplished within the may be difficult or costly to implement, may not advance announced timeframe or at all. If BlackRock is not able to at the anticipated pace, or be accomplished within the successfully manage ESG-related expectations across announced timeframe or at all. If BlackRock is not able to varied stakeholder interests, it may adversely affect successfully manage ESG-related expectations across BlackRock’s reputation, ability to attract and retain clients, varied stakeholder interests, it may adversely affect employees, shareholders and business partners or result BlackRock’s reputation, ability to attract and retain clients, employees, shareholders and business partners or result in litigation, legal or governmental action, which may cause its AUM, revenue and earnings to decline. in litigation, legal or governmental action, which may cause its AUM, revenue and earnings to decline. Damage to BlackRock’s reputation may harm its business. Damage to BlackRock’s reputation may harm its business. BlackRock’s reputation is critical to its relationships with its clients, employees, shareholders and business BlackRock’s reputation is critical to its relationships with partners. BlackRock’s reputation may be harmed by, its clients, employees, shareholders and business among other factors, regulatory, enforcement or other partners. BlackRock’s reputation may be harmed by, governmental actions, technology or operational failures, among other factors, regulatory, enforcement or other poor investment performance, ineffective management or governmental actions, technology or operational failures, monitoring of key third-party relationships, ransomware or poor investment performance, ineffective management or other cybersecurity incidents, privacy incidents, employee monitoring of key third-party relationships, ransomware or errors or misconduct, failures to manage risks or conflicts other cybersecurity incidents, privacy incidents, employee of interest, or legal actions related to BlackRock or its errors or misconduct, failures to manage risks or conflicts products and services. In addition, BlackRock’s business, of interest, or legal actions related to BlackRock or its scale and investments subject it to significant media products and services. In addition, BlackRock’s business, coverage and increasing attention from a broad range of scale and investments subject it to significant media stakeholders. This heightened scrutiny has resulted in coverage and increasing attention from a broad range of negative publicity and adverse actions for BlackRock and stakeholders. This heightened scrutiny has resulted in may continue to do so in the future. Any perceived or negative publicity and adverse actions for BlackRock and actual action or lack thereof, or perceived lack of may continue to do so in the future. Any perceived or transparency, by BlackRock on matters subject to scrutiny, actual action or lack thereof, or perceived lack of such as ESG, may be viewed differently by various transparency, by BlackRock on matters subject to scrutiny, stakeholders and adversely impact BlackRock’s reputation such as ESG, may be viewed differently by various and business, including through redemptions or stakeholders and adversely impact BlackRock’s reputation terminations by clients, and legal and governmental and business, including through redemptions or action and scrutiny. BlackRock’s global presence and terminations by clients, and legal and governmental investments on behalf of its clients around the world could action and scrutiny. BlackRock’s global presence and also lead to heightened scrutiny and criticism in an investments on behalf of its clients around the world could increasingly fragmented geopolitical landscape. For also lead to heightened scrutiny and criticism in an example, BlackRock has received criticism from some increasingly fragmented geopolitical landscape. For stakeholders because of its operations and investments in example, BlackRock has received criticism from some certain countries on behalf of clients, including China. stakeholders because of its operations and investments in These criticisms could adversely impact BlackRock’s certain countries on behalf of clients, including China. reputation and business. In addition, the increasing These criticisms could adversely impact BlackRock’s popularity of social media and non-mainstream Internet reputation and business. In addition, the increasing news sources may lead to faster and wider dissemination popularity of social media and non-mainstream Internet of adverse publicity or inaccurate information about news sources may lead to faster and wider dissemination BlackRock, making effective remediation more difficult. of adverse publicity or inaccurate information about Damage to BlackRock’s reputation may impact BlackRock, making effective remediation more difficult. BlackRock’s ability to attract and retain clients, employees, Damage to BlackRock’s reputation may impact shareholders and business partners, which may cause its BlackRock’s ability to attract and retain clients, employees, AUM, revenue and earnings to decline. shareholders and business partners, which may cause its AUM, revenue and earnings to decline. A failure to effectively manage potential conflicts of interest could result in litigation or enforcement actions A failure to effectively manage potential conflicts of and/or adversely affect BlackRock’s business and interest could result in litigation or enforcement actions reputation, which may cause BlackRock’s AUM, revenue and/or adversely affect BlackRock’s business and and earnings to decline. reputation, which may cause BlackRock’s AUM, revenue and earnings to decline. As a global investment management firm that provides investment and technology services to a diverse range of As a global investment management firm that provides clients, the Company must routinely address and manage investment and technology services to a diverse range of conflicts of interest, as well as the perception of conflicts clients, the Company must routinely address and manage of interest, between itself and its clients, employees or conflicts of interest, as well as the perception of conflicts vendors. While BlackRock has policies, controls and of interest, between itself and its clients, employees or disclosure protocols in place to manage and address vendors. While BlackRock has policies, controls and potential conflicts of interest, identifying and mitigating disclosure protocols in place to manage and address conflicts of interest can be complex and is the subject of potential conflicts of interest, identifying and mitigating increasing regulatory and media scrutiny. It is possible conflicts of interest can be complex and is the subject of that actual, potential or perceived conflicts could give rise increasing regulatory and media scrutiny. It is possible to investor or client dissatisfaction, adverse publicity, that actual, potential or perceived conflicts could give rise litigation or enforcement actions. In particular, to investor or client dissatisfaction, adverse publicity, BlackRock’s broad range of investment, advisory and litigation or enforcement actions. In particular, technology offerings, and its focus on providing clients BlackRock’s broad range of investment, advisory and technology offerings, and its focus on providing clients BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 35 35 with whole portfolio solutions, may result in clients working with multiple BlackRock businesses and/or with whole portfolio solutions, may result in clients BlackRock being engaged by institutions that have a working with multiple BlackRock businesses and/or nexus to industries or jurisdictions in which BlackRock BlackRock being engaged by institutions that have a operates, which may increase the potential for actual or nexus to industries or jurisdictions in which BlackRock perceived conflicts of interest and improper information operates, which may increase the potential for actual or sharing. To the extent that BlackRock fails, or appears to perceived conflicts of interest and improper information fail, to deal appropriately with any conflict of interest, it sharing. To the extent that BlackRock fails, or appears to may face adverse publicity, reputational damage, fail, to deal appropriately with any conflict of interest, it litigation, regulatory proceedings, client attrition, may face adverse publicity, reputational damage, penalties, fines and/or sanctions, any of which may cause litigation, regulatory proceedings, client attrition, BlackRock’s AUM, revenue and earnings to decline. penalties, fines and/or sanctions, any of which may cause BlackRock’s AUM, revenue and earnings to decline. A subsidiary of BlackRock is subject to US banking regulations that may limit its business activities. A subsidiary of BlackRock is subject to US banking regulations that may limit its business activities. BlackRock’s trust bank subsidiary, which is a national banking association chartered by the OCC, is subject to BlackRock’s trust bank subsidiary, which is a national OCC regulation and capital requirements that may limit its banking association chartered by the OCC, is subject to business activities. The OCC has broad supervisory and OCC regulation and capital requirements that may limit its enforcement authority over BlackRock’s trust bank. business activities. The OCC has broad supervisory and Having a subsidiary subject to banking regulation may put enforcement authority over BlackRock’s trust bank. BlackRock at a competitive disadvantage because certain Having a subsidiary subject to banking regulation may put of its competitors are not subject to the limitations BlackRock at a competitive disadvantage because certain imposed by such regulation. of its competitors are not subject to the limitations imposed by such regulation. The implications of complying with threshold limits and/ or any failure to comply with ownership reporting The implications of complying with threshold limits and/ requirements could result in harm to BlackRock’s or any failure to comply with ownership reporting reputation, impact the performance of certain BlackRock requirements could result in harm to BlackRock’s funds and may cause its AUM, revenue and earnings to reputation, impact the performance of certain BlackRock decline. funds and may cause its AUM, revenue and earnings to decline. Of note among the various regulations to which BlackRock is subject are the extensive and increasingly stringent Of note among the various regulations to which BlackRock regulatory reporting requirements that necessitate the is subject are the extensive and increasingly stringent monitoring and reporting of issuer exposure levels regulatory reporting requirements that necessitate the (thresholds) across the holdings of managed funds and monitoring and reporting of issuer exposure levels accounts and those of the Company. The specific triggers (thresholds) across the holdings of managed funds and and the reporting methods that these threshold filings accounts and those of the Company. The specific triggers entail vary significantly by regulator and across and the reporting methods that these threshold filings jurisdictions. BlackRock continues to invest in technology, entail vary significantly by regulator and across training and its employees to further enhance its jurisdictions. BlackRock continues to invest in technology, monitoring and reporting functions. Despite these training and its employees to further enhance its investments, the complexity of the various threshold monitoring and reporting functions. Despite these reporting requirements combined with the breadth of the investments, the complexity of the various threshold assets managed by the Company and high volume of reporting requirements combined with the breadth of the securities trading have caused errors and omissions to assets managed by the Company and high volume of occur in the past and pose a risk that errors or omissions securities trading have caused errors and omissions to may occur in the future. Any such errors may expose occur in the past and pose a risk that errors or omissions BlackRock to monetary penalties or other sanctions, which may occur in the future. Any such errors may expose could have an adverse effect on BlackRock’s reputation BlackRock to monetary penalties or other sanctions, which and may cause its AUM, revenue and earnings to decline. could have an adverse effect on BlackRock’s reputation and may cause its AUM, revenue and earnings to decline. Moreover, as BlackRock’s business grows it is becoming subject to a greater number of regulatory, industry-level or Moreover, as BlackRock’s business grows it is becoming issuer-specific threshold limits and scrutiny that may subject to a greater number of regulatory, industry-level or prevent BlackRock from holding positions in certain equity issuer-specific threshold limits and scrutiny that may securities, securities convertible into equity securities or prevent BlackRock from holding positions in certain equity futures contracts in excess of certain thresholds. Although securities, securities convertible into equity securities or BlackRock is actively engaged in regulatory, issuer- futures contracts in excess of certain thresholds. Although specific and structural initiatives to create additional BlackRock is actively engaged in regulatory, issuer- investment capacity, threshold limits may nonetheless specific and structural initiatives to create additional prevent the purchase of certain securities which may, in investment capacity, threshold limits may nonetheless turn, impact the performance of certain BlackRock index prevent the purchase of certain securities which may, in funds by increasing tracking error relative to the funds’ turn, impact the performance of certain BlackRock index benchmarks, impact the performance of certain BlackRock funds by increasing tracking error relative to the funds’ benchmarks, impact the performance of certain BlackRock 36 BlackRock | 2023 Form 10-K 36 BlackRock | 2023 Form 10-K actively managed funds by preventing them from taking advantage of alpha generating opportunities, and impede actively managed funds by preventing them from taking the Company’s growth. advantage of alpha generating opportunities, and impede the Company’s growth. BlackRock has been the subject of commentary citing concerns about the scale of its index investing business, BlackRock has been the subject of commentary citing as well as purported competition issues relating to the concerns about the scale of its index investing business, common ownership theory. as well as purported competition issues relating to the common ownership theory. As a leader in the index investing and asset management industry, BlackRock has been the subject of commentary As a leader in the index investing and asset management citing concerns about the growth of index investing and industry, BlackRock has been the subject of commentary concentrated proxy voting power. Some commentators citing concerns about the growth of index investing and have argued that continued growth of index funds has the concentrated proxy voting power. Some commentators potential to impact stock market competitiveness by have argued that continued growth of index funds has the exacerbating stock price moves and market volatility. Some potential to impact stock market competitiveness by commentators, regulators and lawmakers have also argued exacerbating stock price moves and market volatility. Some that index managers have accumulated outsized influence commentators, regulators and lawmakers have also argued through the proxy voting power their clients have assigned that index managers have accumulated outsized influence them. Some have proposed limitations on the ability of through the proxy voting power their clients have assigned index fund managers to vote on behalf of their clients, or them. Some have proposed limitations on the ability of that voting and engagement on certain topics should index fund managers to vote on behalf of their clients, or trigger changes in regulatory status. Additional that voting and engagement on certain topics should commentary focuses on the common ownership theory, an trigger changes in regulatory status. Additional academic theory stating that minority ownership of commentary focuses on the common ownership theory, an multiple companies within a single industry by the same academic theory stating that minority ownership of investor leads to anticompetitive effects. This theory multiple companies within a single industry by the same purports to link aggregated equity positions in certain investor leads to anticompetitive effects. This theory industries with higher consumer prices and executive purports to link aggregated equity positions in certain compensation and lower wages and employment rates, industries with higher consumer prices and executive among other things. In the US, the FTC cited common compensation and lower wages and employment rates, ownership as a disqualifying factor in a proposed among other things. In the US, the FTC cited common exemption from pre-merger notification rules and as a ownership as a disqualifying factor in a proposed consideration underlying its consultation on rules applying exemption from pre-merger notification rules and as a to acquisitions of voting securities by investment entities. consideration underlying its consultation on rules applying In 2021, the FTC identified common ownership as a key to acquisitions of voting securities by investment entities. enforcement area and passed a resolution empowering In 2021, the FTC identified common ownership as a key individual commissioners to investigate shareholder enforcement area and passed a resolution empowering conduct in connection with common ownership. In 2023, individual commissioners to investigate shareholder the FTC and DOJ released new merger guidelines conduct in connection with common ownership. In 2023, recognizing that common ownership may reduce the FTC and DOJ released new merger guidelines competitive incentives. Common ownership may be given recognizing that common ownership may reduce greater consideration in regulatory investigations, studies, competitive incentives. Common ownership may be given rule proposals, policy decisions and/or the scrutiny of greater consideration in regulatory investigations, studies, mergers and acquisitions. The debate on common rule proposals, policy decisions and/or the scrutiny of ownership is still on the agenda of competition regulators mergers and acquisitions. The debate on common globally, and common ownership may continue to be a ownership is still on the agenda of competition regulators consideration for the EC, among others, including in the globally, and common ownership may continue to be a assessment of mergers and investigations. For example, consideration for the EC, among others, including in the EC and European Parliament reports in 2020 suggested assessment of mergers and investigations. For example, that more evidence was required on the impact of common EC and European Parliament reports in 2020 suggested ownership on competition, and a committee of the that more evidence was required on the impact of common Australian House of Representatives held an inquiry in ownership on competition, and a committee of the 2021 on the implications of common ownership and Australian House of Representatives held an inquiry in capital concentration on Australian companies and 2021 on the implications of common ownership and markets. In 2023, the UK Competition & Markets Authority capital concentration on Australian companies and (“CMA”) established a new economic research unit which markets. In 2023, the UK Competition & Markets Authority identified common ownership as a potential research topic. (“CMA”) established a new economic research unit which There is substantial literature casting doubt on the identified common ownership as a potential research topic. assumptions, data, methodology and conclusions There is substantial literature casting doubt on the associated with the common ownership theory and assumptions, data, methodology and conclusions competition regulators, including at the FTC and CMA, associated with the common ownership theory and have acknowledged that the debate around the theory competition regulators, including at the FTC and CMA, remains unsettled. Nevertheless, some commentators have have acknowledged that the debate around the theory proposed remedies, including limits on the ownership remains unsettled. Nevertheless, some commentators have stakes of common owners that, if enacted into policy, could proposed remedies, including limits on the ownership have a negative impact on the capital markets, as well as stakes of common owners that, if enacted into policy, could have a negative impact on the capital markets, as well as increase costs and limit the availability of products for investors. Such policy solutions could, in turn, adversely increase costs and limit the availability of products for affect BlackRock. investors. Such policy solutions could, in turn, adversely affect BlackRock. New tax legislation or changes to existing US and non-US tax laws, treaties and regulations or challenges to New tax legislation or changes to existing US and non-US BlackRock’s historical taxation practices may adversely tax laws, treaties and regulations or challenges to affect BlackRock’s effective tax rate, business and overall BlackRock’s historical taxation practices may adversely financial condition. affect BlackRock’s effective tax rate, business and overall financial condition. BlackRock’s businesses may be directly or indirectly affected by tax legislation and regulation, or the modification of BlackRock’s businesses may be directly or indirectly affected existing tax laws, by US or non-US tax authorities. by tax legislation and regulation, or the modification of Legislation at both the US federal and state level has been existing tax laws, by US or non-US tax authorities. previously proposed to enact a financial transaction tax Legislation at both the US federal and state level has been (“FTT”) on stocks, bonds and a broad range of financial previously proposed to enact a financial transaction tax instruments and derivative transactions. In the EU, certain (“FTT”) on stocks, bonds and a broad range of financial Member States have also enacted similar FTTs and the EC instruments and derivative transactions. In the EU, certain has proposed legislation to harmonize these taxes and Member States have also enacted similar FTTs and the EC provide for the adoption of EU-level legislation applicable to has proposed legislation to harmonize these taxes and some (but not all) EU Member States. If enacted as provide for the adoption of EU-level legislation applicable to proposed, FTTs could have an adverse effect on BlackRock’s some (but not all) EU Member States. If enacted as financial results and clients’ performance results. proposed, FTTs could have an adverse effect on BlackRock’s financial results and clients’ performance results. The Organisation for Economic Cooperation and Development (“OECD”) has proposed certain international The Organisation for Economic Cooperation and tax reforms, which, among other things, would (1) shift Development (“OECD”) has proposed certain international taxing rights to the jurisdiction of the consumer and tax reforms, which, among other things, would (1) shift (2) establish a global minimum tax for multinational taxing rights to the jurisdiction of the consumer and companies of 15% (namely the “Pillar One” and “Pillar (2) establish a global minimum tax for multinational Two” Framework). EU member states adopted, or plan to companies of 15% (namely the “Pillar One” and “Pillar adopt, laws implementing the OECD’s minimum tax rules Two” Framework). EU member states adopted, or plan to under the Pillar Two Framework, which are expected to go adopt, laws implementing the OECD’s minimum tax rules into effect in 2024. Several other countries, including the under the Pillar Two Framework, which are expected to go UK, have changed or are considering changes to their tax into effect in 2024. Several other countries, including the law to implement the OECD’s minimum tax proposal. As a UK, have changed or are considering changes to their tax result of these developments, the tax laws of certain law to implement the OECD’s minimum tax proposal. As a countries in which BlackRock does business have and may result of these developments, the tax laws of certain continue to change, and any such changes could increase countries in which BlackRock does business have and may its tax liabilities. The Company is continuing to monitor continue to change, and any such changes could increase legislative developments and evaluate the potential its tax liabilities. The Company is continuing to monitor impact of the Pillar Two Framework on future periods. legislative developments and evaluate the potential impact of the Pillar Two Framework on future periods. The application of tax regulations involves numerous uncertainties, and in the normal course of business US The application of tax regulations involves numerous and non-US tax authorities may review and challenge tax uncertainties, and in the normal course of business US positions adopted by BlackRock. These challenges may and non-US tax authorities may review and challenge tax result in adjustments to, or impact the timing or amount positions adopted by BlackRock. These challenges may of, taxable income, deductions or other tax allocations, result in adjustments to, or impact the timing or amount which may adversely affect BlackRock’s effective tax rate of, taxable income, deductions or other tax allocations, and overall financial condition. Similarly, the Company which may adversely affect BlackRock’s effective tax rate manages assets in products and accounts that have and overall financial condition. Similarly, the Company investment objectives which may conform to tax positions manages assets in products and accounts that have adopted by BlackRock or to specific tax rules. To the extent investment objectives which may conform to tax positions there are changes in tax law or policy, or regulatory adopted by BlackRock or to specific tax rules. To the extent challenges to tax positions adopted by BlackRock, the there are changes in tax law or policy, or regulatory value or attractiveness of such investments may be challenges to tax positions adopted by BlackRock, the diminished and BlackRock may suffer financial or value or attractiveness of such investments may be reputational harm. diminished and BlackRock may suffer financial or reputational harm. Item 1B. Unresolved Staff Item 1B. Unresolved Staff Comments Comments The Company has no unresolved comments from the Securities and Exchange Commission (“SEC”) staff The Company has no unresolved comments from the relating to BlackRock’s periodic or current reports filed Securities and Exchange Commission (“SEC”) staff with the SEC pursuant to the Exchange Act. relating to BlackRock’s periodic or current reports filed with the SEC pursuant to the Exchange Act. Item 1C. Cybersecurity Item 1C. Cybersecurity CYBERSECURITY RISK MANAGEMENT A ND STRATEGY CYBERSECURITY RISK MANAGEMENT A ND STRATEGY BlackRock recognizes the importance of identifying, assessing, and managing material risks associated with BlackRock recognizes the importance of identifying, cybersecurity threats. Cybersecurity represents an assessing, and managing material risks associated with important component of the Company’s approach to cybersecurity threats. Cybersecurity represents an enterprise risk management (“ERM”). The Company important component of the Company’s approach to leverages a multi-lines-of-defense model with enterprise risk management (“ERM”). The Company cybersecurity operational processes executed by global leverages a multi-lines-of-defense model with information security and other teams across the firm and cybersecurity operational processes executed by global dedicated internal audit technology and technology risk information security and other teams across the firm and management (“TRM”) teams that independently review dedicated internal audit technology and technology risk technology risks. The Company’s cybersecurity program is management (“TRM”) teams that independently review fully integrated into its ERM framework and is aligned with technology risks. The Company’s cybersecurity program is recognized frameworks, including NIST CSF, FFIEC CAT, fully integrated into its ERM framework and is aligned with FedRAMP, SOC 1/2, ISO 27001/2 and others. BlackRock recognized frameworks, including NIST CSF, FFIEC CAT, aims to inform and continuously improve its cybersecurity FedRAMP, SOC 1/2, ISO 27001/2 and others. BlackRock program through engagement with regulatory, client, aims to inform and continuously improve its cybersecurity insurer, vendor, partner, peer, government and industry program through engagement with regulatory, client, organizations and associations, as well as external audit, insurer, vendor, partner, peer, government and industry technology risk, information security and other organizations and associations, as well as external audit, assessments. technology risk, information security and other assessments. BlackRock seeks to address cybersecurity risks through a global, multilayered strategy of control programs that is BlackRock seeks to address cybersecurity risks through a designed to preserve the confidentiality, integrity and global, multilayered strategy of control programs that is availability of the information that BlackRock collects and designed to preserve the confidentiality, integrity and stores by identifying, preventing and mitigating availability of the information that BlackRock collects and cybersecurity threats and incidents. As one of the critical stores by identifying, preventing and mitigating elements of the Company’s overall ERM framework, cybersecurity threats and incidents. As one of the critical BlackRock’s cybersecurity program is focused on the elements of the Company’s overall ERM framework, following key areas: BlackRock’s cybersecurity program is focused on the following key areas: • Governance: As discussed in more detail under the heading “Cybersecurity Governance” below, the • Governance: As discussed in more detail under the Board’s oversight of cybersecurity risk management heading “Cybersecurity Governance” below, the is supported by the Risk Committee, which regularly Board’s oversight of cybersecurity risk management interacts with the Company’s risk management is supported by the Risk Committee, which regularly function, the Company’s Chief Risk Officer (“CRO”) interacts with the Company’s risk management and Chief Information Security Officer (“CISO”), along function, the Company’s Chief Risk Officer (“CRO”) with other members of management. In addition, and Chief Information Security Officer (“CISO”), along technology and cybersecurity risks are formally with other members of management. In addition, overseen by a dedicated management risk technology and cybersecurity risks are formally governance committee, the Technology Risk and overseen by a dedicated management risk Cybersecurity Committee (“TRCC”), which is a governance committee, the Technology Risk and sub-committee of the firmwide Enterprise Risk Cybersecurity Committee (“TRCC”), which is a Committee (“ERC”). sub-committee of the firmwide Enterprise Risk Committee (“ERC”). • Cross-Functional Approach: The Company has • Cross-Functional Approach: The Company has implemented a global, cross-functional approach to identifying, preventing, and mitigating cybersecurity implemented a global, cross-functional approach to threats and incidents, while also implementing identifying, preventing, and mitigating cybersecurity layered preventative, detective, reactive and recovery threats and incidents, while also implementing controls to identify and manage cybersecurity risks. layered preventative, detective, reactive and recovery controls to identify and manage cybersecurity risks. • Safeguards: The Company deploys a range of people, process and technical controls that are designed to • Safeguards: The Company deploys a range of people, protect the Company’s information systems from process and technical controls that are designed to cybersecurity threats, which may include, among protect the Company’s information systems from others: physical security controls; perimeter controls, cybersecurity threats, which may include, among including technical assessments, firewalls, network others: physical security controls; perimeter controls, segregation, intrusion detection and prevention; including technical assessments, firewalls, network tabletop exercises; ongoing vulnerability and patch segregation, intrusion detection and prevention; management; vendor due diligence; multi-factor tabletop exercises; ongoing vulnerability and patch authentication; device encryption; application management; vendor due diligence; multi-factor security, code testing and penetration testing; authentication; device encryption; application security, code testing and penetration testing; BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 37 37 endpoint security, including anti-malware protection, threat intel and response, managed detection and endpoint security, including anti-malware protection, response, security configuration management, threat intel and response, managed detection and portable storage device lockdown, and restricted response, security configuration management, administrative privileges; employee awareness, portable storage device lockdown, and restricted training, and phishing testing; data loss prevention administrative privileges; employee awareness, program and monitoring; information security training, and phishing testing; data loss prevention incident reporting and monitoring; and layered and program and monitoring; information security comprehensive access controls. incident reporting and monitoring; and layered and comprehensive access controls. • Incident Response and Recovery Planning: The Company has established and maintains incident • Incident Response and Recovery Planning: The response and recovery plans that address the Company has established and maintains incident Company’s response to a cybersecurity incident, response and recovery plans that address the including processes designed to assess, escalate, Company’s response to a cybersecurity incident, contain, investigate and remediate the incident, as including processes designed to assess, escalate, well as to comply with applicable legal obligations contain, investigate and remediate the incident, as and mitigate potential reputational damage. Such well as to comply with applicable legal obligations plans are evaluated on a periodic basis. and mitigate potential reputational damage. Such plans are evaluated on a periodic basis. • Third-Party Risk Management: The Company • Third-Party Risk Management: The Company maintains a risk-based approach to identifying and overseeing cybersecurity risks presented by third maintains a risk-based approach to identifying and parties, including vendors, service providers, overseeing cybersecurity risks presented by third counterparties and clients, as well as the systems of parties, including vendors, service providers, third parties that could significantly and adversely counterparties and clients, as well as the systems of impact the Company’s business in the event of a third parties that could significantly and adversely cybersecurity incident affecting those third-party impact the Company’s business in the event of a systems. Operational incidents can arise as a result of cybersecurity incident affecting those third-party failures by third parties with which the Company does systems. Operational incidents can arise as a result of business, such as failures by internet, communication failures by third parties with which the Company does technology and cloud service providers or other business, such as failures by internet, communication vendors to adequately follow processes and technology and cloud service providers or other procedures, safeguard their systems or prevent vendors to adequately follow processes and system disruptions or cyber-attacks. Third-party risks procedures, safeguard their systems or prevent are included within BlackRock’s ERM framework, and system disruptions or cyber-attacks. Third-party risks risk identification and mitigation are supported by the are included within BlackRock’s ERM framework, and Company’s cybersecurity program. BlackRock also risk identification and mitigation are supported by the performs diligence on certain third parties and Company’s cybersecurity program. BlackRock also monitors cybersecurity threats and risks identified performs diligence on certain third parties and through such diligence. monitors cybersecurity threats and risks identified through such diligence. • Education and Awareness: The Company’s • Education and Awareness: The Company’s employees and contractors are required to complete an annual information security training to equip them employees and contractors are required to complete with effective tools to address cybersecurity threats, an annual information security training to equip them and receive communications on the Company’s with effective tools to address cybersecurity threats, evolving information security policies and procedures. and receive communications on the Company’s evolving information security policies and procedures. The Company’s global information security team, in collaboration with the technology risk and internal audit The Company’s global information security team, in teams, engages in the periodic assessment and testing of collaboration with the technology risk and internal audit the Company’s cyber risks and cybersecurity program. teams, engages in the periodic assessment and testing of These efforts may include a wide range of activities, the Company’s cyber risks and cybersecurity program. including audits, assessments, wargames and “tabletop” These efforts may include a wide range of activities, exercises, threat modeling, vulnerability testing and other including audits, assessments, wargames and “tabletop” exercises focused on evaluating the effectiveness of the exercises, threat modeling, vulnerability testing and other Company’s cybersecurity measures and planning. exercises focused on evaluating the effectiveness of the BlackRock also participates in financial services industry Company’s cybersecurity measures and planning. and government forums in an effort to improve both BlackRock also participates in financial services industry internal and sector cybersecurity defense. The Company and government forums in an effort to improve both regularly engages third parties and advisors to assess its internal and sector cybersecurity defense. The Company cybersecurity control environment. The results of certain regularly engages third parties and advisors to assess its program and control assessments are reported to the Risk cybersecurity control environment. The results of certain Committee, and BlackRock adjusts its cybersecurity program and control assessments are reported to the Risk program as appropriate based on the information Committee, and BlackRock adjusts its cybersecurity provided by these assessments. program as appropriate based on the information provided by these assessments. 38 BlackRock | 2023 Form 10-K 38 BlackRock | 2023 Form 10-K As of December 31, 2023, BlackRock is not aware of any cybersecurity risks that have materially affected or are As of December 31, 2023, BlackRock is not aware of any reasonably likely to materially affect BlackRock’s business cybersecurity risks that have materially affected or are strategy, results of operations, or financial condition. For reasonably likely to materially affect BlackRock’s business additional information on whether and how risks from strategy, results of operations, or financial condition. For cybersecurity threats are reasonably likely to materially additional information on whether and how risks from affect BlackRock, see “A cyber-attack or a failure to cybersecurity threats are reasonably likely to materially implement effective information and cybersecurity affect BlackRock, see “A cyber-attack or a failure to policies, procedures and capabilities could disrupt implement effective information and cybersecurity operations and lead to financial losses and reputational policies, procedures and capabilities could disrupt harm, which may cause BlackRock’s AUM, revenue and operations and lead to financial losses and reputational earnings to decline.” under Part I, Item 1A, Risk Factors harm, which may cause BlackRock’s AUM, revenue and herein. earnings to decline.” under Part I, Item 1A, Risk Factors herein. CYBERSECURITY GOVERNANCE CYBERSECURITY GOVERNANCE BlackRock’s Board of Directors is actively engaged in the oversight of BlackRock’s risk management program. The BlackRock’s Board of Directors is actively engaged in the Risk Committee assists the Board with its oversight of the oversight of BlackRock’s risk management program. The Company’s levels of risk, risk assessment, risk Risk Committee assists the Board with its oversight of the management and related policies and processes, Company’s levels of risk, risk assessment, risk including risks arising from cybersecurity threats. The Risk management and related policies and processes, Committee receives regular reports on the Company’s including risks arising from cybersecurity threats. The Risk cybersecurity program, technology resilience risk Committee receives regular reports on the Company’s management and related developments from members of cybersecurity program, technology resilience risk the Company’s information security team, including the management and related developments from members of CISO. The Board and the Risk Committee also receive the Company’s information security team, including the information regarding cybersecurity incidents that meet CISO. The Board and the Risk Committee also receive certain reporting thresholds. On an annual basis, senior information regarding cybersecurity incidents that meet members of BlackRock’s technology, risk and information certain reporting thresholds. On an annual basis, senior security teams provide a comprehensive overview of members of BlackRock’s technology, risk and information BlackRock’s cyber risk and related programs to a joint security teams provide a comprehensive overview of session of the Board’s Risk and Audit Committees. BlackRock’s cyber risk and related programs to a joint session of the Board’s Risk and Audit Committees. Technology and cybersecurity risks at BlackRock are also overseen by the TRCC, a dedicated management risk Technology and cybersecurity risks at BlackRock are also governance committee and sub-committee of the overseen by the TRCC, a dedicated management risk firmwide ERC. The chair of the TRCC is appointed by the governance committee and sub-committee of the head of Enterprise Risk Management at the Company and firmwide ERC. The chair of the TRCC is appointed by the its members include the CISO as well as a broad range of head of Enterprise Risk Management at the Company and senior business stakeholders across BlackRock. The TRCC its members include the CISO as well as a broad range of is responsible for oversight of BlackRock’s technology and senior business stakeholders across BlackRock. The TRCC cybersecurity risk management practices and helps is responsible for oversight of BlackRock’s technology and ensure that technology and cybersecurity risks remain cybersecurity risk management practices and helps within firmwide risk tolerances and technology and ensure that technology and cybersecurity risks remain cybersecurity risk issues are escalated as appropriate to within firmwide risk tolerances and technology and the ERC and other committees. The TRCC also reviews any cybersecurity risk issues are escalated as appropriate to relevant technology and cybersecurity risk related issues the ERC and other committees. The TRCC also reviews any and helps ensure that they are appropriately escalated, relevant technology and cybersecurity risk related issues reported, and remediated. and helps ensure that they are appropriately escalated, reported, and remediated. BlackRock’s cybersecurity risk management and strategy processes, which are discussed in greater detail above, are BlackRock’s cybersecurity risk management and strategy led by the Company’s CISO. As of December 31, 2023, the processes, which are discussed in greater detail above, are CISO had over 30 years of experience in information led by the Company’s CISO. As of December 31, 2023, the technology with a 25-year concentration in information CISO had over 30 years of experience in information security, including previously serving as the CISO at technology with a 25-year concentration in information several global financial institutions. He also holds the security, including previously serving as the CISO at Certified Information Systems Security Professional several global financial institutions. He also holds the certification. The CISO works closely with the leadership Certified Information Systems Security Professional team and other subject matter experts in the global certification. The CISO works closely with the leadership cybersecurity group, who collectively have extensive prior team and other subject matter experts in the global work experience in various roles involving managing cybersecurity group, who collectively have extensive prior information security, developing cybersecurity strategy, work experience in various roles involving managing implementing effective information and cybersecurity information security, developing cybersecurity strategy, programs and overseeing cybersecurity controls in implementing effective information and cybersecurity technology risk and audit functions, as well as having programs and overseeing cybersecurity controls in relevant degrees and industry-leading certifications. technology risk and audit functions, as well as having relevant degrees and industry-leading certifications. The CISO and members of the TRCC monitor the prevention, detection, mitigation and remediation of The CISO and members of the TRCC monitor the cybersecurity incidents through their management of, and prevention, detection, mitigation and remediation of participation in, the cybersecurity risk management cybersecurity incidents through their management of, and processes described above, including the operation of participation in, the cybersecurity risk management BlackRock’s incident response plan. processes described above, including the operation of BlackRock’s incident response plan. Item 2. Properties Item 2. Properties BlackRock’s principal office, which is leased, is located at 50 Hudson Yards, New York, New York. BlackRock leases BlackRock’s principal office, which is leased, is located at additional office space throughout the world, including 50 Hudson Yards, New York, New York. BlackRock leases Atlanta, Belgrade (Serbia), Budapest, Edinburgh, Gurgaon additional office space throughout the world, including (India), Hong Kong, London, Mumbai (India), Princeton Atlanta, Belgrade (Serbia), Budapest, Edinburgh, Gurgaon (New Jersey), San Francisco and Singapore. The Company (India), Hong Kong, London, Mumbai (India), Princeton also owns an 84,500 square foot office building in (New Jersey), San Francisco and Singapore. The Company Wilmington, Delaware and a 43,000 square foot data also owns an 84,500 square foot office building in center in Amherst, New York. Wilmington, Delaware and a 43,000 square foot data center in Amherst, New York. Item 3. Legal Proceedings Item 3. Legal Proceedings For a discussion of the Company’s legal proceedings, see Note 15, Commitments and Contingencies, in the notes to For a discussion of the Company’s legal proceedings, see the consolidated financial statements contained in Part II, Note 15, Commitments and Contingencies, in the notes to Item 8. the consolidated financial statements contained in Part II, Item 8. Item 4. Mine Safety Disclosures Item 4. Mine Safety Disclosures Not applicable. Not applicable. PART II PART II Item 5. Market for Registrant’s Item 5. Market for Registrant’s Common Equity, Related Common Equity, Related Stockholder Matters and Issuer Stockholder Matters and Issuer Purchases of Equity Securities Purchases of Equity Securities BlackRock’s common stock is listed on the NYSE and is traded under the symbol “BLK”. At the close of business on BlackRock’s common stock is listed on the NYSE and is January 31, 2024, there were 197 common stockholders traded under the symbol “BLK”. At the close of business on of record. Common stockholders include institutional or January 31, 2024, there were 197 common stockholders omnibus accounts that hold common stock for many of record. Common stockholders include institutional or underlying investors. omnibus accounts that hold common stock for many underlying investors. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 39 39 The following table sets forth for the periods indicated the dividends declared per share for the common stock as The following table sets forth for the periods indicated the reported on the NYSE: dividends declared per share for the common stock as reported on the NYSE: 2023 2023 2022 2022 First Quarter First Quarter Second Quarter Second Quarter Third Quarter Third Quarter Fourth Quarter Fourth Quarter First Quarter First Quarter Second Quarter Second Quarter Third Quarter Third Quarter Fourth Quarter Fourth Quarter Cash Dividend Cash Declared Dividend Declared $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $4.88 $4.88 $4.88 $4.88 $4.88 $4.88 $4.88 $4.88 The closing price of BlackRock’s common stock as of February 22, 2024 was $813.44. The closing price of BlackRock’s common stock as of February 22, 2024 was $813.44. DIVIDENDS DIVIDENDS On January 12, 2024, the Board of Directors approved BlackRock’s quarterly dividend of $5.10 per share to be On January 12, 2024, the Board of Directors approved paid on March 22, 2024 to stockholders of record at the BlackRock’s quarterly dividend of $5.10 per share to be close of business on March 7, 2024. paid on March 22, 2024 to stockholders of record at the close of business on March 7, 2024. ISSUER PURCHASES OF EQUITY SECURITIES ISSUER PURCHASES OF EQUITY SECURITIES During the three months ended December 31, 2023, the Company made the following purchases of its common stock, which is registered pursuant to Section 12(b) of the Exchange Act. During the three months ended December 31, 2023, the Company made the following purchases of its common stock, which is registered pursuant to Section 12(b) of the Exchange Act. Total Number of Total Shares Number of Purchased(1) Shares Purchased(1) 211,477 211,477 328,204 328,204 31,900 31,900 571,581 571,581 Average Price Paid Average per Share Price Paid per Share $616.97 $616.97 $689.24 $689.24 $759.41 $759.41 $666.42 $666.42 Total Number of Shares Purchased Total Number of as Part of Publicly Shares Purchased Announced Plans as Part of Publicly or Programs Announced Plans or Programs 208,564 208,564 326,240 326,240 28,312 28,312 563,116 563,116 Maximum Number of Maximum Shares That Number of May Yet Be Shares That Purchased May Yet Be Under the Purchased Plans or Under the Programs(1) Plans or Programs(1) 6,087,167 6,087,167 5,760,927 5,760,927 5,732,615 5,732,615 October 1, 2023 through October 31, 2023 October 1, 2023 through October 31, 2023 November 1, 2023 through November 30, 2023 November 1, 2023 through November 30, 2023 December 1, 2023 through December 31, 2023 December 1, 2023 through December 31, 2023 Total Total (1) Consists of purchases made by the Company primarily to satisfy income tax withholding obligations of employees and members of the Company’s Board of Directors related to the vesting of certain restricted stock or restricted stock unit awards and purchases made by the Company as part of the share repurchase program that the Company announced in July 2010, which initially (1) Consists of purchases made by the Company primarily to satisfy income tax withholding obligations of employees and members of the Company’s Board of Directors related to the vesting of authorized the repurchase of 5.1 million shares with no stated expiration. In January 2023, the Company announced that the Board of Directors authorized the repurchase of an additional certain restricted stock or restricted stock unit awards and purchases made by the Company as part of the share repurchase program that the Company announced in July 2010, which initially seven million shares under the Company’s existing share repurchase program, for a total of up to approximately 7.9 million shares of BlackRock common stock. authorized the repurchase of 5.1 million shares with no stated expiration. In January 2023, the Company announced that the Board of Directors authorized the repurchase of an additional seven million shares under the Company’s existing share repurchase program, for a total of up to approximately 7.9 million shares of BlackRock common stock. Item 6. [Reserved] Item 6. [Reserved] 40 BlackRock | 2023 Form 10-K 40 BlackRock | 2023 Form 10-K Item 7. Management’s Discussion Item 7. Management’s Discussion and Analysis of Financial Condition and Analysis of Financial Condition and Results of Operations and Results of Operations FORWARD-LOOKING STATEMENTS FORWARD-LOOKING STATEMENTS This report, and other statements that BlackRock may make, may contain forward-looking statements within the This report, and other statements that BlackRock may meaning of the Private Securities Litigation Reform Act, make, may contain forward-looking statements within the with respect to BlackRock’s future financial or business meaning of the Private Securities Litigation Reform Act, performance, strategies or expectations. Forward-looking with respect to BlackRock’s future financial or business statements are typically identified by words or phrases performance, strategies or expectations. Forward-looking such as “trend,” “potential,” “opportunity,” “pipeline,” statements are typically identified by words or phrases “believe,” “comfortable,” “expect,” “anticipate,” “current,” such as “trend,” “potential,” “opportunity,” “pipeline,” “intention,” “estimate,” “position,” “assume,” “outlook,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “intention,” “estimate,” “position,” “assume,” “outlook,” “achieve,” and similar expressions, or future or conditional “continue,” “remain,” “maintain,” “sustain,” “seek,” verbs such as “will,” “would,” “should,” “could,” “may” and “achieve,” and similar expressions, or future or conditional similar expressions. verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions. BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, BlackRock cautions that forward-looking statements are which change over time. Forward-looking statements subject to numerous assumptions, risks and uncertainties, speak only as of the date they are made, and BlackRock which change over time. Forward-looking statements assumes no duty to and does not undertake to update speak only as of the date they are made, and BlackRock forward-looking statements. Actual results could differ assumes no duty to and does not undertake to update materially from those anticipated in forward-looking forward-looking statements. Actual results could differ statements and future results could differ materially from materially from those anticipated in forward-looking historical performance. statements and future results could differ materially from historical performance. BlackRock has previously disclosed risk factors in its Securities and Exchange Commission (“SEC”) reports. BlackRock has previously disclosed risk factors in its These risk factors and those identified elsewhere in this Securities and Exchange Commission (“SEC”) reports. report, among others, could cause actual results to differ These risk factors and those identified elsewhere in this materially from forward-looking statements or historical report, among others, could cause actual results to differ performance and include: (1) the introduction, withdrawal, materially from forward-looking statements or historical success and timing of business initiatives and strategies; performance and include: (1) the introduction, withdrawal, (2) changes and volatility in political, economic or industry success and timing of business initiatives and strategies; conditions, the interest rate environment, foreign (2) changes and volatility in political, economic or industry exchange rates or financial and capital markets, which conditions, the interest rate environment, foreign could result in changes in demand for products or services exchange rates or financial and capital markets, which or in the value of AUM; (3) the relative and absolute could result in changes in demand for products or services investment performance of BlackRock’s investment or in the value of AUM; (3) the relative and absolute products; (4) BlackRock’s ability to develop new products investment performance of BlackRock’s investment and services that address client preferences; (5) the products; (4) BlackRock’s ability to develop new products impact of increased competition; (6) the impact of future and services that address client preferences; (5) the acquisitions or divestitures, including the acquisition of impact of increased competition; (6) the impact of future Global Infrastructure Management, LLC (referred to acquisitions or divestitures, including the acquisition of herein as Global Infrastructure Partners (“GIP”) or the “GIP Global Infrastructure Management, LLC (referred to Transaction”); (7) BlackRock’s ability to integrate acquired herein as Global Infrastructure Partners (“GIP”) or the “GIP businesses successfully, including GIP; (8) risks related to Transaction”); (7) BlackRock’s ability to integrate acquired the GIP Transaction, including the possibility that the GIP businesses successfully, including GIP; (8) risks related to Transaction does not close, the failure to satisfy the the GIP Transaction, including the possibility that the GIP closing conditions, the possibility that expected synergies Transaction does not close, the failure to satisfy the and value creation from the GIP Transaction will not be closing conditions, the possibility that expected synergies realized, or will not be realized within the expected time and value creation from the GIP Transaction will not be period, and impacts to business and operational realized, or will not be realized within the expected time relationships related to disruptions from the GIP period, and impacts to business and operational Transaction; (9) the unfavorable resolution of legal relationships related to disruptions from the GIP proceedings; (10) the extent and timing of any share Transaction; (9) the unfavorable resolution of legal repurchases; (11) the impact, extent and timing of proceedings; (10) the extent and timing of any share technological changes and the adequacy of intellectual repurchases; (11) the impact, extent and timing of property, data, information and cybersecurity protection; technological changes and the adequacy of intellectual (12) the failure to effectively manage the development and property, data, information and cybersecurity protection; use of AI; (13) attempts to circumvent BlackRock’s (12) the failure to effectively manage the development and use of AI; (13) attempts to circumvent BlackRock’s operational control environment or the potential for human error in connection with BlackRock’s operational operational control environment or the potential for systems; (14) the impact of legislative and regulatory human error in connection with BlackRock’s operational actions and reforms, regulatory, supervisory or systems; (14) the impact of legislative and regulatory enforcement actions of government agencies and actions and reforms, regulatory, supervisory or governmental scrutiny relating to BlackRock; (15) changes enforcement actions of government agencies and in law and policy and uncertainty pending any such governmental scrutiny relating to BlackRock; (15) changes changes; (16) any failure to effectively manage conflicts of in law and policy and uncertainty pending any such interest; (17) damage to BlackRock’s reputation; changes; (16) any failure to effectively manage conflicts of (18) increasing focus from stakeholders regarding ESG interest; (17) damage to BlackRock’s reputation; matters; (19) geopolitical unrest, terrorist activities, civil or (18) increasing focus from stakeholders regarding ESG international hostilities, and other events outside matters; (19) geopolitical unrest, terrorist activities, civil or BlackRock’s control, including wars, natural disasters and international hostilities, and other events outside health crises, which may adversely affect the general BlackRock’s control, including wars, natural disasters and economy, domestic and local financial and capital health crises, which may adversely affect the general markets, specific industries or BlackRock; (20) climate- economy, domestic and local financial and capital related risks to BlackRock’s business, products, operations markets, specific industries or BlackRock; (20) climate- and clients; (21) the ability to attract, train and retain related risks to BlackRock’s business, products, operations highly qualified and diverse professionals; and clients; (21) the ability to attract, train and retain (22) fluctuations in the carrying value of BlackRock’s highly qualified and diverse professionals; economic investments; (23) the impact of changes to tax (22) fluctuations in the carrying value of BlackRock’s legislation, including income, payroll and transaction economic investments; (23) the impact of changes to tax taxes, and taxation on products, which could affect the legislation, including income, payroll and transaction value proposition to clients and, generally, the tax position taxes, and taxation on products, which could affect the of the Company; (24) BlackRock’s success in negotiating value proposition to clients and, generally, the tax position distribution arrangements and maintaining distribution of the Company; (24) BlackRock’s success in negotiating channels for its products; (25) the failure by key third- distribution arrangements and maintaining distribution party providers of BlackRock to fulfill their obligations to channels for its products; (25) the failure by key third- the Company; (26) operational, technological and party providers of BlackRock to fulfill their obligations to regulatory risks associated with BlackRock’s major the Company; (26) operational, technological and technology partnerships; (27) any disruption to the regulatory risks associated with BlackRock’s major operations of third parties whose functions are integral to technology partnerships; (27) any disruption to the BlackRock’s ETF platform; (28) the impact of BlackRock operations of third parties whose functions are integral to electing to provide support to its products from time to BlackRock’s ETF platform; (28) the impact of BlackRock time and any potential liabilities related to securities electing to provide support to its products from time to lending or other indemnification obligations; and (29) the time and any potential liabilities related to securities impact of problems, instability or failure of other financial lending or other indemnification obligations; and (29) the institutions or the failure or negative performance of impact of problems, instability or failure of other financial products offered by other financial institutions. institutions or the failure or negative performance of products offered by other financial institutions. OVERVIEW OVERVIEW BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the BlackRock, Inc. (together, with its subsidiaries, unless the “Company”) is a leading publicly traded investment context otherwise indicates, “BlackRock” or the management firm with $10.0 trillion of AUM at “Company”) is a leading publicly traded investment December 31, 2023. With approximately 19,800 management firm with $10.0 trillion of AUM at employees in more than 30 countries, BlackRock provides December 31, 2023. With approximately 19,800 a broad range of investment management and technology employees in more than 30 countries, BlackRock provides services to institutional and retail clients in more than 100 a broad range of investment management and technology countries across the globe. For further information see services to institutional and retail clients in more than 100 Note 1, Business Overview, and Note 26, Segment countries across the globe. For further information see Information, in the notes to the consolidated financial Note 1, Business Overview, and Note 26, Segment statements contained in Part II, Item 8. Information, in the notes to the consolidated financial statements contained in Part II, Item 8. The following discussion includes a comparison of BlackRock’s results for 2023 and 2022. For a discussion of The following discussion includes a comparison of BlackRock’s results for 2021 and a comparison of results BlackRock’s results for 2023 and 2022. For a discussion of for 2022 and 2021, see Item 7, Management’s Discussion BlackRock’s results for 2021 and a comparison of results and Analysis of Financial Condition and Results of for 2022 and 2021, see Item 7, Management’s Discussion Operations, of the Company’s Annual Report on Form 10-K and Analysis of Financial Condition and Results of for the year ended December 31, 2022, which was filed Operations, of the Company’s Annual Report on Form 10-K with the SEC on February 24, 2023. for the year ended December 31, 2022, which was filed with the SEC on February 24, 2023. Acquisitions Acquisitions In August 2023, BlackRock completed the acquisition of Kreos Capital, a provider of growth and venture debt In August 2023, BlackRock completed the acquisition of financing to companies in the technology and healthcare Kreos Capital, a provider of growth and venture debt industries (the “Kreos Transaction”). The acquisition adds financing to companies in the technology and healthcare to BlackRock’s position as a leading global credit asset industries (the “Kreos Transaction”). The acquisition adds manager and advances its ambitions to provide clients to BlackRock’s position as a leading global credit asset with a diverse range of private market investment manager and advances its ambitions to provide clients products and solutions. Total consideration for the with a diverse range of private market investment transaction was approximately $250 million, which products and solutions. Total consideration for the included contingent consideration. transaction was approximately $250 million, which included contingent consideration. In January 2024, BlackRock announced that it had entered into a definitive agreement to acquire 100% of the In January 2024, BlackRock announced that it had business and assets of GIP, a leading independent entered into a definitive agreement to acquire 100% of the infrastructure fund manager, for $3 billion in cash and business and assets of GIP, a leading independent approximately 12 million shares of BlackRock common infrastructure fund manager, for $3 billion in cash and stock. Approximately 30% of the total consideration, all in approximately 12 million shares of BlackRock common stock, will be deferred and will be issued subject to the stock. Approximately 30% of the total consideration, all in satisfaction of certain post-closing events. The Company stock, will be deferred and will be issued subject to the intends to fund the cash consideration through $3 billion satisfaction of certain post-closing events. The Company of additional debt. The Company believes the combination intends to fund the cash consideration through $3 billion of GIP with BlackRock’s complementary infrastructure of additional debt. The Company believes the combination offerings will create a broad global infrastructure of GIP with BlackRock’s complementary infrastructure franchise with differentiated origination and asset offerings will create a broad global infrastructure management capabilities. The GIP Transaction is expected franchise with differentiated origination and asset to close in the third quarter of 2024 subject to customary management capabilities. The GIP Transaction is expected regulatory approvals and other closing conditions. to close in the third quarter of 2024 subject to customary regulatory approvals and other closing conditions. B u s ines s Out lo o k B u s ines s Out lo o k BlackRock’s strategy continues to be guided by the Company’s clients’ needs and focus on the long-term, BlackRock’s strategy continues to be guided by the which the Company believes better enables it to deliver Company’s clients’ needs and focus on the long-term, durable returns for shareholders and create value for all of which the Company believes better enables it to deliver its stakeholders. durable returns for shareholders and create value for all of its stakeholders. BlackRock’s framework for long-term shareholder value creation is predicated on generating differentiated organic BlackRock’s framework for long-term shareholder value growth, leveraging scale to increase operating margins creation is predicated on generating differentiated organic over time, and returning capital to shareholders on a growth, leveraging scale to increase operating margins consistent basis. BlackRock’s diversified platform, in terms over time, and returning capital to shareholders on a of style, product, client and geography, enables it to consistent basis. BlackRock’s diversified platform, in terms generate more stable cash flows through market cycles, of style, product, client and geography, enables it to positioning BlackRock to invest for the long-term by generate more stable cash flows through market cycles, striking an appropriate balance between investing for positioning BlackRock to invest for the long-term by future growth and prudent discretionary expense striking an appropriate balance between investing for management. future growth and prudent discretionary expense management. In January 2024, BlackRock announced two changes in anticipation of the evolution the Company sees ahead for In January 2024, BlackRock announced two changes in asset management and the capital markets. First, anticipation of the evolution the Company sees ahead for BlackRock believes that the strategic re-architecture of the asset management and the capital markets. First, organization to embed its ETF and Index expertise across BlackRock believes that the strategic re-architecture of the the entire firm will simplify and improve how the Company organization to embed its ETF and Index expertise across works and delivers for clients. Second, the Company also the entire firm will simplify and improve how the Company believes that the acquisition of GIP will propel its works and delivers for clients. Second, the Company also leadership in the fast-growing market for hard-asset believes that the acquisition of GIP will propel its infrastructure. leadership in the fast-growing market for hard-asset infrastructure. A number of long-term structural trends support an acceleration in infrastructure investment. These include A number of long-term structural trends support an increasing global demand for upgraded digital acceleration in infrastructure investment. These include infrastructure like fiber broadband, cell towers and data increasing global demand for upgraded digital centers; renewed investment in logistical hubs such as infrastructure like fiber broadband, cell towers and data airports, railways and shipping ports as supply chains are centers; renewed investment in logistical hubs such as rewired; and a movement toward increased energy airports, railways and shipping ports as supply chains are rewired; and a movement toward increased energy BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 41 41 independence in many parts of the world supported by decarbonization infrastructure. independence in many parts of the world supported by decarbonization infrastructure. The need for new infrastructure coupled with record high government deficits indicates that the mobilization of The need for new infrastructure coupled with record high capital through public-private partnerships will be critical, government deficits indicates that the mobilization of and will create compelling investment opportunities for capital through public-private partnerships will be critical, clients. The Company believes these dynamics offer and will create compelling investment opportunities for clients – current cashflow, inflation-protected, long- clients. The Company believes these dynamics offer duration investments. clients – current cashflow, inflation-protected, long- duration investments. The planned combination of GIP with BlackRock’s complementary infrastructure offerings will create a broad The planned combination of GIP with BlackRock’s global infrastructure franchise with differentiated complementary infrastructure offerings will create a broad origination and asset management capabilities. Marrying global infrastructure franchise with differentiated the proprietary origination and business improvement origination and asset management capabilities. Marrying capabilities of GIP and BlackRock’s global corporate and the proprietary origination and business improvement sovereign relationships is expected to provide a platform capabilities of GIP and BlackRock’s global corporate and for diversified, large-scale sourcing to support deal flow sovereign relationships is expected to provide a platform and co-investment opportunities for clients. The Company for diversified, large-scale sourcing to support deal flow believes that bringing GIP and BlackRock together will and co-investment opportunities for clients. The Company deliver to clients the benefits of broader origination and believes that bringing GIP and BlackRock together will business improvement capabilities. deliver to clients the benefits of broader origination and business improvement capabilities. BlackRock’s investment management revenue is primarily comprised of fees earned as a percentage of AUM and, in BlackRock’s investment management revenue is primarily some cases, performance fees, which are normally comprised of fees earned as a percentage of AUM and, in expressed as a percentage of fund returns to the client. some cases, performance fees, which are normally Numerous factors, including price movements in the expressed as a percentage of fund returns to the client. equity, debt or currency markets, or in the price of real Numerous factors, including price movements in the assets, commodities or alternative investments in which equity, debt or currency markets, or in the price of real BlackRock invests on behalf of clients, and BlackRock’s assets, commodities or alternative investments in which ability to maintain strong investment performance, could BlackRock invests on behalf of clients, and BlackRock’s impact BlackRock’s AUM, revenue and earnings. ability to maintain strong investment performance, could impact BlackRock’s AUM, revenue and earnings. Recently, central banks globally have paused raising interest rates, after a rapid rate hiking regime in 2022 and Recently, central banks globally have paused raising much of 2023 in an effort to moderate inflation. interest rates, after a rapid rate hiking regime in 2022 and BlackRock’s business is directly and indirectly affected by much of 2023 in an effort to moderate inflation. changes in global interest rates. Changes in global BlackRock’s business is directly and indirectly affected by interest rates may cause BlackRock’s AUM to fluctuate changes in global interest rates. Changes in global and introduce volatility to the Company’s base fees, net interest rates may cause BlackRock’s AUM to fluctuate income and operating cash flows. BlackRock’s business and introduce volatility to the Company’s base fees, net may also be impacted by governmental changes, as well income and operating cash flows. BlackRock’s business as potential regulations, foreign and trade policies and may also be impacted by governmental changes, as well fiscal spending that may arise as a result of such changes. as potential regulations, foreign and trade policies and See Part I, Item 1A, Risk Factors herein for information on fiscal spending that may arise as a result of such changes. the possible future effects of changes in global interest See Part I, Item 1A, Risk Factors herein for information on rates and governmental changes on the Company’s the possible future effects of changes in global interest results. rates and governmental changes on the Company’s results. BlackRock manages $2.8 trillion in fixed income assets, nearly two-thirds of which are owned by institutions for BlackRock manages $2.8 trillion in fixed income assets, strategic or liability-matching purposes. BlackRock nearly two-thirds of which are owned by institutions for believes it is well positioned for a stabilizing rate strategic or liability-matching purposes. BlackRock environment due to the breadth, diversification and believes it is well positioned for a stabilizing rate investment performance of its fixed income platform environment due to the breadth, diversification and which encompasses active, exchange-traded funds investment performance of its fixed income platform (“ETFs”) and non-ETF index fixed income products, and a which encompasses active, exchange-traded funds range of strategies, including unconstrained, high yield, (“ETFs”) and non-ETF index fixed income products, and a total return and short-duration. range of strategies, including unconstrained, high yield, total return and short-duration. BlackRock manages $5.3 trillion of equity assets across markets globally. Beta divergence between equity markets, BlackRock manages $5.3 trillion of equity assets across where certain markets perform differently than others, markets globally. Beta divergence between equity markets, may lead to an increase in the proportion of BlackRock where certain markets perform differently than others, AUM weighted toward lower fee equity products, resulting may lead to an increase in the proportion of BlackRock in a decline in BlackRock’s effective fee rate. Divergent AUM weighted toward lower fee equity products, resulting market factors may also erode the correlation between the in a decline in BlackRock’s effective fee rate. Divergent market factors may also erode the correlation between the 42 BlackRock | 2023 Form 10-K 42 BlackRock | 2023 Form 10-K growth rates of AUM and investment advisory and administration fees (collectively “base fees”) and growth rates of AUM and investment advisory and securities lending revenue. administration fees (collectively “base fees”) and securities lending revenue. BlackRock’s highly diversified multi-product platform was created to meet client needs in all market environments BlackRock’s highly diversified multi-product platform was and provide clients with choice in how they seek to achieve created to meet client needs in all market environments their unique financial goals. BlackRock is positioned to and provide clients with choice in how they seek to achieve provide alpha-seeking active, index and cash their unique financial goals. BlackRock is positioned to management investment strategies across asset classes provide alpha-seeking active, index and cash and geographies. In addition, BlackRock leverages its management investment strategies across asset classes world-class risk management, analytics and technology and geographies. In addition, BlackRock leverages its capabilities, including the Aladdin platform, on behalf of world-class risk management, analytics and technology clients. BlackRock serves a diverse mix of institutional and capabilities, including the Aladdin platform, on behalf of retail clients across the globe, as well as investors in ETFs, clients. BlackRock serves a diverse mix of institutional and maintaining differentiated client relationships and a retail clients across the globe, as well as investors in ETFs, fiduciary focus. The diversity of BlackRock’s platform maintaining differentiated client relationships and a facilitates the generation of organic growth in various fiduciary focus. The diversity of BlackRock’s platform market environments, and as client preferences evolve. facilitates the generation of organic growth in various BlackRock’s long-term strategy remains to keep alpha at market environments, and as client preferences evolve. the heart of BlackRock; drive growth in ETFs, private BlackRock’s long-term strategy remains to keep alpha at markets, and technology; be the global leader in the heart of BlackRock; drive growth in ETFs, private sustainable investing; and lead as a whole portfolio markets, and technology; be the global leader in advisor. sustainable investing; and lead as a whole portfolio advisor. BlackRock is a $2.6 trillion active manager, with the active platform reflecting global reach, interconnectivity across BlackRock is a $2.6 trillion active manager, with the active teams and regions, growing data and insights, integrated platform reflecting global reach, interconnectivity across technology and risk management and scalable processes teams and regions, growing data and insights, integrated – all of which the Company believes enables it to deliver technology and risk management and scalable processes more consistent outcomes for clients over the long-term. – all of which the Company believes enables it to deliver more consistent outcomes for clients over the long-term. The ETF industry has been growing rapidly, driven by structural tailwinds including the use of ETFs as active The ETF industry has been growing rapidly, driven by tools, the migration from commission-based to fee-based structural tailwinds including the use of ETFs as active wealth management, growth in model portfolios, tools, the migration from commission-based to fee-based expansion of digital wealth platforms, and the wealth management, growth in model portfolios, modernization of the bond market. BlackRock’s ETF expansion of digital wealth platforms, and the growth strategy is centered on increasing scale and modernization of the bond market. BlackRock’s ETF pursuing global growth themes in client and product growth strategy is centered on increasing scale and segments, including Core, Strategic, which includes Fixed pursuing global growth themes in client and product Income, Factors, Sustainable and Thematic ETFs, and segments, including Core, Strategic, which includes Fixed Precision Exposures. BlackRock views ETFs as a Income, Factors, Sustainable and Thematic ETFs, and technology that facilitates investing, and ETFs have Precision Exposures. BlackRock views ETFs as a become core to asset management. The Company believes technology that facilitates investing, and ETFs have that the organizational architecture changes that include become core to asset management. The Company believes embedding the ETF and Index business across the entire that the organizational architecture changes that include firm will accelerate the growth of ETFs and other embedding the ETF and Index business across the entire investment strategies at BlackRock. The Company also firm will accelerate the growth of ETFs and other believes that ETFs will continue to be a structural growth investment strategies at BlackRock. The Company also area as clients turn to ETFs as the preferred vehicle for believes that ETFs will continue to be a structural growth investing strategies of all types. area as clients turn to ETFs as the preferred vehicle for investing strategies of all types. Clients are also increasing their allocations to private markets as they search for diversification and higher Clients are also increasing their allocations to private returns. BlackRock has built a broad illiquid alternatives markets as they search for diversification and higher platform with $137 billion of AUM across infrastructure, returns. BlackRock has built a broad illiquid alternatives private credit, real estate and private equity to meet this platform with $137 billion of AUM across infrastructure, demand. As of December 31, 2023, BlackRock has private credit, real estate and private equity to meet this approximately $32 billion of committed capital to deploy demand. As of December 31, 2023, BlackRock has for institutional clients in a variety of alternatives approximately $32 billion of committed capital to deploy strategies, and remains confident in its ability to for institutional clients in a variety of alternatives accelerate growth as a leader in private markets. strategies, and remains confident in its ability to BlackRock also manages $74 billion in liquid alternatives, accelerate growth as a leader in private markets. as well as $84 billion in liquid credit strategies, included BlackRock also manages $74 billion in liquid alternatives, within fixed income AUM. The planned acquisition of GIP as well as $84 billion in liquid credit strategies, included is expected to add meaningful scale and complementary within fixed income AUM. The planned acquisition of GIP capabilities to our infrastructure private markets platform. is expected to add meaningful scale and complementary capabilities to our infrastructure private markets platform. BlackRock continues to invest in technology services offerings, which enhance the ability to manage portfolios BlackRock continues to invest in technology services and risk, effectively serve clients and operate efficiently. offerings, which enhance the ability to manage portfolios Market volatility, growing cost pressures, and complexity and risk, effectively serve clients and operate efficiently. in optimizing whole portfolios underscore the need for Market volatility, growing cost pressures, and complexity enterprise operating and risk management technology, in optimizing whole portfolios underscore the need for and should continue to drive demand for holistic and enterprise operating and risk management technology, flexible technology solutions. BlackRock continues to and should continue to drive demand for holistic and evolve and enable clients to further simplify their flexible technology solutions. BlackRock continues to operating infrastructure with Aladdin. Clients increasingly evolve and enable clients to further simplify their want to tailor how they use Aladdin to meet their specific operating infrastructure with Aladdin. Clients increasingly needs, and BlackRock is providing them with choice and want to tailor how they use Aladdin to meet their specific flexibility. Through the integration of Aladdin and eFront, needs, and BlackRock is providing them with choice and clients are able to better manage and analyze risk across flexibility. Through the integration of Aladdin and eFront, their whole portfolio spanning public and private markets. clients are able to better manage and analyze risk across BlackRock is empowering clients with data and opening their whole portfolio spanning public and private markets. Aladdin by creating connectivity with ecosystem providers BlackRock is empowering clients with data and opening and third-party technology solutions, which include asset Aladdin by creating connectivity with ecosystem providers servicers, cloud providers, digital asset platforms, trading and third-party technology solutions, which include asset systems and others. This connectivity helps clients work in servicers, cloud providers, digital asset platforms, trading their Aladdin environments with a more customized and systems and others. This connectivity helps clients work in seamless end-to-end experience. Investments in Aladdin their Aladdin environments with a more customized and AI copilots, enhancements in openness supporting seamless end-to-end experience. Investments in Aladdin ecosystem partnerships, and advancing whole portfolio AI copilots, enhancements in openness supporting solutions including private markets and digital assets are ecosystem partnerships, and advancing whole portfolio expected to further augment the value of using Aladdin. solutions including private markets and digital assets are expected to further augment the value of using Aladdin. As the asset management landscape shifts globally from individual product selection to a whole-portfolio approach, As the asset management landscape shifts globally from BlackRock’s strategy is focused on creating outcome- individual product selection to a whole-portfolio approach, oriented client solutions for both retail investors and BlackRock’s strategy is focused on creating outcome- institutions. This includes having a diverse platform of oriented client solutions for both retail investors and alpha-seeking active, index and alternative products, as institutions. This includes having a diverse platform of well as enhanced distribution and portfolio construction alpha-seeking active, index and alternative products, as technology offerings. Digital wealth tools are an important well as enhanced distribution and portfolio construction component of BlackRock’s retail strategy, as BlackRock technology offerings. Digital wealth tools are an important scales and customizes model portfolios, extends Aladdin component of BlackRock’s retail strategy, as BlackRock Wealth and digital wealth partnerships globally, and helps scales and customizes model portfolios, extends Aladdin advisors build better portfolios through portfolio Wealth and digital wealth partnerships globally, and helps construction and risk management, powered by Aladdin. advisors build better portfolios through portfolio BlackRock has seen strong momentum in outsourcing construction and risk management, powered by Aladdin. solutions among institutional clients, including the BlackRock has seen strong momentum in outsourcing funding of several significant mandates in 2023, and solutions among institutional clients, including the anticipates continued outsourcing opportunities in the funding of several significant mandates in 2023, and future. anticipates continued outsourcing opportunities in the future. Across BlackRock, many clients are focusing on the impact of sustainability factors on their portfolios. This Across BlackRock, many clients are focusing on the shift has been driven by an increased understanding of impact of sustainability factors on their portfolios. This how sustainability-related factors can affect economic shift has been driven by an increased understanding of growth, asset values, and financial markets as a whole. As how sustainability-related factors can affect economic a fiduciary, BlackRock is committed to providing clients growth, asset values, and financial markets as a whole. As with choice and then executing in accordance with their a fiduciary, BlackRock is committed to providing clients chosen objectives – for some clients, this includes with choice and then executing in accordance with their investing in sustainable strategies. The Company aims to chosen objectives – for some clients, this includes deliver the best risk-adjusted returns within the mandates investing in sustainable strategies. The Company aims to clients choose, underpinned by research, data, and deliver the best risk-adjusted returns within the mandates analytics. clients choose, underpinned by research, data, and analytics. BlackRock believes its strategy aligns with expected future client demand and structural growth opportunities in BlackRock believes its strategy aligns with expected future areas including private markets, such as infrastructure client demand and structural growth opportunities in and private credit; integrated whole portfolio and areas including private markets, such as infrastructure outsourced solutions; ETFs; Aladdin technology; and fixed and private credit; integrated whole portfolio and income, as allocations to the asset class have become outsourced solutions; ETFs; Aladdin technology; and fixed more attractive in a higher rate environment. income, as allocations to the asset class have become more attractive in a higher rate environment. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 43 43 EXECUTIVE SUMMARY EXECUTIVE SUMMARY (in millions, except per share data) (in millions, except per share data) GAAP basis(1): GAAP basis(1): Total revenue Total revenue Total expense Total expense Operating income Operating income Operating margin Operating margin Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests Income tax expense Income tax expense Net income attributable to BlackRock Net income attributable to BlackRock Diluted earnings per common share Diluted earnings per common share Effective tax rate Effective tax rate As adjusted(2): As adjusted(2): Operating income Operating income Operating margin Operating margin Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests Net income attributable to BlackRock Net income attributable to BlackRock Diluted earnings per common share Diluted earnings per common share Effective tax rate Effective tax rate Other: Other: Assets under management (end of period) Assets under management (end of period) Diluted weighted-average common shares outstanding Diluted weighted-average common shares outstanding Shares outstanding (end of period) Shares outstanding (end of period) Book value per share(3) Book value per share(3) Cash dividends declared and paid per share Cash dividends declared and paid per share (1) Accounting principles generally accepted in the United States (“GAAP”). 2023 2023 2022 2022 $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ 17,859 17,859 11,584 11,584 6,275 6,275 35.1% 35.1% 706 706 1,479 1,479 5,502 5,502 36.51 36.51 21.2% 21.2% 6,593 6,593 41.7% 41.7% 648 648 5,692 5,692 37.77 37.77 21.4% 21.4% $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ 17,873 17,873 11,488 11,488 6,385 6,385 35.7% 35.7% 89 89 1,296 1,296 5,178 5,178 33.97 33.97 20.0% 20.0% 6,711 6,711 42.8% 42.8% 89 89 5,391 5,391 35.36 35.36 20.7% 20.7% $10,008,995 $10,008,995 150.7 150.7 148.5 148.5 264.96 264.96 20.00 20.00 $ $ $ $ $8,594,485 $8,594,485 152.4 152.4 149.8 149.8 252.04 252.04 19.52 19.52 $ $ $ $ (1) (2) (2) (3) (3) Accounting principles generally accepted in the United States (“GAAP”). As adjusted items are described in more detail in Non-GAAPFinancialMeasures. Beginning in the first quarter of 2023, BlackRock updated the definitions of its non-GAAP financial measures to exclude the impact of market valuation changes on certain deferred cash compensation plans which the Company began economically hedging in 2023. As adjusted items are described in more detail in Non-GAAPFinancialMeasures. Beginning in the first quarter of 2023, BlackRock updated the definitions of its non-GAAP financial measures to exclude the impact of market valuation changes on certain deferred cash compensation plans which the Company began economically hedging in 2023. Total BlackRock stockholders’ equity, divided by total shares outstanding at December 31 of the respective year-end. Total BlackRock stockholders’ equity, divided by total shares outstanding at December 31 of the respective year-end. 20 23 COMPARED WITH 2022 20 23 COMPARED WITH 2022 GAAP. Operating income of $6.3 billion decreased $110 million and operating margin of 35.1% decreased GAAP. Operating income of $6.3 billion decreased 60 bps from 2022. Decreases in operating income and $110 million and operating margin of 35.1% decreased operating margin were primarily driven by the negative 60 bps from 2022. Decreases in operating income and impact of markets on average AUM, and higher expense operating margin were primarily driven by the negative including direct fund expense, compensation and benefits impact of markets on average AUM, and higher expense expense and general and administrative expense, partially including direct fund expense, compensation and benefits offset by higher technology services revenue. Operating expense and general and administrative expense, partially income for 2023 also included a restructuring charge of offset by higher technology services revenue. Operating $61 million in connection with initiatives to reorganize income for 2023 also included a restructuring charge of specific platforms, primarily Aladdin and illiquid $61 million in connection with initiatives to reorganize alternative investments, to stay ahead of client needs. specific platforms, primarily Aladdin and illiquid Operating income for 2022 included a restructuring alternative investments, to stay ahead of client needs. charge of $91 million from an initiative to modify the size Operating income for 2022 included a restructuring and shape of the global workforce to align more closely charge of $91 million from an initiative to modify the size with strategic priorities. and shape of the global workforce to align more closely with strategic priorities. Nonoperating income (expense) less net income (loss) attributable to noncontrolling interests (“NCI”) increased Nonoperating income (expense) less net income (loss) $617 million from 2022, driven primarily by higher interest attributable to noncontrolling interests (“NCI”) increased and dividend income, higher mark-to-market revaluation $617 million from 2022, driven primarily by higher interest of the Company’s seed capital portfolio, net of impact of and dividend income, higher mark-to-market revaluation certain hedges, and higher gains on private equity of the Company’s seed capital portfolio, net of impact of co-investment portfolios, partially offset by the impact of certain hedges, and higher gains on private equity $267 million of noncash gains related to BlackRock’s co-investment portfolios, partially offset by the impact of strategic minority investment in iCapital Network, Inc. $267 million of noncash gains related to BlackRock’s (“iCapital”) in 2022. strategic minority investment in iCapital Network, Inc. (“iCapital”) in 2022. Income tax expense for 2023 included $242 million discrete tax net benefits related to the resolution of certain Income tax expense for 2023 included $242 million discrete tax net benefits related to the resolution of certain outstanding tax matters and stock-based compensation awards that vested in 2023. Income tax expense for 2022 outstanding tax matters and stock-based compensation reflected $235 million of net discrete tax benefits primarily awards that vested in 2023. Income tax expense for 2022 related to stock-based compensation awards that vested reflected $235 million of net discrete tax benefits primarily in 2022 and the resolution of certain outstanding tax related to stock-based compensation awards that vested matters, and $35 million of net noncash tax benefits in 2022 and the resolution of certain outstanding tax related to the revaluation of certain deferred income tax matters, and $35 million of net noncash tax benefits liabilities. related to the revaluation of certain deferred income tax liabilities. Earnings per diluted common share increased $2.54, or 7%, from 2022, primarily reflecting significantly higher Earnings per diluted common share increased $2.54, or nonoperating income, partially offset by lower operating 7%, from 2022, primarily reflecting significantly higher income and a higher effective tax rate in the current year. nonoperating income, partially offset by lower operating income and a higher effective tax rate in the current year. As Adjusted. Operating income of $6.6 billion decreased $118 million and operating margin of 41.7% decreased As Adjusted. Operating income of $6.6 billion decreased 110 bps from 2022. The pre-tax restructuring charge of $118 million and operating margin of 41.7% decreased $61 million and $91 million described above has been 110 bps from 2022. The pre-tax restructuring charge of excluded from as adjusted results for 2023 and 2022, $61 million and $91 million described above has been respectively. excluded from as adjusted results for 2023 and 2022, respectively. Earnings per diluted common share increased $2.41, or 7%, from 2022, reflecting significantly higher Earnings per diluted common share increased $2.41, or nonoperating income, partially offset by lower operating 7%, from 2022, reflecting significantly higher income and a higher effective tax rate. Income tax expense nonoperating income, partially offset by lower operating for 2022 excluded $35 million net noncash net benefit income and a higher effective tax rate. Income tax expense described above. for 2022 excluded $35 million net noncash net benefit described above. Beginning in the first quarter of 2023, BlackRock updated its definitions of operating income, as adjusted, operating Beginning in the first quarter of 2023, BlackRock updated margin, as adjusted, nonoperating income (expense), as its definitions of operating income, as adjusted, operating adjusted, and net income attributable to BlackRock, Inc., margin, as adjusted, nonoperating income (expense), as as adjusted, to exclude the compensation expense related adjusted, and net income attributable to BlackRock, Inc., as adjusted, to exclude the compensation expense related 44 BlackRock | 2023 Form 10-K 44 BlackRock | 2023 Form 10-K to the market valuation changes on certain deferred cash compensation plans, and the related nonoperating gain to the market valuation changes on certain deferred cash (loss) impact of an economic hedge of these deferred cash compensation plans, and the related nonoperating gain compensation plans. See Non-GAAP Financial Measures (loss) impact of an economic hedge of these deferred cash for further information on as adjusted items and the compensation plans. See Non-GAAP Financial Measures reconciliation to GAAP. for further information on as adjusted items and the reconciliation to GAAP. For further discussion of BlackRock’s revenue, expense, nonoperating results and income tax expense, see For further discussion of BlackRock’s revenue, expense, Discussion of Financial Results herein. nonoperating results and income tax expense, see Discussion of Financial Results herein. NON-GAAP FINANCIAL MEASURES NON-GAAP FINANCIAL MEASURES BlackRock reports its financial results in accordance with GAAP; however, management believes evaluating the BlackRock reports its financial results in accordance with Company’s ongoing operating results may be enhanced if GAAP; however, management believes evaluating the investors have additional non-GAAP financial measures. Company’s ongoing operating results may be enhanced if Adjustments to GAAP financial measures (“non-GAAP investors have additional non-GAAP financial measures. adjustments”) include certain items management deems Adjustments to GAAP financial measures (“non-GAAP adjustments”) include certain items management deems nonrecurring or that occur infrequently, transactions that ultimately will not impact BlackRock’s book value or nonrecurring or that occur infrequently, transactions that certain tax items that do not impact cash flow. ultimately will not impact BlackRock’s book value or Management reviews non-GAAP financial measures, in certain tax items that do not impact cash flow. addition to GAAP financial measures, to assess ongoing Management reviews non-GAAP financial measures, in operations and considers them to be helpful, for both addition to GAAP financial measures, to assess ongoing management and investors, in evaluating BlackRock’s operations and considers them to be helpful, for both financial performance over time. Management also uses management and investors, in evaluating BlackRock’s non-GAAP financial measures as a benchmark to compare financial performance over time. Management also uses its performance with other companies and to enhance non-GAAP financial measures as a benchmark to compare comparability for the reporting periods presented. its performance with other companies and to enhance Non-GAAP financial measures may pose limitations comparability for the reporting periods presented. because they do not include all of BlackRock’s revenue Non-GAAP financial measures may pose limitations and expense. BlackRock’s management does not advocate because they do not include all of BlackRock’s revenue that investors consider such non-GAAP financial and expense. BlackRock’s management does not advocate measures in isolation from, or as a substitute for, financial that investors consider such non-GAAP financial information prepared in accordance with GAAP. measures in isolation from, or as a substitute for, financial Non-GAAP financial measures may not be comparable to information prepared in accordance with GAAP. other similarly titled measures of other companies. Non-GAAP financial measures may not be comparable to other similarly titled measures of other companies. Computations and reconciliations for all periods are derived from the consolidated statements of income as follows: Computations and reconciliations for all periods are derived from the consolidated statements of income as follows: (1) Operating income, as adjusted, and operating margin, as adjusted: (1) Operating income, as adjusted, and operating margin, as adjusted: (in millions) (in millions) Operating income, GAAP basis Operating income, GAAP basis Non-GAAP expense adjustments: Non-GAAP expense adjustments: compensation plans (a) compensation plans (a) Compensation expense related to appreciation (depreciation) on deferred cash Compensation expense related to appreciation (depreciation) on deferred cash Amortization of intangible assets (b) Amortization of intangible assets (b) Acquisition-related compensation costs (b) Acquisition-related compensation costs (b) Acquisition-related transaction costs (b)(1) Acquisition-related transaction costs (b)(1) Contingent consideration fair value adjustments (b) Contingent consideration fair value adjustments (b) Lease costs—New York (c) Lease costs—New York (c) Restructuring charge (d) Restructuring charge (d) Reduction of indemnification asset (e)(1) Reduction of indemnification asset (e)(1) Operating income, as adjusted Operating income, as adjusted Product launch costs and commissions Product launch costs and commissions Operating income used for operating margin measurement Operating income used for operating margin measurement Revenue, GAAP basis Revenue, GAAP basis Non-GAAP adjustments: Non-GAAP adjustments: Distribution fees Distribution fees Investment advisory fees Investment advisory fees Revenue used for operating margin measurement Revenue used for operating margin measurement Operating margin, GAAP basis Operating margin, GAAP basis Operating margin, as adjusted Operating margin, as adjusted (1) Amount included within general and administration expense. (1) Amount included within general and administration expense. (2) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted: (2) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted: (in millions) (in millions) Nonoperating income (expense), GAAP basis Nonoperating income (expense), GAAP basis Less: Net income (loss) attributable to NCI Less: Net income (loss) attributable to NCI Nonoperating income (expense), net of NCI Nonoperating income (expense), net of NCI Less: Hedge gain (loss) on deferred cash compensation plans (a) Less: Hedge gain (loss) on deferred cash compensation plans (a) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted 2023 2023 $ 6,275 $ 6,275 57 57 151 151 17 17 7 7 3 3 14 14 61 61 8 8 6,593 6,593 — — $ 6,593 $ 6,593 $ 17,859 $ 17,859 2022 2022 $ 6,385 $ 6,385 — — 151 151 24 24 — — 3 3 57 57 91 91 — — 6,711 6,711 6 6 $ 6,717 $ 6,717 $ 17,873 $ 17,873 (1,262) (1,262) (789) (789) $ 15,808 $ 15,808 35.1% 35.1% 41.7% 41.7% (1,381) (1,381) (798) (798) $ 15,694 $ 15,694 35.7% 35.7% 42.8% 42.8% 2023 2023 $ 880 $ 880 174 174 706 706 58 58 $ 648 $ 648 2022 2022 $ (95) $ (95) (184) (184) 89 89 — — $ 89 $ 89 (3) Net income attributable to BlackRock, Inc., as adjusted: (3) Net income attributable to BlackRock, Inc., as adjusted: (in millions, except per share data) (in millions, except per share data) Net income attributable to BlackRock, Inc., GAAP basis Net income attributable to BlackRock, Inc., GAAP basis Non-GAAP adjustments(1): Non-GAAP adjustments(1): Net impact of hedged deferred cash compensation plans (a) Net impact of hedged deferred cash compensation plans (a) Amortization of intangible assets (b) Amortization of intangible assets (b) Acquisition-related compensation costs (b) Acquisition-related compensation costs (b) Acquisition-related transaction costs (b) Acquisition-related transaction costs (b) Contingent consideration fair value adjustments (b) Contingent consideration fair value adjustments (b) Lease costs—New York (c) Lease costs—New York (c) Restructuring charge (d) Restructuring charge (d) Income tax matters Income tax matters Net income attributable to BlackRock, Inc., as adjusted Net income attributable to BlackRock, Inc., as adjusted Diluted weighted-average common shares outstanding Diluted weighted-average common shares outstanding Diluted earnings per common share, GAAP basis Diluted earnings per common share, GAAP basis Diluted earnings per common share, as adjusted Diluted earnings per common share, as adjusted (1) Non-GAAP adjustments, excluding income tax matters, are net of tax. (1) Non-GAAP adjustments, excluding income tax matters, are net of tax. (1) Operating income, as adjusted, and operating margin, as adjusted: Management believes operating (1) Operating income, as adjusted, and operating income, as adjusted, and operating margin, as adjusted, margin, as adjusted: Management believes operating are effective indicators of BlackRock’s financial income, as adjusted, and operating margin, as adjusted, performance over time, and, therefore, provide useful are effective indicators of BlackRock’s financial disclosure to investors. Management believes that performance over time, and, therefore, provide useful operating margin, as adjusted, reflects the Company’s disclosure to investors. Management believes that long-term ability to manage ongoing costs in relation to operating margin, as adjusted, reflects the Company’s its revenues. The Company uses operating margin, as long-term ability to manage ongoing costs in relation to adjusted, to assess the Company’s financial performance, its revenues. The Company uses operating margin, as to determine the long-term and annual compensation of adjusted, to assess the Company’s financial performance, the Company’s senior-level employees and to evaluate the to determine the long-term and annual compensation of Company’s relative performance against industry peers. the Company’s senior-level employees and to evaluate the Furthermore, this metric eliminates margin variability Company’s relative performance against industry peers. arising from the accounting of revenues and expenses Furthermore, this metric eliminates margin variability related to distributing different product structures in arising from the accounting of revenues and expenses multiple distribution channels utilized by asset managers. related to distributing different product structures in multiple distribution channels utilized by asset managers. • Operating income, as adjusted, includes the following • Operating income, as adjusted, includes the following non-GAAP expense adjustments: non-GAAP expense adjustments: (a) Compensation expense related to appreciation (depreciation) on deferred cash compensation (a) Compensation expense related to appreciation plans. Beginning in the first quarter of 2023, the (depreciation) on deferred cash compensation Company updated its definition of operating plans. Beginning in the first quarter of 2023, the income, as adjusted, to exclude compensation Company updated its definition of operating expense related to the market valuation changes income, as adjusted, to exclude compensation on certain deferred cash compensation plans, expense related to the market valuation changes which the Company began hedging economically on certain deferred cash compensation plans, in 2023. For these deferred cash compensation which the Company began hedging economically plans, the final value of the deferred amount to be in 2023. For these deferred cash compensation distributed to employees in cash upon vesting is plans, the final value of the deferred amount to be determined based on the returns on specified distributed to employees in cash upon vesting is investment funds. The Company recognizes determined based on the returns on specified compensation expense for the appreciation investment funds. The Company recognizes (depreciation) of the deferred cash compensation compensation expense for the appreciation liability in proportion to the vested amount of the (depreciation) of the deferred cash compensation award during a respective period, while the gain liability in proportion to the vested amount of the (loss) to economically hedge these plans is award during a respective period, while the gain immediately recognized in nonoperating income (loss) to economically hedge these plans is (expense), which creates a timing difference immediately recognized in nonoperating income impacting net income. This timing difference will (expense), which creates a timing difference reverse and offset to zero over the life of the impacting net income. This timing difference will award at the end of the multi-year vesting period. reverse and offset to zero over the life of the Management believes excluding market valuation award at the end of the multi-year vesting period. changes related to the deferred cash Management believes excluding market valuation compensation plans in the calculation of changes related to the deferred cash operating income, as adjusted, provides useful compensation plans in the calculation of operating income, as adjusted, provides useful BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 45 45 2023 2023 $5,502 $5,502 (1) (1) 114 114 12 12 5 5 3 3 11 11 46 46 — — $5,692 $5,692 150.7 150.7 $36.51 $36.51 $37.77 $37.77 2022 2022 $5,178 $5,178 — — 114 114 19 19 — — 3 3 43 43 69 69 (35) (35) $5,391 $5,391 152.4 152.4 $33.97 $33.97 $35.36 $35.36 disclosure to both management and investors of the Company’s financial performance over time disclosure to both management and investors of as these amounts are economically hedged, while the Company’s financial performance over time also increasing comparability with other as these amounts are economically hedged, while companies. also increasing comparability with other companies. (b) Acquisition related costs. Acquisition related costs include adjustments related to amortization of (b) Acquisition related costs. Acquisition related costs intangible assets, other acquisition-related costs, include adjustments related to amortization of including compensation costs for nonrecurring intangible assets, other acquisition-related costs, retention-related deferred compensation, and including compensation costs for nonrecurring contingent consideration fair value adjustments retention-related deferred compensation, and incurred in connection with certain acquisitions. contingent consideration fair value adjustments Management believes excluding the impact of incurred in connection with certain acquisitions. these expenses when calculating operating Management believes excluding the impact of income, as adjusted, provides a helpful indication these expenses when calculating operating of the Company’s financial performance over income, as adjusted, provides a helpful indication time, thereby providing helpful information for of the Company’s financial performance over both management and investors while also time, thereby providing helpful information for increasing comparability with other companies. both management and investors while also increasing comparability with other companies. (c) Lease costs – New York. In 2022 and 2023, the Company continued to recognize lease expense (c) Lease costs – New York. In 2022 and 2023, the within general and administration expense for Company continued to recognize lease expense both its current headquarters located at 50 within general and administration expense for Hudson Yards in New York and prior both its current headquarters located at 50 headquarters until the Company’s lease on its Hudson Yards in New York and prior prior headquarters expired in April 2023. The headquarters until the Company’s lease on its Company began lease payments related to its prior headquarters expired in April 2023. The current headquarters in May 2023, but began Company began lease payments related to its recording lease expense in August 2021 when it current headquarters in May 2023, but began obtained access to the building to begin its tenant recording lease expense in August 2021 when it improvements. Prior to the Company’s move to its obtained access to the building to begin its tenant current headquarters in February 2023, the improvements. Prior to the Company’s move to its impact of lease costs related to 50 Hudson Yards current headquarters in February 2023, the was excluded from operating income, as adjusted. impact of lease costs related to 50 Hudson Yards In February 2023, the Company completed the was excluded from operating income, as adjusted. majority of its move to 50 Hudson Yards and no In February 2023, the Company completed the longer excluded the impact of these lease costs. majority of its move to 50 Hudson Yards and no Subsequently, from February 2023 through April longer excluded the impact of these lease costs. 2023, the Company excluded the impact of lease Subsequently, from February 2023 through April costs related to the Company’s prior 2023, the Company excluded the impact of lease headquarters. Management believes excluding costs related to the Company’s prior the impact of these respective New York lease headquarters. Management believes excluding costs (“Lease costs – New York”) when calculating the impact of these respective New York lease operating income, as adjusted, is useful to assess costs (“Lease costs – New York”) when calculating the Company’s financial performance and operating income, as adjusted, is useful to assess ongoing operations, and enhances comparability the Company’s financial performance and among periods presented. ongoing operations, and enhances comparability among periods presented. 46 BlackRock | 2023 Form 10-K 46 BlackRock | 2023 Form 10-K (d) Restructuring charge. In 2023, the Company recorded a restructuring charge, comprised of (d) Restructuring charge. In 2023, the Company severance and compensation expense for recorded a restructuring charge, comprised of accelerated vesting of previously granted deferred severance and compensation expense for compensation awards, in connection with accelerated vesting of previously granted deferred initiatives to reorganize specific platforms, compensation awards, in connection with primarily Aladdin and alternative investments. In initiatives to reorganize specific platforms, 2022, the Company recorded a restructuring primarily Aladdin and alternative investments. In charge primarily comprised of severance and 2022, the Company recorded a restructuring accelerated amortization expense of previously charge primarily comprised of severance and granted deferred compensation awards in accelerated amortization expense of previously connection with an initiative to modify the size granted deferred compensation awards in and shape of the global workforce to align more connection with an initiative to modify the size closely with strategic priorities. Management and shape of the global workforce to align more believes excluding the impact of these closely with strategic priorities. Management restructuring charges when calculating operating believes excluding the impact of these income, as adjusted, is useful to assess the restructuring charges when calculating operating Company’s financial performance and ongoing income, as adjusted, is useful to assess the operations, and enhances comparability among Company’s financial performance and ongoing periods presented. operations, and enhances comparability among periods presented. (e) Reduction of indemnification asset. In 2023, (e) Reduction of indemnification asset. In 2023, BlackRock recorded $8 million of general and administration expense to reflect the reduction of BlackRock recorded $8 million of general and the indemnification asset and an offsetting administration expense to reflect the reduction of $8 million tax benefit due to the resolution of the indemnification asset and an offsetting certain tax matters. The $8 million general and $8 million tax benefit due to the resolution of administrative expense and $8 million tax benefit certain tax matters. The $8 million general and have been excluded from as adjusted results as administrative expense and $8 million tax benefit there is no impact on BlackRock’s book value. have been excluded from as adjusted results as there is no impact on BlackRock’s book value. • Operating income used for measuring operating margin, as adjusted, is equal to operating income, as • Operating income used for measuring operating adjusted, excluding the impact of product launch margin, as adjusted, is equal to operating income, as costs (e.g. closed-end fund launch costs) and related adjusted, excluding the impact of product launch commissions. Management believes the exclusion of costs (e.g. closed-end fund launch costs) and related such costs and related commissions is useful commissions. Management believes the exclusion of because these costs can fluctuate considerably, and such costs and related commissions is useful revenue associated with the expenditure of these because these costs can fluctuate considerably, and costs will not fully impact BlackRock’s results until revenue associated with the expenditure of these future periods. costs will not fully impact BlackRock’s results until future periods. • Revenue used for calculating operating margin, as adjusted, is reduced to exclude all of the Company’s • Revenue used for calculating operating margin, as distribution fees, which are recorded as a separate adjusted, is reduced to exclude all of the Company’s line item on the consolidated statements of income, distribution fees, which are recorded as a separate as well as a portion of investment advisory fees line item on the consolidated statements of income, received that is used to pay distribution and servicing as well as a portion of investment advisory fees costs. For certain products, based on distinct received that is used to pay distribution and servicing arrangements, distribution fees are collected by the costs. For certain products, based on distinct Company and then passed-through to third-party arrangements, distribution fees are collected by the client intermediaries. For other products, investment Company and then passed-through to third-party advisory fees are collected by the Company and a client intermediaries. For other products, investment portion is passed-through to third-party client advisory fees are collected by the Company and a intermediaries. However, in both structures, the third- portion is passed-through to third-party client party client intermediary similarly owns the intermediaries. However, in both structures, the third- relationship with the retail client and is responsible party client intermediary similarly owns the for distributing the product and servicing the client. relationship with the retail client and is responsible The amount of distribution and investment advisory for distributing the product and servicing the client. fees fluctuates each period primarily based on a The amount of distribution and investment advisory predetermined percentage of the value of AUM during fees fluctuates each period primarily based on a the period. These fees also vary based on the type of predetermined percentage of the value of AUM during investment product sold and the geographic location the period. These fees also vary based on the type of where it is sold. In addition, the Company may waive investment product sold and the geographic location fees on certain products that could result in the where it is sold. In addition, the Company may waive reduction of payments to the third-party fees on certain products that could result in the intermediaries. reduction of payments to the third-party intermediaries. (2) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted: Management (2) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted: Management ASSETS UNDER MANAGEMENT ASSETS UNDER MANAGEMENT AUM for reporting purposes generally is based upon how investment advisory and administration fees are calculated for each portfolio. Net asset values, total assets, committed assets or other measures may be used to determine portfolio AUM. AUM for reporting purposes generally is based upon how investment advisory and administration fees are calculated for each portfolio. Net asset values, total assets, committed assets or other measures may be used to determine portfolio AUM. AUM and Net Inflows (Outflows) by Client Type and Product Type AUM and Net Inflows (Outflows) by Client Type and Product Type BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 47 47 (in millions) (in millions) Retail Retail ETFs ETFs Institutional: Institutional: Active Active Index Index Institutional subtotal Institutional subtotal Long-term Long-term Cash management Cash management Advisory Advisory Total Total AUM AUM 2023 2023 929,697 929,697 3,499,299 3,499,299 $ $ 1,912,673 1,912,673 2,902,489 2,902,489 4,815,162 4,815,162 9,244,158 9,244,158 764,837 764,837 — — $10,008,995 $10,008,995 2022 2022 $ 843,475 $ 843,475 2,909,610 2,909,610 1,641,591 1,641,591 2,528,615 2,528,615 4,170,206 4,170,206 7,923,291 7,923,291 671,194 671,194 — — $8,594,485 $8,594,485 Net inflows (outflows) Net inflows (outflows) 2022 2023 2022 2023 $ (19,523) $ (8,473) $ (19,523) $ (8,473) 220,335 185,942 220,335 185,942 87,106 87,106 (55,125) (55,125) 31,981 31,981 209,450 209,450 79,245 79,245 — — $288,695 $288,695 168,826 168,826 23,612 23,612 192,438 192,438 393,250 393,250 (77,374) (77,374) (9,306) (9,306) $306,570 $306,570 AUM and Net Inflows (Outflows) by Investment Style and Product Type AUM and Net Inflows (Outflows) by Investment Style and Product Type (in millions) (in millions) Active Active Index and ETFs Index and ETFs Long-term Long-term Cash management Cash management Advisory Advisory Total Total AUM and Net Inflows (Outflows) by Product Type AUM and Net Inflows (Outflows) by Product Type (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Currency and commodities(1) Currency and commodities(1) Alternatives subtotal Alternatives subtotal Long-term Long-term Cash management Cash management Advisory Advisory Total Total (1) Amounts include commodity ETFs. (1) Amounts include commodity ETFs. AUM AUM 2023 2023 $ 2,621,178 $ 2,621,178 6,622,980 6,622,980 9,244,158 9,244,158 764,837 764,837 — — $10,008,995 $10,008,995 2022 2022 $2,317,560 $2,317,560 5,605,731 5,605,731 7,923,291 7,923,291 671,194 671,194 — — $8,594,485 $8,594,485 Net inflows (outflows) Net inflows (outflows) 2022 2023 2022 2023 $135,128 $ 59,221 $135,128 $ 59,221 258,122 150,229 258,122 150,229 393,250 209,450 393,250 209,450 (77,374) 79,245 (77,374) 79,245 (9,306) — (9,306) — $306,570 $288,695 $306,570 $288,695 AUM AUM 2023 2023 $ 5,293,344 $ 5,293,344 2,804,026 2,804,026 870,804 870,804 136,909 136,909 74,233 74,233 64,842 64,842 275,984 275,984 9,244,158 9,244,158 764,837 764,837 — — $10,008,995 $10,008,995 2022 2022 $4,435,354 $4,435,354 2,536,823 2,536,823 684,904 684,904 117,751 117,751 80,654 80,654 67,805 67,805 266,210 266,210 7,923,291 7,923,291 671,194 671,194 — — $8,594,485 $8,594,485 Net inflows (outflows) Net inflows (outflows) 2022 2023 2022 2023 $105,103 $ (11,490) $105,103 $ (11,490) 249,780 143,087 249,780 143,087 31,222 82,787 31,222 82,787 13,665 13,665 (11,370) (11,370) (7,229) (7,229) (4,934) (4,934) 209,450 209,450 79,245 79,245 — — $288,695 $288,695 16,052 16,052 (1,690) (1,690) (7,217) (7,217) 7,145 7,145 393,250 393,250 (77,374) (77,374) (9,306) (9,306) $306,570 $306,570 believes nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, is an effective believes nonoperating income (expense), less net income measure for reviewing BlackRock’s nonoperating (loss) attributable to NCI, as adjusted, is an effective contribution to its results and provides comparability of measure for reviewing BlackRock’s nonoperating this information among reporting periods. Nonoperating contribution to its results and provides comparability of income (expense), less net income (loss) attributable to this information among reporting periods. Nonoperating NCI, as adjusted, excludes the gain (loss) on the economic income (expense), less net income (loss) attributable to hedge of certain deferred cash compensation plans. As NCI, as adjusted, excludes the gain (loss) on the economic the gain (loss) on investments and derivatives used to hedge of certain deferred cash compensation plans. As hedge these compensation plans over time substantially the gain (loss) on investments and derivatives used to offsets the compensation expense related to the market hedge these compensation plans over time substantially valuation changes on these deferred cash compensation offsets the compensation expense related to the market plans, which is included in operating income, GAAP basis, valuation changes on these deferred cash compensation management believes excluding the gain (loss) on the plans, which is included in operating income, GAAP basis, economic hedge of the deferred cash compensation plans management believes excluding the gain (loss) on the when calculating nonoperating income (expense), less net economic hedge of the deferred cash compensation plans income (loss) attributable to NCI, as adjusted, provides a when calculating nonoperating income (expense), less net useful measure for both management and investors of income (loss) attributable to NCI, as adjusted, provides a BlackRock’s nonoperating results that impact book value. useful measure for both management and investors of BlackRock’s nonoperating results that impact book value. (3) Net income attributable to BlackRock, Inc., as adjusted: Management believes net income attributable (3) Net income attributable to BlackRock, Inc., as to BlackRock, Inc., as adjusted, and diluted earnings per adjusted: Management believes net income attributable common share, as adjusted, are useful measures of to BlackRock, Inc., as adjusted, and diluted earnings per BlackRock’s profitability and financial performance. Net common share, as adjusted, are useful measures of income attributable to BlackRock, Inc., as adjusted, equals BlackRock’s profitability and financial performance. Net net income attributable to BlackRock, Inc., GAAP basis, income attributable to BlackRock, Inc., as adjusted, equals adjusted for certain items management deems net income attributable to BlackRock, Inc., GAAP basis, nonrecurring or that occur infrequently, transactions that adjusted for certain items management deems ultimately will not impact BlackRock’s book value or nonrecurring or that occur infrequently, transactions that certain tax items that do not impact cash flow. ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow. See notes (1) and (2) above for further information on the updated presentation of non-GAAP adjustments. For each See notes (1) and (2) above for further information on the period presented, the non-GAAP adjustments were tax updated presentation of non-GAAP adjustments. For each effected at the respective blended rates applicable to the period presented, the non-GAAP adjustments were tax adjustments. Amounts for income tax matters represent effected at the respective blended rates applicable to the net noncash (benefits) expenses primarily associated with adjustments. Amounts for income tax matters represent the revaluation of certain deferred tax liabilities related to net noncash (benefits) expenses primarily associated with intangible assets and goodwill as a result of tax rate the revaluation of certain deferred tax liabilities related to changes. These amounts have been excluded from the as intangible assets and goodwill as a result of tax rate adjusted results as these items will not have a cash flow changes. These amounts have been excluded from the as impact and to enhance comparability among periods adjusted results as these items will not have a cash flow presented. impact and to enhance comparability among periods presented. Per share amounts reflect net income attributable to BlackRock, Inc., as adjusted, divided by diluted weighted- Per share amounts reflect net income attributable to average common shares outstanding. BlackRock, Inc., as adjusted, divided by diluted weighted- average common shares outstanding. (4) Annual Contract Value (“ACV”): Management believes ACV is an effective metric for reviewing BlackRock’s (4) Annual Contract Value (“ACV”): Management believes technology services’ ongoing contribution to its operating ACV is an effective metric for reviewing BlackRock’s results and provides comparability of this information technology services’ ongoing contribution to its operating among reporting periods while also providing a useful results and provides comparability of this information supplemental metric for both management and investors among reporting periods while also providing a useful of BlackRock’s growth in technology services revenue over supplemental metric for both management and investors time, as it is linked to the net new business in technology of BlackRock’s growth in technology services revenue over services. ACV represents forward-looking, annualized time, as it is linked to the net new business in technology estimated value of the recurring subscription fees under services. ACV represents forward-looking, annualized client contracts, assuming all client contracts that come estimated value of the recurring subscription fees under up for renewal are renewed, unless we received a notice of client contracts, assuming all client contracts that come termination, even though such notice may not be effective up for renewal are renewed, unless we received a notice of until a later date. ACV also includes the annualized termination, even though such notice may not be effective estimated value of new sales, for existing and new clients, until a later date. ACV also includes the annualized when we execute client contracts, even though the estimated value of new sales, for existing and new clients, recurring fees may not be effective until a later date and when we execute client contracts, even though the excludes nonrecurring fees such as implementation and recurring fees may not be effective until a later date and consulting fees. excludes nonrecurring fees such as implementation and consulting fees. 48 BlackRock | 2023 Form 10-K 48 BlackRock | 2023 Form 10-K The following table presents the component changes in BlackRock’s AUM for 2023 and 2022. The following table presents the component changes in BlackRock’s AUM for 2023 and 2022. (in millions) (in millions) Beginning AUM Beginning AUM Net inflows (outflows): Net inflows (outflows): Long-term Long-term Cash management Cash management Advisory Advisory Total net inflows (outflows) Total net inflows (outflows) Acquisition(1) Acquisition(1) Market change Market change FX impact(2) FX impact(2) Total change Total change Ending AUM Ending AUM (1) Amounts include AUM attributable to the Kreos Transaction. 2023 2023 $ 8,594,485 $ 8,594,485 209,450 209,450 79,245 79,245 — — 288,695 288,695 2,177 2,177 1,073,550 1,073,550 50,088 50,088 1,414,510 1,414,510 $10,008,995 $10,008,995 2022 2022 $10,010,143 $10,010,143 393,250 393,250 (77,374) (77,374) (9,306) (9,306) 306,570 306,570 — — (1,501,987) (1,501,987) (220,241) (220,241) (1,415,658) (1,415,658) $ 8,594,485 $ 8,594,485 (1) (2) Amounts include AUM attributable to the Kreos Transaction. Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. (2) BlackRock has historically grown AUM through organic growth and acquisitions. Management believes that the Company will be able to continue to grow AUM organically by focusing on strong investment performance, efficient delivery of beta BlackRock has historically grown AUM through organic growth and acquisitions. Management believes that the Company for index products, client service, developing new products and optimizing distribution capabilities. will be able to continue to grow AUM organically by focusing on strong investment performance, efficient delivery of beta for index products, client service, developing new products and optimizing distribution capabilities. Component Changes in AUM for 2023 Component Changes in AUM for 2023 The following table presents the component changes in AUM by client type and product type for 2023. The following table presents the component changes in AUM by client type and product type for 2023. Net inflows Net (outflows) inflows (outflows) December 31, 2022 December 31, 2022 Market change Market change Acquisition(1) Acquisition(1) FX impact(2) FX impact(2) (in millions) (in millions) Retail: Retail: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Retail subtotal Retail subtotal ETFs: ETFs: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives ETFs subtotal ETFs subtotal Institutional: Institutional: Active: Active: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Active subtotal Active subtotal Index: Index: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Index subtotal Index subtotal Institutional subtotal Institutional subtotal Long-term Long-term Cash management Cash management Total Total (1) $ 370,612 $ 370,612 299,114 299,114 125,168 125,168 48,581 48,581 843,475 843,475 2,081,742 2,081,742 758,093 758,093 8,875 8,875 60,900 60,900 2,909,610 2,909,610 168,734 168,734 774,955 774,955 544,469 544,469 153,433 153,433 1,641,591 1,641,591 1,814,266 1,814,266 704,661 704,661 6,392 6,392 3,296 3,296 2,528,615 2,528,615 4,170,206 4,170,206 7,923,291 7,923,291 671,194 671,194 $8,594,485 $8,594,485 $ $ 2,810 2,810 (2,471) (2,471) (236) (236) (8,576) (8,576) (8,473) (8,473) 81,223 81,223 111,956 111,956 (746) (746) (6,491) (6,491) 185,942 185,942 (13,301) (13,301) 4,714 4,714 85,665 85,665 10,028 10,028 87,106 87,106 (82,222) (82,222) 28,888 28,888 (1,896) (1,896) 105 105 (55,125) (55,125) 31,981 31,981 209,450 209,450 79,245 79,245 $288,695 $288,695 $ $ — — — — — — — — — — — — — — — — — — — — — — — — — — 2,177 2,177 2,177 2,177 — — — — — — — — — — 2,177 2,177 2,177 2,177 — — $2,177 $2,177 $ $ 58,248 58,248 11,821 11,821 14,022 14,022 1,286 1,286 85,377 85,377 362,885 362,885 24,544 24,544 949 949 4,626 4,626 393,004 393,004 29,088 29,088 53,538 53,538 79,644 79,644 4,925 4,925 167,195 167,195 401,047 401,047 17,774 17,774 559 559 (138) (138) 419,242 419,242 586,437 586,437 1,064,818 1,064,818 8,732 8,732 $1,073,550 $1,073,550 $ 4,064 $ 4,064 4,335 4,335 583 583 336 336 9,318 9,318 6,781 6,781 3,810 3,810 62 62 90 90 10,743 10,743 2,167 2,167 3,616 3,616 7,404 7,404 1,417 1,417 14,604 14,604 5,200 5,200 4,678 4,678 (110) (110) (11) (11) 9,757 9,757 24,361 24,361 44,422 44,422 5,666 5,666 $50,088 $50,088 December 31, 2023 December 31, 2023 $ $ 435,734 435,734 312,799 312,799 139,537 139,537 41,627 41,627 929,697 929,697 2,532,631 2,532,631 898,403 898,403 9,140 9,140 59,125 59,125 3,499,299 3,499,299 186,688 186,688 836,823 836,823 717,182 717,182 171,980 171,980 1,912,673 1,912,673 2,138,291 2,138,291 756,001 756,001 4,945 4,945 3,252 3,252 2,902,489 2,902,489 4,815,162 4,815,162 9,244,158 9,244,158 764,837 764,837 $10,008,995 $10,008,995 Full year average Full year AUM(3) average AUM(3) $ 403,530 $ 403,530 306,232 306,232 131,236 131,236 45,319 45,319 886,317 886,317 2,262,361 2,262,361 824,832 824,832 8,024 8,024 61,439 61,439 3,156,656 3,156,656 174,967 174,967 798,832 798,832 642,051 642,051 162,871 162,871 1,778,721 1,778,721 1,979,704 1,979,704 713,802 713,802 5,882 5,882 3,263 3,263 2,702,651 2,702,651 4,481,372 4,481,372 8,524,345 8,524,345 696,355 696,355 $9,220,700 $9,220,700 Amounts include AUM attributable to the Kreos Transaction. (1) (2) (2) (3) (3) Amounts include AUM attributable to the Kreos Transaction. Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. The following table presents component changes in AUM by investment style and product type for 2023. The following table presents component changes in AUM by investment style and product type for 2023. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 49 49 December 31, 2022 December 31, 2022 $ 392,836 $ 392,836 1,053,083 1,053,083 669,629 669,629 202,012 202,012 2,317,560 2,317,560 2,081,742 2,081,742 758,093 758,093 8,875 8,875 60,900 60,900 2,909,610 2,909,610 Net inflows Net (outflows) inflows (outflows) $ (26,772) $ (26,772) (882) (882) 85,424 85,424 1,451 1,451 59,221 59,221 81,223 81,223 111,956 111,956 (746) (746) (6,491) (6,491) 185,942 185,942 $ $ Acquisition(1) Acquisition(1) $ $ — — — — — — 2,177 2,177 2,177 2,177 — — — — — — — — — — Market change Market change 57,431 57,431 64,203 64,203 93,665 93,665 6,210 6,210 221,509 221,509 362,885 362,885 24,544 24,544 949 949 4,626 4,626 393,004 393,004 FX impact(2) FX impact(2) $ 3,953 $ 3,953 7,018 7,018 7,987 7,987 1,753 1,753 20,711 20,711 6,781 6,781 3,810 3,810 62 62 90 90 10,743 10,743 Non-ETF Index subtotal Non-ETF Index subtotal (65,941) (65,941) 32,013 32,013 (1,891) (1,891) 106 106 (35,713) (35,713) 150,229 150,229 209,450 209,450 79,245 79,245 $288,695 $288,695 — — — — — — — — — — — — 2,177 2,177 — — $2,177 $2,177 430,952 430,952 18,930 18,930 560 560 (137) (137) 450,305 450,305 843,309 843,309 1,064,818 1,064,818 8,732 8,732 $1,073,550 $1,073,550 7,478 7,478 5,611 5,611 (110) (110) (11) (11) 12,968 12,968 23,711 23,711 44,422 44,422 5,666 5,666 $50,088 $50,088 Index & ETFs subtotal Index & ETFs subtotal Long-term Long-term Cash management Cash management Total Total The following table presents component changes in AUM by product type for 2023. The following table presents component changes in AUM by product type for 2023. (in millions) (in millions) Active: Active: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Active subtotal Active subtotal Index and ETFs: Index and ETFs: ETFs: ETFs: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives ETFs subtotal ETFs subtotal Non-ETF Index: Non-ETF Index: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Currency and commodities(4) Currency and commodities(4) Alternatives subtotal Alternatives subtotal Long-term Long-term Cash management Cash management Total Total (1) 1,960,776 1,960,776 725,647 725,647 6,400 6,400 3,298 3,298 2,696,121 2,696,121 5,605,731 5,605,731 7,923,291 7,923,291 671,194 671,194 $8,594,485 $8,594,485 December 31, 2022 December 31, 2022 $4,435,354 $4,435,354 2,536,823 2,536,823 684,904 684,904 117,751 117,751 80,654 80,654 67,805 67,805 266,210 266,210 7,923,291 7,923,291 671,194 671,194 $8,594,485 $8,594,485 Net inflows Net (outflows) inflows (outflows) $ (11,490) $ (11,490) 143,087 143,087 82,787 82,787 13,665 13,665 (11,370) (11,370) (7,229) (7,229) (4,934) (4,934) 209,450 209,450 79,245 79,245 $288,695 $288,695 Acquisition(1) Acquisition(1) $ $ — — — — — — 2,177 2,177 — — — — 2,177 2,177 2,177 2,177 — — $2,177 $2,177 Market change Market change $ 851,268 $ 851,268 107,677 107,677 95,174 95,174 1,885 1,885 4,548 4,548 4,266 4,266 10,699 10,699 1,064,818 1,064,818 8,732 8,732 $1,073,550 $1,073,550 FX impact(2) FX impact(2) $18,212 $18,212 16,439 16,439 7,939 7,939 1,431 1,431 401 401 — — 1,832 1,832 44,422 44,422 5,666 5,666 $50,088 $50,088 December 31, 2023 December 31, 2023 $ $ 427,448 427,448 1,123,422 1,123,422 856,705 856,705 213,603 213,603 2,621,178 2,621,178 2,532,631 2,532,631 898,403 898,403 9,140 9,140 59,125 59,125 3,499,299 3,499,299 2,333,265 2,333,265 782,201 782,201 4,959 4,959 3,256 3,256 3,123,681 3,123,681 6,622,980 6,622,980 9,244,158 9,244,158 764,837 764,837 $10,008,995 $10,008,995 December 31, 2023 December 31, 2023 $ 5,293,344 $ 5,293,344 2,804,026 2,804,026 870,804 870,804 136,909 136,909 74,233 74,233 64,842 64,842 275,984 275,984 9,244,158 9,244,158 764,837 764,837 $10,008,995 $10,008,995 Full year average Full year AUM(3) average AUM(3) $ 409,687 $ 409,687 1,080,917 1,080,917 773,278 773,278 208,189 208,189 2,472,071 2,472,071 2,262,361 2,262,361 824,832 824,832 8,024 8,024 61,439 61,439 3,156,656 3,156,656 2,148,514 2,148,514 737,949 737,949 5,891 5,891 3,264 3,264 2,895,618 2,895,618 6,052,274 6,052,274 8,524,345 8,524,345 696,355 696,355 $9,220,700 $9,220,700 Full year average Full year AUM(3) average AUM(3) $4,820,562 $4,820,562 2,643,698 2,643,698 787,193 787,193 127,655 127,655 77,595 77,595 67,642 67,642 272,892 272,892 8,524,345 8,524,345 696,355 696,355 $9,220,700 $9,220,700 Amounts include AUM attributable to the Kreos Transaction. (1) (2) (2) (3) (3) (4) Amounts include AUM attributable to the Kreos Transaction. Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Amounts include commodity ETFs. Amounts include commodity ETFs. (4) AUM increased $1.4 trillion to $10.0 trillion at December 31, 2023 from $8.6 trillion at December 31, AUM increased $1.4 trillion to $10.0 trillion at 2022, driven primarily by net market appreciation, net December 31, 2023 from $8.6 trillion at December 31, inflows, led by flows into bond and equity ETFs, cash 2022, driven primarily by net market appreciation, net management, significant outsourcing mandates and inflows, led by flows into bond and equity ETFs, cash growth in private markets. management, significant outsourcing mandates and growth in private markets. Net market appreciation of $1.1 trillion was primarily driven by global equity market appreciation. Net market appreciation of $1.1 trillion was primarily driven by global equity market appreciation. AUM increased $50 billion due to the impact of foreign exchange movements, primarily due to the weakening of AUM increased $50 billion due to the impact of foreign the US dollar largely against the British pound and the exchange movements, primarily due to the weakening of euro, partially offset by the strengthening of the US dollar the US dollar largely against the British pound and the against the Japanese yen. euro, partially offset by the strengthening of the US dollar against the Japanese yen. For further discussion on AUM, see Part I, Item 1 – Business – Assets Under Management. For further discussion on AUM, see Part I, Item 1 – Business – Assets Under Management. 50 BlackRock | 2023 Form 10-K 50 BlackRock | 2023 Form 10-K Component Changes in AUM for 2022 Component Changes in AUM for 2022 The following table presents the component changes in AUM by client type and product type for 2022. The following table presents the component changes in AUM by client type and product type for 2022. December 31, 2021 December 31, 2021 Net inflows Net (outflows) inflows (outflows) Market change Market change FX impact(1) FX impact(1) (in millions) (in millions) Retail: Retail: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Retail subtotal Retail subtotal ETFs: ETFs: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives ETFs subtotal ETFs subtotal Institutional: Institutional: Active: Active: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Active subtotal Active subtotal Index: Index: $ $ 471,937 471,937 365,306 365,306 155,461 155,461 47,349 47,349 1,040,053 1,040,053 2,447,248 2,447,248 745,373 745,373 9,119 9,119 65,614 65,614 3,267,354 3,267,354 199,980 199,980 767,402 767,402 642,951 642,951 146,384 146,384 1,756,717 1,756,717 $ $ (103) (103) (20,299) (20,299) (3,143) (3,143) 4,022 4,022 (19,523) (19,523) 100,756 100,756 122,893 122,893 1,333 1,333 (4,647) (4,647) 220,335 220,335 9,882 9,882 114,742 114,742 33,950 33,950 10,252 10,252 168,826 168,826 $ $ (90,767) (90,767) (41,706) (41,706) (26,064) (26,064) (2,271) (2,271) (160,808) (160,808) (449,140) (449,140) (103,957) (103,957) (1,441) (1,441) 70 70 (554,468) (554,468) (34,912) (34,912) (95,291) (95,291) (112,028) (112,028) (243) (243) (242,474) (242,474) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Index subtotal Index subtotal Institutional subtotal Institutional subtotal Long-term Long-term Cash management Cash management Advisory Advisory Total Total (1) (341,087) (341,087) (203,501) (203,501) (1,285) (1,285) 569 569 (545,304) (545,304) (787,778) (787,778) (1,503,054) (1,503,054) 1,071 1,071 (4) (4) $(1,501,987) $(1,501,987) Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. 2,223,195 2,223,195 943,960 943,960 8,963 8,963 5,534 5,534 3,181,652 3,181,652 4,938,369 4,938,369 9,245,776 9,245,776 755,057 755,057 9,310 9,310 $ 10,010,143 $ 10,010,143 (5,432) (5,432) 32,444 32,444 (918) (918) (2,482) (2,482) 23,612 23,612 192,438 192,438 393,250 393,250 (77,374) (77,374) (9,306) (9,306) $ 306,570 $ 306,570 (1) (2) (2) Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. December 31, 2022 December 31, 2022 $ 370,612 $ 370,612 299,114 299,114 125,168 125,168 48,581 48,581 843,475 843,475 2,081,742 2,081,742 758,093 758,093 8,875 8,875 60,900 60,900 2,909,610 2,909,610 168,734 168,734 774,955 774,955 544,469 544,469 153,433 153,433 1,641,591 1,641,591 1,814,266 1,814,266 704,661 704,661 6,392 6,392 3,296 3,296 2,528,615 2,528,615 4,170,206 4,170,206 7,923,291 7,923,291 671,194 671,194 — — $ 8,594,485 $ 8,594,485 Full year average Full year AUM(2) average AUM(2) $ 401,582 $ 401,582 323,500 323,500 136,690 136,690 48,937 48,937 910,709 910,709 2,163,108 2,163,108 719,931 719,931 8,231 8,231 66,599 66,599 2,957,869 2,957,869 175,567 175,567 715,600 715,600 571,448 571,448 150,357 150,357 1,612,972 1,612,972 1,937,695 1,937,695 792,941 792,941 7,550 7,550 4,696 4,696 2,742,882 2,742,882 4,355,854 4,355,854 8,224,432 8,224,432 719,284 719,284 4,854 4,854 $ 8,948,570 $ 8,948,570 $ (10,455) $ (10,455) (4,187) (4,187) (1,086) (1,086) (519) (519) (16,247) (16,247) (17,122) (17,122) (6,216) (6,216) (136) (136) (137) (137) (23,611) (23,611) (6,216) (6,216) (11,898) (11,898) (20,404) (20,404) (2,960) (2,960) (41,478) (41,478) (62,410) (62,410) (68,242) (68,242) (368) (368) (325) (325) (131,345) (131,345) (172,823) (172,823) (212,681) (212,681) (7,560) (7,560) — — $(220,241) $(220,241) The following table presents component changes in AUM by investment style and product type for 2022. The following table presents component changes in AUM by investment style and product type for 2022. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 51 51 (in millions) (in millions) Active: Active: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives Active subtotal Active subtotal Index and ETFs: Index and ETFs: ETFs: ETFs: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives ETFs subtotal ETFs subtotal Non-ETF Index: Non-ETF Index: Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives Alternatives (in millions) (in millions) Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives: Alternatives: December 31, 2021 December 31, 2021 $ $ 507,103 507,103 1,107,085 1,107,085 798,404 798,404 193,733 193,733 2,606,325 2,606,325 2,447,248 2,447,248 745,373 745,373 9,119 9,119 65,614 65,614 3,267,354 3,267,354 Net inflows Net (outflows) inflows (outflows) $ $ (2,672) (2,672) 92,721 92,721 30,806 30,806 14,273 14,273 135,128 135,128 100,756 100,756 122,893 122,893 1,333 1,333 (4,647) (4,647) 220,335 220,335 Market change Market change FX impact(1) FX impact(1) $ (100,240) $ (100,240) (132,590) (132,590) (138,092) (138,092) (2,516) (2,516) (373,438) (373,438) $ (11,355) $ (11,355) (14,133) (14,133) (21,489) (21,489) (3,478) (3,478) (50,455) (50,455) (449,140) (449,140) (103,957) (103,957) (1,441) (1,441) 70 70 (554,468) (554,468) (17,122) (17,122) (6,216) (6,216) (136) (136) (137) (137) (23,611) (23,611) Non-ETF Index subtotal Non-ETF Index subtotal 2,388,009 2,388,009 969,583 969,583 8,971 8,971 5,534 5,534 3,372,097 3,372,097 6,639,451 6,639,451 9,245,776 9,245,776 755,057 755,057 9,310 9,310 $ 10,010,143 $ 10,010,143 7,019 7,019 34,166 34,166 (917) (917) (2,481) (2,481) 37,787 37,787 258,122 258,122 393,250 393,250 (77,374) (77,374) (9,306) (9,306) $ 306,570 $ 306,570 (366,526) (366,526) (207,908) (207,908) (1,285) (1,285) 571 571 (575,148) (575,148) (1,129,616) (1,129,616) (1,503,054) (1,503,054) 1,071 1,071 (4) (4) $(1,501,987) $(1,501,987) (67,726) (67,726) (70,194) (70,194) (369) (369) (326) (326) (138,615) (138,615) (162,226) (162,226) (212,681) (212,681) (7,560) (7,560) — — $(220,241) $(220,241) Index & ETFs subtotal Index & ETFs subtotal Long-term Long-term Cash management Cash management Advisory Advisory Total Total The following table presents component changes in AUM by product type for 2022. The following table presents component changes in AUM by product type for 2022. December 31, 2021 December 31, 2021 $ 5,342,360 $ 5,342,360 2,822,041 2,822,041 816,494 816,494 Net inflows Net (outflows) inflows (outflows) $ 105,103 $ 105,103 249,780 249,780 31,222 31,222 Market change Market change $ (915,906) $ (915,906) (444,455) (444,455) (140,818) (140,818) Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Currency and commodities(3) Currency and commodities(3) 1,112 1,112 (3,710) (3,710) 723 723 (1,875) (1,875) (1,503,054) (1,503,054) 1,071 1,071 (4) (4) $(1,501,987) $(1,501,987) Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. 102,579 102,579 87,348 87,348 74,954 74,954 264,881 264,881 9,245,776 9,245,776 755,057 755,057 9,310 9,310 $ 10,010,143 $ 10,010,143 16,052 16,052 (1,690) (1,690) (7,217) (7,217) 7,145 7,145 393,250 393,250 (77,374) (77,374) (9,306) (9,306) $ 306,570 $ 306,570 Alternatives subtotal Alternatives subtotal Long-term Long-term Cash management Cash management Advisory Advisory Total Total (1) FX impact(1) FX impact(1) $ (96,203) $ (96,203) (90,543) (90,543) (21,994) (21,994) (1,992) (1,992) (1,294) (1,294) (655) (655) (3,941) (3,941) (212,681) (212,681) (7,560) (7,560) — — $(220,241) $(220,241) December 31, 2022 December 31, 2022 $ 392,836 $ 392,836 1,053,083 1,053,083 669,629 669,629 202,012 202,012 2,317,560 2,317,560 2,081,742 2,081,742 758,093 758,093 8,875 8,875 60,900 60,900 2,909,610 2,909,610 1,960,776 1,960,776 725,647 725,647 6,400 6,400 3,298 3,298 2,696,121 2,696,121 5,605,731 5,605,731 7,923,291 7,923,291 671,194 671,194 — — $ 8,594,485 $ 8,594,485 December 31, 2022 December 31, 2022 $ 4,435,354 $ 4,435,354 2,536,823 2,536,823 684,904 684,904 117,751 117,751 80,654 80,654 67,805 67,805 266,210 266,210 7,923,291 7,923,291 671,194 671,194 — — $ 8,594,485 $ 8,594,485 Full year average Full year AUM(2) average AUM(2) $ 426,141 $ 426,141 1,016,918 1,016,918 708,130 708,130 199,294 199,294 2,350,483 2,350,483 2,163,108 2,163,108 719,931 719,931 8,231 8,231 66,599 66,599 2,957,869 2,957,869 2,088,703 2,088,703 815,123 815,123 7,558 7,558 4,696 4,696 2,916,080 2,916,080 5,873,949 5,873,949 8,224,432 8,224,432 719,284 719,284 4,854 4,854 $ 8,948,570 $ 8,948,570 Full year average Full year AUM(2) average AUM(2) $ 4,677,952 $ 4,677,952 2,551,972 2,551,972 723,919 723,919 111,075 111,075 84,024 84,024 75,490 75,490 270,589 270,589 8,224,432 8,224,432 719,284 719,284 4,854 4,854 $ 8,948,570 $ 8,948,570 (1) (2) (2) (3) Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Amounts include commodity ETFs. Amounts include commodity ETFs. (3) AUM decreased $1.4 trillion to $8.6 trillion at December 31, 2022 from $10.0 trillion at December 31, AUM decreased $1.4 trillion to $8.6 trillion at 2021 driven by net market depreciation and the negative December 31, 2022 from $10.0 trillion at December 31, impact of foreign exchange movements, partially offset by 2021 driven by net market depreciation and the negative positive net inflows, led by flows into bond ETFs, impact of foreign exchange movements, partially offset by significant outsourcing mandates and growth in private positive net inflows, led by flows into bond ETFs, markets. significant outsourcing mandates and growth in private markets. Net market depreciation of $1.5 trillion was primarily driven by global equity and fixed income market Net market depreciation of $1.5 trillion was primarily depreciation. driven by global equity and fixed income market depreciation. AUM decreased $220 billion due to the negative impact of foreign exchange movements, due to the strengthening of AUM decreased $220 billion due to the negative impact of the US dollar, largely against the British pound, the foreign exchange movements, due to the strengthening of Japanese yen and the euro. the US dollar, largely against the British pound, the Japanese yen and the euro. 52 BlackRock | 2023 Form 10-K 52 BlackRock | 2023 Form 10-K DISCUSSION OF FINANCIAL RESULTS DISCUSSION OF FINANCIAL RESULTS Introduction Introduction The Company derives a substantial portion of its revenue from investment advisory and administration fees, which The Company derives a substantial portion of its revenue are recognized as the services are performed over time from investment advisory and administration fees, which because the customer is receiving and consuming the are recognized as the services are performed over time benefits as they are provided by the Company. Fees are because the customer is receiving and consuming the primarily based on agreed-upon percentages of AUM and benefits as they are provided by the Company. Fees are recognized for services provided during the period, which primarily based on agreed-upon percentages of AUM and are distinct from services provided in other periods. Such recognized for services provided during the period, which fees are affected by changes in AUM, including market are distinct from services provided in other periods. Such appreciation or depreciation, foreign exchange translation fees are affected by changes in AUM, including market and net inflows or outflows. Net inflows or outflows appreciation or depreciation, foreign exchange translation represent the sum of new client assets, additional fundings and net inflows or outflows. Net inflows or outflows from existing clients (including dividend reinvestment), represent the sum of new client assets, additional fundings withdrawals of assets from, and termination of, client from existing clients (including dividend reinvestment), accounts and distributions to investors representing return withdrawals of assets from, and termination of, client of capital and return on investments. Market appreciation accounts and distributions to investors representing return or depreciation includes current income earned on, and of capital and return on investments. Market appreciation changes in the fair value of, securities held in client or depreciation includes current income earned on, and accounts. Foreign exchange translation reflects the impact changes in the fair value of, securities held in client of translating non-US dollar denominated AUM into US accounts. Foreign exchange translation reflects the impact dollars for reporting purposes. of translating non-US dollar denominated AUM into US dollars for reporting purposes. The Company also earns revenue by lending securities on behalf of clients, primarily to highly rated banks and The Company also earns revenue by lending securities on broker-dealers. The securities loaned are secured by behalf of clients, primarily to highly rated banks and collateral in the form of cash or securities, with minimum broker-dealers. The securities loaned are secured by collateral generally ranging from approximately 102% to collateral in the form of cash or securities, with minimum 112% of the value of the loaned securities. Generally, the collateral generally ranging from approximately 102% to revenue earned is shared between the Company and the 112% of the value of the loaned securities. Generally, the funds or accounts managed by the Company from which revenue earned is shared between the Company and the the securities are borrowed. funds or accounts managed by the Company from which the securities are borrowed. Investment advisory agreements for certain separate accounts and investment funds provide for performance Investment advisory agreements for certain separate fees based upon relative and/or absolute investment accounts and investment funds provide for performance performance, in addition to base fees based on AUM. fees based upon relative and/or absolute investment Investment advisory performance fees generally are earned performance, in addition to base fees based on AUM. after a given period of time when investment performance Investment advisory performance fees generally are earned exceeds a contractual threshold, and when it is determined after a given period of time when investment performance that the fees are no longer probable of significant reversal. exceeds a contractual threshold, and when it is determined As such, the timing of recognition of performance fees may that the fees are no longer probable of significant reversal. increase the volatility of the Company’s revenue and As such, the timing of recognition of performance fees may earnings. The magnitude of performance fees can fluctuate increase the volatility of the Company’s revenue and quarterly due to the timing of carried interest recognition on earnings. The magnitude of performance fees can fluctuate illiquid alternative products and a greater number and size quarterly due to the timing of carried interest recognition on of liquid products with performance measurement periods illiquid alternative products and a greater number and size that end in the third and fourth quarters. of liquid products with performance measurement periods that end in the third and fourth quarters. The Company offers investment management technology systems, risk management services, wealth management The Company offers investment management technology and digital distribution tools, all on a fee basis. Clients systems, risk management services, wealth management include banks, insurance companies, official institutions, and digital distribution tools, all on a fee basis. Clients pension funds, asset managers, retail distributors and include banks, insurance companies, official institutions, other investors. Fees earned for technology services are pension funds, asset managers, retail distributors and primarily recorded as services are performed over time other investors. Fees earned for technology services are and are generally determined using the value of positions primarily recorded as services are performed over time on the Aladdin platform, or on a fixed-rate basis. Revenue and are generally determined using the value of positions derived from the sale of software licenses is recognized on the Aladdin platform, or on a fixed-rate basis. Revenue upon the granting of access rights. derived from the sale of software licenses is recognized upon the granting of access rights. The Company earns distribution and service fees for distributing investment products and providing support The Company earns distribution and service fees for services to investment portfolios. The fees are primarily distributing investment products and providing support based on AUM and are recognized when the amount of services to investment portfolios. The fees are primarily fees is known. based on AUM and are recognized when the amount of fees is known. The Company advises global financial institutions, regulators, and government entities across a range of risk, The Company advises global financial institutions, regulatory, capital markets and strategic services. Fees regulators, and government entities across a range of risk, earned for advisory services, which are included in regulatory, capital markets and strategic services. Fees advisory and other revenue, are determined using fixed- earned for advisory services, which are included in rate fees and are recognized over time as the related advisory and other revenue, are determined using fixed- services are completed. rate fees and are recognized over time as the related services are completed. The Company earns fees for transition management services primarily comprised of commissions recognized The Company earns fees for transition management in connection with buying and selling securities on behalf services primarily comprised of commissions recognized of its customers. Commissions related to transition in connection with buying and selling securities on behalf management services, which are included in advisory and of its customers. Commissions related to transition other revenue, are recorded on a trade-date basis as management services, which are included in advisory and transactions occur. other revenue, are recorded on a trade-date basis as transactions occur. The Company also records revenue related to certain minority investments accounted for as equity method The Company also records revenue related to certain investments. minority investments accounted for as equity method investments. Operating expense reflects employee compensation and benefits, distribution and servicing costs, direct fund Operating expense reflects employee compensation and expense, general and administration expense and benefits, distribution and servicing costs, direct fund amortization of finite-lived intangible assets. expense, general and administration expense and amortization of finite-lived intangible assets. • Employee compensation and benefits expense • Employee compensation and benefits expense includes salaries, commissions, temporary help, incentive compensation, employer payroll taxes, includes salaries, commissions, temporary help, severance and related benefit costs. incentive compensation, employer payroll taxes, severance and related benefit costs. • Distribution and servicing costs, which are primarily • Distribution and servicing costs, which are primarily AUM driven, include payments to third parties, primarily associated with distribution and servicing of AUM driven, include payments to third parties, client investments in certain Company products. primarily associated with distribution and servicing of client investments in certain Company products. • Direct fund expense primarily consists of third-party • Direct fund expense primarily consists of third-party nonadvisory expenses incurred by the Company related to certain funds for the use of index nonadvisory expenses incurred by the Company trademarks, reference data for indices, custodial related to certain funds for the use of index services, fund administration, fund accounting, trademarks, reference data for indices, custodial transfer agent services, shareholder reporting services, fund administration, fund accounting, services, legal expense, audit and tax services as well transfer agent services, shareholder reporting as other fund-related expenses directly attributable to services, legal expense, audit and tax services as well the nonadvisory operations of the fund. These as other fund-related expenses directly attributable to expenses may vary over time with fluctuations in the nonadvisory operations of the fund. These AUM, number of shareholder accounts, or other expenses may vary over time with fluctuations in attributes directly related to volume of business. AUM, number of shareholder accounts, or other attributes directly related to volume of business. • General and administration expense includes • General and administration expense includes marketing and promotional (including travel and entertainment expense), occupancy and office- marketing and promotional (including travel and related, portfolio services (including clearing expense entertainment expense), occupancy and office- related to transition management services and related, portfolio services (including clearing expense market data costs), sub-advisory, technology, related to transition management services and professional services, communications, contingent market data costs), sub-advisory, technology, consideration fair value adjustments, product launch professional services, communications, contingent costs, the net impact of foreign currency consideration fair value adjustments, product launch remeasurement, and other general and costs, the net impact of foreign currency administration expense. remeasurement, and other general and administration expense. Approximately 80% of the Company’s revenue is generated in US dollars. The Company’s revenue and Approximately 80% of the Company’s revenue is expense generated in foreign currencies (primarily the generated in US dollars. The Company’s revenue and euro and British pound) are impacted by foreign exchange expense generated in foreign currencies (primarily the rates. Any effect of foreign exchange rate change on euro and British pound) are impacted by foreign exchange revenue is partially offset by a change in expense driven by rates. Any effect of foreign exchange rate change on the Company’s considerable non-dollar expense base revenue is partially offset by a change in expense driven by related to its operations outside the US. the Company’s considerable non-dollar expense base related to its operations outside the US. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 53 53 Nonoperating income (expense) includes the effect of changes in the valuations on investments and earnings on Nonoperating income (expense) includes the effect of equity method investments as well as interest and changes in the valuations on investments and earnings on dividend income and interest expense. The Company equity method investments as well as interest and primarily holds seed and co-investments in sponsored dividend income and interest expense. The Company investment products that invest in a variety of asset primarily holds seed and co-investments in sponsored classes, including private equity, private credit, hedge investment products that invest in a variety of asset funds and real assets. Investments generally are made for classes, including private equity, private credit, hedge co-investment purposes, to establish a performance track funds and real assets. Investments generally are made for record or for regulatory purposes, including Federal co-investment purposes, to establish a performance track record or for regulatory purposes, including Federal Reserve Bank stock. The Company does not engage in proprietary trading activities that could conflict with the Reserve Bank stock. The Company does not engage in interests of its clients. proprietary trading activities that could conflict with the interests of its clients. In addition, nonoperating income (expense) includes the impact of changes in the valuations of consolidated In addition, nonoperating income (expense) includes the sponsored investment products (“CIPs”). The portion of impact of changes in the valuations of consolidated nonoperating income (expense) not attributable to the sponsored investment products (“CIPs”). The portion of Company is allocated to NCI on the consolidated nonoperating income (expense) not attributable to the statements of income. Company is allocated to NCI on the consolidated statements of income. Revenue Revenue The table below presents detail of revenue for 2023 and 2022 and includes the product type mix of base fees and securities lending revenue and performance fees. The table below presents detail of revenue for 2023 and 2022 and includes the product type mix of base fees and securities lending revenue and performance fees. Revenue: Investment advisory, administration fees and securities lending revenue: Investment advisory, administration fees and securities lending revenue: (in millions) (in millions) Revenue: Equity: Equity: Active Active ETFs ETFs Non-ETF index Non-ETF index Equity subtotal Equity subtotal Fixed income: Fixed income: Active Active ETFs ETFs Non-ETF index Non-ETF index Fixed income subtotal Fixed income subtotal Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Currency and commodities(1) Currency and commodities(1) Alternatives subtotal Alternatives subtotal Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Alternatives subtotal Alternatives subtotal Total investment advisory performance fees Total investment advisory performance fees Technology services revenue Technology services revenue Distribution fees Distribution fees Advisory and other revenue: Advisory and other revenue: Advisory Advisory Other Other Total advisory and other revenue Total advisory and other revenue Total revenue Total revenue (1) Amounts include commodity ETFs. (1) Amounts include commodity ETFs. Long-term Long-term Cash management Cash management Total investment advisory, administration fees and securities lending revenue Total investment advisory, administration fees and securities lending revenue Investment advisory performance fees: Investment advisory performance fees: 2023 2023 2022 2022 $ 2,000 $ 2,000 4,418 4,418 743 743 7,161 7,161 $ 2,147 $ 2,147 4,345 4,345 711 711 7,203 7,203 1,897 1,897 1,230 1,230 353 353 3,480 3,480 1,203 1,203 889 889 572 572 185 185 1,646 1,646 13,490 13,490 909 909 14,399 14,399 99 99 4 4 28 28 273 273 150 150 423 423 554 554 1,485 1,485 1,262 1,262 1,977 1,977 1,122 1,122 396 396 3,495 3,495 1,299 1,299 741 741 633 633 216 216 1,590 1,590 13,587 13,587 864 864 14,451 14,451 49 49 25 25 25 25 296 296 119 119 415 415 514 514 1,364 1,364 1,381 1,381 81 81 78 78 159 159 $ 17,859 $ 17,859 56 56 107 107 163 163 $ 17,873 $ 17,873 54 BlackRock | 2023 Form 10-K 54 BlackRock | 2023 Form 10-K The table below lists a percentage breakdown of base fees and securities lending revenue and average AUM by product type: The table below lists a percentage breakdown of base fees and securities lending revenue and average AUM by product type: Equity: Equity: Active Active ETFs ETFs Non-ETF index Non-ETF index Equity subtotal Equity subtotal Fixed income: Fixed income: Active Active ETFs ETFs Non-ETF index Non-ETF index Fixed income subtotal Fixed income subtotal Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Currency and commodities(2) Currency and commodities(2) Alternatives subtotal Alternatives subtotal Long-term Long-term Cash management Cash management Total AUM Total AUM (1) Percentage of Base Fees and Securities Lending Revenue Percentage of Base Fees and Securities Lending Revenue 2023 2023 2022 2022 Percentage of Average AUM by Product Type(1) Percentage of Average AUM by Product Type(1) 2022 2023 2022 2023 14% 14% 31% 31% 5% 5% 50% 50% 13% 13% 9% 9% 2% 2% 24% 24% 8% 8% 7% 7% 4% 4% 1% 1% 12% 12% 94% 94% 6% 6% 100% 100% 14% 14% 30% 30% 5% 5% 49% 49% 14% 14% 8% 8% 3% 3% 25% 25% 9% 9% 5% 5% 4% 4% 2% 2% 11% 11% 94% 94% 6% 6% 100% 100% 4% 4% 24% 24% 23% 23% 51% 51% 12% 12% 9% 9% 8% 8% 29% 29% 9% 9% 1% 1% 1% 1% 1% 1% 3% 3% 92% 92% 8% 8% 100% 100% 5% 5% 24% 24% 24% 24% 53% 53% 11% 11% 8% 8% 9% 9% 28% 28% 8% 8% 1% 1% 1% 1% 1% 1% 3% 3% 92% 92% 8% 8% 100% 100% Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. (1) (2) Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months. Amounts include commodity ETFs. Amounts include commodity ETFs. (2) Revenue of $17.9 billion in 2023 was relatively flat compared with 2022, primarily driven by the negative Revenue of $17.9 billion in 2023 was relatively flat impact of markets on average AUM, partially offset by compared with 2022, primarily driven by the negative higher technology services revenue. impact of markets on average AUM, partially offset by higher technology services revenue. Investment advisory, administration fees and securities lending revenue of $14.4 billion in 2023 decreased Investment advisory, administration fees and securities $52 million from $14.5 billion in 2022, primarily driven by lending revenue of $14.4 billion in 2023 decreased the negative impact of market beta on average AUM, $52 million from $14.5 billion in 2022, primarily driven by partially offset by organic base fee growth and higher the negative impact of market beta on average AUM, securities lending revenue. Securities lending revenue of partially offset by organic base fee growth and higher $675 million increased $76 million from $599 million in securities lending revenue. Securities lending revenue of 2022, primarily reflecting higher spreads. $675 million increased $76 million from $599 million in 2022, primarily reflecting higher spreads. Investment advisory performance fees of $554 million in 2023 increased $40 million from $514 million in 2022, Investment advisory performance fees of $554 million in 2023 increased $40 million from $514 million in 2022, primarily reflecting higher revenue from long-only equity and liquid alternative products, partially offset by lower primarily reflecting higher revenue from long-only equity revenue from illiquid alternative and long-only fixed and liquid alternative products, partially offset by lower income products. revenue from illiquid alternative and long-only fixed income products. Technology services revenue of $1.5 billion in 2023 increased $121 million from $1.4 billion in 2022, Technology services revenue of $1.5 billion in 2023 reflecting the onboarding of several large clients and the increased $121 million from $1.4 billion in 2022, impact of 2023 eFront on-premise license renewals, for reflecting the onboarding of several large clients and the which a majority of the revenue is recognized at the time impact of 2023 eFront on-premise license renewals, for of renewal. which a majority of the revenue is recognized at the time of renewal. Distribution fees of $1.3 billion in 2023 decreased $119 million from $1.4 billion in 2022, primarily reflecting Distribution fees of $1.3 billion in 2023 decreased impact of lower average AUM. $119 million from $1.4 billion in 2022, primarily reflecting impact of lower average AUM. Expense Expense The following table presents expense for 2023 and 2022. The following table presents expense for 2023 and 2022. (in millions) (in millions) Expense: Expense: Employee compensation and benefits Employee compensation and benefits Distribution and servicing costs Distribution and servicing costs Direct fund expense Direct fund expense General and administration expense: General and administration expense: Marketing and promotional Marketing and promotional Occupancy and office related Occupancy and office related Portfolio services Portfolio services Sub-advisory Sub-advisory Technology Technology Professional services Professional services Communications Communications Foreign exchange remeasurement Foreign exchange remeasurement Contingent consideration fair value adjustments Contingent consideration fair value adjustments Product launch costs Product launch costs Other general and administration Other general and administration Total general and administration expense Total general and administration expense Restructuring charge Restructuring charge Amortization of intangible assets Amortization of intangible assets Total expense Total expense Expense increased $96 million, or 1%, from 2022, reflecting higher direct fund expense, employee Expense increased $96 million, or 1%, from 2022, compensation and benefits expense and general and reflecting higher direct fund expense, employee administration expense, partially offset by lower compensation and benefits expense and general and distribution and servicing costs. administration expense, partially offset by lower distribution and servicing costs. Employee compensation and benefits expense increased $98 million from 2022, reflecting higher base Employee compensation and benefits expense increased compensation, primarily as a result of base salary $98 million from 2022, reflecting higher base increases, and higher severance, partially offset by lower compensation, primarily as a result of base salary incentive compensation, largely driven by lower operating increases, and higher severance, partially offset by lower income. incentive compensation, largely driven by lower operating income. Distribution and servicing costs decreased $128 million from 2022, primarily reflecting the impact of lower Distribution and servicing costs decreased $128 million average AUM. from 2022, primarily reflecting the impact of lower average AUM. Direct fund expense increased $105 million from 2022, primarily reflecting the impact of higher average AUM. Direct fund expense increased $105 million from 2022, primarily reflecting the impact of higher average AUM. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 55 55 2023 2023 $ 5,779 $ 5,779 2,051 2,051 1,331 1,331 344 344 418 418 270 270 81 81 607 607 195 195 47 47 (6) (6) 3 3 — — 252 252 2,211 2,211 61 61 151 151 $ 11,584 $ 11,584 2022 2022 $ 5,681 $ 5,681 2,179 2,179 1,226 1,226 331 331 403 403 280 280 80 80 600 600 180 180 44 44 10 10 3 3 6 6 223 223 2,160 2,160 91 91 151 151 $ 11,488 $ 11,488 General and administration expense increased $51 million from 2022, primarily reflecting higher occupancy and General and administration expense increased $51 million office related expense, higher professional services from 2022, primarily reflecting higher occupancy and expense, and higher marketing and promotional expense, office related expense, higher professional services including the impact from higher travel and entertainment expense, and higher marketing and promotional expense, expense, and higher other general and administration including the impact from higher travel and entertainment expense, including costs related to certain legal matters, expense, and higher other general and administration partially offset by the impact of foreign exchange expense, including costs related to certain legal matters, remeasurement. partially offset by the impact of foreign exchange remeasurement. Restructuring charges of $61 million and $91 million, comprised of severance and compensation expense for Restructuring charges of $61 million and $91 million, accelerated vesting of previously granted deferred comprised of severance and compensation expense for compensation awards, were recorded in 2023 and 2022, accelerated vesting of previously granted deferred respectively, as previously described. The impact of these compensation awards, were recorded in 2023 and 2022, restructuring charges has been excluded from our “as respectively, as previously described. The impact of these adjusted” financial results. See Non-GAAP Financial restructuring charges has been excluded from our “as Measures for further information on as adjusted items. adjusted” financial results. See Non-GAAP Financial Measures for further information on as adjusted items. 2022 Income tax expense (GAAP) reflected: 2022 Income tax expense (GAAP) reflected: • a discrete tax benefit of $148 million, primarily related to the resolution of certain outstanding tax matters; • a discrete tax benefit of $148 million, primarily related to the resolution of certain outstanding tax matters; • a discrete tax benefit of $87 million, related to stock- based compensation awards that vested in 2022; and • a discrete tax benefit of $87 million, related to stock- based compensation awards that vested in 2022; and • a discrete tax benefit of $35 million associated with • a discrete tax benefit of $35 million associated with the net noncash tax benefit related to the revaluation of certain deferred income tax liabilities. the net noncash tax benefit related to the revaluation of certain deferred income tax liabilities. The as adjusted effective tax rate of 20.7% for 2022 excluded the $35 million net noncash benefit mentioned The as adjusted effective tax rate of 20.7% for 2022 above as it will not have a cash flow impact and to ensure excluded the $35 million net noncash benefit mentioned comparability among periods presented. above as it will not have a cash flow impact and to ensure comparability among periods presented. In January 2024, the Company reorganized certain of its intellectual property framework to better align the In January 2024, the Company reorganized certain of its corporate structure for future commercial business intellectual property framework to better align the growth objectives. At this time, the Company is still corporate structure for future commercial business evaluating the impact to the consolidated financial growth objectives. At this time, the Company is still statements. evaluating the impact to the consolidated financial statements. STATEMENT OF FINANCIAL CONDITION OVERVIEW STATEMENT OF FINANCIAL CONDITION OVERVIEW As Adjusted Statement of Financial Condition As Adjusted Statement of Financial Condition The following table presents a reconciliation of the consolidated statement of financial condition presented The following table presents a reconciliation of the on a GAAP basis to the consolidated statement of financial consolidated statement of financial condition presented condition, excluding the impact of separate account on a GAAP basis to the consolidated statement of financial assets and separate account collateral held under condition, excluding the impact of separate account securities lending agreements (directly related to lending assets and separate account collateral held under separate account securities) and separate account securities lending agreements (directly related to lending liabilities and separate account collateral liabilities under separate account securities) and separate account securities lending agreements and CIPs. liabilities and separate account collateral liabilities under securities lending agreements and CIPs. The Company presents the as adjusted statement of financial condition as additional information to enable The Company presents the as adjusted statement of investors to exclude certain assets that have equal and financial condition as additional information to enable offsetting liabilities or NCI that ultimately do not have an investors to exclude certain assets that have equal and impact on stockholders’ equity or cash flows. offsetting liabilities or NCI that ultimately do not have an Management views the as adjusted statement of financial impact on stockholders’ equity or cash flows. condition, which contains non-GAAP financial measures, Management views the as adjusted statement of financial as an economic presentation of the Company’s total condition, which contains non-GAAP financial measures, assets and liabilities; however, it does not advocate that as an economic presentation of the Company’s total investors consider such non-GAAP financial measures in assets and liabilities; however, it does not advocate that isolation from, or as a substitute for, financial information investors consider such non-GAAP financial measures in prepared in accordance with GAAP. isolation from, or as a substitute for, financial information prepared in accordance with GAAP. 57 57 BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K Separate Account Assets and Liabilities and Separate Account Collateral Held under Securities Lending Separate Account Assets and Liabilities and Separate Agreements Account Collateral Held under Securities Lending Agreements Separate account assets are maintained by BlackRock Life Limited, a wholly owned subsidiary of the Company that is Separate account assets are maintained by BlackRock Life a registered life insurance company in the UK, and Limited, a wholly owned subsidiary of the Company that is represent segregated assets held for purposes of funding a registered life insurance company in the UK, and individual and group pension contracts. The Company represent segregated assets held for purposes of funding records equal and offsetting separate account liabilities. individual and group pension contracts. The Company The separate account assets are not available to creditors records equal and offsetting separate account liabilities. of the Company and the holders of the pension contracts The separate account assets are not available to creditors have no recourse to the Company’s assets. The net of the Company and the holders of the pension contracts investment income attributable to separate account have no recourse to the Company’s assets. The net assets accrues directly to the contract owners and is not investment income attributable to separate account reported on the consolidated statements of income. While assets accrues directly to the contract owners and is not BlackRock has no economic interest in these assets or reported on the consolidated statements of income. While liabilities, BlackRock earns an investment advisory fee for BlackRock has no economic interest in these assets or the service of managing these assets on behalf of its liabilities, BlackRock earns an investment advisory fee for clients. the service of managing these assets on behalf of its clients. In addition, the Company records on its consolidated statements of financial condition the separate account In addition, the Company records on its consolidated collateral obtained under BlackRock Life Limited statements of financial condition the separate account securities lending arrangements for which it has legal title collateral obtained under BlackRock Life Limited as its own asset in addition to an equal and offsetting securities lending arrangements for which it has legal title separate account collateral liability for the obligation to as its own asset in addition to an equal and offsetting return the collateral. The collateral is not available to separate account collateral liability for the obligation to creditors of the Company, and the borrowers under the return the collateral. The collateral is not available to securities lending arrangements have no recourse to the creditors of the Company, and the borrowers under the Company’s assets. securities lending arrangements have no recourse to the Company’s assets. Consolidated Sponsored Investment Products Consolidated Sponsored Investment Products The Company consolidates certain sponsored investment products accounted for as variable interest entities The Company consolidates certain sponsored investment (“VIEs”) and voting rights entities (“VREs”). See Note 2, products accounted for as variable interest entities Significant Accounting Policies, in the notes to the (“VIEs”) and voting rights entities (“VREs”). See Note 2, consolidated financial statements contained in Part II, Significant Accounting Policies, in the notes to the Item 8 of this filing for more information on the consolidated financial statements contained in Part II, Company’s consolidation policy. Item 8 of this filing for more information on the Company’s consolidation policy. The Company cannot readily access cash and cash equivalents or other assets held by CIPs to use in its The Company cannot readily access cash and cash operating activities. In addition, the Company cannot equivalents or other assets held by CIPs to use in its readily sell investments held by CIPs in order to obtain operating activities. In addition, the Company cannot cash for use in the Company’s operations. readily sell investments held by CIPs in order to obtain cash for use in the Company’s operations. 56 BlackRock | 2023 Form 10-K 56 BlackRock | 2023 Form 10-K Nonoperating Results Nonoperating Results The summary of nonoperating income (expense), less net income (loss) attributable to NCI for 2023 and 2022 was as follows: The summary of nonoperating income (expense), less net income (loss) attributable to NCI for 2023 and 2022 was as follows: (in millions) (in millions) Nonoperating income (expense), GAAP basis Nonoperating income (expense), GAAP basis Less: Net income (loss) attributable to NCI Less: Net income (loss) attributable to NCI Nonoperating income (expense), net of NCI Nonoperating income (expense), net of NCI Less: Hedge gain (loss) on deferred cash compensation plans(1) Less: Hedge gain (loss) on deferred cash compensation plans(1) Nonoperating income (expense), net of NCI, as adjusted(2) Nonoperating income (expense), net of NCI, as adjusted(2) (in millions) (in millions) Net gain (loss) on investments, net of NCI Net gain (loss) on investments, net of NCI Private equity Private equity Real assets Real assets Other alternatives(3) Other alternatives(3) Other investments(4) Other investments(4) Hedge gain (loss) on deferred cash compensation plans(1) Hedge gain (loss) on deferred cash compensation plans(1) Subtotal Subtotal Other gains (losses)(5) Other gains (losses)(5) Total net gain (loss) on investments, net of NCI Total net gain (loss) on investments, net of NCI Interest and dividend income Interest and dividend income Interest expense Interest expense Net interest income (expense) Net interest income (expense) Nonoperating income (expense), net of NCI Nonoperating income (expense), net of NCI Less: Hedge gain (loss) on deferred cash compensation plans(1) Less: Hedge gain (loss) on deferred cash compensation plans(1) Nonoperating income (expense), net of NCI, as adjusted(2) Nonoperating income (expense), net of NCI, as adjusted(2) (1) Amount relates to the gain (loss) from economically hedging BlackRock’s deferred cash compensation plans. 2023 2023 $ 880 $ 880 174 174 706 706 58 58 $ 648 $ 648 2023 2023 $ 349 $ 349 13 13 49 49 66 66 58 58 535 535 (10) (10) 525 525 473 473 (292) (292) 181 181 706 706 58 58 $ 648 $ 648 2022 2022 $ (95) $ (95) (184) (184) 89 89 — — $ 89 $ 89 2022 2022 $ 88 $ 88 28 28 5 5 (201) (201) — — (80) (80) 229 229 149 149 152 152 (212) (212) (60) (60) 89 89 — — $ 89 $ 89 (1) (2) Management believes nonoperating income (expense), net of NCI, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating results, which ultimately impacts BlackRock’s book Amount relates to the gain (loss) from economically hedging BlackRock’s deferred cash compensation plans. (2) Management believes nonoperating income (expense), net of NCI, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating results, which ultimately impacts BlackRock’s book value. See Non-GAAPFinancialMeasuresfor further information on other non-GAAP financial measures. (3) (3) (4) (4) (5) (5) value. See Non-GAAPFinancialMeasuresfor further information on other non-GAAP financial measures. Amounts primarily include net gains (losses) related to credit funds, direct hedge fund strategies and hedge fund solutions. Amounts primarily include net gains (losses) related to credit funds, direct hedge fund strategies and hedge fund solutions. Amounts primarily include net gains (losses) related to BlackRock’s seed investment portfolio, net of the impact of certain hedges. Amounts primarily include net gains (losses) related to BlackRock’s seed investment portfolio, net of the impact of certain hedges. The amounts for 2022 primarily include nonoperating noncash pre-tax gains in connection with strategic minority investment in iCapital of approximately $267 million. Additional amounts include noncash pre-tax gains (losses) related to the revaluation of certain other minority investments. The amounts for 2022 primarily include nonoperating noncash pre-tax gains in connection with strategic minority investment in iCapital of approximately $267 million. Additional amounts include noncash pre-tax gains (losses) related to the revaluation of certain other minority investments. Income Tax Expense Income Tax Expense (in millions) (in millions) Operating income(1) Operating income(1) Total nonoperating income (expense)(1)(2) Total nonoperating income (expense)(1)(2) Income before income taxes(2) Income before income taxes(2) Income tax expense Income tax expense Effective tax rate Effective tax rate (1) As adjusted items are described in more detail in Non-GAAPFinancialMeasures. (1) (2) Net of net income (loss) attributable to NCI. As adjusted items are described in more detail in Non-GAAPFinancialMeasures. (2) Net of net income (loss) attributable to NCI. The Company’s tax rate is affected by tax rates in foreign jurisdictions and the relative amount of income earned in The Company’s tax rate is affected by tax rates in foreign those jurisdictions, which the Company expects to be fairly jurisdictions and the relative amount of income earned in consistent in the near term. The significant foreign those jurisdictions, which the Company expects to be fairly jurisdictions that have different statutory tax rates than consistent in the near term. The significant foreign the US federal statutory rate of 21% include the UK, jurisdictions that have different statutory tax rates than Canada, Germany and Ireland. the US federal statutory rate of 21% include the UK, Canada, Germany and Ireland. 2023 Income tax expense (GAAP) reflected: 2023 Income tax expense (GAAP) reflected: • a discrete tax benefit of $201 million, related to the resolution of certain outstanding tax matters; and • a discrete tax benefit of $201 million, related to the resolution of certain outstanding tax matters; and GAAP GAAP 2023 2023 $6,275 $6,275 $ 706 $ 706 $6,981 $6,981 $1,479 $1,479 21.2% 21.2% 2022 2022 $6,385 $6,385 89 $ 89 $ $6,474 $6,474 $1,296 $1,296 20.0% 20.0% As Adjusted As Adjusted 2023 2023 $6,593 $6,593 $ 648 $ 648 $7,241 $7,241 $1,549 $1,549 2022 2022 $6,711 $6,711 89 $ 89 $ $6,800 $6,800 $1,409 $1,409 21.4% 21.4% 20.7% 20.7% • a discrete tax benefit of $41 million, related to stock- based compensation awards that vested in 2023. • a discrete tax benefit of $41 million, related to stock- based compensation awards that vested in 2023. On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted into law, which became effective On August 16, 2022, the Inflation Reduction Act of 2022 January 1, 2023 and introduced new provisions including (“IRA”) was enacted into law, which became effective a corporate book minimum tax and an excise tax on net January 1, 2023 and introduced new provisions including stock repurchases. The provisions within the IRA did not a corporate book minimum tax and an excise tax on net have a material impact on BlackRock’s consolidated stock repurchases. The provisions within the IRA did not financial statements. have a material impact on BlackRock’s consolidated financial statements. 58 BlackRock | 2023 Form 10-K 58 BlackRock | 2023 Form 10-K Cash and cash equivalents Cash and cash equivalents Accounts receivable Accounts receivable Investments Investments Separate account assets and collateral held under securities Separate account assets and collateral held under securities Operating lease right-of-use assets Operating lease right-of-use assets Other assets(3) Other assets(3) Subtotal Subtotal lending agreements lending agreements Goodwill and intangible assets, net Goodwill and intangible assets, net Accrued compensation and benefits Accrued compensation and benefits Accounts payable and accrued liabilities Accounts payable and accrued liabilities Borrowings Borrowings Separate account liabilities and collateral liabilities under securities Separate account liabilities and collateral liabilities under securities Deferred income tax liabilities(4) Deferred income tax liabilities(4) Operating lease liabilities Operating lease liabilities Other liabilities Other liabilities lending agreements lending agreements (in millions) (in millions) Assets Assets Total assets Total assets Liabilities Liabilities Total liabilities Total liabilities Equity Equity (1) (2) (2) (3) (3) (4) (4) BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 59 59 and hedged exposures, to reflect another helpful measure for investors. The economic impact of investments held and hedged exposures, to reflect another helpful measure pursuant to deferred cash compensation plans is for investors. The economic impact of investments held substantially offset by a change in associated pursuant to deferred cash compensation plans is compensation expense, and the impact of the portfolio of substantially offset by a change in associated seed investments is mitigated by futures entered into as compensation expense, and the impact of the portfolio of part of the Company’s macro hedging strategy. Carried seed investments is mitigated by futures entered into as interest capital allocations are excluded as there is no part of the Company’s macro hedging strategy. Carried impact to BlackRock’s stockholders’ equity until such interest capital allocations are excluded as there is no amounts are realized as performance fees. Finally, the impact to BlackRock’s stockholders’ equity until such Company’s regulatory investment in Federal Reserve Bank amounts are realized as performance fees. Finally, the stock, which is not subject to market or interest rate risk, is Company’s regulatory investment in Federal Reserve Bank excluded from the Company’s net economic investment stock, which is not subject to market or interest rate risk, is exposure. excluded from the Company’s net economic investment exposure. December 31, 2023 December 31, 2023 GAAP Basis GAAP Basis $ $ 8,736 8,736 3,916 3,916 9,740 9,740 60,656 60,656 1,421 1,421 4,960 4,960 89,429 89,429 33,782 33,782 $ 123,211 $ 123,211 $ $ 2,393 2,393 1,240 1,240 7,918 7,918 60,656 60,656 3,506 3,506 1,784 1,784 4,474 4,474 81,971 81,971 Separate Account Separate Assets/ Account Collateral(1) Assets/ Collateral(1) $ $ — — — — — — 60,656 60,656 — — — — 60,656 60,656 — — $ 60,656 $ 60,656 $ $ — — — — — — 60,656 60,656 — — — — — — 60,656 60,656 CIPs(2) CIPs(2) $ $ 288 288 — — 1,866 1,866 — — — — 122 122 2,276 2,276 — — $ 2,276 $ 2,276 $ $ — — — — — — — — — — — — 425 425 425 425 As Adjusted As Adjusted $ 8,448 $ 8,448 3,916 3,916 7,874 7,874 — — 1,421 1,421 4,838 4,838 26,497 26,497 33,782 33,782 $ 60,279 $ 60,279 $ 2,393 $ 2,393 1,240 1,240 7,918 7,918 — — 3,506 3,506 1,784 1,784 4,049 4,049 20,890 20,890 “economic” basis, which eliminates the portion of investments that does not impact BlackRock’s book value “economic” basis, which eliminates the portion of or net income attributable to BlackRock. BlackRock’s investments that does not impact BlackRock’s book value management does not advocate that investors consider or net income attributable to BlackRock. BlackRock’s such non-GAAP financial measures in isolation from, or as management does not advocate that investors consider a substitute for, financial information prepared in such non-GAAP financial measures in isolation from, or as accordance with GAAP. a substitute for, financial information prepared in accordance with GAAP. The Company presents investments, as adjusted, to enable investors to understand the portion of investments The Company presents investments, as adjusted, to that is owned by the Company, net of NCI, as a gauge to enable investors to understand the portion of investments measure the impact of changes in net nonoperating that is owned by the Company, net of NCI, as a gauge to income (expense) on investments to net income (loss) measure the impact of changes in net nonoperating attributable to BlackRock. income (expense) on investments to net income (loss) attributable to BlackRock. The Company further presents net “economic” investment exposure, net of deferred cash compensation investments The Company further presents net “economic” investment exposure, net of deferred cash compensation investments (in millions) (in millions) Investments, GAAP Investments, GAAP Investments held by CIPs Investments held by CIPs Net interest in CIPs(1) Net interest in CIPs(1) Investments, as adjusted Investments, as adjusted Investments related to deferred cash compensation plans Investments related to deferred cash compensation plans Hedged exposures Hedged exposures Federal Reserve Bank stock Federal Reserve Bank stock Carried interest Carried interest Total “economic” investment exposure(2) Total “economic” investment exposure(2) (1) Total equity Total equity Total liabilities and equity Total liabilities and equity (1) Total BlackRock, Inc. stockholders’ equity Total BlackRock, Inc. stockholders’ equity Noncontrolling interests Noncontrolling interests 39,347 39,347 42 42 39,389 39,389 $ 60,279 $ 60,279 Amounts represent segregated client assets and related liabilities, in which BlackRock has no economic interest. BlackRock earns an investment advisory fee for the service of managing these assets on behalf of its clients. Amounts represent segregated client assets and related liabilities, in which BlackRock has no economic interest. BlackRock earns an investment advisory fee for the service of managing these assets on behalf of its clients. Amounts represent the impact of consolidating CIPs. 39,347 39,347 1,893 1,893 41,240 41,240 $ 123,211 $ 123,211 — — — — — — $ 60,656 $ 60,656 — — 1,851 1,851 1,851 1,851 $ 2,276 $ 2,276 Amounts represent the impact of consolidating CIPs. Amount includes property and equipment and other assets. (in millions) Amount includes property and equipment and other assets. Amount includes approximately $4.3 billion of deferred income tax liabilities related to goodwill and intangibles. See Note 24, IncomeTaxes, in the notes to the consolidated financial statements contained in Part II, Item 8 of this filing for more information. Amount includes approximately $4.3 billion of deferred income tax liabilities related to goodwill and intangibles. See Note 24, IncomeTaxes, in the notes to the consolidated financial statements contained in Part II, Item 8 of this filing for more information. Amounts included $1.9 billion and $1.5 billion of carried interest (VIEs) as of December 31, 2023 and 2022, respectively, which has no impact on the Company’s “economic” investment exposure. Amounts included $1.9 billion and $1.5 billion of carried interest (VIEs) as of December 31, 2023 and 2022, respectively, which has no impact on the Company’s “economic” investment exposure. Amounts do not include investments in strategic minority investments included in other assets on the consolidated statements of financial condition. (1) (2) Amounts do not include investments in strategic minority investments included in other assets on the consolidated statements of financial condition. (2) The following table represents the carrying value of the Company’s economic investment exposure, by asset type, at December 31, 2023 and 2022: The following table represents the carrying value of the Company’s economic investment exposure, by asset type, at December 31, 2023 and 2022: The following discussion summarizes the significant changes in assets and liabilities on a GAAP basis. Please The following discussion summarizes the significant see the consolidated statements of financial condition as changes in assets and liabilities on a GAAP basis. Please of December 31, 2023 and 2022 contained in Part II, Item see the consolidated statements of financial condition as 8 of this filing. The discussion does not include changes of December 31, 2023 and 2022 contained in Part II, Item related to assets and liabilities that are equal and 8 of this filing. The discussion does not include changes offsetting and have no impact on BlackRock’s related to assets and liabilities that are equal and stockholders’ equity. offsetting and have no impact on BlackRock’s stockholders’ equity. Assets. Cash and cash equivalents at December 31, 2023 included $288 million of cash held by CIPs (see Liquidity Assets. Cash and cash equivalents at December 31, 2023 and Capital Resources for details on the change in cash included $288 million of cash held by CIPs (see Liquidity and cash equivalents during 2023). Accounts receivable at and Capital Resources for details on the change in cash December 31, 2023 increased $652 million from and cash equivalents during 2023). Accounts receivable at December 31, 2022, primarily due to higher base fee and December 31, 2023 increased $652 million from technology services receivables. Investments increased December 31, 2022, primarily due to higher base fee and $2.3 billion from December 31, 2022 (for more technology services receivables. Investments increased information see Investments herein). Goodwill and $2.3 billion from December 31, 2022 (for more intangible assets increased $139 million from information see Investments herein). Goodwill and December 31, 2022, primarily due to the Kreos intangible assets increased $139 million from Transaction, partially offset by the amortization of December 31, 2022, primarily due to the Kreos intangible assets. Other assets increased $468 million Transaction, partially offset by the amortization of from December 31, 2022, primarily related to an increase intangible assets. Other assets increased $468 million in unit trust receivables (substantially offset by an from December 31, 2022, primarily related to an increase increase in unit trust payables recorded within other in unit trust receivables (substantially offset by an increase in unit trust payables recorded within other liabilities), partially offset by a decrease in due from related parties. liabilities), partially offset by a decrease in due from related parties. Liabilities. Accrued compensation and benefits at December 31, 2023 increased $121 million from Liabilities. Accrued compensation and benefits at December 31, 2022, primarily due to higher 2023 December 31, 2023 increased $121 million from incentive compensation accruals. Other liabilities at December 31, 2022, primarily due to higher 2023 December 31, 2023 increased $898 million from incentive compensation accruals. Other liabilities at December 31, 2022, primarily due to higher unit trust December 31, 2023 increased $898 million from payables (substantially offset by an increase in unit trust December 31, 2022, primarily due to higher unit trust receivables recorded within other assets) and an increase payables (substantially offset by an increase in unit trust in the deferred carried interest liability. Net deferred receivables recorded within other assets) and an increase income tax liabilities at December 31, 2023 increased in the deferred carried interest liability. Net deferred $125 million from December 31, 2022, primarily due to income tax liabilities at December 31, 2023 increased the effects of temporary differences associated with $125 million from December 31, 2022, primarily due to compensation and benefits and the Kreos Transaction, the effects of temporary differences associated with partially offset by capitalized costs and realized compensation and benefits and the Kreos Transaction, investment gains. partially offset by capitalized costs and realized investment gains. Investments Investments The Company’s investments were $9.7 billion and $7.5 billion at December 31, 2023 and 2022, respectively. The Company’s investments were $9.7 billion and Investments include CIPs accounted for as VIEs and VREs. $7.5 billion at December 31, 2023 and 2022, respectively. Management reviews BlackRock’s investments on an Investments include CIPs accounted for as VIEs and VREs. Management reviews BlackRock’s investments on an (in millions) Equity/Fixed income/Multi-asset(1) Equity/Fixed income/Multi-asset(1) Alternatives: Alternatives: Private equity Private equity Real assets Real assets Other alternatives(2) Other alternatives(2) Alternatives subtotal Alternatives subtotal Hedged exposures Hedged exposures Total “economic” investment exposure Total “economic” investment exposure (1) Amounts include seed investments in equity, fixed income, and multi-asset mutual funds/strategies. (1) (2) Other alternatives primarily include co-investments in credit funds, direct hedge fund strategies, and hedge fund solutions. Amounts include seed investments in equity, fixed income, and multi-asset mutual funds/strategies. (2) Other alternatives primarily include co-investments in credit funds, direct hedge fund strategies, and hedge fund solutions. As adjusted investment activity for 2023 and 2022 was as follows: As adjusted investment activity for 2023 and 2022 was as follows: (in millions) (in millions) Investments, as adjusted, beginning balance Investments, as adjusted, beginning balance Purchases/capital contributions Purchases/capital contributions Sales/maturities Sales/maturities Distributions(1) Distributions(1) Market appreciation(depreciation)/earnings from equity method investments Market appreciation(depreciation)/earnings from equity method investments Carried interest capital allocations/(distributions) Carried interest capital allocations/(distributions) Other(2) Other(2) Investments, as adjusted, ending balance Investments, as adjusted, ending balance (1) Amount includes distributions representing return of capital and return on investments. (1) (2) (2) Amount includes distributions representing return of capital and return on investments. Amount includes the impact of foreign exchange movements. Amount includes the impact of foreign exchange movements. December 31, 2023 December 31, 2023 $ 9,740 $ 9,740 (5,977) (5,977) 4,111 4,111 7,874 7,874 (264) (264) (1,771) (1,771) (92) (92) (1,975) (1,975) $ 3,772 $ 3,772 December 31, 2022 December 31, 2022 $ 7,466 $ 7,466 (4,669) (4,669) 3,622 3,622 6,419 6,419 — — (1,461) (1,461) (91) (91) (1,550) (1,550) $ 3,317 $ 3,317 December 31, 2023 December 31, 2023 $ 2,786 $ 2,786 December 31, 2022 December 31, 2022 $ 2,423 $ 2,423 1,491 1,491 509 509 757 757 2,757 2,757 (1,771) (1,771) $ 3,772 $ 3,772 2023 2023 $ 6,419 $ 6,419 1,403 1,403 (914) (914) (111) (111) 607 607 425 425 45 45 $ 7,874 $ 7,874 1,207 1,207 368 368 780 780 2,355 2,355 (1,461) (1,461) $ 3,317 $ 3,317 2022 2022 $ 6,030 $ 6,030 1,532 1,532 (695) (695) (142) (142) (224) (224) (5) (5) (77) (77) $ 6,419 $ 6,419 60 BlackRock | 2023 Form 10-K 60 BlackRock | 2023 Form 10-K LIQUIDITY A ND CAPITAL RESOURCES LIQUIDITY A ND CAPITAL RESOURCES BlackRock Cash Flows Excluding the Impact of CIPs BlackRock Cash Flows Excluding the Impact of CIPs The consolidated statements of cash flows include the cash flows of the CIPs. The Company uses an adjusted The consolidated statements of cash flows include the cash flow statement, which excludes the impact of CIPs, as cash flows of the CIPs. The Company uses an adjusted a supplemental non-GAAP measure to assess liquidity and cash flow statement, which excludes the impact of CIPs, as capital requirements. The Company believes that its cash a supplemental non-GAAP measure to assess liquidity and capital requirements. The Company believes that its cash The following table presents a reconciliation of the consolidated statements of cash flows presented on a GAAP basis to the consolidated statements of cash flows, excluding the impact of the cash flows of CIPs: The following table presents a reconciliation of the consolidated statements of cash flows presented on a GAAP basis to the consolidated statements of cash flows, excluding the impact of the cash flows of CIPs: flows, excluding the impact of the CIPs, provide investors with useful information on the cash flows of BlackRock flows, excluding the impact of the CIPs, provide investors relating to its ability to fund additional operating, with useful information on the cash flows of BlackRock investing and financing activities. BlackRock’s relating to its ability to fund additional operating, management does not advocate that investors consider investing and financing activities. BlackRock’s such non-GAAP measures in isolation from, or as a management does not advocate that investors consider substitute for, its cash flows presented in accordance with such non-GAAP measures in isolation from, or as a GAAP. substitute for, its cash flows presented in accordance with GAAP. (in millions) (in millions) Cash, cash equivalents and restricted cash, December 31, 2021 Cash, cash equivalents and restricted cash, December 31, 2021 Net cash provided by/(used in) operating activities Net cash provided by/(used in) operating activities Net cash provided by/(used in) investing activities Net cash provided by/(used in) investing activities Net cash provided by/(used in) financing activities Net cash provided by/(used in) financing activities Effect of exchange rate changes on cash, cash equivalents and restricted cash Effect of exchange rate changes on cash, cash equivalents and restricted cash Net increase/(decrease) in cash, cash equivalents and restricted cash Net increase/(decrease) in cash, cash equivalents and restricted cash Cash, cash equivalents and restricted cash, December 31, 2022 Cash, cash equivalents and restricted cash, December 31, 2022 Net cash provided by/(used in) operating activities Net cash provided by/(used in) operating activities Net cash provided by/(used in) investing activities Net cash provided by/(used in) investing activities Net cash provided by/(used in) financing activities Net cash provided by/(used in) financing activities Effect of exchange rate changes on cash, cash equivalents and restricted cash Effect of exchange rate changes on cash, cash equivalents and restricted cash Net increase/(decrease) in cash, cash equivalents and restricted cash Net increase/(decrease) in cash, cash equivalents and restricted cash Cash, cash equivalents and restricted cash, December 31, 2023 Cash, cash equivalents and restricted cash, December 31, 2023 GAAP Basis GAAP Basis $ 9,340 $ 9,340 4,956 4,956 (1,130) (1,130) (5,442) (5,442) (291) (291) (1,907) (1,907) $ 7,433 $ 7,433 4,165 4,165 (959) (959) (1,992) (1,992) 106 106 1,320 1,320 $ 8,753 $ 8,753 Impact on Cash Flows Impact on of CIPs Cash Flows of CIPs $ $ $ $ 308 308 (712) (712) 77 77 592 592 — — (43) (43) 265 265 (1,519) (1,519) (26) (26) 1,568 1,568 — — 23 23 $ 288 $ 288 Cash Flows Excluding Cash Flows Impact of Excluding CIPs Impact of CIPs $ 9,032 $ 9,032 5,668 5,668 (1,207) (1,207) (6,034) (6,034) (291) (291) (1,864) (1,864) $ 7,168 $ 7,168 5,684 5,684 (933) (933) (3,560) (3,560) 106 106 1,297 1,297 $ 8,465 $ 8,465 Sources of BlackRock’s operating cash primarily include base fees and securities lending revenue, performance Sources of BlackRock’s operating cash primarily include fees, technology services revenue, advisory and other base fees and securities lending revenue, performance revenue and distribution fees. BlackRock uses its cash to fees, technology services revenue, advisory and other pay all operating expenses, interest and principal on revenue and distribution fees. BlackRock uses its cash to borrowings, income taxes, dividends and repurchases of pay all operating expenses, interest and principal on the Company’s stock, acquisitions, capital expenditures borrowings, income taxes, dividends and repurchases of and purchases of co-investments and seed investments. the Company’s stock, acquisitions, capital expenditures and purchases of co-investments and seed investments. For details of the Company’s GAAP cash flows from operating, investing and financing activities, see the For details of the Company’s GAAP cash flows from consolidated statements of cash flows contained in Part II, operating, investing and financing activities, see the Item 8 of this filing. consolidated statements of cash flows contained in Part II, Item 8 of this filing. Cash flows provided by/(used in) operating activities, excluding the impact of CIPs, primarily include the receipt Cash flows provided by/(used in) operating activities, of base fees, securities lending revenue, performance fees excluding the impact of CIPs, primarily include the receipt and technology services revenue, offset by the payment of of base fees, securities lending revenue, performance fees operating expenses incurred in the normal course of and technology services revenue, offset by the payment of business, including year-end incentive and deferred cash operating expenses incurred in the normal course of compensation accrued during prior years, and income tax business, including year-end incentive and deferred cash payments. compensation accrued during prior years, and income tax payments. Cash flows used in investing activities, excluding the impact of CIPs, for 2023 were $933 million and primarily Cash flows used in investing activities, excluding the reflected $446 million of net investment purchases, impact of CIPs, for 2023 were $933 million and primarily $344 million of purchases of property and equipment and reflected $446 million of net investment purchases, $189 million related to the Kreos Transaction. $344 million of purchases of property and equipment and $189 million related to the Kreos Transaction. Cash flows used in financing activities, excluding the impact of CIPs, for 2023 were $3.6 billion, primarily Cash flows used in financing activities, excluding the resulting from $3.0 billion of cash dividend payments, and impact of CIPs, for 2023 were $3.6 billion, primarily $1.9 billion of share repurchases, including $1.5 billion in resulting from $3.0 billion of cash dividend payments, and open market transactions and $0.4 billion of employee tax $1.9 billion of share repurchases, including $1.5 billion in open market transactions and $0.4 billion of employee tax withholdings related to employee stock transactions, partially offset by $1.2 billion of proceeds from long-term withholdings related to employee stock transactions, borrowings. partially offset by $1.2 billion of proceeds from long-term borrowings. The Company manages its financial condition and funding to maintain appropriate liquidity for the business. Management The Company manages its financial condition and funding to believes that the Company’s liquid assets, continuing cash maintain appropriate liquidity for the business. Management flows from operations, borrowing capacity under the believes that the Company’s liquid assets, continuing cash Company’s existing revolving credit facility and uncommitted flows from operations, borrowing capacity under the commercial paper private placement program, provide Company’s existing revolving credit facility and uncommitted sufficient resources to meet the Company’s short-term and commercial paper private placement program, provide long-term cash needs, including operating, debt and other sufficient resources to meet the Company’s short-term and obligations as they come due and anticipated future capital long-term cash needs, including operating, debt and other requirements. Liquidity resources at December 31, 2023 and obligations as they come due and anticipated future capital 2022 were as follows: requirements. Liquidity resources at December 31, 2023 and 2022 were as follows: (in millions) (in millions) Cash and cash equivalents(1) Cash and cash equivalents held Cash and cash equivalents(1) by CIPs(2) Cash and cash equivalents held by CIPs(2) Subtotal(3) Subtotal(3) Credit facility — undrawn Credit facility — undrawn Total liquidity resources Total liquidity resources Amounts exclude restricted cash. December 31, 2023 December 31, 2023 $ 8,736 $ 8,736 (288) (288) 8,448 8,448 5,000 5,000 $ 13,448 $ 13,448 December 31, 2022 December 31, 2022 $ 7,416 $ 7,416 (265) (265) 7,151 7,151 4,700 4,700 $ 11,851 $ 11,851 (1) (1) (2) (2) (3) (3) Amounts exclude restricted cash. The Company cannot readily access such cash and cash equivalents to use in its operating activities. The Company cannot readily access such cash and cash equivalents to use in its operating activities. The percentage of cash and cash equivalents held by the Company’s US subsidiaries was approximately 50% at both December 31, 2023 and 2022. See NetCapital The percentage of cash and cash equivalents held by the Company’s US subsidiaries was Requirementsherein for more information on net capital requirements in certain approximately 50% at both December 31, 2023 and 2022. See NetCapital regulated subsidiaries. Requirementsherein for more information on net capital requirements in certain regulated subsidiaries. Total liquidity resources increased $1.6 billion during 2023, primarily reflecting cash flows from other operating Total liquidity resources increased $1.6 billion during activities, $1.2 billion of proceeds from long-term 2023, primarily reflecting cash flows from other operating activities, $1.2 billion of proceeds from long-term borrowings and a $300 million increase in the aggregate commitment amount under the credit facility, partially borrowings and a $300 million increase in the aggregate offset by cash dividend payments of $3.0 billion, share commitment amount under the credit facility, partially repurchases of $1.9 billion and $189 million related to the offset by cash dividend payments of $3.0 billion, share Kreos Transaction. repurchases of $1.9 billion and $189 million related to the Kreos Transaction. A significant portion of the Company’s $7.9 billion of investments, as adjusted, is illiquid in nature and, as such, A significant portion of the Company’s $7.9 billion of cannot be readily convertible to cash. investments, as adjusted, is illiquid in nature and, as such, cannot be readily convertible to cash. Share Repurchases. In January 2023, the Company announced that the Board of Directors authorized the Share Repurchases. In January 2023, the Company repurchase of an additional seven million shares under announced that the Board of Directors authorized the the Company’s existing share repurchase program for a repurchase of an additional seven million shares under total of up to approximately 7.9 million shares of the Company’s existing share repurchase program for a BlackRock common stock. The timing and actual number total of up to approximately 7.9 million shares of of shares repurchased will depend on a variety of factors, BlackRock common stock. The timing and actual number including legal limitations, price and market conditions. of shares repurchased will depend on a variety of factors, including legal limitations, price and market conditions. During 2023, the Company repurchased 2.2 million common shares under the Company’s existing share During 2023, the Company repurchased 2.2 million repurchase program for approximately $1.5 billion. At common shares under the Company’s existing share December 31, 2023, there were approximately 5.7 million repurchase program for approximately $1.5 billion. At shares still authorized to be repurchased under the December 31, 2023, there were approximately 5.7 million program. shares still authorized to be repurchased under the program. Net Capital Requirements. The Company is required to maintain net capital in certain regulated subsidiaries Net Capital Requirements. The Company is required to within a number of jurisdictions, which is partially maintain net capital in certain regulated subsidiaries maintained by retaining cash and cash equivalent within a number of jurisdictions, which is partially investments in those subsidiaries or jurisdictions. As a maintained by retaining cash and cash equivalent result, such subsidiaries of the Company may be restricted investments in those subsidiaries or jurisdictions. As a in their ability to transfer cash between different result, such subsidiaries of the Company may be restricted jurisdictions and to their parents. Additionally, transfers of in their ability to transfer cash between different cash between international jurisdictions may have adverse jurisdictions and to their parents. Additionally, transfers of tax consequences that could discourage such transfers. cash between international jurisdictions may have adverse tax consequences that could discourage such transfers. BlackRock Institutional Trust Company, N.A. (“BTC”) is chartered as a national bank that does not accept deposits BlackRock Institutional Trust Company, N.A. (“BTC”) is or make commercial loans and whose powers are limited chartered as a national bank that does not accept deposits to trust and other fiduciary activities. BTC provides or make commercial loans and whose powers are limited investment management and other fiduciary services, to trust and other fiduciary activities. BTC provides including investment advisory and securities lending investment management and other fiduciary services, agency services, to institutional clients. BTC is subject to including investment advisory and securities lending regulatory capital and liquid asset requirements agency services, to institutional clients. BTC is subject to administered by the US Office of the Comptroller of the regulatory capital and liquid asset requirements Currency. administered by the US Office of the Comptroller of the Currency. At December 31, 2023 and 2022, the Company was required to maintain approximately $1.8 billion and At December 31, 2023 and 2022, the Company was required to maintain approximately $1.8 billion and BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 61 61 $2.2 billion, respectively, in net capital in certain regulated subsidiaries, including BTC, entities regulated by the $2.2 billion, respectively, in net capital in certain regulated Financial Conduct Authority and Prudential Regulation subsidiaries, including BTC, entities regulated by the Authority in the UK, and the Company’s broker-dealers. Financial Conduct Authority and Prudential Regulation The Company was in compliance with all applicable Authority in the UK, and the Company’s broker-dealers. regulatory net capital requirements. The Company was in compliance with all applicable regulatory net capital requirements. Undistributed Earnings of Foreign Subsidiaries. As a result of the 2017 Tax Cuts and Jobs Act and the one-time Undistributed Earnings of Foreign Subsidiaries. As a mandatory deemed repatriation tax on untaxed result of the 2017 Tax Cuts and Jobs Act and the one-time accumulated foreign earnings, US income taxes were mandatory deemed repatriation tax on untaxed provided on the Company’s undistributed foreign accumulated foreign earnings, US income taxes were earnings. The financial statement basis in excess of tax provided on the Company’s undistributed foreign basis of its foreign subsidiaries remains indefinitely earnings. The financial statement basis in excess of tax reinvested in foreign operations. The Company will basis of its foreign subsidiaries remains indefinitely continue to evaluate its capital management plans. reinvested in foreign operations. The Company will continue to evaluate its capital management plans. Short-Term Borrowings Short-Term Borrowings 2023 Revolving Credit Facility. The Company maintains an unsecured revolving credit facility which is available for 2023 Revolving Credit Facility. The Company maintains an working capital and general corporate purposes (the unsecured revolving credit facility which is available for “2023 credit facility”). In March 2023, the 2023 credit working capital and general corporate purposes (the facility was amended to, among other things, (1) increase “2023 credit facility”). In March 2023, the 2023 credit the aggregate commitment amount by $300 million to facility was amended to, among other things, (1) increase $5 billion, (2) extend the maturity date to March 2028 and the aggregate commitment amount by $300 million to (3) change the secured overnight financing rate (“SOFR”) $5 billion, (2) extend the maturity date to March 2028 and adjustment to 10 bps per annum for all SOFR-based (3) change the secured overnight financing rate (“SOFR”) borrowings. The 2023 credit facility permits the Company adjustment to 10 bps per annum for all SOFR-based to request up to an additional $1.0 billion of borrowing borrowings. The 2023 credit facility permits the Company capacity, subject to lender credit approval, which could to request up to an additional $1.0 billion of borrowing increase the overall size of the 2023 credit facility to an capacity, subject to lender credit approval, which could aggregate principal amount of up to $6 billion. The 2023 increase the overall size of the 2023 credit facility to an credit facility requires the Company not to exceed a aggregate principal amount of up to $6 billion. The 2023 maximum leverage ratio (ratio of net debt to earnings credit facility requires the Company not to exceed a before interest, taxes, depreciation and amortization, maximum leverage ratio (ratio of net debt to earnings where net debt equals total debt less unrestricted cash) of before interest, taxes, depreciation and amortization, 3 to 1, which was satisfied with a ratio of less than 1 to 1 at where net debt equals total debt less unrestricted cash) of December 31, 2023. At December 31, 2023, the Company 3 to 1, which was satisfied with a ratio of less than 1 to 1 at had no amount outstanding under the 2023 credit facility. December 31, 2023. At December 31, 2023, the Company had no amount outstanding under the 2023 credit facility. Commercial Paper Program. The Company can issue unsecured commercial paper notes (the “CP Notes”) on a Commercial Paper Program. The Company can issue private-placement basis up to a maximum aggregate unsecured commercial paper notes (the “CP Notes”) on a amount outstanding at any time of $4 billion. The private-placement basis up to a maximum aggregate commercial paper program is currently supported by the amount outstanding at any time of $4 billion. The 2023 credit facility. At December 31, 2023, BlackRock had commercial paper program is currently supported by the no CP Notes outstanding. 2023 credit facility. At December 31, 2023, BlackRock had no CP Notes outstanding. Long-Term Borrowings Long-Term Borrowings The carrying value of long-term borrowings at December 31, 2023 included the following: The carrying value of long-term borrowings at December 31, 2023 included the following: Maturity Amount (in millions) Maturity Amount $ 1,000 $ 1,000 772 772 700 700 1,000 1,000 1,000 1,000 1,250 1,250 1,000 1,000 1,250 1,250 $ 7,972 $ 7,972 (in millions) 3.50% Notes 3.50% Notes 1.25% Notes(1) 1.25% Notes(1) 3.20% Notes 3.20% Notes 3.25% Notes 3.25% Notes 2.40% Notes 2.40% Notes 1.90% Notes 1.90% Notes 2.10% Notes 2.10% Notes 4.75% Notes 4.75% Notes Total Long-term Borrowings Total Long-term Borrowings (1) The carrying value of the 1.25% Notes is calculated using the EUR/USD foreign exchange rate as of December 31, 2023. (1) The carrying value of the 1.25% Notes is calculated using the EUR/USD foreign exchange rate as of December 31, 2023. Carrying Value Carrying Value $ 1,000 $ 1,000 771 771 698 698 993 993 996 996 1,242 1,242 988 988 1,230 1,230 $ 7,918 $ 7,918 Maturity Maturity March 2024 March 2024 May 2025 May 2025 March 2027 March 2027 April 2029 April 2029 April 2030 April 2030 January 2031 January 2031 February 2032 February 2032 May 2033 May 2033 62 BlackRock | 2023 Form 10-K 62 BlackRock | 2023 Form 10-K In May 2023, the Company issued $1.25 billion in aggregate principal amount of 4.75% senior unsecured In May 2023, the Company issued $1.25 billion in notes maturing on May 25, 2033 (the “2033 Notes”). The aggregate principal amount of 4.75% senior unsecured net proceeds of the 2033 Notes are being used for general notes maturing on May 25, 2033 (the “2033 Notes”). The corporate purposes, which may include the future net proceeds of the 2033 Notes are being used for general repayment of all or a portion of the $1.0 billion 3.50% corporate purposes, which may include the future Notes due March 2024. Interest of approximately repayment of all or a portion of the $1.0 billion 3.50% $59 million per year is payable semi-annually on May 25 Notes due March 2024. Interest of approximately and November 25 of each year, commencing on $59 million per year is payable semi-annually on May 25 November 25, 2023. The 2033 Notes may be redeemed at and November 25 of each year, commencing on the option of the Company, in whole or in part, at any time November 25, 2023. The 2033 Notes may be redeemed at prior to February 25, 2033 at a “make-whole” redemption the option of the Company, in whole or in part, at any time price, or thereafter at 100% of the principal amount of the prior to February 25, 2033 at a “make-whole” redemption 2033 Notes, in each case plus accrued but unpaid price, or thereafter at 100% of the principal amount of the interest. The unamortized discount and debt issuance 2033 Notes, in each case plus accrued but unpaid costs are being amortized over the remaining term of the interest. The unamortized discount and debt issuance 2033 Notes. costs are being amortized over the remaining term of the 2033 Notes. For more information on Company’s borrowings, see Note 14, Borrowings, in the notes to the consolidated For more information on Company’s borrowings, see financial statements contained in Part II, Item 8 of this Note 14, Borrowings, in the notes to the consolidated filing. financial statements contained in Part II, Item 8 of this filing. Contractual Obligations , Commitments and Cont ingencies Contractual Obligations , Commitments and Cont ingencies The Company’s material contractual obligations, commitments and contingencies at December 31, 2023 The Company’s material contractual obligations, include borrowings, operating leases, investment commitments and contingencies at December 31, 2023 commitments, compensation and benefits obligations, include borrowings, operating leases, investment and purchase obligations. commitments, compensation and benefits obligations, and purchase obligations. Borrowings. At December 31, 2023, the Company had outstanding borrowings with varying maturities for an Borrowings. At December 31, 2023, the Company had aggregate principal amount of $8.0 billion, of which outstanding borrowings with varying maturities for an $1.0 billion is payable within 12 months. Future interest aggregate principal amount of $8.0 billion, of which payments associated with these borrowings total $1.0 billion is payable within 12 months. Future interest $1.4 billion, of which $210 million is payable within 12 payments associated with these borrowings total months. See Note 14, Borrowings, in the notes to the $1.4 billion, of which $210 million is payable within 12 consolidated financial statements contained in Part II, months. See Note 14, Borrowings, in the notes to the Item 8 of this filing. consolidated financial statements contained in Part II, Item 8 of this filing. Operating Leases. The Company leases its primary office locations under agreements that expire on varying dates Operating Leases. The Company leases its primary office through 2043. At December 31, 2023, the Company had locations under agreements that expire on varying dates operating lease payment obligations of approximately through 2043. At December 31, 2023, the Company had $2.2 billion, of which $180 million is payable within 12 operating lease payment obligations of approximately months. See Note 12, Leases, in the notes to the $2.2 billion, of which $180 million is payable within 12 consolidated financial statements contained in Part II, months. See Note 12, Leases, in the notes to the Item 8 of this filing. consolidated financial statements contained in Part II, Item 8 of this filing. Investment Commitments. At December 31, 2023, the Company had $738 million of various capital Investment Commitments. At December 31, 2023, the commitments to fund sponsored investment products, Company had $738 million of various capital including CIPs. These products include various illiquid commitments to fund sponsored investment products, alternative products, including private equity funds and including CIPs. These products include various illiquid real assets funds, and opportunistic funds. This amount alternative products, including private equity funds and excludes additional commitments made by consolidated real assets funds, and opportunistic funds. This amount funds of funds to underlying third-party funds as third- excludes additional commitments made by consolidated party noncontrolling interest holders have the legal funds of funds to underlying third-party funds as third- obligation to fund the respective commitments of such party noncontrolling interest holders have the legal funds of funds. Generally, the timing of the funding of obligation to fund the respective commitments of such these commitments is unknown and the commitments are funds of funds. Generally, the timing of the funding of callable on demand at any time prior to the expiration of these commitments is unknown and the commitments are the commitment. These unfunded commitments are not callable on demand at any time prior to the expiration of recorded on the consolidated statements of financial the commitment. These unfunded commitments are not condition. These commitments do not include potential recorded on the consolidated statements of financial condition. These commitments do not include potential future commitments approved by the Company that are not yet legally binding. The Company intends to make future commitments approved by the Company that are additional capital commitments from time to time to fund not yet legally binding. The Company intends to make additional investment products for, and with, its clients. additional capital commitments from time to time to fund additional investment products for, and with, its clients. Compensation and Benefit Obligations. The Company has various compensation and benefit obligations, including Compensation and Benefit Obligations. The Company has bonuses, commissions and incentive payments payable, various compensation and benefit obligations, including defined contribution plan matching contribution bonuses, commissions and incentive payments payable, obligations, and deferred compensation arrangements. defined contribution plan matching contribution Accrued compensation and benefits at December 31, obligations, and deferred compensation arrangements. 2023 totaled $2.4 billion and included annual incentive Accrued compensation and benefits at December 31, compensation of $1.5 billion, deferred compensation of 2023 totaled $2.4 billion and included annual incentive $0.5 billion and other compensation and benefits related compensation of $1.5 billion, deferred compensation of obligations of $0.4 billion. Substantially all of the incentive $0.5 billion and other compensation and benefits related compensation liability was paid in the first quarter of obligations of $0.4 billion. Substantially all of the incentive 2024, while the deferred compensation obligations are compensation liability was paid in the first quarter of payable over various periods, with the majority payable 2024, while the deferred compensation obligations are over periods of up to three years. payable over various periods, with the majority payable over periods of up to three years. Purchase Obligations. In the ordinary course of business, BlackRock enters into contracts or purchase obligations Purchase Obligations. In the ordinary course of business, with third parties whereby the third parties provide BlackRock enters into contracts or purchase obligations services to or on behalf of BlackRock. Purchase with third parties whereby the third parties provide obligations represent executory contracts, which are either services to or on behalf of BlackRock. Purchase noncancelable or cancelable with a penalty. At obligations represent executory contracts, which are either December 31, 2023, the Company’s obligations primarily noncancelable or cancelable with a penalty. At reflected standard service contracts for market data, December 31, 2023, the Company’s obligations primarily technology, office-related services, marketing and reflected standard service contracts for market data, promotional services, and obligations for equipment. technology, office-related services, marketing and Purchase obligations are recorded on the consolidated promotional services, and obligations for equipment. financial statements when services are provided and, as Purchase obligations are recorded on the consolidated such, obligations for services and equipment not received financial statements when services are provided and, as are not included in the consolidated statement of financial such, obligations for services and equipment not received condition at December 31, 2023. At December 31, 2023, are not included in the consolidated statement of financial the Company had purchase obligations of approximately condition at December 31, 2023. At December 31, 2023, $735 million, of which $280 million is payable within the Company had purchase obligations of approximately 12 months. $735 million, of which $280 million is payable within 12 months. CRITICAL ACCOUNTING POLICIES AND ESTIMATES CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of consolidated financial statements in conformity with GAAP requires management to make The preparation of consolidated financial statements in estimates and assumptions that affect the reported conformity with GAAP requires management to make amounts of assets and liabilities and disclosure of estimates and assumptions that affect the reported contingent assets and liabilities at the date of the amounts of assets and liabilities and disclosure of consolidated financial statements and the reported contingent assets and liabilities at the date of the amounts of revenue and expense during the reporting consolidated financial statements and the reported periods. Actual results could differ significantly from those amounts of revenue and expense during the reporting estimates. These estimates, judgments and assumptions periods. Actual results could differ significantly from those are affected by the Company’s application of accounting estimates. These estimates, judgments and assumptions policies. Management considers the following accounting are affected by the Company’s application of accounting policies and estimates critical to understanding the policies. Management considers the following accounting consolidated financial statements. These policies and policies and estimates critical to understanding the estimates are considered critical because they had a consolidated financial statements. These policies and material impact, or are reasonably likely to have a material estimates are considered critical because they had a impact on the Company’s consolidated financial material impact, or are reasonably likely to have a material statements and because they require management to impact on the Company’s consolidated financial make significant judgments, assumptions or estimates. statements and because they require management to For a summary of these and additional accounting make significant judgments, assumptions or estimates. policies see Note 2, Significant Accounting Policies, in the For a summary of these and additional accounting notes to the consolidated financial statements included in policies see Note 2, Significant Accounting Policies, in the Part II, Item 8 of this filing. notes to the consolidated financial statements included in Part II, Item 8 of this filing. Consolidation Consolidation The Company consolidates entities in which the Company has a controlling financial interest. The company has a The Company consolidates entities in which the Company controlling financial interest when it owns a majority of the has a controlling financial interest. The company has a VRE or is a primary beneficiary (“PB”) of a VIE. Assessing controlling financial interest when it owns a majority of the whether an entity is a VIE or a VRE involves judgment and VRE or is a primary beneficiary (“PB”) of a VIE. Assessing analysis on a structure-by-structure basis. Factors whether an entity is a VIE or a VRE involves judgment and considered in this assessment include the entity’s legal analysis on a structure-by-structure basis. Factors organization, the entity’s capital structure, the rights of considered in this assessment include the entity’s legal equity investment holders, the Company’s contractual organization, the entity’s capital structure, the rights of involvement with and economic interest in the entity and equity investment holders, the Company’s contractual any related party or de facto agent implications of the involvement with and economic interest in the entity and Company’s involvement with the entity. Entities that are any related party or de facto agent implications of the determined to be VREs are consolidated if the Company Company’s involvement with the entity. Entities that are can exert absolute control over the financial and operating determined to be VREs are consolidated if the Company policies of the investee, which generally exists if there is can exert absolute control over the financial and operating greater than 50% voting interest. Entities that are policies of the investee, which generally exists if there is determined to be VIEs are consolidated if the Company is greater than 50% voting interest. Entities that are the PB of the entity. BlackRock is deemed to be the PB of a determined to be VIEs are consolidated if the Company is VIE if it (1) has the power to direct the activities that most the PB of the entity. BlackRock is deemed to be the PB of a significantly impact the entities’ economic performance VIE if it (1) has the power to direct the activities that most and (2) has the obligation to absorb losses or the right to significantly impact the entities’ economic performance receive benefits that potentially could be significant to the and (2) has the obligation to absorb losses or the right to VIE. There is judgment involved in assessing whether the receive benefits that potentially could be significant to the Company is the PB of a VIE. In addition, the Company’s VIE. There is judgment involved in assessing whether the ownership interest in VIEs is subject to variability and is Company is the PB of a VIE. In addition, the Company’s impacted by actions of other investors such as on-going ownership interest in VIEs is subject to variability and is redemptions and contributions. The Company generally impacted by actions of other investors such as on-going consolidates VIEs in which it holds an economic interest of redemptions and contributions. The Company generally 10% or greater and deconsolidates such VIEs once its consolidates VIEs in which it holds an economic interest of economic interest falls below 10%. As of December 31, 10% or greater and deconsolidates such VIEs once its 2023, the Company was deemed to be the PB of economic interest falls below 10%. As of December 31, approximately 100 VIEs. See Note 5, Consolidated 2023, the Company was deemed to be the PB of Sponsored Investment Products, in the notes to the approximately 100 VIEs. See Note 5, Consolidated consolidated financial statements contained in Part II, Sponsored Investment Products, in the notes to the Item 8 of this filing for more information. consolidated financial statements contained in Part II, Item 8 of this filing for more information. Fair Value Measurements Fair Value Measurements The Company’s assessment of the significance of a particular input to the fair value measurement according The Company’s assessment of the significance of a to the fair value hierarchy (i.e., Level 1, 2 and 3 inputs, as particular input to the fair value measurement according defined) in its entirety requires judgment and considers to the fair value hierarchy (i.e., Level 1, 2 and 3 inputs, as factors specific to the financial instrument. See Note 2, defined) in its entirety requires judgment and considers Significant Accounting Policies, and Note 7, Fair Value factors specific to the financial instrument. See Note 2, Disclosures, in the consolidated financial statements Significant Accounting Policies, and Note 7, Fair Value contained in Part II, Item 8 of this filing for more Disclosures, in the consolidated financial statements information on fair value measurements. contained in Part II, Item 8 of this filing for more information on fair value measurements. Changes in Valuation. Changes in value on $7.1 billion of investments will impact the Company’s nonoperating Changes in Valuation. Changes in value on $7.1 billion of income (expense), $709 million are held at cost or investments will impact the Company’s nonoperating amortized cost and the remaining $2.0 billion relates to income (expense), $709 million are held at cost or carried interest, which will not impact nonoperating amortized cost and the remaining $2.0 billion relates to income (expense). At December 31, 2023, changes in fair carried interest, which will not impact nonoperating value of $4.1 billion of CIPs will impact BlackRock’s net income (expense). At December 31, 2023, changes in fair income (loss) attributable to NCI on the consolidated value of $4.1 billion of CIPs will impact BlackRock’s net statements of income. BlackRock’s net exposure to income (loss) attributable to NCI on the consolidated changes in fair value of CIPs was $2.2 billion. statements of income. BlackRock’s net exposure to changes in fair value of CIPs was $2.2 billion. Goodwill and Intangible Assets Goodwill and Intangible Assets Goodwill. Goodwill represents the cost of a business acquisition in excess of the fair value of the net assets Goodwill. Goodwill represents the cost of a business acquired. The Company assesses its goodwill for acquisition in excess of the fair value of the net assets impairment at least annually, considering such factors as acquired. The Company assesses its goodwill for the book value and the market capitalization of the impairment at least annually, considering such factors as the book value and the market capitalization of the BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 63 63 Company. The impairment assessment performed as of July 31, 2023 indicated no impairment charge was Company. The impairment assessment performed as of required. The Company continues to monitor its book July 31, 2023 indicated no impairment charge was value per share compared with closing prices of its required. The Company continues to monitor its book common stock for potential indicators of impairment. At value per share compared with closing prices of its December 31, 2023, the Company’s common stock closed common stock for potential indicators of impairment. At at $811.80, which exceeded its book value of $264.96 per December 31, 2023, the Company’s common stock closed share. at $811.80, which exceeded its book value of $264.96 per share. Indefinite-lived and finite-lived intangibles. Indefinite-lived intangible assets represent the value of advisory contracts Indefinite-lived and finite-lived intangibles. Indefinite-lived acquired in business acquisitions to manage AUM in intangible assets represent the value of advisory contracts proprietary open-end investment funds, collective trust acquired in business acquisitions to manage AUM in funds and certain other commingled products without a proprietary open-end investment funds, collective trust specified termination date. The assignment of indefinite funds and certain other commingled products without a lives to such contracts primarily is based upon the specified termination date. The assignment of indefinite following: (1) the assumption that there is no foreseeable lives to such contracts primarily is based upon the limit on the contract period to manage these products; following: (1) the assumption that there is no foreseeable (2) the Company expects to, and has the ability to, limit on the contract period to manage these products; continue to operate these products indefinitely; (3) the (2) the Company expects to, and has the ability to, products have multiple investors and are not reliant on a continue to operate these products indefinitely; (3) the single investor or small group of investors for their products have multiple investors and are not reliant on a continued operation; (4) current competitive factors and single investor or small group of investors for their economic conditions do not indicate a finite life; and continued operation; (4) current competitive factors and (5) there is a high likelihood of continued renewal based economic conditions do not indicate a finite life; and on historical experience. In addition, trade names/ (5) there is a high likelihood of continued renewal based trademarks are considered indefinite-lived intangibles if on historical experience. In addition, trade names/ they are expected to generate cash flows indefinitely. trademarks are considered indefinite-lived intangibles if Indefinite-lived intangible assets are not amortized. they are expected to generate cash flows indefinitely. Indefinite-lived intangible assets are not amortized. Finite-lived intangible assets represent finite-lived investor/customer relationships, technology related Finite-lived intangible assets represent finite-lived assets, and management contracts, which relate to investor/customer relationships, technology related acquired separate accounts and funds, that are expected assets, and management contracts, which relate to to contribute to the future cash flows of the Company for a acquired separate accounts and funds, that are expected specified period of time. Finite-lived intangible assets are to contribute to the future cash flows of the Company for a amortized over their remaining expected useful lives, specified period of time. Finite-lived intangible assets are which, at December 31, 2023 ranged from approximately amortized over their remaining expected useful lives, 1 to 10 years with a weighted-average remaining which, at December 31, 2023 ranged from approximately estimated useful life of approximately 5 years. 1 to 10 years with a weighted-average remaining estimated useful life of approximately 5 years. The Company performs assessments to determine if any intangible assets are impaired at least annually, as of The Company performs assessments to determine if any July 31, or more frequently if events or changes in intangible assets are impaired at least annually, as of circumstances indicate that it is more likely than not that July 31, or more frequently if events or changes in the intangible asset might be impaired. circumstances indicate that it is more likely than not that the intangible asset might be impaired. In evaluating whether it is more likely than not that the fair value of indefinite-lived intangibles is less than its In evaluating whether it is more likely than not that the fair carrying value, BlackRock performed certain quantitative value of indefinite-lived intangibles is less than its assessments and assessed various significant carrying value, BlackRock performed certain quantitative quantitative factors including AUM, revenue basis points, assessments and assessed various significant projected AUM growth rates, operating margins, tax rates quantitative factors including AUM, revenue basis points, and discount rates. In addition, the Company considered projected AUM growth rates, operating margins, tax rates other qualitative factors including: (1) macroeconomic and discount rates. In addition, the Company considered conditions such as a deterioration in general economic other qualitative factors including: (1) macroeconomic conditions, limitations on accessing capital, fluctuations conditions such as a deterioration in general economic in foreign exchange rates, or other developments in equity conditions, limitations on accessing capital, fluctuations and credit markets; (2) industry and market in foreign exchange rates, or other developments in equity considerations such as a deterioration in the environment and credit markets; (2) industry and market in which the Company operates, an increased competitive considerations such as a deterioration in the environment environment, a decline in market-dependent multiples or in which the Company operates, an increased competitive metrics, a change in the market for an entity’s services, or environment, a decline in market-dependent multiples or regulatory, legal or political developments; and metrics, a change in the market for an entity’s services, or (3) Company-specific events, such as a change in regulatory, legal or political developments; and management or key personnel, overall financial (3) Company-specific events, such as a change in performance and litigation that could affect significant management or key personnel, overall financial inputs used to determine the fair value of the indefinite- performance and litigation that could affect significant inputs used to determine the fair value of the indefinite- 64 BlackRock | 2023 Form 10-K 64 BlackRock | 2023 Form 10-K lived intangible asset. If an indefinite-lived intangible is determined to be more likely than not impaired, then the lived intangible asset. If an indefinite-lived intangible is fair value of the asset, which is generally determined using determined to be more likely than not impaired, then the an income approach, is compared with its carrying value fair value of the asset, which is generally determined using and any excess of the carrying value over the fair value an income approach, is compared with its carrying value would be recognized as an expense in the period in which and any excess of the carrying value over the fair value the impairment occurs. would be recognized as an expense in the period in which the impairment occurs. For finite-lived intangible assets, if potential impairment circumstances are considered to exist, the Company will For finite-lived intangible assets, if potential impairment perform a recoverability test, using an undiscounted cash circumstances are considered to exist, the Company will flow analysis. Factors included in evaluating finite-lived perform a recoverability test, using an undiscounted cash customer relationships, technology related assets and flow analysis. Factors included in evaluating finite-lived trade names include technology services revenue trends, customer relationships, technology related assets and customer attrition rates, obsolescence rates, and royalty trade names include technology services revenue trends, rates. For finite-lived management contracts, evaluation is customer attrition rates, obsolescence rates, and royalty based on changes in assumptions including AUM, rates. For finite-lived management contracts, evaluation is revenue basis points, projected AUM growth rates, based on changes in assumptions including AUM, operating margins, tax rates and discount rates. Actual revenue basis points, projected AUM growth rates, results could differ from these cash flow estimates, which operating margins, tax rates and discount rates. Actual could materially impact the impairment conclusion. If the results could differ from these cash flow estimates, which carrying value of the asset is determined not to be could materially impact the impairment conclusion. If the recoverable based on the undiscounted cash flow test, the carrying value of the asset is determined not to be difference between the book value of the asset and its recoverable based on the undiscounted cash flow test, the current estimated fair value would be recognized as an difference between the book value of the asset and its expense in the period in which the impairment occurs. current estimated fair value would be recognized as an expense in the period in which the impairment occurs. In addition, management judgment is required to estimate the period over which finite-lived intangible assets will In addition, management judgment is required to estimate contribute to the Company’s cash flows and the pattern in the period over which finite-lived intangible assets will which these assets will be consumed and whether the contribute to the Company’s cash flows and the pattern in indefinite-life and finite-life classifications are still which these assets will be consumed and whether the appropriate. A change in the remaining useful life of any of indefinite-life and finite-life classifications are still these assets, or the reclassification of an indefinite-lived appropriate. A change in the remaining useful life of any of intangible asset to a finite-lived intangible asset, could these assets, or the reclassification of an indefinite-lived have a significant impact on the Company’s amortization intangible asset to a finite-lived intangible asset, could expense, which was $151 million, $151 million and have a significant impact on the Company’s amortization $147 million for 2023, 2022 and 2021, respectively. expense, which was $151 million, $151 million and $147 million for 2023, 2022 and 2021, respectively. In 2023, 2022 and 2021, the Company performed impairment tests, including evaluating various qualitative In 2023, 2022 and 2021, the Company performed factors and performing certain quantitative assessments. impairment tests, including evaluating various qualitative The Company determined that no impairment charges factors and performing certain quantitative assessments. were required and that the classification of indefinite-lived The Company determined that no impairment charges versus finite-lived intangibles was still appropriate and no were required and that the classification of indefinite-lived changes were required to the expected lives of the finite- versus finite-lived intangibles was still appropriate and no lived intangibles. The Company continuously monitors changes were required to the expected lives of the finite- various factors, including AUM, for potential indicators of lived intangibles. The Company continuously monitors impairment. various factors, including AUM, for potential indicators of impairment. Revenue Recognition Revenue Recognition The Company recognizes revenues when its obligations related to the services are satisfied and it is probable that The Company recognizes revenues when its obligations a significant reversal of the revenue amount would not related to the services are satisfied and it is probable that occur in future periods. The Company enters into a significant reversal of the revenue amount would not contracts that can include multiple services, which are occur in future periods. The Company enters into accounted for separately if they are determined to be contracts that can include multiple services, which are distinct. Management judgment is required in assessing accounted for separately if they are determined to be the probability of significant revenue reversal and in distinct. Management judgment is required in assessing identification of distinct services. the probability of significant revenue reversal and in identification of distinct services. The Company derives a substantial portion of its revenue from investment advisory and administration fees which The Company derives a substantial portion of its revenue are recognized as the services are performed over time from investment advisory and administration fees which because the customer is receiving and consuming the are recognized as the services are performed over time benefits as they are provided by the Company. Fees are because the customer is receiving and consuming the primarily based on agreed-upon percentages of AUM and benefits as they are provided by the Company. Fees are primarily based on agreed-upon percentages of AUM and recognized for services provided during the period, which are distinct from services provided in other periods. Such recognized for services provided during the period, which fees are affected by changes in AUM, including market are distinct from services provided in other periods. Such appreciation or depreciation, foreign exchange translation fees are affected by changes in AUM, including market and net inflows or outflows. AUM represents the broad appreciation or depreciation, foreign exchange translation range of financial assets the Company manages for and net inflows or outflows. AUM represents the broad clients on a discretionary basis pursuant to investment range of financial assets the Company manages for management and trust agreements that are expected to clients on a discretionary basis pursuant to investment continue for at least 12 months. In general, reported AUM management and trust agreements that are expected to reflects the valuation methodology that corresponds to continue for at least 12 months. In general, reported AUM the basis used for determining revenue (for example, net reflects the valuation methodology that corresponds to asset values). the basis used for determining revenue (for example, net asset values). The Company receives investment advisory performance fees, including incentive allocations (carried interest) from The Company receives investment advisory performance certain actively managed investment funds and certain fees, including incentive allocations (carried interest) from separately managed accounts (“SMAs”). These certain actively managed investment funds and certain performance fees are dependent upon exceeding separately managed accounts (“SMAs”). These specified relative or absolute investment return performance fees are dependent upon exceeding thresholds, which vary by product or account, and include specified relative or absolute investment return monthly, quarterly, annual or longer measurement thresholds, which vary by product or account, and include periods. monthly, quarterly, annual or longer measurement periods. Performance fees, including carried interest, are generated on certain management contracts when Performance fees, including carried interest, are performance hurdles are achieved. Such performance fees generated on certain management contracts when are recognized when the contractual performance criteria performance hurdles are achieved. Such performance fees have been met and when it is determined that they are no are recognized when the contractual performance criteria longer probable of significant reversal. Given the unique have been met and when it is determined that they are no nature of each fee arrangement, contracts with customers longer probable of significant reversal. Given the unique are evaluated on an individual basis to determine the nature of each fee arrangement, contracts with customers timing of revenue recognition. Significant judgment is are evaluated on an individual basis to determine the involved in making such determination. Performance fees timing of revenue recognition. Significant judgment is typically arise from investment management services that involved in making such determination. Performance fees began in prior reporting periods. Consequently, a portion typically arise from investment management services that of the fees the Company recognizes may be partially began in prior reporting periods. Consequently, a portion related to the services performed in prior periods that of the fees the Company recognizes may be partially meet the recognition criteria in the current period. At each related to the services performed in prior periods that reporting date, the Company considers various factors in meet the recognition criteria in the current period. At each estimating performance fees to be recognized, including reporting date, the Company considers various factors in carried interest. These factors include but are not limited estimating performance fees to be recognized, including to whether: (1) the amounts are dependent on the carried interest. These factors include but are not limited financial markets and, thus, are highly susceptible to to whether: (1) the amounts are dependent on the factors outside the Company’s influence; (2) the ultimate financial markets and, thus, are highly susceptible to payments have a large number and a broad range of factors outside the Company’s influence; (2) the ultimate possible amounts; and (3) the funds or SMAs have the payments have a large number and a broad range of ability to (a) invest or reinvest their sales proceeds or possible amounts; and (3) the funds or SMAs have the (b) distribute their sales proceeds, and determine the ability to (a) invest or reinvest their sales proceeds or timing of such distributions. (b) distribute their sales proceeds, and determine the timing of such distributions. The Company is allocated/distributed carried interest from certain alternative investment products upon The Company is allocated/distributed carried interest exceeding performance thresholds. The Company may be from certain alternative investment products upon required to reverse/return all, or part, of such carried exceeding performance thresholds. The Company may be interest allocations/distributions depending upon future required to reverse/return all, or part, of such carried performance of these products. Carried interest subject to interest allocations/distributions depending upon future such clawback provisions is recorded in investments or performance of these products. Carried interest subject to cash and cash equivalents to the extent that it is such clawback provisions is recorded in investments or distributed, on the Company’s consolidated statements of cash and cash equivalents to the extent that it is financial condition. distributed, on the Company’s consolidated statements of financial condition. The Company records a liability for deferred carried interest to the extent it receives cash or capital allocations The Company records a liability for deferred carried related to carried interest prior to meeting the revenue interest to the extent it receives cash or capital allocations recognition criteria. At December 31, 2023 and 2022, the related to carried interest prior to meeting the revenue Company had $1.8 billion and $1.4 billion, respectively, of recognition criteria. At December 31, 2023 and 2022, the deferred carried interest recorded in other liabilities on the Company had $1.8 billion and $1.4 billion, respectively, of consolidated statements of financial condition. A portion deferred carried interest recorded in other liabilities on the consolidated statements of financial condition. A portion of the deferred carried interest may also be paid to certain employees and other third parties. The ultimate timing of of the deferred carried interest may also be paid to certain the recognition of performance fee revenue and related employees and other third parties. The ultimate timing of compensation expense, if any, is unknown. See Note 16, the recognition of performance fee revenue and related Revenue, in the notes to the consolidated financial compensation expense, if any, is unknown. See Note 16, statements for detailed changes in the deferred carried Revenue, in the notes to the consolidated financial interest liability balance for 2023 and 2022. statements for detailed changes in the deferred carried interest liability balance for 2023 and 2022. The Company earns revenue for providing technology services. Determining the amount of revenue to recognize The Company earns revenue for providing technology requires judgment and estimates. Complex arrangements services. Determining the amount of revenue to recognize with nonstandard terms and conditions may require requires judgment and estimates. Complex arrangements contract interpretation to determine the appropriate with nonstandard terms and conditions may require accounting, including whether promised goods and contract interpretation to determine the appropriate services specified in an arrangement, are distinct accounting, including whether promised goods and performance obligations, and should be accounted for services specified in an arrangement, are distinct separately. Other judgments include determining whether performance obligations, and should be accounted for performance obligations are satisfied over time or at a separately. Other judgments include determining whether point in time. Fees earned for technology services are performance obligations are satisfied over time or at a primarily recorded as services are performed over time point in time. Fees earned for technology services are and are generally determined using the value of positions primarily recorded as services are performed over time on the Aladdin platform or on a fixed-rate basis. Revenue and are generally determined using the value of positions derived from the sale of software licenses is recognized on the Aladdin platform or on a fixed-rate basis. Revenue upon the granting of access rights. derived from the sale of software licenses is recognized upon the granting of access rights. Adjustments to revenue arising from initial estimates recorded historically have been immaterial since the Adjustments to revenue arising from initial estimates majority of BlackRock’s investment advisory and recorded historically have been immaterial since the administration revenue is calculated based on AUM, majority of BlackRock’s investment advisory and recognized when known, and given the Company does not administration revenue is calculated based on AUM, record performance fee revenue until: (1) performance recognized when known, and given the Company does not thresholds have been exceeded and (2) management record performance fee revenue until: (1) performance determines the fees are no longer probable of significant thresholds have been exceeded and (2) management reversal. See Note 2, Significant Accounting Policies, in the determines the fees are no longer probable of significant consolidated financial statements contained in Part II, reversal. See Note 2, Significant Accounting Policies, in the Item 8 of this filing for more information on revenue consolidated financial statements contained in Part II, recognition, including other revenue streams. Item 8 of this filing for more information on revenue recognition, including other revenue streams. Income Taxes Income Taxes The Company records income taxes based upon its estimated income tax liability or benefit. The Company’s The Company records income taxes based upon its actual tax liability or benefit may differ from the estimated estimated income tax liability or benefit. The Company’s income tax liability or benefit. actual tax liability or benefit may differ from the estimated income tax liability or benefit. Deferred income tax assets and liabilities are recognized for future tax consequences attributable to temporary Deferred income tax assets and liabilities are recognized differences between the financial statement carrying for future tax consequences attributable to temporary amounts of existing assets and liabilities and their differences between the financial statement carrying respective tax bases using currently enacted tax rates in amounts of existing assets and liabilities and their effect for the year in which the differences are expected to respective tax bases using currently enacted tax rates in reverse. The effect of a change in tax rates on deferred tax effect for the year in which the differences are expected to assets and liabilities is recognized in income in the period reverse. The effect of a change in tax rates on deferred tax that includes the enactment date. assets and liabilities is recognized in income in the period that includes the enactment date. Significant management judgment is required in estimating the ranges of possible outcomes and Significant management judgment is required in determining the probability of favorable or unfavorable tax estimating the ranges of possible outcomes and outcomes and potential interest and penalties related to determining the probability of favorable or unfavorable tax such unfavorable outcomes. Actual future tax outcomes and potential interest and penalties related to consequences relating to uncertain tax positions may be such unfavorable outcomes. Actual future tax materially different than the Company’s current estimates. consequences relating to uncertain tax positions may be At December 31, 2023, BlackRock had $749 million of materially different than the Company’s current estimates. gross unrecognized tax benefits, of which $505 million, if At December 31, 2023, BlackRock had $749 million of recognized, would affect the effective tax rate. gross unrecognized tax benefits, of which $505 million, if recognized, would affect the effective tax rate. Management is required to estimate the timing of the recognition of deferred tax assets and liabilities, make Management is required to estimate the timing of the recognition of deferred tax assets and liabilities, make BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 65 65 assumptions about the future deductibility of deferred income tax assets and assess deferred income tax assumptions about the future deductibility of deferred liabilities based on enacted tax rates for the appropriate income tax assets and assess deferred income tax tax jurisdictions to determine the amount of such deferred liabilities based on enacted tax rates for the appropriate income tax assets and liabilities. At December 31, 2023, tax jurisdictions to determine the amount of such deferred the Company had deferred income tax assets of income tax assets and liabilities. At December 31, 2023, $208 million and deferred income tax liabilities of the Company had deferred income tax assets of $3.5 billion on the consolidated statement of financial $208 million and deferred income tax liabilities of condition. Changes in deferred tax assets and liabilities $3.5 billion on the consolidated statement of financial may occur in certain circumstances, including statutory condition. Changes in deferred tax assets and liabilities income tax rate changes, statutory tax law changes, may occur in certain circumstances, including statutory changes in the anticipated timing of recognition of income tax rate changes, statutory tax law changes, deferred tax assets and liabilities or changes in the changes in the anticipated timing of recognition of structure or tax status of the Company. deferred tax assets and liabilities or changes in the structure or tax status of the Company. The Company assesses whether a valuation allowance should be established against its deferred income tax The Company assesses whether a valuation allowance assets based on consideration of all available evidence, should be established against its deferred income tax both positive and negative, using a more likely than not assets based on consideration of all available evidence, standard. The assessment considers, among other both positive and negative, using a more likely than not matters, the nature, frequency and severity of recent standard. The assessment considers, among other losses, forecast of future profitability, the duration of matters, the nature, frequency and severity of recent statutory carry back and carry forward periods, the losses, forecast of future profitability, the duration of Company’s experience with tax attributes expiring unused, statutory carry back and carry forward periods, the and tax planning alternatives. Company’s experience with tax attributes expiring unused, and tax planning alternatives. Accounting Developments Accounting Developments For accounting pronouncements not yet adopted by the Company, see Note 2, Significant Accounting Policies, in For accounting pronouncements not yet adopted by the the consolidated financial statements contained in Part II, Company, see Note 2, Significant Accounting Policies, in Item 8 of this filing. the consolidated financial statements contained in Part II, Item 8 of this filing. Item 7A. Quantitative and Item 7A. Quantitative and Qualitative Disclosures about Qualitative Disclosures about Market Risk Market Risk AUM Market Price Risk. BlackRock’s investment advisory and administration fees are primarily comprised of fees AUM Market Price Risk. BlackRock’s investment advisory based on a percentage of the value of AUM and, in some and administration fees are primarily comprised of fees cases, performance fees expressed as a percentage of the based on a percentage of the value of AUM and, in some returns realized on AUM. At December 31, 2023, the cases, performance fees expressed as a percentage of the majority of the Company’s investment advisory and returns realized on AUM. At December 31, 2023, the administration fees were based on average or period end majority of the Company’s investment advisory and AUM of the applicable investment funds or separate administration fees were based on average or period end accounts. Movements in equity market prices, interest AUM of the applicable investment funds or separate rates/credit spreads, foreign exchange rates or all three accounts. Movements in equity market prices, interest could cause the value of AUM to decline, which would rates/credit spreads, foreign exchange rates or all three result in lower investment advisory and administration could cause the value of AUM to decline, which would fees. result in lower investment advisory and administration fees. Corporate Investments Portfolio Risks. As a leading investment management firm, BlackRock devotes Corporate Investments Portfolio Risks. As a leading significant resources across all of its operations to investment management firm, BlackRock devotes identifying, measuring, monitoring, managing and significant resources across all of its operations to analyzing market and operating risks, including the identifying, measuring, monitoring, managing and management and oversight of its own investment analyzing market and operating risks, including the portfolio. The Board of Directors of the Company has management and oversight of its own investment adopted guidelines for the review of investments (or portfolio. The Board of Directors of the Company has commitments to invest) to be made by the Company, adopted guidelines for the review of investments (or requiring, among other things, that certain investments be commitments to invest) to be made by the Company, referred to the Board of Directors, depending on the requiring, among other things, that certain investments be circumstances, for notification or approval. referred to the Board of Directors, depending on the circumstances, for notification or approval. In the normal course of its business, BlackRock is exposed to equity market price risk, interest rate/credit spread risk In the normal course of its business, BlackRock is exposed to equity market price risk, interest rate/credit spread risk 66 BlackRock | 2023 Form 10-K 66 BlackRock | 2023 Form 10-K and foreign exchange rate risk associated with its corporate investments. and foreign exchange rate risk associated with its corporate investments. BlackRock has investments primarily in sponsored investment products that invest in a variety of asset BlackRock has investments primarily in sponsored classes, including real assets, private equity and hedge investment products that invest in a variety of asset funds. Investments generally are made for co-investment classes, including real assets, private equity and hedge purposes, to establish a performance track record, to funds. Investments generally are made for co-investment hedge exposure to certain deferred cash compensation purposes, to establish a performance track record, to plans or for regulatory purposes. The Company has a seed hedge exposure to certain deferred cash compensation capital hedging program in which it enters into futures to plans or for regulatory purposes. The Company has a seed hedge market and interest rate exposure with respect to capital hedging program in which it enters into futures to its total portfolio of seed investments in sponsored hedge market and interest rate exposure with respect to investment products. The Company had outstanding its total portfolio of seed investments in sponsored futures related to its seed capital hedging program with an investment products. The Company had outstanding aggregate notional value of approximately $1.8 billion and futures related to its seed capital hedging program with an $1.5 billion at December 31, 2023 and 2022, respectively. aggregate notional value of approximately $1.8 billion and $1.5 billion at December 31, 2023 and 2022, respectively. Equity Market Price Risk. Investments subject to market price risk include public and private equity and real assets investments, hedge funds and funds of funds as well as mutual funds. The following table provides our net exposure to Equity Market Price Risk. Investments subject to market price risk include public and private equity and real assets equity market price risk and our hypothetical exposure to a 10% adverse change in market prices: investments, hedge funds and funds of funds as well as mutual funds. The following table provides our net exposure to equity market price risk and our hypothetical exposure to a 10% adverse change in market prices: At December 31, 2023 and 2022, approximately $6.0 billion and $4.7 billion, respectively, of BlackRock’s At December 31, 2023 and 2022, approximately investments were held in consolidated sponsored $6.0 billion and $4.7 billion, respectively, of BlackRock’s investment products accounted for as variable interest investments were held in consolidated sponsored entities or voting rights entities. Excluding the impact of investment products accounted for as variable interest the Federal Reserve Bank stock, carried interest, entities or voting rights entities. Excluding the impact of investments made to hedge exposure to certain deferred the Federal Reserve Bank stock, carried interest, cash compensation plans and certain investments that investments made to hedge exposure to certain deferred are hedged via the seed capital hedging program, the cash compensation plans and certain investments that Company’s economic exposure to its investment portfolio are hedged via the seed capital hedging program, the at December 31, 2023 and 2022 were $3.8 billion and Company’s economic exposure to its investment portfolio $3.3 billion, respectively. See Item 7, Management’s at December 31, 2023 and 2022 were $3.8 billion and Discussion and Analysis of Financial Condition and Results $3.3 billion, respectively. See Item 7, Management’s of Operations-Statement of Financial Condition Overview- Discussion and Analysis of Financial Condition and Results Investments for further information on the Company’s of Operations-Statement of Financial Condition Overview- investments. Investments for further information on the Company’s investments. Item 8. Financial Statements and Item 8. Financial Statements and Supplemental Data Supplemental Data The report of the independent registered public accounting firm and financial statements listed in the The report of the independent registered public accompanying index are included in Item 15 of this report. accounting firm and financial statements listed in the See Index to the consolidated financial statements on accompanying index are included in Item 15 of this report. page F-1 of this Form 10-K. See Index to the consolidated financial statements on page F-1 of this Form 10-K. Item 9. Changes in and Item 9. Changes in and Disagreements with Accountants Disagreements with Accountants on Accounting and Financial on Accounting and Financial Disclosure Disclosure There have been no disagreements on accounting and financial disclosure matters. BlackRock has not changed There have been no disagreements on accounting and accountants in the two most recent fiscal years. financial disclosure matters. BlackRock has not changed accountants in the two most recent fiscal years. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 67 67 Item 9A. Controls and Procedures Item 9A. Controls and Procedures Disclosure Controls and Procedures. Under the direction of BlackRock’s Chief Executive Officer and Chief Financial Disclosure Controls and Procedures. Under the direction Officer, BlackRock evaluated the effectiveness of its of BlackRock’s Chief Executive Officer and Chief Financial disclosure controls and procedures (as such term is Officer, BlackRock evaluated the effectiveness of its defined in Rules 13a-15(e) and 15d-15(e) under the disclosure controls and procedures (as such term is Exchange Act) as of the end of the period covered by this defined in Rules 13a-15(e) and 15d-15(e) under the annual report on Form 10-K. Based on this evaluation, Exchange Act) as of the end of the period covered by this BlackRock’s Chief Executive Officer and Chief Financial annual report on Form 10-K. Based on this evaluation, Officer have concluded that BlackRock’s disclosure BlackRock’s Chief Executive Officer and Chief Financial controls and procedures were effective. Officer have concluded that BlackRock’s disclosure controls and procedures were effective. Internal Control over Financial Reporting. There were no changes in our internal control over financial reporting Internal Control over Financial Reporting. There were no that occurred during the fourth quarter of the fiscal year changes in our internal control over financial reporting ending December 31, 2023 that have materially affected that occurred during the fourth quarter of the fiscal year or are reasonably likely to materially affect our internal ending December 31, 2023 that have materially affected control over financial reporting. or are reasonably likely to materially affect our internal control over financial reporting. (in millions) (in millions) Equity Market Price Risk Equity Market Price Risk Investments Investments Net Exposure Net Exposure $ 1,684 $ 1,684 As of December 31, As of December 31, 2023 2023 Effect of -10% Change Effect of -10% Change $ 168 $ 168 2022 2022 Effect of -10% Change Effect of -10% Change $ 142 $ 142 Net Exposure Net Exposure $ 1,417 $ 1,417 Interest-Rate/Credit Spread Risk. Investments subject to interest-rate and credit spread risk include debt securities and sponsored investment products that invest primarily in debt securities. The following table provides our exposure to Interest-Rate/Credit Spread Risk. Investments subject to interest-rate and credit spread risk include debt securities and interest rate risk and credit spread risk and our hypothetical exposure to an adverse 100 basis point fluctuation in interest sponsored investment products that invest primarily in debt securities. The following table provides our exposure to rates or credit spreads: interest rate risk and credit spread risk and our hypothetical exposure to an adverse 100 basis point fluctuation in interest rates or credit spreads: (in millions) (in millions) Interest-Rate/Credit Spread Risk Interest-Rate/Credit Spread Risk Investments Investments Exposure Exposure $ 2,088 $ 2,088 As of December 31, As of December 31, 2023 2023 Effect of -100 Basis Effect of Point Change -100 Basis Point Change $ 53 $ 53 2022 2022 Effect of -100 Basis Effect of Point Change -100 Basis Point Change $ 43 $ 43 Exposure Exposure $ 1,900 $ 1,900 Foreign Exchange Rate Risk. As discussed above, the Company invests in sponsored investment products that invest in a variety of asset classes. The carrying value of the total economic investment exposure denominated in foreign currencies Foreign Exchange Rate Risk. As discussed above, the Company invests in sponsored investment products that invest in a are primarily based in the British pound and euro. The following table provides our exposure to foreign currencies and our variety of asset classes. The carrying value of the total economic investment exposure denominated in foreign currencies hypothetical exposure to a 10% adverse change in the applicable foreign exchange rates: are primarily based in the British pound and euro. The following table provides our exposure to foreign currencies and our hypothetical exposure to a 10% adverse change in the applicable foreign exchange rates: (in millions) (in millions) Foreign Exchange Rate Risk Foreign Exchange Rate Risk Investments Investments Exposure Exposure $ 1,125 $ 1,125 As of December 31, As of December 31, 2023 2023 Effect of -10% Change Effect of -10% Change $ 112 $ 112 2022 2022 Effect of -10% Change Effect of -10% Change $ 100 $ 100 Exposure Exposure $ 998 $ 998 Other Market Risks. The Company executes forward foreign currency exchange contracts to mitigate the risk of Other Market Risks. The Company executes forward certain foreign exchange risk movements. At foreign currency exchange contracts to mitigate the risk of December 31, 2023 and 2022, the Company had certain foreign exchange risk movements. At outstanding forward foreign currency exchange contracts December 31, 2023 and 2022, the Company had with an aggregate notional value of approximately outstanding forward foreign currency exchange contracts $3.1 billion and $2.2 billion with expiration dates in with an aggregate notional value of approximately January 2024 and 2023, respectively. In addition, the $3.1 billion and $2.2 billion with expiration dates in January 2024 and 2023, respectively. In addition, the Company entered into futures to hedge economically the exposure to market movements on certain deferred cash Company entered into futures to hedge economically the compensation plans. At December 31, 2023, the Company exposure to market movements on certain deferred cash had outstanding exchange traded futures with aggregate compensation plans. At December 31, 2023, the Company notional values related to its deferred cash compensation had outstanding exchange traded futures with aggregate hedging program of approximately $204 million, with notional values related to its deferred cash compensation expiration dates during the first quarter of 2024. hedging program of approximately $204 million, with expiration dates during the first quarter of 2024. 68 BlackRock | 2023 Form 10-K 68 BlackRock | 2023 Form 10-K Management’s Report on Internal Control Over Financial Reporting Management’s Report on Internal Control Over Financial Reporting Management of BlackRock, Inc. (the “Company”) is responsible for establishing and maintaining effective internal control over financial reporting. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Management of BlackRock, Inc. (the “Company”) is responsible for establishing and maintaining effective internal control Securities Exchange Act of 1934, as amended, as a process designed by, or under the supervision of, the Company’s over financial reporting. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the principal executive and principal financial officers, or persons performing similar functions, and effected by the Securities Exchange Act of 1934, as amended, as a process designed by, or under the supervision of, the Company’s Company’s board of directors, management and other personnel, to provide reasonable assurance regarding the principal executive and principal financial officers, or persons performing similar functions, and effected by the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with Company’s board of directors, management and other personnel, to provide reasonable assurance regarding the accounting principles generally accepted in the United States of America and includes those policies and procedures that: reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America and includes those policies and procedures that: • pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and • pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; dispositions of the assets of the Company; • provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial • provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with the authorizations of statements in accordance with accounting principles generally accepted in the United States of America, and that management and directors of the Company; and receipts and expenditures of the Company are being made only in accordance with the authorizations of management and directors of the Company; and • provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or • provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements. disposition of the Company’s assets that could have a material effect on the financial statements. Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or detected on a timely basis. Also, projections of any evaluation of effectiveness of the internal control over financial improper management override of controls, material misstatements due to error or fraud may not be prevented or reporting to future periods are subject to the risks that controls may become inadequate because of changes in detected on a timely basis. Also, projections of any evaluation of effectiveness of the internal control over financial conditions, or that the degree of compliance with the policies or procedures may deteriorate. reporting to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023 based on the criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that, as of 2023 based on the criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of December 31, 2023, the Company’s internal control over financial reporting is effective. Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that, as of December 31, 2023, the Company’s internal control over financial reporting is effective. The Company’s independent registered public accounting firm has issued an attestation report on the effectiveness of the Company’s internal control over financial reporting. The Company’s independent registered public accounting firm has issued an attestation report on the effectiveness of the Company’s internal control over financial reporting. February 23, 2024 February 23, 2024 BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 69 69 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of BlackRock, Inc.: To the Board of Directors and Stockholders of BlackRock, Inc.: Opinion on Internal Control over Financial Reporting Opinion on Internal Control over Financial Reporting We have audited the internal control over financial reporting of BlackRock, Inc. and subsidiaries (the “Company”) as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the We have audited the internal control over financial reporting of BlackRock, Inc. and subsidiaries (the “Company”) as of Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, established in Internal Control — Integrated Framework (2013) issued by COSO. in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the financial statements as of and for the year ended December 31, 2023, of the Company and our We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United report dated February 23, 2024, expressed an unqualified opinion on those financial statements. States) (PCAOB), the financial statements as of and for the year ended December 31, 2023, of the Company and our report dated February 23, 2024, expressed an unqualified opinion on those financial statements. Basis for Opinion Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s The Company’s management is responsible for maintaining effective internal control over financial reporting and for its Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and maintained in all material respects. Our audit included obtaining an understanding of internal control over financial perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating maintained in all material respects. Our audit included obtaining an understanding of internal control over financial effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the generally accepted accounting principles. A company’s internal control over financial reporting includes those policies reliability of financial reporting and the preparation of financial statements for external purposes in accordance with and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the generally accepted accounting principles. A company’s internal control over financial reporting includes those policies transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely financial statements. detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become deteriorate. inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Deloitte & Touche LLP /s/ Deloitte & Touche LLP New York, New York February 23, 2024 New York, New York February 23, 2024 70 BlackRock | 2023 Form 10-K 70 BlackRock | 2023 Form 10-K Item 9B. Other Information Item 9B. Other Information The Company is furnishing no other information in this Form 10-K. The Company is furnishing no other information in this Form 10-K. Item 9C. Disclosure Regarding Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Foreign Jurisdictions That Prevent Inspections Inspections Not applicable. Not applicable. PART III PART III Item 10. Directors, Executive Item 10. Directors, Executive Officers and Corporate Governance Officers and Corporate Governance The information regarding directors and executive officers set forth under the captions “Item 1: Election of Directors – The information regarding directors and executive officers Director Nominee Biographies” and “Corporate set forth under the captions “Item 1: Election of Directors – Governance – Other Executive Officers” of the Proxy Director Nominee Biographies” and “Corporate Statement is incorporated herein by reference. Governance – Other Executive Officers” of the Proxy Statement is incorporated herein by reference. Information regarding compliance with Section 16(a) of the Exchange Act required by Item 10, if any, is set forth Information regarding compliance with Section 16(a) of under the caption “Delinquent Section 16(a) Reports” of the Exchange Act required by Item 10, if any, is set forth the Proxy Statement and incorporated herein by reference. under the caption “Delinquent Section 16(a) Reports” of the Proxy Statement and incorporated herein by reference. The information regarding BlackRock’s Code of Ethics for Chief Executive and Senior Financial Officers under the The information regarding BlackRock’s Code of Ethics for caption “Corporate Governance – Our Corporate Chief Executive and Senior Financial Officers under the Governance Framework” of the Proxy Statement is caption “Corporate Governance – Our Corporate incorporated herein by reference. Governance Framework” of the Proxy Statement is incorporated herein by reference. The information regarding BlackRock’s Audit Committee under the caption “Corporate Governance – Board The information regarding BlackRock’s Audit Committee Committees” of the Proxy Statement is incorporated under the caption “Corporate Governance – Board herein by reference. Committees” of the Proxy Statement is incorporated herein by reference. Item 11. Executive Compensation Item 11. Executive Compensation The information contained in the sections captioned “Management Development & Compensation Committee The information contained in the sections captioned Interlocks and Insider Participation,” “Executive “Management Development & Compensation Committee Compensation – Compensation Discussion and Analysis” Interlocks and Insider Participation,” “Executive and “Corporate Governance – 2023 Director Compensation – Compensation Discussion and Analysis” Compensation” of the Proxy Statement is incorporated and “Corporate Governance – 2023 Director herein by reference. Compensation” of the Proxy Statement is incorporated herein by reference. Item 12. Security Ownership of Item 12. Security Ownership of Certain Beneficial Owners and Certain Beneficial Owners and Management and Related Management and Related Stockholder Matters Stockholder Matters The information contained in the sections captioned “Ownership of BlackRock Common Stock” and “Executive The information contained in the sections captioned Compensation – Compensation Discussion and Analysis – “Ownership of BlackRock Common Stock” and “Executive 6. Executive Compensation Tables – Equity Compensation Compensation – Compensation Discussion and Analysis – Plan Information” of the Proxy Statement is incorporated 6. Executive Compensation Tables – Equity Compensation herein by reference. Plan Information” of the Proxy Statement is incorporated herein by reference. Item 13. Certain Relationships and Item 13. Certain Relationships and Related Transactions, and Director Related Transactions, and Director Independence Independence The information contained in the sections captioned “Certain Relationships and Related Transactions” and The information contained in the sections captioned “Item 1: Election of Directors – Criteria for Board “Certain Relationships and Related Transactions” and Membership – Director Independence” of the Proxy “Item 1: Election of Directors – Criteria for Board Statement is incorporated herein by reference. Membership – Director Independence” of the Proxy Statement is incorporated herein by reference. Item 14. Principal Accountant Fees Item 14. Principal Accountant Fees and Services and Services The information regarding BlackRock’s independent auditor fees and services in the section captioned “Item 4: The information regarding BlackRock’s independent Ratification of the Appointment of the Independent auditor fees and services in the section captioned “Item 4: Registered Public Accounting Firm” of the Proxy Ratification of the Appointment of the Independent Statement is incorporated herein by reference. Registered Public Accounting Firm” of the Proxy Statement is incorporated herein by reference. PART IV PART IV Item 15. Exhibits and Financial Item 15. Exhibits and Financial Statement Schedules Statement Schedules 1. Financial Statements 1. Financial Statements The Company’s consolidated financial statements are included beginning on page F-1. The Company’s consolidated financial statements are included beginning on page F-1. 2. Financial Statement Schedules 2. Financial Statement Schedules Financial statement schedules have been omitted because they are not applicable, not required or the Financial statement schedules have been omitted information required is included in the Company’s because they are not applicable, not required or the consolidated financial statements or notes thereto. information required is included in the Company’s consolidated financial statements or notes thereto. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 71 71 Officers’ Certificate, dated May 6, 2015, for the 1.250% Notes due 2025 issued pursuant to the Indenture. Officers’ Certificate, dated May 6, 2015, for the 1.250% Notes due 2025 issued pursuant to the Indenture. 3. Exhibit Index 3. Exhibit Index As used in this exhibit list, “BlackRock” refers to BlackRock, Inc. (formerly named New BlackRock, Inc. and previously, New Boise, Inc.) (Commission File No. 001-33099) and “Old BlackRock” refers to BlackRock Holdco 2, Inc. (formerly As used in this exhibit list, “BlackRock” refers to BlackRock, Inc. (formerly named New BlackRock, Inc. and previously, named BlackRock, Inc.) (Commission File No. 001-15305), which is the predecessor of BlackRock. The following exhibits New Boise, Inc.) (Commission File No. 001-33099) and “Old BlackRock” refers to BlackRock Holdco 2, Inc. (formerly are filed as part of this Annual Report on Form 10-K: named BlackRock, Inc.) (Commission File No. 001-15305), which is the predecessor of BlackRock. The following exhibits are filed as part of this Annual Report on Form 10-K: Please note that the agreements included as exhibits to this Form 10-K are included to provide information regarding their terms and are not intended to provide any other factual or disclosure information about BlackRock or the other Please note that the agreements included as exhibits to this Form 10-K are included to provide information regarding parties to the agreements. The agreements contain representations and warranties by each of the parties to the their terms and are not intended to provide any other factual or disclosure information about BlackRock or the other applicable agreement that have been made solely for the benefit of the other parties to the applicable agreement and may parties to the agreements. The agreements contain representations and warranties by each of the parties to the not describe the actual state of affairs as of the date they were made or at any other time. applicable agreement that have been made solely for the benefit of the other parties to the applicable agreement and may not describe the actual state of affairs as of the date they were made or at any other time. Exhibit No. Exhibit No. 3.1 3.1 3.1.1 3.1.1 3.2 3.2 4.1 4.1 4.2 4.2 4.3 4.3 4.4 4.4 4.5 4.5 4.6 4.6 4.7 4.7 4.8 4.8 4.9 4.9 4.10 4.10 4.11 4.11 4.12 4.12 10.1 10.1 10.2 10.2 10.3 10.3 10.4 10.4 10.5 10.5 10.6 10.6 10.7 10.7 10.8 10.8 10.9 10.9 10.10 (21) Form of Directors’ Restricted Stock Unit Agreement expected to be used in connection with future grants of Restricted 10.10 (21) Form of Directors’ Restricted Stock Unit Agreement expected to be used in connection with future grants of Restricted 10.11 (15) BlackRock, Inc. Amended and Restated Voluntary Deferred Compensation Plan, as amended and restated as of 10.11 (15) BlackRock, Inc. Amended and Restated Voluntary Deferred Compensation Plan, as amended and restated as of 10.12 (22) Five-Year Revolving Credit Agreement, dated as of March 10, 2011, by and among BlackRock, Inc., certain of its 10.12 (22) Five-Year Revolving Credit Agreement, dated as of March 10, 2011, by and among BlackRock, Inc., certain of its Description Description Amended and Restated Certificate of Incorporation of BlackRock. (1) Amended and Restated Certificate of Incorporation of BlackRock. (1) Certificate of Change of Registered Agent and/or Registered Office. (2) Certificate of Change of Registered Agent and/or Registered Office. (2) Amended and Restated Bylaws of BlackRock. (3) Amended and Restated Bylaws of BlackRock. (3) Specimen of Common Stock Certificate. (4) Specimen of Common Stock Certificate. (4) Indenture, dated September 17, 2007, between BlackRock and The Bank of New York, as trustee, relating to senior debt (5) securities. Indenture, dated September 17, 2007, between BlackRock and The Bank of New York, as trustee, relating to senior debt (5) securities. Form of 3.500% Notes due 2024. (6) Form of 3.500% Notes due 2024. (6) Form of 1.250% Notes due 2025. (7) Form of 1.250% Notes due 2025. (7) Form of 3.200% Notes due 2027. (8) Form of 3.200% Notes due 2027. (8) Form of 3.250% Notes due 2029. (9) (9) Form of 3.250% Notes due 2029. (10) Form of 2.400% Notes due 2030. (10) Form of 2.400% Notes due 2030. (11) Form of 1.900% Notes due 2031. (11) Form of 1.900% Notes due 2031. (12) Form of 2.10% Notes due 2032. (12) Form of 2.10% Notes due 2032. (13) Form of 4.750% Notes due 2033. (13) Form of 4.750% Notes due 2033. (7) (7) (14) Description of Securities. (14) Description of Securities. (15) BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ (15) BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ (16) Amendment to the BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ (16) Amendment to the BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ (17) Amended and Restated BlackRock, Inc. 1999 Annual Incentive Performance Plan.+ (17) Amended and Restated BlackRock, Inc. 1999 Annual Incentive Performance Plan.+ (18) Amendment No. 1 to the BlackRock, Inc. Amended and Restated 1999 Annual Incentive Performance Plan.+ (18) Amendment No. 1 to the BlackRock, Inc. Amended and Restated 1999 Annual Incentive Performance Plan.+ (19) Form of Restricted Stock Unit Agreement under the BlackRock, Inc. Second Amended and Restated 1999 Stock Award (19) Form of Restricted Stock Unit Agreement under the BlackRock, Inc. Second Amended and Restated 1999 Stock Award (19) Form of Performance-Based Restricted Stock Unit Agreement (BPIP) under the BlackRock, Inc. Second Amended and (19) Form of Performance-Based Restricted Stock Unit Agreement (BPIP) under the BlackRock, Inc. Second Amended and (20) Form of Performance-Based Stock Option Agreement under the BlackRock, Inc. Second Amended and Restated 1999 (20) Form of Performance-Based Stock Option Agreement under the BlackRock, Inc. Second Amended and Restated 1999 (21) Form of Stock Option Agreement expected to be used in connection with future grants of Stock Options under the (21) Form of Stock Option Agreement expected to be used in connection with future grants of Stock Options under the (21) Form of Restricted Stock Agreement expected to be used in connection with future grants of Restricted Stock under the (21) Form of Restricted Stock Agreement expected to be used in connection with future grants of Restricted Stock under the and Incentive Plan.+ and Incentive Plan.+ Restated 1999 Stock Award and Incentive Plan.+ Restated 1999 Stock Award and Incentive Plan.+ Stock Award and Incentive Plan.+ Stock Award and Incentive Plan.+ BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ Stock Units under the BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ Stock Units under the BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan.+ November 16, 2015.+ November 16, 2015.+ subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender and L/C agent, Sumitomo Mitsui Banking Corporation, as Japanese Yen lender, a group of lenders, Wells Fargo Securities, LLC, subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender and L/C Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital, J.P. Morgan agent, Sumitomo Mitsui Banking Corporation, as Japanese Yen lender, a group of lenders, Wells Fargo Securities, LLC, Securities LLC and Morgan Stanley Senior Funding, Inc., as joint lead arrangers and joint bookrunners, Citibank, N.A., as Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital, J.P. Morgan syndication agent and Bank of America, N.A., Barclays Bank PLC, JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Securities LLC and Morgan Stanley Senior Funding, Inc., as joint lead arrangers and joint bookrunners, Citibank, N.A., as Funding, Inc., as documentation agents. syndication agent and Bank of America, N.A., Barclays Bank PLC, JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding, Inc., as documentation agents. 10.13 (23) Amendment No. 1, dated as of March 30, 2012, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the 10.13 (23) Amendment No. 1, dated as of March 30, 2012, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.14 (24) Amendment No. 2, dated as of March 28, 2013, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the 10.14 (24) Amendment No. 2, dated as of March 28, 2013, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.15 (25) Amendment No. 3, dated as of March 28, 2014, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the 10.15 (25) Amendment No. 3, dated as of March 28, 2014, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.16 (26) Amendment No. 4, dated as of April 2, 2015, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, 10.16 (26) Amendment No. 4, dated as of April 2, 2015, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, Description Description 72 BlackRock | 2023 Form 10-K 72 BlackRock | 2023 Form 10-K Exhibit No. Exhibit No. 10.17 (27) Amendment No. 5, dated as of April 8, 2016, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, 10.17 (27) Amendment No. 5, dated as of April 8, 2016, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, 10.18 (28) Amendment No. 6, dated as of April 6, 2017, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, 10.18 (28) Amendment No. 6, dated as of April 6, 2017, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, 10.19 (29) Amendment No. 7, dated as of April 3, 2018, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, 10.19 (29) Amendment No. 7, dated as of April 3, 2018, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.20 (30) Amendment No. 8, dated as of March 29, 2019, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the 10.20 (30) Amendment No. 8, dated as of March 29, 2019, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.21 (31) Amendment No. 9, dated as of March 31, 2020, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the 10.21 (31) Amendment No. 9, dated as of March 31, 2020, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, swingline lender, issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.22 (32) Amendment No. 10, dated as of March 31, 2021, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and 10.22 (32) Amendment No. 10, dated as of March 31, 2021, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo the banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.24 (34) Amendment No. 12, dated as of March 31, 2022, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and 10.24 (34) Amendment No. 12, dated as of March 31, 2022, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo the banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. 10.25 (35) Amendment No. 13, dated as of March 31, 2023, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and 10.25 (35) Amendment No. 13, dated as of March 31, 2023, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo the banks and other financial institutions referred to therein. Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. Mourant & Co Trustees Limited and Mourant Property Trustees Limited as Trustees of the Drapers Gardens Unit Trust for the lease of Drapers Gardens, 12 Throgmorton Avenue, London, EC2, United Kingdom. Mourant & Co Trustees Limited and Mourant Property Trustees Limited as Trustees of the Drapers Gardens Unit Trust for the lease of Drapers Gardens, 12 Throgmorton Avenue, London, EC2, United Kingdom. 10.23 (33) Amendment No. 11, dated as of December 13, 2021, by and among BlackRock, Inc., certain of its subsidiaries, Wells 10.23 (33) Amendment No. 11, dated as of December 13, 2021, by and among BlackRock, Inc., certain of its subsidiaries, Wells 10.26 (36) Lease Agreement, dated as of February 17, 2010, among BlackRock Investment Management (UK) Limited and 10.26 (36) Lease Agreement, dated as of February 17, 2010, among BlackRock Investment Management (UK) Limited and December 23, 2014. December 23, 2014. dated as of December 23, 2014. dated as of December 23, 2014. Smith Incorporated, dated as of January 6, 2015. Smith Incorporated, dated as of January 6, 2015. dated as of January 6, 2015. dated as of January 6, 2015. 10.27 (37) Lease, by and between BlackRock, Inc. and 50 HYMC Holdings LLC.* 10.27 (37) Lease, by and between BlackRock, Inc. and 50 HYMC Holdings LLC.* 10.28 (38) Letter Agreement, dated February 12, 2013, between Gary S. Shedlin and BlackRock.+ 10.28 (38) Letter Agreement, dated February 12, 2013, between Gary S. Shedlin and BlackRock.+ 10.29 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Barclays Capital Inc., dated as of 10.29 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Barclays Capital Inc., dated as of 10.30 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Citigroup Global Markets Inc., 10.30 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Citigroup Global Markets Inc., 10.31 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Merrill Lynch, Pierce, Fenner & 10.31 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Merrill Lynch, Pierce, Fenner & 10.32 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Credit Suisse Securities (USA) LLC 10.32 (39) Amended and Restated Commercial Paper Dealer Agreement between BlackRock and Credit Suisse Securities (USA) LLC 10.33 (40) BlackRock, Inc. Leadership Retention Carry Plan.+ 10.33 (40) BlackRock, Inc. Leadership Retention Carry Plan.+ 10.34 (41) Form of Percentage Points Award Agreement pursuant to the BlackRock, Inc. Leadership Retention Carry Plan.+ 10.34 (41) Form of Percentage Points Award Agreement pursuant to the BlackRock, Inc. Leadership Retention Carry Plan.+ 10.35 (42) Form of Performance-Based Stock Option Agreement under the BlackRock, Inc. Second Amended and Restated 1999 10.35 (42) Form of Performance-Based Stock Option Agreement under the BlackRock, Inc. Second Amended and Restated 1999 21.1 21.1 23.1 23.1 31.1 31.1 31.2 31.2 32.1 32.1 97.1 97.1 101.INS 101.INS 101.SCH 101.SCH 104 104 (1) Stock Award and Incentive Plan.+ Stock Award and Incentive Plan.+ Subsidiaries of Registrant. Subsidiaries of Registrant. Deloitte & Touche LLP Consent. Deloitte & Touche LLP Consent. Section 302 Certification of Chief Executive Officer. Section 302 Certification of Chief Executive Officer. Section 302 Certification of Chief Financial Officer. Section 302 Certification of Chief Financial Officer. Section 906 Certification of Chief Executive Officer and Chief Financial Officer. Section 906 Certification of Chief Executive Officer and Chief Financial Officer. Policy Relating to Recovery of Erroneously Awarded Compensation. Policy Relating to Recovery of Erroneously Awarded Compensation. Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document Inline XBRL Taxonomy Extension Schema with Embedded Linkbases Document. Inline XBRL Taxonomy Extension Schema with Embedded Linkbases Document. Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 28, 2021. (1) (2) (2) (3) (3) (4) (4) (5) (5) (6) (6) (7) (7) (8) (8) (9) (9) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 28, 2021. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on July 23, 2021. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on July 23, 2021. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on September 15, 2023. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on September 15, 2023. Incorporated by reference to BlackRock’s Registration Statement on Form S-8 (Registration No. 333-137708) filed on September 29, 2006. Incorporated by reference to BlackRock’s Registration Statement on Form S-8 (Registration No. 333-137708) filed on September 29, 2006. Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2007. Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2007. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 18, 2014. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 18, 2014. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 6, 2015. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 6, 2015. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 28, 2017. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 28, 2017. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 29, 2019. Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 29, 2019. BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 73 73 (10) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on January 27, 2020. (10) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on January 27, 2020. (11) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 6, 2020. (11) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 6, 2020. (12) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on December 10, 2021. (12) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on December 10, 2021. (13) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 25, 2023. (13) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on May 25, 2023. (14) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022. (14) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022. (15) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2015. (15) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2015. (16) Incorporated by reference to BlackRock’s Definitive Proxy Statement on Form DEF 14A filed on April 13, 2018. (16) Incorporated by reference to BlackRock’s Definitive Proxy Statement on Form DEF 14A filed on April 13, 2018. (17) Incorporated by reference to Old BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2002. (17) Incorporated by reference to Old BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2002. (18) Incorporated by reference to Old BlackRock’s Current Report on Form 8-K filed on May 24, 2006. (18) Incorporated by reference to Old BlackRock’s Current Report on Form 8-K filed on May 24, 2006. (19) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015. (19) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015. (20) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018. (20) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018. (21) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on October 5, 2006. (21) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on October 5, 2006. (22) Incorporated by reference to BlackRock’s Current Report on Form 8-K/A filed on August 24, 2012. (22) Incorporated by reference to BlackRock’s Current Report on Form 8-K/A filed on August 24, 2012. (23) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 4, 2012. (23) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 4, 2012. (24) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2013. (24) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2013. (25) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 28, 2014. (25) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 28, 2014. (26) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2015. (26) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2015. (27) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 14, 2016. (27) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 14, 2016. (28) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 11, 2017. (28) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 11, 2017. (29) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 6, 2018. (29) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 6, 2018. (30) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 29, 2019. (30) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on March 29, 2019. (31) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 1, 2020. (31) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 1, 2020. (32) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 6, 2021. (32) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 6, 2021. (33) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on December 13, 2021. (33) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on December 13, 2021. (34) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 1, 2022. (34) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 1, 2022. (35) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2023. (35) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2023. (36) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2009. (36) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2009. (37) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017. (37) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017. (38) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on February 19, 2013. (38) Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on February 19, 2013. (39) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2014. (39) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2014. (40) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2019. (40) Incorporated by reference to BlackRock’s Annual Report on Form 10-K for the year ended December 31, 2019. (41) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. (41) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. (42) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023. (42) Incorporated by reference to BlackRock’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023. + Denotes compensatory plans or arrangements. + * * Denotes compensatory plans or arrangements. Portions of this exhibit have been omitted pursuant to a confidential treatment order from the SEC. Portions of this exhibit have been omitted pursuant to a confidential treatment order from the SEC. Item 16. Form 10-K Summary Item 16. Form 10-K Summary Not applicable. Not applicable. Title Title Signature Signature /s/ Charles H. Robbins /s/ Charles H. Robbins Charles H. Robbins Charles H. Robbins /s/ Marco Antonio Slim Domit /s/ Marco Antonio Slim Domit Marco Antonio Slim Domit Marco Antonio Slim Domit /s/ Hans E. Vestberg /s/ Hans E. Vestberg Hans E. Vestberg Hans E. Vestberg /s/ Susan L. Wagner /s/ Susan L. Wagner Susan L. Wagner Susan L. Wagner /s/ Mark Wilson /s/ Mark Wilson Mark Wilson Mark Wilson Director Director Director Director Director Director Director Director Director Director BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K 75 75 Date Date February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 74 BlackRock | 2023 Form 10-K 74 BlackRock | 2023 Form 10-K SIGNATURES SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BLACKROCK, INC. BLACKROCK, INC. By: By: /s/ Laurence D. Fink /s/ Laurence D. Fink Laurence D. Fink Laurence D. Fink Chairman, Chief Executive Officer and Director Chairman, Chief Executive Officer and Director February 23, 2024 February 23, 2024 Each of the officers and directors of BlackRock, Inc. whose signature appears below, in so signing, also makes, constitutes and appoints Laurence D. Fink, Martin S. Small, Christopher J. Meade, Laura Hildner and R. Andrew Dickson III, his or her Each of the officers and directors of BlackRock, Inc. whose signature appears below, in so signing, also makes, constitutes true and lawful attorneys-in-fact, with full power and substitution, for him or her in any and all capacities, to execute and appoints Laurence D. Fink, Martin S. Small, Christopher J. Meade, Laura Hildner and R. Andrew Dickson III, his or her and cause to be filed with the Securities and Exchange Commission any and all amendments to the Annual Report on true and lawful attorneys-in-fact, with full power and substitution, for him or her in any and all capacities, to execute Form 10-K, with exhibits thereto and other documents connected therewith and to perform any acts necessary to be done and cause to be filed with the Securities and Exchange Commission any and all amendments to the Annual Report on in order to file such documents, and hereby ratifies and confirms all that said attorney-in-fact or his or her substitute or Form 10-K, with exhibits thereto and other documents connected therewith and to perform any acts necessary to be done substitutes may do or cause to be done by virtue hereof. in order to file such documents, and hereby ratifies and confirms all that said attorney-in-fact or his or her substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Signature /s/ Laurence D. Fink /s/ Laurence D. Fink Laurence D. Fink Laurence D. Fink /s/ Martin S. Small /s/ Martin S. Small Martin S. Small Martin S. Small /s/ Marc D. Comerchero /s/ Marc D. Comerchero Marc D. Comerchero Marc D. Comerchero /s/ Bader M. Alsaad /s/ Bader M. Alsaad Bader M. Alsaad Bader M. Alsaad /s/ Pamela Daley /s/ Pamela Daley Pamela Daley Pamela Daley /s/ William E. Ford /s/ William E. Ford William E. Ford William E. Ford /s/ Fabrizio Freda /s/ Fabrizio Freda Fabrizio Freda Fabrizio Freda /s/ Murry S. Gerber /s/ Murry S. Gerber Murry S. Gerber Murry S. Gerber /s/ Margaret L. Johnson /s/ Margaret L. Johnson Margaret L. Johnson Margaret L. Johnson /s/ Robert S. Kapito /s/ Robert S. Kapito Robert S. Kapito Robert S. Kapito /s/ Cheryl D. Mills /s/ Cheryl D. Mills Cheryl D. Mills Cheryl D. Mills /s/ Amin H. Nasser /s/ Amin H. Nasser Amin H. Nasser Amin H. Nasser /s/ Gordon M. Nixon /s/ Gordon M. Nixon Gordon M. Nixon Gordon M. Nixon /s/ Kristin Peck /s/ Kristin Peck Kristin Peck Kristin Peck Title Title Chairman, Chief Executive Officer and Director (Principal Executive Officer) Chairman, Chief Executive Officer and Director (Principal Executive Officer) Senior Managing Director and Chief Financial Officer (Principal Financial Officer) Senior Managing Director and Chief Financial Officer (Principal Financial Officer) Managing Director and Chief Accounting Officer (Principal Accounting Officer) Managing Director and Chief Accounting Officer (Principal Accounting Officer) Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Date Date February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 F-1 BlackRock | 2023 Form 10-K INDEX TO FINANCIAL STATEMENTS INDEX TO FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm (PCAOB ID 34) Report of Independent Registered Public Accounting Firm (PCAOB ID 34) Consolidated Statements of Financial Condition Consolidated Statements of Financial Condition Consolidated Statements of Income Consolidated Statements of Income Consolidated Statements of Comprehensive Income Consolidated Statements of Comprehensive Income Consolidated Statements of Changes in Equity Consolidated Statements of Changes in Equity Consolidated Statements of Cash Flows Consolidated Statements of Cash Flows Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements BlackRock | 2023 Form 10-K F-1 F-2 F-2 F-4 F-4 F-5 F-5 F-6 F-6 F-7 F-7 F-8 F-8 F-9 F-9 BlackRock | 2023 Form 10-K F-2 F-2 BlackRock | 2023 Form 10-K REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of BlackRock, Inc.: To the Board of Directors and Stockholders of BlackRock, Inc.: Opinion on the Financial Statements Opinion on the Financial Statements We have audited the accompanying consolidated statements of financial condition of BlackRock, Inc. and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive We have audited the accompanying consolidated statements of financial condition of BlackRock, Inc. and subsidiaries income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its accounting principles generally accepted in the United States of America. operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria the Treadway Commission and our report dated February 23, 2024, expressed an unqualified opinion on the Company’s established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of internal control over financial reporting. the Treadway Commission and our report dated February 23, 2024, expressed an unqualified opinion on the Company’s internal control over financial reporting. Basis for Opinion Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the These financial statements are the responsibility of the Company’s management. Our responsibility is to express an PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those financial statements. Our audits also included evaluating the accounting principles used and significant estimates made risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits financial statements. Our audits also included evaluating the accounting principles used and significant estimates made provide a reasonable basis for our opinion. by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to The critical audit matter communicated below is a matter arising from the current-period audit of the financial accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, statements that was communicated or required to be communicated to the audit committee and that (1) relates to subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Impairment of indefinite-lived intangible assets related to certain management contracts — Refer to Notes 2 and 11 to the financial statements Impairment of indefinite-lived intangible assets related to certain management contracts — Refer to Notes 2 and 11 to the financial statements Critical Audit Matter Description Critical Audit Matter Description The Company’s indefinite-lived intangible assets are comprised of management contracts, trade names/trademarks and licenses acquired in business acquisitions. The Company performs its impairment assessment of its indefinite-lived The Company’s indefinite-lived intangible assets are comprised of management contracts, trade names/trademarks and intangible assets at least annually, as of July 31st. In evaluating whether it is more likely than not that the fair value of licenses acquired in business acquisitions. The Company performs its impairment assessment of its indefinite-lived indefinite-lived intangibles is less than carrying value, the Company performs certain quantitative assessments and intangible assets at least annually, as of July 31st. In evaluating whether it is more likely than not that the fair value of assesses various significant qualitative factors. If an indefinite-lived intangible asset is determined to be more likely than indefinite-lived intangibles is less than carrying value, the Company performs certain quantitative assessments and not impaired, the fair value of the asset is then compared with its carrying value and any excess of the carrying value over assesses various significant qualitative factors. If an indefinite-lived intangible asset is determined to be more likely than the fair value would be recognized as an expense in the period in which the impairment occurs. The determination of fair not impaired, the fair value of the asset is then compared with its carrying value and any excess of the carrying value over value requires management to make estimates and assumptions related to revenue basis points, projected assets under the fair value would be recognized as an expense in the period in which the impairment occurs. The determination of fair management (“AUM”) growth rates, operating margins, tax rates and discount rates. value requires management to make estimates and assumptions related to revenue basis points, projected assets under management (“AUM”) growth rates, operating margins, tax rates and discount rates. Given the significant judgments made by management to estimate the fair value of indefinite-lived intangible assets related to certain management contracts, performing audit procedures to evaluate the reasonableness of management’s Given the significant judgments made by management to estimate the fair value of indefinite-lived intangible assets estimates and assumptions related to projected AUM growth rates, revenue basis points, operating margins, tax rates, related to certain management contracts, performing audit procedures to evaluate the reasonableness of management’s and discount rates, required a high degree of auditor judgment and an increased extent of effort, including the need to estimates and assumptions related to projected AUM growth rates, revenue basis points, operating margins, tax rates, involve our fair value specialists. and discount rates, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists. F-3 BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K F-3 How the Critical Audit Matter Was Addressed in the Audit How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the determination of fair value of indefinite-lived intangible assets related to certain management contracts included the following, among others: Our audit procedures related to the determination of fair value of indefinite-lived intangible assets related to certain management contracts included the following, among others: • We tested the design and operating effectiveness of controls over the Company’s indefinite-lived intangible asset impairment analysis, including those related to management’s assessment of the factors that impact the fair value • We tested the design and operating effectiveness of controls over the Company’s indefinite-lived intangible asset of the Company’s indefinite-lived intangible assets. This includes controls related to management’s revenue basis impairment analysis, including those related to management’s assessment of the factors that impact the fair value points, projected AUM growth rates, operating margins, tax rates, and the selection of the discount rates. of the Company’s indefinite-lived intangible assets. This includes controls related to management’s revenue basis points, projected AUM growth rates, operating margins, tax rates, and the selection of the discount rates. • We evaluated the reasonableness of management’s AUM, revenue basis points, projected AUM growth rates, • We evaluated the reasonableness of management’s AUM, revenue basis points, projected AUM growth rates, operating margins, tax rates and discount rates by comparing management’s projections to: operating margins, tax rates and discount rates by comparing management’s projections to: • historical amounts. • historical amounts. • • • Forecasted information included in analyst and industry reports for the Company and certain of its peer • Forecasted information included in analyst and industry reports for the Company and certain of its peer Internal communications to management and the Board of Directors. Internal communications to management and the Board of Directors. companies. companies. • We evaluated management’s ability to accurately project revenue basis points, AUM growth rates, operating • We evaluated management’s ability to accurately project revenue basis points, AUM growth rates, operating margins and tax rates, by comparing actual results to management’s historical forecasts. margins and tax rates, by comparing actual results to management’s historical forecasts. • With the assistance of our fair value specialists, we evaluated the reasonableness of the Company’s valuation • With the assistance of our fair value specialists, we evaluated the reasonableness of the Company’s valuation methodology and assumptions, including the selection of the discount rates by: (1) testing the source information underlying the determination of the discount rate and the mathematical accuracy of the evaluation and methodology and assumptions, including the selection of the discount rates by: (1) testing the source information (2) developing a range of independent estimates and comparing those to the discount rate selected by underlying the determination of the discount rate and the mathematical accuracy of the evaluation and management. (2) developing a range of independent estimates and comparing those to the discount rate selected by management. • We evaluated the impact of changes in management’s forecasts from July 31, 2023, the annual impairment • We evaluated the impact of changes in management’s forecasts from July 31, 2023, the annual impairment assessment date, to December 31, 2023. assessment date, to December 31, 2023. /s/ Deloitte & Touche LLP /s/ Deloitte & Touche LLP New York, New York February 23, 2024 New York, New York February 23, 2024 We have served as the Company’s auditor since 2002. We have served as the Company’s auditor since 2002. BlackRock | 2023 Form 10-K F-4 F-4 BlackRock | 2023 Form 10-K BlackRock, Inc. BlackRock, Inc. Consolidated Statements of Financial Condition Consolidated Statements of Financial Condition (in millions, except shares and per share data) (in millions, except shares and per share data) Assets Assets Cash and cash equivalents(1) Cash and cash equivalents(1) Accounts receivable Accounts receivable Investments(1) Investments(1) Separate account assets Separate account assets Separate account collateral held under securities lending agreements Separate account collateral held under securities lending agreements Property and equipment (net of accumulated depreciation and amortization of $1,439 and $1,390 at Property and equipment (net of accumulated depreciation and amortization of $1,439 and $1,390 at Intangible assets (net of accumulated amortization of $618 and $483 at December 31, 2023 and 2022, Intangible assets (net of accumulated amortization of $618 and $483 at December 31, 2023 and 2022, Goodwill Goodwill Operating lease right-of-use assets Operating lease right-of-use assets Other assets(1) Other assets(1) December 31, 2023 and 2022, respectively) December 31, 2023 and 2022, respectively) respectively) respectively) Total assets Total assets Liabilities Liabilities Accrued compensation and benefits Accrued compensation and benefits Accounts payable and accrued liabilities Accounts payable and accrued liabilities Borrowings Borrowings Separate account liabilities Separate account liabilities Separate account collateral liabilities under securities lending agreements Separate account collateral liabilities under securities lending agreements Deferred income tax liabilities Deferred income tax liabilities Operating lease liabilities Operating lease liabilities Other liabilities(1) Other liabilities(1) Total liabilities Total liabilities Commitments and contingencies (Note 15) Commitments and contingencies (Note 15) Temporary equity Temporary equity Redeemable noncontrolling interests Redeemable noncontrolling interests Permanent equity Permanent equity BlackRock, Inc. stockholders’ equity BlackRock, Inc. stockholders’ equity Common stock, $0.01 par value; Common stock, $0.01 par value; Shares authorized: 500,000,000 at December 31, 2023 and 2022; Shares issued: 172,075,373 at Shares authorized: 500,000,000 at December 31, 2023 and 2022; Shares issued: 172,075,373 at December 31, 2023 and 2022; Shares outstanding: 148,500,074 and 149,756,492 at December 31, 2023 and 2022, respectively December 31, 2023 and 2022; Shares outstanding: 148,500,074 and 149,756,492 at December 31, 2023 and 2022, respectively Additional paid-in capital Additional paid-in capital Retained earnings Retained earnings Accumulated other comprehensive loss Accumulated other comprehensive loss Treasury stock, common, at cost (23,575,299 and 22,318,881 shares held at December 31, 2023 and Treasury stock, common, at cost (23,575,299 and 22,318,881 shares held at December 31, 2023 and 2022, respectively) 2022, respectively) Total BlackRock, Inc. stockholders’ equity Total BlackRock, Inc. stockholders’ equity Nonredeemable noncontrolling interests Nonredeemable noncontrolling interests Total permanent equity Total permanent equity Total liabilities, temporary equity and permanent equity Total liabilities, temporary equity and permanent equity (1) (1) At December 31, 2023, cash and cash equivalents, investments, other assets and other liabilities include $234 million, $5.0 billion, $83 million and $2.2 billion, respectively, related to consolidated variable interest entities (“VIEs”). At December 31, 2022, cash and cash equivalents, investments, other assets and other liabilities include $234 million, $3.9 billion, $68 million At December 31, 2023, cash and cash equivalents, investments, other assets and other liabilities include $234 million, $5.0 billion, $83 million and $2.2 billion, respectively, related to and $1.9 billion, respectively, related to consolidated VIEs. consolidated variable interest entities (“VIEs”). At December 31, 2022, cash and cash equivalents, investments, other assets and other liabilities include $234 million, $3.9 billion, $68 million and $1.9 billion, respectively, related to consolidated VIEs. See accompanying notes to consolidated financial statements. See accompanying notes to consolidated financial statements. December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 $ $ 8,736 8,736 3,916 3,916 9,740 9,740 56,098 56,098 4,558 4,558 1,112 1,112 18,258 18,258 15,524 15,524 1,421 1,421 3,848 3,848 $ 123,211 $ 123,211 $ $ 2,393 2,393 1,240 1,240 7,918 7,918 56,098 56,098 4,558 4,558 3,506 3,506 1,784 1,784 4,474 4,474 81,971 81,971 1,740 1,740 2 2 $ $ 7,416 7,416 3,264 3,264 7,466 7,466 54,066 54,066 5,765 5,765 1,031 1,031 18,302 18,302 15,341 15,341 1,516 1,516 3,461 3,461 $ 117,628 $ 117,628 $ $ 2,272 2,272 1,294 1,294 6,654 6,654 54,066 54,066 5,765 5,765 3,381 3,381 1,835 1,835 3,576 3,576 78,843 78,843 909 909 2 2 19,833 19,833 32,343 32,343 (840) (840) (11,991) (11,991) 39,347 39,347 153 153 39,500 39,500 $ 123,211 $ 123,211 19,772 19,772 29,876 29,876 (1,101) (1,101) (10,805) (10,805) 37,744 37,744 132 132 37,876 37,876 $ 117,628 $ 117,628 F-5 BlackRock | 2023 Form 10-K BlackRock, Inc. BlackRock, Inc. Consolidated Statements of Income Consolidated Statements of Income (in millions, except per share data) (in millions, except per share data) Revenue Revenue Related parties Related parties Other third parties Other third parties Investment advisory, administration fees and securities lending revenue: Investment advisory, administration fees and securities lending revenue: Total investment advisory, administration fees and securities lending revenue Total investment advisory, administration fees and securities lending revenue Investment advisory performance fees Investment advisory performance fees Technology services revenue Technology services revenue Distribution fees Distribution fees Advisory and other revenue Advisory and other revenue Total revenue Total revenue Expense Expense Employee compensation and benefits Employee compensation and benefits Distribution and servicing costs Distribution and servicing costs Direct fund expense Direct fund expense General and administration expense General and administration expense Restructuring charge Restructuring charge Amortization of intangible assets Amortization of intangible assets Total expense Total expense Operating income Operating income Nonoperating income (expense) Nonoperating income (expense) Net gain (loss) on investments Net gain (loss) on investments Interest and dividend income Interest and dividend income Interest expense Interest expense Total nonoperating income (expense) Total nonoperating income (expense) Income before income taxes Income before income taxes Income tax expense Income tax expense Net income Net income Less: Less: Basic Basic Diluted Diluted Basic Basic Diluted Diluted Net income (loss) attributable to noncontrolling interests Net income (loss) attributable to noncontrolling interests Net income attributable to BlackRock, Inc. Net income attributable to BlackRock, Inc. Earnings per share attributable to BlackRock, Inc. common stockholders: Earnings per share attributable to BlackRock, Inc. common stockholders: Weighted-average common shares outstanding: Weighted-average common shares outstanding: See accompanying notes to consolidated financial statements. See accompanying notes to consolidated financial statements. F-6 BlackRock | 2023 Form 10-K BlackRock, Inc. BlackRock, Inc. Consolidated Statements of Comprehensive Income Consolidated Statements of Comprehensive Income (in millions) BlackRock | 2023 Form 10-K F-6 (in millions) Net income Net income Other comprehensive income (loss): Other comprehensive income (loss): Foreign currency translation adjustments(1) Foreign currency translation adjustments(1) Comprehensive income Comprehensive income Less: Comprehensive income (loss) attributable to noncontrolling interests Less: Comprehensive income (loss) attributable to noncontrolling interests Comprehensive income attributable to BlackRock, Inc. Comprehensive income attributable to BlackRock, Inc. (1) See accompanying notes to consolidated financial statements. See accompanying notes to consolidated financial statements. (1) Amount for 2023 includes a loss from a net investment hedge of $20 million (net of tax benefit of $6 million). Amount for 2022 includes a gain from a net investment hedge of $37 million (net of tax expense of $12 million). Amount for 2021 includes a gain from a net investment hedge of $46 million (net of tax expense of $14 million). Amount for 2023 includes a loss from a net investment hedge of $20 million (net of tax benefit of $6 million). Amount for 2022 includes a gain from a net investment hedge of $37 million (net of tax expense of $12 million). Amount for 2021 includes a gain from a net investment hedge of $46 million (net of tax expense of $14 million). 2023 2023 $ 5,676 $ 5,676 261 261 5,937 5,937 174 174 $ 5,763 $ 5,763 2022 2022 $ 4,994 $ 4,994 (551) (551) 4,443 4,443 (184) (184) $ 4,627 $ 4,627 2021 2021 $ 6,205 $ 6,205 (213) (213) 5,992 5,992 304 304 $ 5,688 $ 5,688 BlackRock | 2023 Form 10-K F-5 2023 2023 2022 2022 2021 2021 $ 10,757 $ 10,757 3,642 3,642 14,399 14,399 554 554 1,485 1,485 1,262 1,262 159 159 17,859 17,859 $ 10,848 $ 10,848 3,603 3,603 14,451 14,451 514 514 1,364 1,364 1,381 1,381 163 163 17,873 17,873 $ 11,474 $ 11,474 3,786 3,786 15,260 15,260 1,143 1,143 1,281 1,281 1,521 1,521 169 169 19,374 19,374 5,779 5,779 2,051 2,051 1,331 1,331 2,211 2,211 61 61 151 151 11,584 11,584 6,275 6,275 699 699 473 473 (292) (292) 880 880 7,155 7,155 1,479 1,479 5,676 5,676 5,681 5,681 2,179 2,179 1,226 1,226 2,160 2,160 91 91 151 151 11,488 11,488 6,385 6,385 (35) (35) 152 152 (212) (212) (95) (95) 6,290 6,290 1,296 1,296 4,994 4,994 6,043 6,043 2,200 2,200 1,313 1,313 2,221 2,221 — — 147 147 11,924 11,924 7,450 7,450 841 841 87 87 (205) (205) 723 723 8,173 8,173 1,968 1,968 6,205 6,205 174 174 $ 5,502 $ 5,502 $ 36.85 $ 36.85 $ 36.51 $ 36.51 149.3 149.3 150.7 150.7 (184) (184) $ 5,178 $ 5,178 $ 34.31 $ 34.31 $ 33.97 $ 33.97 150.9 150.9 152.4 152.4 304 304 $ 5,901 $ 5,901 $ 38.76 $ 38.76 $ 38.22 $ 38.22 152.2 152.2 154.4 154.4 F-7 BlackRock | 2023 Form 10-K BlackRock, Inc. BlackRock, Inc. Consolidated Statements of Changes in Equity Consolidated Statements of Changes in Equity BlackRock | 2023 Form 10-K F-7 (in millions) (in millions) December 31, 2020 December 31, 2020 Net income Net income Dividends declared ($16.52 per share) Dividends declared ($16.52 per share) Stock-based compensation Stock-based compensation Issuance of common shares related to Issuance of common shares related to Employee tax withholdings related to Employee tax withholdings related to Shares repurchased Shares repurchased Subscriptions (redemptions/ Subscriptions (redemptions/ employee stock transactions employee stock transactions employee stock transactions employee stock transactions distributions) — noncontrolling interest holders distributions) — noncontrolling interest holders Net consolidations (deconsolidations) of sponsored investment funds Net consolidations (deconsolidations) of sponsored investment funds Other comprehensive income (loss) Other comprehensive income (loss) December 31, 2021 December 31, 2021 Net income Net income Dividends declared ($19.52 per share) Dividends declared ($19.52 per share) Stock-based compensation Stock-based compensation Issuance of common shares related to Issuance of common shares related to Employee tax withholdings related to Employee tax withholdings related to Shares repurchased Shares repurchased Subscriptions (redemptions/ Subscriptions (redemptions/ employee stock transactions employee stock transactions employee stock transactions employee stock transactions distributions) — noncontrolling interest holders distributions) — noncontrolling interest holders Net consolidations (deconsolidations) of sponsored investment funds Net consolidations (deconsolidations) of sponsored investment funds Other comprehensive income (loss) Other comprehensive income (loss) December 31, 2022 December 31, 2022 Net income Net income Dividends declared ($20.00 per share) Dividends declared ($20.00 per share) Stock-based compensation Stock-based compensation Issuance of common shares related to Issuance of common shares related to Employee tax withholdings related to Employee tax withholdings related to Shares repurchased Shares repurchased Subscriptions (redemptions/ Subscriptions (redemptions/ employee stock transactions employee stock transactions employee stock transactions employee stock transactions distributions) — noncontrolling interest holders distributions) — noncontrolling interest holders Net consolidations (deconsolidations) of sponsored investment funds Net consolidations (deconsolidations) of sponsored investment funds Other comprehensive income (loss) Other comprehensive income (loss) December 31, 2023 December 31, 2023 (1) Additional Retained Paid-in Additional Capital(1) Earnings Retained Paid-in Capital(1) Earnings $ 19,295 $ 24,334 $ 19,295 $ 24,334 5,901 5,901 (2,547) (2,547) — — — — — — — — — — — — 734 734 (387) (387) — — — — Accumulated Other Accumulated Comprehensive Other Income (Loss) Comprehensive Income (Loss) $ (337) $ (337) — — — — — — — — — — — — Treasury Stock Treasury Common Stock Common Total BlackRock Total Stockholders’ BlackRock Equity Stockholders’ Equity $ (8,009) $ 35,283 $ (8,009) $ 35,283 5,901 5,901 (2,547) (2,547) 734 734 20 20 (285) (285) (1,200) (1,200) — — — — — — 407 407 (285) (285) (1,200) (1,200) — — — — — — — — — — — — $ 19,642 $ 27,688 $ 19,642 $ 27,688 5,178 5,178 (2,990) (2,990) — — — — — — — — — — — — 708 708 (576) (576) — — — — — — — — — — — — — — — — $ 19,774 $ 29,876 $ 19,774 $ 29,876 5,502 5,502 (3,035) (3,035) — — — — — — — — — — — — 630 630 (569) (569) — — — — — — — — (213) (213) $ (550) $ (550) — — — — — — — — — — — — — — — — (551) (551) $ (1,101) $ (1,101) — — — — — — — — — — — — — — — — — — — — — — — — $ 19,835 $ 32,343 $ 19,835 $ 32,343 — — — — 261 261 $ (840) $ (840) — — — — — — — — — — (213) (213) $ (9,087) $ 37,693 $ (9,087) $ 37,693 5,178 5,178 (2,990) (2,990) 708 708 38 38 (457) (457) (1,875) (1,875) — — — — — — 614 614 (457) (457) (1,875) (1,875) — — — — — — — — — — (551) (551) $ (10,805) $ 37,744 $ (10,805) $ 37,744 5,502 5,502 (3,035) (3,035) 630 630 129 129 (375) (375) (1,509) (1,509) — — — — — — 698 698 (375) (375) (1,509) (1,509) — — — — — — — — — — 261 261 $ (11,991) $ 39,347 $ (11,991) $ 39,347 Redeemable Noncontrolling Redeemable Interests / Noncontrolling Temporary Interests / Equity Temporary Equity $ 2,322 $ 2,322 306 306 — — — — — — — — — — 1,408 1,408 (2,949) (2,949) — — $ 1,087 $ 1,087 (190) (190) — — — — — — — — — — 614 614 (602) (602) — — $ 909 $ 909 158 158 — — — — — — — — — — 1,643 1,643 (970) (970) — — $ 1,740 $ 1,740 Total Permanent Total Equity Permanent Equity $ 35,334 $ 35,334 5,899 5,899 (2,547) (2,547) 734 734 20 20 (285) (285) (1,200) (1,200) 67 67 (3) (3) (213) (213) $ 37,806 $ 37,806 5,184 5,184 (2,990) (2,990) 708 708 38 38 (457) (457) (1,875) (1,875) 4 4 9 9 (551) (551) $ 37,876 $ 37,876 5,518 5,518 (3,035) (3,035) 630 630 129 129 (375) (375) (1,509) (1,509) (16) (16) 21 21 261 261 $ 39,500 $ 39,500 Nonredeemable Noncontrolling Nonredeemable Interests Noncontrolling Interests $ 51 $ 51 (2) (2) — — — — — — — — — — 67 67 (3) (3) — — $ 113 $ 113 6 6 — — — — — — — — — — 4 4 9 9 — — $ 132 $ 132 16 16 — — — — — — — — — — (16) (16) 21 21 — — $ 153 $ 153 Amounts include $2 million of common stock at December 31, 2023, 2022, 2021 and 2020. (1) Amounts include $2 million of common stock at December 31, 2023, 2022, 2021 and 2020. See accompanying notes to consolidated financial statements. See accompanying notes to consolidated financial statements. BlackRock | 2023 Form 10-K F-8 F-8 BlackRock | 2023 Form 10-K BlackRock, Inc. BlackRock, Inc. Consolidated Statements of Cash Flows Consolidated Statements of Cash Flows (in millions) (in millions) Operating activities Operating activities Net income Net income Adjustments to reconcile net income to net cash provided by/(used in) operating activities: Adjustments to reconcile net income to net cash provided by/(used in) operating activities: Depreciation and amortization Depreciation and amortization Noncash lease expense Noncash lease expense Stock-based compensation Stock-based compensation Deferred income tax expense (benefit) Deferred income tax expense (benefit) Contingent consideration fair value adjustments Contingent consideration fair value adjustments Other investment gains Other investment gains Net (gains) losses within CIPs Net (gains) losses within CIPs Net (purchases) proceeds within CIPs Net (purchases) proceeds within CIPs (Earnings) losses from equity method investees (Earnings) losses from equity method investees Distributions of earnings from equity method investees Distributions of earnings from equity method investees Changes in operating assets and liabilities: Changes in operating assets and liabilities: Accounts receivable Accounts receivable Investments, trading Investments, trading Other assets Other assets Accrued compensation and benefits Accrued compensation and benefits Accounts payable and accrued liabilities Accounts payable and accrued liabilities Other liabilities Other liabilities Net cash provided by/(used in) operating activities Net cash provided by/(used in) operating activities Investing activities Investing activities Purchases of investments Purchases of investments Proceeds from sales and maturities of investments Proceeds from sales and maturities of investments Distributions of capital from equity method investees Distributions of capital from equity method investees Net consolidations (deconsolidations) of sponsored investment funds Net consolidations (deconsolidations) of sponsored investment funds Acquisitions, net of cash acquired Acquisitions, net of cash acquired Purchases of property and equipment Purchases of property and equipment Net cash provided by/(used in) investing activities Net cash provided by/(used in) investing activities Financing activities Financing activities Repayments of long-term borrowings Repayments of long-term borrowings Proceeds from long-term borrowings Proceeds from long-term borrowings Cash dividends paid Cash dividends paid Proceeds from stock options exercised Proceeds from stock options exercised Repurchases of common stock Repurchases of common stock Net proceeds from (repayments of) borrowings by CIPs Net proceeds from (repayments of) borrowings by CIPs Net (redemptions/distributions paid)/subscriptions received from noncontrolling interest Net (redemptions/distributions paid)/subscriptions received from noncontrolling interest Other financing activities Other financing activities holders holders Net cash provided by/(used in) financing activities Net cash provided by/(used in) financing activities Effect of exchange rate changes on cash, cash equivalents and restricted cash Effect of exchange rate changes on cash, cash equivalents and restricted cash Net increase/(decrease) in cash, cash equivalents and restricted cash Net increase/(decrease) in cash, cash equivalents and restricted cash Cash, cash equivalents and restricted cash, beginning of year Cash, cash equivalents and restricted cash, beginning of year Cash, cash equivalents and restricted cash, end of year Cash, cash equivalents and restricted cash, end of year Supplemental disclosure of cash flow information: Supplemental disclosure of cash flow information: Cash paid for: Cash paid for: Interest Interest Income taxes (net of refunds) Income taxes (net of refunds) Supplemental schedule of noncash investing and financing transactions: Supplemental schedule of noncash investing and financing transactions: Issuance of common stock Issuance of common stock Increase/(decrease) in noncontrolling interests due to net consolidation (deconsolidation) of Increase/(decrease) in noncontrolling interests due to net consolidation (deconsolidation) of sponsored investment funds sponsored investment funds See accompanying notes to consolidated financial statements. See accompanying notes to consolidated financial statements. 2023 2023 2022 2022 2021 2021 $ 5,676 $ 5,676 $ 4,994 $ 4,994 $ 6,205 $ 6,205 427 427 140 140 630 630 124 124 3 3 — — (380) (380) (1,780) (1,780) (378) (378) 49 49 (586) (586) 72 72 (326) (326) 145 145 (26) (26) 375 375 4,165 4,165 (846) (846) 400 400 46 46 (26) (26) (189) (189) (344) (344) (959) (959) — — 1,238 1,238 (3,035) (3,035) 95 95 (1,884) (1,884) (59) (59) 1,627 1,627 26 26 (1,992) (1,992) 106 106 1,320 1,320 7,433 7,433 $ 8,753 $ 8,753 $ 200 $ 200 $ 1,392 $ 1,392 $ 569 $ 569 $ (949) $ (949) 418 418 165 165 708 708 602 602 3 3 (268) (268) 400 400 (1,190) (1,190) (29) (29) 50 50 416 416 196 196 (166) (166) (711) (711) (151) (151) (481) (481) 4,956 4,956 (824) (824) 242 242 70 70 (85) (85) — — (533) (533) (1,130) (1,130) (750) (750) — — (2,990) (2,990) 11 11 (2,332) (2,332) (26) (26) 618 618 27 27 (5,442) (5,442) (291) (291) (1,907) (1,907) 9,340 9,340 $ 7,433 $ 7,433 $ 177 $ 177 $ 1,067 $ 1,067 $ 576 $ 576 $ (593) $ (593) 415 415 144 144 734 734 (865) (865) 34 34 (165) (165) (302) (302) (1,683) (1,683) (315) (315) 84 84 (322) (322) 323 323 (172) (172) 412 412 342 342 75 75 4,944 4,944 (910) (910) 429 429 95 95 (104) (104) (1,106) (1,106) (341) (341) (1,937) (1,937) (750) (750) 991 991 (2,547) (2,547) — — (1,485) (1,485) 32 32 1,475 1,475 (3) (3) (2,287) (2,287) (61) (61) 659 659 8,681 8,681 $ 9,340 $ 9,340 189 $ $ 189 $ 2,720 $ 2,720 387 $ $ 387 $ (2,952) $ (2,952) F-9 BlackRock | 2023 Form 10-K BlackRock, Inc. BlackRock, Inc. Notes to the Consolidated Notes to the Consolidated Financial Statements Financial Statements 1. Business Overview 1. Business Overview BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the BlackRock, Inc. (together, with its subsidiaries, unless the “Company”) is a leading publicly traded investment context otherwise indicates, “BlackRock” or the management firm providing a broad range of investment “Company”) is a leading publicly traded investment management and technology services to institutional and management firm providing a broad range of investment retail clients worldwide. management and technology services to institutional and retail clients worldwide. BlackRock’s diverse platform of alpha-seeking active, index and cash management investment strategies across BlackRock’s diverse platform of alpha-seeking active, asset classes enables the Company to offer choice and index and cash management investment strategies across tailor investment and asset allocation solutions for clients. asset classes enables the Company to offer choice and Product offerings include single- and multi-asset tailor investment and asset allocation solutions for clients. portfolios investing in equities, fixed income, alternatives Product offerings include single- and multi-asset and money market instruments. Products are offered portfolios investing in equities, fixed income, alternatives directly and through intermediaries in a variety of vehicles, and money market instruments. Products are offered including open-end and closed-end mutual funds, directly and through intermediaries in a variety of vehicles, iShares® and BlackRock exchange-traded funds (“ETFs”), including open-end and closed-end mutual funds, iShares® and BlackRock exchange-traded funds (“ETFs”), separate accounts, collective trust funds and other pooled investment vehicles. BlackRock also offers technology separate accounts, collective trust funds and other pooled services, including the investment and risk management investment vehicles. BlackRock also offers technology technology platform, Aladdin®, Aladdin Wealth, eFront and services, including the investment and risk management technology platform, Aladdin®, Aladdin Wealth, eFront and Cachematrix, as well as advisory services and solutions to a broad base of institutional and wealth management Cachematrix, as well as advisory services and solutions to clients. a broad base of institutional and wealth management clients. 2. Significant Accounting Policies 2. Significant Accounting Policies Basis of Presentation Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles These consolidated financial statements have been generally accepted in the United States (“GAAP”) and prepared in accordance with accounting principles include the accounts of the Company and its controlled generally accepted in the United States (“GAAP”) and subsidiaries. Noncontrolling interests (“NCI”) on the include the accounts of the Company and its controlled consolidated statements of financial condition represent subsidiaries. Noncontrolling interests (“NCI”) on the the portion of consolidated sponsored investment consolidated statements of financial condition represent products (“CIPs”) and a consolidated affiliate (collectively, the portion of consolidated sponsored investment “consolidated entities”) in which the Company does not products (“CIPs”) and a consolidated affiliate (collectively, have direct equity ownership. Intercompany balances and “consolidated entities”) in which the Company does not transactions have been eliminated upon consolidation. have direct equity ownership. Intercompany balances and transactions have been eliminated upon consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and The preparation of financial statements in conformity with assumptions that affect the reported amounts of assets GAAP requires management to make estimates and and liabilities and disclosure of contingent assets and assumptions that affect the reported amounts of assets liabilities at the date of the financial statements and the and liabilities and disclosure of contingent assets and reported amounts of revenue and expense during the liabilities at the date of the financial statements and the reporting periods. Actual results could differ from those reported amounts of revenue and expense during the estimates. reporting periods. Actual results could differ from those estimates. Certain prior period presentations and disclosures, while not required to be recast, may be reclassified to ensure Certain prior period presentations and disclosures, while comparability with current period classifications. not required to be recast, may be reclassified to ensure comparability with current period classifications. Accounting Developments Accounting Developments Segment Reporting. In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Segment Reporting. In November 2023, the Financial Standards Update (“ASU”) 2023-07, Improvements to Accounting Standards Board (“FASB”) issued Accounting Reportable Segment Disclosures (“ASU 2023-07”), which Standards Update (“ASU”) 2023-07, Improvements to requires incremental disclosures about reportable Reportable Segment Disclosures (“ASU 2023-07”), which segments but does not change the definition of a segment requires incremental disclosures about reportable or the guidance for determining reportable segments. The segments but does not change the definition of a segment or the guidance for determining reportable segments. The BlackRock | 2023 Form 10-K F-9 new guidance requires disclosure of significant segment expenses that are (1) regularly provided to (or easily new guidance requires disclosure of significant segment computed from information regularly provided to) the expenses that are (1) regularly provided to (or easily chief operating decision maker (“CODM”) and (2) included computed from information regularly provided to) the in the reported measure of segment profit or loss. The new chief operating decision maker (“CODM”) and (2) included standard also requires companies to disclose the title and in the reported measure of segment profit or loss. The new position of the individual (or the name of the committee) standard also requires companies to disclose the title and identified as the CODM, allows companies to disclose position of the individual (or the name of the committee) multiple measures of segment profit or loss if those identified as the CODM, allows companies to disclose measures are used to assess performance and allocate multiple measures of segment profit or loss if those resources, and is applicable to companies with a single measures are used to assess performance and allocate reportable segment. The requirements are effective for resources, and is applicable to companies with a single annual reporting periods beginning on January 1, 2024, reportable segment. The requirements are effective for and are required to be applied retrospectively. Early annual reporting periods beginning on January 1, 2024, adoption is permitted. The Company does not expect the and are required to be applied retrospectively. Early additional disclosure requirements under ASU 2023-07 to adoption is permitted. The Company does not expect the have a material impact on the consolidated financial additional disclosure requirements under ASU 2023-07 to statements. have a material impact on the consolidated financial statements. Income Tax Disclosure Requirements. In December 2023, the FASB issued ASU 2023-09, Improvements to Income Income Tax Disclosure Requirements. In December 2023, Tax Disclosures (“ASU 2023-09”), which enhances interim the FASB issued ASU 2023-09, Improvements to Income and annual income tax disclosures. The two primary Tax Disclosures (“ASU 2023-09”), which enhances interim enhancements disaggregate existing income tax and annual income tax disclosures. The two primary disclosures related to the effective tax rate reconciliation enhancements disaggregate existing income tax and income taxes paid. The additional disclosure disclosures related to the effective tax rate reconciliation requirements under ASU 2023-09 are required to be and income taxes paid. The additional disclosure applied prospectively and are effective for the Company on requirements under ASU 2023-09 are required to be January 1, 2025. The Company does not expect the applied prospectively and are effective for the Company on additional disclosure requirements under ASU 2023-09 to January 1, 2025. The Company does not expect the have a material impact on the consolidated financial additional disclosure requirements under ASU 2023-09 to statements. have a material impact on the consolidated financial statements. Cash and Cash Equivalents. Cash and cash equivalents primarily consists of cash, money market funds and short- Cash and Cash Equivalents. Cash and cash equivalents term, highly liquid investments with original maturities of primarily consists of cash, money market funds and short- three months or less. Cash and cash equivalent balances term, highly liquid investments with original maturities of that are legally restricted from use by the Company are three months or less. Cash and cash equivalent balances recorded in other assets on the consolidated statements that are legally restricted from use by the Company are of financial condition. Cash balances maintained by recorded in other assets on the consolidated statements consolidated VIEs and voting rights entities (“VREs”) are of financial condition. Cash balances maintained by not considered legally restricted and are included in cash consolidated VIEs and voting rights entities (“VREs”) are and cash equivalents on the consolidated statements of not considered legally restricted and are included in cash financial condition. and cash equivalents on the consolidated statements of financial condition. Investments Investments Investments in Debt Securities. The Company classifies debt investments as held-to-maturity or trading based on Investments in Debt Securities. The Company classifies the Company’s intent and ability to hold the debt security debt investments as held-to-maturity or trading based on to maturity or its intent to sell the security. the Company’s intent and ability to hold the debt security to maturity or its intent to sell the security. Held-to-maturity securities are purchased with the positive intent and ability to be held to maturity and are Held-to-maturity securities are purchased with the recorded at amortized cost on the consolidated positive intent and ability to be held to maturity and are statements of financial condition. recorded at amortized cost on the consolidated statements of financial condition. Trading securities are those investments that are purchased principally for the purpose of selling them in Trading securities are those investments that are the near term. Trading securities are carried at fair value purchased principally for the purpose of selling them in on the consolidated statements of financial condition with the near term. Trading securities are carried at fair value changes in the fair value recorded through net income on the consolidated statements of financial condition with (“FVTNI”) within nonoperating income (expense). Trading changes in the fair value recorded through net income securities include certain investments in collateralized (“FVTNI”) within nonoperating income (expense). Trading loan obligations (“CLOs”) for which the fair value option is securities include certain investments in collateralized elected in order to reduce operational complexity of loan obligations (“CLOs”) for which the fair value option is bifurcating embedded derivatives. elected in order to reduce operational complexity of bifurcating embedded derivatives. F-10 BlackRock | 2023 Form 10-K Investments in Equity Securities. Equity securities are generally carried at fair value on the consolidated Investments in Equity Securities. Equity securities are statements of financial condition with changes in the generally carried at fair value on the consolidated FVTNI within nonoperating income (expense). For statements of financial condition with changes in the nonmarketable equity securities, the Company generally FVTNI within nonoperating income (expense). For elects to apply the practicality exception to fair value nonmarketable equity securities, the Company generally measurement, under which such securities will be elects to apply the practicality exception to fair value measured at cost, less impairment, plus or minus measurement, under which such securities will be observable price changes for identical or similar securities measured at cost, less impairment, plus or minus of the same issuer with such changes recorded through observable price changes for identical or similar securities net income within nonoperating income (expense). of the same issuer with such changes recorded through Dividends received are recorded as dividend income net income within nonoperating income (expense). within nonoperating income (expense). Dividends received are recorded as dividend income within nonoperating income (expense). Equity Method. The Company applies the equity method of accounting for equity investments where the Company Equity Method. The Company applies the equity method of does not consolidate the investee, but can exert accounting for equity investments where the Company significant influence over the financial and operating does not consolidate the investee, but can exert policies of the investee. The evaluation of whether the significant influence over the financial and operating Company exerts control or significant influence over the policies of the investee. The evaluation of whether the financial and operational policies of its investees is based Company exerts control or significant influence over the on the facts and circumstances surrounding each financial and operational policies of its investees is based individual investment. Factors considered in these on the facts and circumstances surrounding each evaluations may include the type of investment, the legal individual investment. Factors considered in these structure of the investee, the terms of BlackRock’s evaluations may include the type of investment, the legal contractual agreements, including investor voting or other structure of the investee, the terms of BlackRock’s rights, any influence BlackRock may have on the contractual agreements, including investor voting or other governing board of the investee, the legal rights of other rights, any influence BlackRock may have on the investors in the entity pursuant to the entity’s operating governing board of the investee, the legal rights of other documents and the relationship between BlackRock and investors in the entity pursuant to the entity’s operating other investors in the entity. The Company’s share of the documents and the relationship between BlackRock and investee’s underlying net income or loss is recorded as net other investors in the entity. The Company’s share of the gain (loss) on investments within nonoperating income investee’s underlying net income or loss is recorded as net (expense) and as other revenue for certain strategic gain (loss) on investments within nonoperating income minority investments since such investees are considered (expense) and as other revenue for certain strategic to be an extension of the Company’s core business. The minority investments since such investees are considered Company’s share of net income of the investee is recorded to be an extension of the Company’s core business. The based upon the most current information available at the Company’s share of net income of the investee is recorded time, which may precede the date of the consolidated based upon the most current information available at the statement of financial condition. Distributions received time, which may precede the date of the consolidated reduce the Company’s carrying value of the investment statement of financial condition. Distributions received and the cost basis if deemed to be a return of capital. The reduce the Company’s carrying value of the investment Company classifies distributions in the consolidated and the cost basis if deemed to be a return of capital. The statements of cash flows as either distributions of Company classifies distributions in the consolidated earnings (operating) or distributions of capital (investing) statements of cash flows as either distributions of based on the nature of the distribution. earnings (operating) or distributions of capital (investing) based on the nature of the distribution. Impairments of Investments. Management periodically assesses equity method, nonmarketable investments, and Impairments of Investments. Management periodically held-to-maturity investments for impairment. If assesses equity method, nonmarketable investments, and impairment exists, an impairment charge would be held-to-maturity investments for impairment. If recorded for the excess of the carrying amount of the impairment exists, an impairment charge would be investment over its estimated fair value in the recorded for the excess of the carrying amount of the consolidated statements of income. investment over its estimated fair value in the consolidated statements of income. For equity method investments and nonmarketable investments, impairment evaluation considers qualitative For equity method investments and nonmarketable factors, including the financial conditions and specific investments, impairment evaluation considers qualitative events related to an investee, that may indicate the fair factors, including the financial conditions and specific value of the investment is less than its carrying value. For events related to an investee, that may indicate the fair held-to-maturity investments, impairment is evaluated value of the investment is less than its carrying value. For using market values, where available, or the expected held-to-maturity investments, impairment is evaluated future cash flows of the investment. using market values, where available, or the expected future cash flows of the investment. For the Company’s investments in CLOs, the Company reviews cash flow estimates over the life of each CLO For the Company’s investments in CLOs, the Company investment. On a quarterly basis, if the present value of reviews cash flow estimates over the life of each CLO the estimated future cash flows is lower than the carrying investment. On a quarterly basis, if the present value of the estimated future cash flows is lower than the carrying BlackRock | 2023 Form 10-K F-10 value of the investment and there is an adverse change in estimated cash flows, an impairment is considered to be value of the investment and there is an adverse change in other-than-temporary. estimated cash flows, an impairment is considered to be other-than-temporary. Consolidation. The Company performs an analysis for investment products to determine if the product is a VIE or Consolidation. The Company performs an analysis for a VRE. Factors considered in this analysis include the investment products to determine if the product is a VIE or entity’s legal organization, the entity’s capital structure, a VRE. Factors considered in this analysis include the the rights of equity investment holders and the Company’s entity’s legal organization, the entity’s capital structure, contractual involvement with, and economic interest in, the rights of equity investment holders and the Company’s the entity and any related party or de facto agent contractual involvement with, and economic interest in, implications of the Company’s involvement with the entity. the entity and any related party or de facto agent Entities that are determined to be VIEs are consolidated if implications of the Company’s involvement with the entity. the Company is the primary beneficiary (“PB”) of the Entities that are determined to be VIEs are consolidated if entity. VREs are typically consolidated if the Company the Company is the primary beneficiary (“PB”) of the holds the majority voting interest. Upon the occurrence of entity. VREs are typically consolidated if the Company certain events (such as contributions and redemptions, holds the majority voting interest. Upon the occurrence of either by the Company, or third parties, or amendments to certain events (such as contributions and redemptions, an entity’s governing documents), management reviews either by the Company, or third parties, or amendments to and reconsiders its previous conclusion regarding the an entity’s governing documents), management reviews status of an entity as a VIE or a VRE. and reconsiders its previous conclusion regarding the status of an entity as a VIE or a VRE. Consolidation of Variable Interest Entities. Certain investment products for which a controlling financial Consolidation of Variable Interest Entities. Certain interest is achieved through arrangements that do not investment products for which a controlling financial involve or are not directly linked to voting interests are interest is achieved through arrangements that do not deemed consolidated VIEs. BlackRock reviews factors, involve or are not directly linked to voting interests are including whether or not (1) the entity has equity at risk deemed consolidated VIEs. BlackRock reviews factors, that is sufficient to permit the entity to finance its including whether or not (1) the entity has equity at risk activities without additional subordinated support from that is sufficient to permit the entity to finance its other parties and (2) the equity holders at risk have the activities without additional subordinated support from obligation to absorb losses, the right to receive residual other parties and (2) the equity holders at risk have the returns, and the right to direct the activities of the entity obligation to absorb losses, the right to receive residual that most significantly impact the entity’s economic returns, and the right to direct the activities of the entity performance, to determine if the investment product is a that most significantly impact the entity’s economic VIE. performance, to determine if the investment product is a VIE. The PB of a VIE is defined as the variable interest holder that has a controlling financial interest in the VIE. A The PB of a VIE is defined as the variable interest holder controlling financial interest is defined as (1) the power to that has a controlling financial interest in the VIE. A direct the activities of the VIE that most significantly controlling financial interest is defined as (1) the power to impact its economic performance and (2) the obligation to direct the activities of the VIE that most significantly absorb losses of the entity or the right to receive benefits impact its economic performance and (2) the obligation to from the entity that potentially could be significant to the absorb losses of the entity or the right to receive benefits VIE. The Company generally consolidates VIEs in which it from the entity that potentially could be significant to the holds an economic interest of 10% or greater and VIE. The Company generally consolidates VIEs in which it deconsolidates such VIEs once economic interest falls holds an economic interest of 10% or greater and below 10%. deconsolidates such VIEs once economic interest falls below 10%. Management continually reconsiders whether the Company is deemed to be a VIE’s PB. Management continually reconsiders whether the Company is deemed to be a VIE’s PB. Consolidation of Voting Rights Entities. BlackRock is required to consolidate an investee to the extent that Consolidation of Voting Rights Entities. BlackRock is BlackRock can exert absolute control over the financial required to consolidate an investee to the extent that and operating policies of the investee, which generally BlackRock can exert absolute control over the financial exists if there is a greater than 50% voting equity interest. and operating policies of the investee, which generally exists if there is a greater than 50% voting equity interest. Retention of Specialized Investment Company Accounting Principles. Upon consolidation of sponsored investment Retention of Specialized Investment Company Accounting products, the Company retains the specialized investment Principles. Upon consolidation of sponsored investment company accounting principles of the underlying funds. products, the Company retains the specialized investment All of the underlying investments held by such CIPs are company accounting principles of the underlying funds. carried at fair value with corresponding changes in the All of the underlying investments held by such CIPs are investments’ fair values reflected in net income within carried at fair value with corresponding changes in the nonoperating income (expense). When the Company no investments’ fair values reflected in net income within longer controls these funds due to reduced ownership nonoperating income (expense). When the Company no percentage or other reasons, the funds are deconsolidated longer controls these funds due to reduced ownership percentage or other reasons, the funds are deconsolidated F-11 BlackRock | 2023 Form 10-K and accounted for as an equity method investment or equity securities FVTNI. and accounted for as an equity method investment or equity securities FVTNI. Separate Account Assets and Liabilities. Separate account assets are maintained by BlackRock Life Limited, Separate Account Assets and Liabilities. Separate a wholly owned subsidiary of the Company, which is a account assets are maintained by BlackRock Life Limited, registered life insurance company in the United Kingdom a wholly owned subsidiary of the Company, which is a (“UK”), and represent segregated assets held for purposes registered life insurance company in the United Kingdom of funding individual and group pension contracts. The life (“UK”), and represent segregated assets held for purposes insurance company does not underwrite any insurance of funding individual and group pension contracts. The life contracts that involve any insurance risk transfer from the insurance company does not underwrite any insurance insured to the life insurance company. The separate contracts that involve any insurance risk transfer from the account assets primarily include equity securities, debt insured to the life insurance company. The separate securities, money market funds and derivatives. The account assets primarily include equity securities, debt separate account assets are not subject to general claims securities, money market funds and derivatives. The of the creditors of BlackRock. These separate account separate account assets are not subject to general claims assets and the related equal and offsetting liabilities are of the creditors of BlackRock. These separate account recorded as separate account assets and separate assets and the related equal and offsetting liabilities are account liabilities on the consolidated statements of recorded as separate account assets and separate financial condition. account liabilities on the consolidated statements of financial condition. The net investment income attributable to separate account assets supporting individual and group pension The net investment income attributable to separate contracts accrues directly to the contract owner and is not account assets supporting individual and group pension reported on the consolidated statements of income. While contracts accrues directly to the contract owner and is not BlackRock has no economic interest in these separate reported on the consolidated statements of income. While account assets and liabilities, BlackRock earns policy BlackRock has no economic interest in these separate administration and management fees associated with account assets and liabilities, BlackRock earns policy these products, which are included in investment advisory, administration and management fees associated with administration fees and securities lending revenue on the these products, which are included in investment advisory, consolidated statements of income. administration fees and securities lending revenue on the consolidated statements of income. Separate Account Collateral Assets Held and Liabilities Under Securities Lending Agreements. The Company Separate Account Collateral Assets Held and Liabilities facilitates securities lending arrangements whereby Under Securities Lending Agreements. The Company securities held by separate accounts maintained by facilitates securities lending arrangements whereby BlackRock Life Limited are lent to third parties under securities held by separate accounts maintained by global master securities lending agreements. In exchange, BlackRock Life Limited are lent to third parties under the Company receives collateral by obtaining either global master securities lending agreements. In exchange, (1) legal title or (2) first ranking priority security interest. the Company receives collateral by obtaining either The minimum collateral values generally range from (1) legal title or (2) first ranking priority security interest. approximately 102% to 112% of the value of the The minimum collateral values generally range from securities lent in order to reduce counterparty risk. The approximately 102% to 112% of the value of the required collateral value is calculated on a daily basis. The securities lent in order to reduce counterparty risk. The global master securities lending agreements provide the required collateral value is calculated on a daily basis. The Company the right to request additional collateral or, in global master securities lending agreements provide the the event of borrower default, the right to liquidate Company the right to request additional collateral or, in collateral. The securities lending transactions entered into the event of borrower default, the right to liquidate by the Company are accompanied by an agreement that collateral. The securities lending transactions entered into entitles the Company to request the borrower to return the by the Company are accompanied by an agreement that securities at any time; therefore, these transactions are entitles the Company to request the borrower to return the not reported as sales. securities at any time; therefore, these transactions are not reported as sales. In situations where the Company receives the legal title to collateral under these securities lending arrangements, In situations where the Company receives the legal title to the Company records an asset on the consolidated collateral under these securities lending arrangements, statements of financial condition and an equal collateral the Company records an asset on the consolidated liability for the obligation to return the collateral. statements of financial condition and an equal collateral Additionally, in situations where the Company obtains a liability for the obligation to return the collateral. first ranking priority security interest in the collateral, the Additionally, in situations where the Company obtains a Company does not have the ability to pledge or resell the first ranking priority security interest in the collateral, the collateral and therefore does not record the collateral on Company does not have the ability to pledge or resell the the consolidated statements of financial condition. At collateral and therefore does not record the collateral on December 31, 2023 and 2022, the fair value of loaned the consolidated statements of financial condition. At securities held by separate accounts was approximately December 31, 2023 and 2022, the fair value of loaned $9.3 billion and $10.2 billion, respectively, and the fair securities held by separate accounts was approximately value of the collateral under these securities lending $9.3 billion and $10.2 billion, respectively, and the fair agreements was approximately $10.1 billion and value of the collateral under these securities lending agreements was approximately $10.1 billion and F-11 BlackRock | 2023 Form 10-K $11.0 billion, respectively, of which approximately $4.6 billion as of 2023 and $5.8 billion as of 2022 was $11.0 billion, respectively, of which approximately recognized on the consolidated statements of financial $4.6 billion as of 2023 and $5.8 billion as of 2022 was condition. During 2023 and 2022, the Company had not recognized on the consolidated statements of financial resold or repledged any of the collateral received under condition. During 2023 and 2022, the Company had not these arrangements. The securities lending revenue resold or repledged any of the collateral received under earned from lending securities held by the separate these arrangements. The securities lending revenue accounts is included in investment advisory, earned from lending securities held by the separate administration fees and securities lending revenue on the accounts is included in investment advisory, consolidated statements of income. administration fees and securities lending revenue on the consolidated statements of income. Property and Equipment. Property and equipment are recorded at cost less accumulated depreciation. Property and Equipment. Property and equipment are Depreciation is generally determined by cost less any recorded at cost less accumulated depreciation. estimated residual value using the straight-line method Depreciation is generally determined by cost less any over the estimated useful lives of the various classes of estimated residual value using the straight-line method property and equipment. Leasehold improvements are over the estimated useful lives of the various classes of amortized using the straight-line method over the shorter property and equipment. Leasehold improvements are of the estimated useful life or the remaining lease term. amortized using the straight-line method over the shorter of the estimated useful life or the remaining lease term. The Company capitalizes certain costs incurred in connection with developing or obtaining software within The Company capitalizes certain costs incurred in property and equipment. Capitalized software costs are connection with developing or obtaining software within amortized, beginning when the software product is ready property and equipment. Capitalized software costs are for its intended use, over the estimated useful life of the amortized, beginning when the software product is ready software of approximately three years. for its intended use, over the estimated useful life of the software of approximately three years. Goodwill and Intangible Assets. Goodwill represents the cost of a business acquisition in excess of the fair value of Goodwill and Intangible Assets. Goodwill represents the the net assets acquired. The Company has determined cost of a business acquisition in excess of the fair value of that it has one reporting unit for goodwill impairment the net assets acquired. The Company has determined testing purposes, the consolidated BlackRock single that it has one reporting unit for goodwill impairment operating segment, which is consistent with internal testing purposes, the consolidated BlackRock single management reporting and management’s oversight of operating segment, which is consistent with internal operations. The Company performs an impairment management reporting and management’s oversight of assessment of its goodwill at least annually, as of July operations. The Company performs an impairment 31st. In its assessment of goodwill for impairment, the assessment of its goodwill at least annually, as of July Company considers such factors as the book value and 31st. In its assessment of goodwill for impairment, the market capitalization of the Company. Company considers such factors as the book value and market capitalization of the Company. Intangible assets are comprised of indefinite-lived intangible assets and finite-lived intangible assets Intangible assets are comprised of indefinite-lived acquired in a business acquisition. The value of contracts intangible assets and finite-lived intangible assets to manage assets in proprietary open-end funds and acquired in a business acquisition. The value of contracts collective trust funds and certain other commingled to manage assets in proprietary open-end funds and products without a specified termination date is generally collective trust funds and certain other commingled classified as indefinite-lived intangible assets. In addition, products without a specified termination date is generally trade names/trademarks are considered indefinite-lived classified as indefinite-lived intangible assets. In addition, intangible assets when they are expected to generate cash trade names/trademarks are considered indefinite-lived flows indefinitely. intangible assets when they are expected to generate cash flows indefinitely. Indefinite-lived intangible assets and goodwill are not amortized. Finite-lived investor/customer relationships, Indefinite-lived intangible assets and goodwill are not technology-related assets, and management contracts, amortized. Finite-lived investor/customer relationships, which relate to acquired separate accounts and funds, technology-related assets, and management contracts, that are expected to contribute to the future cash flows of which relate to acquired separate accounts and funds, the Company for a specified period of time, are amortized that are expected to contribute to the future cash flows of over their estimated useful lives. On a quarterly basis, the the Company for a specified period of time, are amortized Company considers whether the indefinite-lived and over their estimated useful lives. On a quarterly basis, the finite-lived classifications are still appropriate. Company considers whether the indefinite-lived and finite-lived classifications are still appropriate. The Company performs assessments to determine if any intangible assets are potentially impaired at least The Company performs assessments to determine if any annually, as of July 31st. The carrying value of finite-lived intangible assets are potentially impaired at least assets and their remaining useful lives are reviewed to annually, as of July 31st. The carrying value of finite-lived determine if circumstances exist which may indicate a assets and their remaining useful lives are reviewed to potential impairment or revisions to the amortization determine if circumstances exist which may indicate a period. potential impairment or revisions to the amortization period. F-12 BlackRock | 2023 Form 10-K In evaluating whether it is more likely than not that the fair value of indefinite-lived intangibles is less than its In evaluating whether it is more likely than not that the fair carrying value, BlackRock assesses various significant value of indefinite-lived intangibles is less than its quantitative factors, including assets under management carrying value, BlackRock assesses various significant (“AUM”), revenue basis points, projected AUM growth quantitative factors, including assets under management rates, operating margins, tax rates and discount rates. If (“AUM”), revenue basis points, projected AUM growth an indefinite-lived intangible is determined to be more rates, operating margins, tax rates and discount rates. If likely than not impaired, then the fair value of the asset is an indefinite-lived intangible is determined to be more compared with its carrying value and any excess of the likely than not impaired, then the fair value of the asset is carrying value over the fair value would be recognized as compared with its carrying value and any excess of the an expense in the period in which the impairment occurs. carrying value over the fair value would be recognized as an expense in the period in which the impairment occurs. For finite-lived intangible assets, if potential impairment circumstances are considered to exist, the Company will For finite-lived intangible assets, if potential impairment perform a recoverability test using an undiscounted cash circumstances are considered to exist, the Company will flow analysis. If the carrying value of the asset is perform a recoverability test using an undiscounted cash determined not to be recoverable based on the flow analysis. If the carrying value of the asset is undiscounted cash flow test, the difference between the determined not to be recoverable based on the carrying value of the asset and its current fair value would undiscounted cash flow test, the difference between the be recognized as an expense in the period in which the carrying value of the asset and its current fair value would impairment occurs. be recognized as an expense in the period in which the impairment occurs. Consolidated Affiliate. The Company owns 50.1% of an asset management company in China—BlackRock CCB Consolidated Affiliate. The Company owns 50.1% of an Wealth Management Company Ltd. (“WMC”). The asset management company in China—BlackRock CCB Company consolidates WMC, which it deems to be a VRE, Wealth Management Company Ltd. (“WMC”). The because it exerts control over the financial and operating Company consolidates WMC, which it deems to be a VRE, policies of the entity, based on the Company’s 50.1% because it exerts control over the financial and operating ownership and voting rights. policies of the entity, based on the Company’s 50.1% ownership and voting rights. Noncontrolling Interests. NCI consist of third-party investments in the Company’s CIPs (“NCI – CIPs”) and the Noncontrolling Interests. NCI consist of third-party WMC. The Company reports NCI in stockholders’ equity, investments in the Company’s CIPs (“NCI – CIPs”) and the separate from the parent’s equity, on the consolidated WMC. The Company reports NCI in stockholders’ equity, statements of financial condition. NCI that are redeemable separate from the parent’s equity, on the consolidated at the option of the holders are classified as temporary statements of financial condition. NCI that are redeemable equity at estimated redemption value and nonredeemable at the option of the holders are classified as temporary NCI are classified as a component of permanent equity in equity at estimated redemption value and nonredeemable the consolidated statements of financial condition. In NCI are classified as a component of permanent equity in addition, the Company reports net income (loss) the consolidated statements of financial condition. In attributable to redeemable and nonredeemable NCI addition, the Company reports net income (loss) holders in net income (loss) attributable to NCI in the attributable to redeemable and nonredeemable NCI consolidated statements of income. holders in net income (loss) attributable to NCI in the consolidated statements of income. Treasury Stock. The Company records common stock purchased for treasury at cost. At the date of subsequent Treasury Stock. The Company records common stock reissuance, the treasury stock account is reduced by the purchased for treasury at cost. At the date of subsequent cost of such stock using the average cost method. reissuance, the treasury stock account is reduced by the cost of such stock using the average cost method. Revenue Recognition. Revenue is recognized upon transfer of control of promised services to customers in an Revenue Recognition. Revenue is recognized upon amount to which the Company expects to be entitled in transfer of control of promised services to customers in an exchange for those services. The Company enters into amount to which the Company expects to be entitled in contracts that can include multiple services, which are exchange for those services. The Company enters into accounted for separately if they are determined to be contracts that can include multiple services, which are distinct. Consideration for the Company’s services is accounted for separately if they are determined to be generally in the form of variable consideration because the distinct. Consideration for the Company’s services is amount of fees is subject to market conditions that are generally in the form of variable consideration because the outside of the Company’s influence. The Company includes amount of fees is subject to market conditions that are variable consideration in revenue when it is no longer outside of the Company’s influence. The Company includes probable of significant reversal, i.e. when the associated variable consideration in revenue when it is no longer uncertainty is resolved. For some contracts with customers, probable of significant reversal, i.e. when the associated the Company has discretion to involve a third party in uncertainty is resolved. For some contracts with customers, providing services to the customer. Generally, the Company the Company has discretion to involve a third party in is deemed to be the principal in these arrangements providing services to the customer. Generally, the Company because the Company controls the promised services is deemed to be the principal in these arrangements before they are transferred to customers, and accordingly because the Company controls the promised services presents the revenue gross of related costs. before they are transferred to customers, and accordingly presents the revenue gross of related costs. BlackRock | 2023 Form 10-K F-12 Investment Advisory, Administration Fees and Securities Lending Revenue. Investment advisory and administration Investment Advisory, Administration Fees and Securities fees are recognized as the services are performed over Lending Revenue. Investment advisory and administration time because the customer is receiving and consuming fees are recognized as the services are performed over the benefits as they are provided by the Company. Fees time because the customer is receiving and consuming are primarily based on agreed-upon percentages of AUM the benefits as they are provided by the Company. Fees and recognized for services provided during the period, are primarily based on agreed-upon percentages of AUM which are distinct from services provided in other periods. and recognized for services provided during the period, Such fees are affected by changes in AUM, including which are distinct from services provided in other periods. market appreciation or depreciation, foreign exchange Such fees are affected by changes in AUM, including translation and net inflows or outflows. Investment market appreciation or depreciation, foreign exchange advisory and administration fees for investment funds are translation and net inflows or outflows. Investment shown net of fee waivers. In addition, the Company may advisory and administration fees for investment funds are contract with third parties to provide sub-advisory services shown net of fee waivers. In addition, the Company may on its behalf. The Company presents the investment contract with third parties to provide sub-advisory services advisory fees and associated costs to such third-party on its behalf. The Company presents the investment advisors on a gross basis where it is deemed to be the advisory fees and associated costs to such third-party principal and on a net basis where it is deemed to be the advisors on a gross basis where it is deemed to be the agent. Management judgment involved in making these principal and on a net basis where it is deemed to be the assessments is focused on ascertaining whether the agent. Management judgment involved in making these Company is primarily responsible for fulfilling the assessments is focused on ascertaining whether the promised service. Company is primarily responsible for fulfilling the promised service. The Company also earns revenue by lending securities on behalf of clients, primarily to highly rated banks and The Company also earns revenue by lending securities on broker-dealers. The securities loaned are collateralized by behalf of clients, primarily to highly rated banks and either cash or securities, generally ranging from 102% broker-dealers. The securities loaned are collateralized by to 112% of the value of the loaned securities. Securities either cash or securities, generally ranging from 102% lending fees are based on (1) a percentage of the notional to 112% of the value of the loaned securities. Securities value of the loaned securities and (2) a spread between lending fees are based on (1) a percentage of the notional the interest earned on the reinvested cash collateral and value of the loaned securities and (2) a spread between the amount rebated to the borrower. Revenue is the interest earned on the reinvested cash collateral and recognized over time as services are performed. Generally, the amount rebated to the borrower. Revenue is the securities lending fees are shared between the recognized over time as services are performed. Generally, Company and the funds or other third-party accounts the securities lending fees are shared between the managed by the Company from which the securities are Company and the funds or other third-party accounts borrowed. For 2023, 2022 and 2021, securities lending managed by the Company from which the securities are revenue earned by the Company totaled $675 million, borrowed. For 2023, 2022 and 2021, securities lending $599 million and $555 million, respectively, and is revenue earned by the Company totaled $675 million, recorded in investment advisory, administration and $599 million and $555 million, respectively, and is securities lending revenue on the consolidated statements recorded in investment advisory, administration and of income. Investment advisory, administration fees and securities lending revenue on the consolidated statements securities lending revenue are reported together as the of income. Investment advisory, administration fees and fees for these services often are agreed upon with clients securities lending revenue are reported together as the as a bundled fee. fees for these services often are agreed upon with clients as a bundled fee. Money Market Fee Waivers. The Company may voluntarily waive a portion of its management fees on certain money Money Market Fee Waivers. The Company may voluntarily market funds to ensure that they maintain a targeted level waive a portion of its management fees on certain money of daily net investment income (the “Yield Support market funds to ensure that they maintain a targeted level waivers”). There were no Yield Support waivers during of daily net investment income (the “Yield Support 2023. During 2022 and 2021, these waivers resulted in a waivers”). There were no Yield Support waivers during reduction of management fees of approximately 2023. During 2022 and 2021, these waivers resulted in a $72 million, and $500 million respectively, which was reduction of management fees of approximately partially offset by a reduction of BlackRock’s distribution $72 million, and $500 million respectively, which was and servicing costs paid to financial intermediaries. The partially offset by a reduction of BlackRock’s distribution Company may increase or decrease the level of Yield and servicing costs paid to financial intermediaries. The Support waivers in future periods. Company may increase or decrease the level of Yield Support waivers in future periods. Investment Advisory Performance Fees / Carried Interest. The Company receives investment advisory performance Investment Advisory Performance Fees / Carried Interest. fees, including incentive allocations (carried interest) from The Company receives investment advisory performance certain actively managed investment funds and certain fees, including incentive allocations (carried interest) from separately managed accounts. These performance fees certain actively managed investment funds and certain are dependent upon exceeding specified relative or separately managed accounts. These performance fees absolute investment return thresholds, which vary by are dependent upon exceeding specified relative or product or account, and include monthly, quarterly, absolute investment return thresholds, which vary by annual or longer measurement periods. product or account, and include monthly, quarterly, annual or longer measurement periods. F-13 BlackRock | 2023 Form 10-K Performance fees, including carried interest, are generated on certain management contracts when Performance fees, including carried interest, are performance hurdles are achieved. Such performance fees generated on certain management contracts when are recognized when the contractual performance criteria performance hurdles are achieved. Such performance fees have been met and when it is determined that they are no are recognized when the contractual performance criteria longer probable of significant reversal. Given the unique have been met and when it is determined that they are no nature of each fee arrangement, contracts with customers longer probable of significant reversal. Given the unique are evaluated on an individual basis to determine the nature of each fee arrangement, contracts with customers timing of revenue recognition. Significant judgment is are evaluated on an individual basis to determine the involved in making such determination. Performance fees timing of revenue recognition. Significant judgment is typically arise from investment management services that involved in making such determination. Performance fees began in prior reporting periods. Consequently, a portion typically arise from investment management services that of the fees the Company recognizes may be partially began in prior reporting periods. Consequently, a portion related to the services performed in prior periods that of the fees the Company recognizes may be partially meet the recognition criteria in the current period. At each related to the services performed in prior periods that reporting date, the Company considers various factors in meet the recognition criteria in the current period. At each estimating performance fees to be recognized, including reporting date, the Company considers various factors in carried interest. estimating performance fees to be recognized, including carried interest. The Company is allocated carried interest from certain alternative investment products upon exceeding The Company is allocated carried interest from certain performance thresholds. The Company may be required to alternative investment products upon exceeding reverse/return all, or part, of such carried interest performance thresholds. The Company may be required to allocations/distributions depending upon future reverse/return all, or part, of such carried interest performance of these funds. Carried interest subject to allocations/distributions depending upon future such clawback provisions is recorded in investments or performance of these funds. Carried interest subject to cash and cash equivalents to the extent that it is such clawback provisions is recorded in investments or distributed, on its consolidated statements of financial cash and cash equivalents to the extent that it is condition. distributed, on its consolidated statements of financial condition. The Company records a liability for deferred carried interest to the extent it receives cash or capital allocations The Company records a liability for deferred carried related to carried interest prior to meeting the revenue interest to the extent it receives cash or capital allocations recognition criteria. A portion of the deferred carried related to carried interest prior to meeting the revenue interest may also be paid to certain employees. The recognition criteria. A portion of the deferred carried ultimate timing of the recognition of performance fee interest may also be paid to certain employees. The revenue and related compensation expense, if any, is ultimate timing of the recognition of performance fee unknown. revenue and related compensation expense, if any, is unknown. Technology services revenue. The Company offers investment management technology systems, risk Technology services revenue. The Company offers management services, wealth management and digital investment management technology systems, risk distribution tools, all on a fee basis. Clients include banks, management services, wealth management and digital insurance companies, official institutions, pension funds, distribution tools, all on a fee basis. Clients include banks, asset managers, retail distributors and other investors. insurance companies, official institutions, pension funds, Fees earned for technology services are primarily recorded asset managers, retail distributors and other investors. as services are performed over time and are generally Fees earned for technology services are primarily recorded determined using the value of positions on the Aladdin as services are performed over time and are generally platform, or on a fixed-rate basis. Revenue derived from determined using the value of positions on the Aladdin the sale of software licenses is recognized upon the platform, or on a fixed-rate basis. Revenue derived from granting of access rights. the sale of software licenses is recognized upon the granting of access rights. Distribution Fees. The Company earns distribution and service fees related to distributing investment products Distribution Fees. The Company earns distribution and and shareholder support services for investment service fees related to distributing investment products portfolios. Distribution fees are passed-through to third- and shareholder support services for investment party distributors, which perform various fund distribution portfolios. Distribution fees are passed-through to third- services and shareholder servicing of certain funds on the party distributors, which perform various fund distribution Company’s behalf, and are recognized as distribution and services and shareholder servicing of certain funds on the servicing costs. The Company presents distribution fees Company’s behalf, and are recognized as distribution and and related distribution and servicing costs incurred on a servicing costs. The Company presents distribution fees gross basis. and related distribution and servicing costs incurred on a gross basis. Distribution fees primarily consist of ongoing distribution fees, shareholder servicing fees and upfront sales Distribution fees primarily consist of ongoing distribution commissions for serving as the principal underwriter and/ fees, shareholder servicing fees and upfront sales or distributor for certain managed mutual funds. The commissions for serving as the principal underwriter and/ service of distribution is satisfied at the point in time when or distributor for certain managed mutual funds. The service of distribution is satisfied at the point in time when BlackRock | 2023 Form 10-K F-13 an investor makes an investment in a share class of the managed mutual funds. Fees are generally considered an investor makes an investment in a share class of the variable consideration because they are based on the managed mutual funds. Fees are generally considered value of AUM and are uncertain on trade date. Accordingly, variable consideration because they are based on the the Company recognizes distribution fees when the value of AUM and are uncertain on trade date. Accordingly, amounts become known and the portion recognized in the the Company recognizes distribution fees when the current period may relate to distribution services amounts become known and the portion recognized in the performed in prior periods. Upfront sales commissions are current period may relate to distribution services recognized on a trade date basis. Shareholder servicing performed in prior periods. Upfront sales commissions are fees are based on AUM and recognized in revenue as the recognized on a trade date basis. Shareholder servicing services are performed. fees are based on AUM and recognized in revenue as the services are performed. Advisory and other revenue. Advisory and other revenue primarily includes fees earned for advisory services, fees Advisory and other revenue. Advisory and other revenue earned for transition management services primarily primarily includes fees earned for advisory services, fees comprised of commissions recognized in connection with earned for transition management services primarily buying and selling securities on behalf of customers, and comprised of commissions recognized in connection with equity method investment earnings related to certain buying and selling securities on behalf of customers, and strategic minority investments. equity method investment earnings related to certain strategic minority investments. Advisory services fees are determined using fixed-rate fees and are recognized over time as the related services are Advisory services fees are determined using fixed-rate fees completed. and are recognized over time as the related services are completed. Commissions related to transition management services are recorded on a trade-date basis as transactions occur. Commissions related to transition management services are recorded on a trade-date basis as transactions occur. Stock-based Compensation. The Company recognizes compensation cost for equity classified awards based on Stock-based Compensation. The Company recognizes the grant-date fair value of the award. The compensation compensation cost for equity classified awards based on cost is recognized over the period during which an the grant-date fair value of the award. The compensation employee is required to provide service (usually the cost is recognized over the period during which an vesting period) in exchange for the stock-based award. employee is required to provide service (usually the vesting period) in exchange for the stock-based award. The Company measures the grant-date fair value of restricted stock units (“RSUs”) using the Company’s stock The Company measures the grant-date fair value of price on the date of grant. Stock-based awards may have restricted stock units (“RSUs”) using the Company’s stock performance, market and/or service conditions. For price on the date of grant. Stock-based awards may have employee stock options and awards with market performance, market and/or service conditions. For conditions, the Company uses pricing models. employee stock options and awards with market Compensation cost for awards containing performance conditions, the Company uses pricing models. conditions is recognized if it is probable that the conditions Compensation cost for awards containing performance will be achieved. The probability of achievement is conditions is recognized if it is probable that the conditions assessed on a quarterly basis. If a stock-based award is will be achieved. The probability of achievement is modified after the grant-date, incremental compensation assessed on a quarterly basis. If a stock-based award is cost is recognized for an amount equal to the excess of the modified after the grant-date, incremental compensation fair value of the modified award over the fair value of the cost is recognized for an amount equal to the excess of the original award immediately before the modification. fair value of the modified award over the fair value of the Awards under the Company’s stock-based compensation original award immediately before the modification. plans vest over various periods. Compensation cost is Awards under the Company’s stock-based compensation recorded by the Company on a straight-line basis over the plans vest over various periods. Compensation cost is requisite service period for each separate vesting portion of recorded by the Company on a straight-line basis over the the award as if the award is, in-substance, multiple awards requisite service period for each separate vesting portion of and is adjusted for actual forfeitures as they occur. the award as if the award is, in-substance, multiple awards and is adjusted for actual forfeitures as they occur. The Company amortizes the grant-date fair value of stock- based compensation awards made to retirement-eligible The Company amortizes the grant-date fair value of stock- employees over the requisite service period. Upon based compensation awards made to retirement-eligible notification of retirement, the Company accelerates the employees over the requisite service period. Upon unamortized portion of the award over the contractually notification of retirement, the Company accelerates the required retirement notification period. unamortized portion of the award over the contractually required retirement notification period. The Company recognizes all excess tax benefits and deficiencies in income tax expense on the consolidated The Company recognizes all excess tax benefits and statements of income, which results in volatility of income deficiencies in income tax expense on the consolidated tax expense as a result of fluctuations in the Company’s statements of income, which results in volatility of income stock price. Accordingly, the Company recorded a discrete tax expense as a result of fluctuations in the Company’s income tax benefit of $41 million, $87 million and stock price. Accordingly, the Company recorded a discrete income tax benefit of $41 million, $87 million and F-14 BlackRock | 2023 Form 10-K $43 million during 2023, 2022 and 2021, respectively, for vested RSUs where the grant date stock price was lower $43 million during 2023, 2022 and 2021, respectively, for than the vesting date stock price. vested RSUs where the grant date stock price was lower than the vesting date stock price. Distribution and Servicing Costs. Distribution and servicing costs include payments to third parties, primarily Distribution and Servicing Costs. Distribution and associated with distribution and servicing of client servicing costs include payments to third parties, primarily investments in certain BlackRock products. Distribution associated with distribution and servicing of client and servicing costs are expensed as incurred. investments in certain BlackRock products. Distribution and servicing costs are expensed as incurred. Direct Fund Expense. Direct fund expense, which is expensed as incurred, primarily consists of third-party Direct Fund Expense. Direct fund expense, which is nonadvisory expense incurred by BlackRock related to expensed as incurred, primarily consists of third-party certain investment products for the use of certain index nonadvisory expense incurred by BlackRock related to trademarks, reference data for certain indices, custodial certain investment products for the use of certain index services, fund administration, fund accounting, transfer trademarks, reference data for certain indices, custodial agent services, shareholder reporting services, audit and services, fund administration, fund accounting, transfer tax services as well as other fund-related expense directly agent services, shareholder reporting services, audit and attributable to the nonadvisory operations of the fund. tax services as well as other fund-related expense directly attributable to the nonadvisory operations of the fund. Leases. The Company determines if a contract is a lease or contains a lease at inception. The Company accounts for Leases. The Company determines if a contract is a lease or its office facility leases as operating leases, which may contains a lease at inception. The Company accounts for include escalation clauses that are based on an index or its office facility leases as operating leases, which may market rate. The Company accounts for lease and include escalation clauses that are based on an index or non-lease components, including common areas market rate. The Company accounts for lease and maintenance charges, as a single component for its non-lease components, including common areas leases. The Company elected the short-term lease maintenance charges, as a single component for its exception for leases with an initial term of 12 months or leases. The Company elected the short-term lease less. Consequently, such leases are not recorded on the exception for leases with an initial term of 12 months or consolidated statements of financial condition. The less. Consequently, such leases are not recorded on the Company’s lease terms include options to extend or consolidated statements of financial condition. The terminate the lease when it is reasonably certain they will Company’s lease terms include options to extend or be exercised or not. terminate the lease when it is reasonably certain they will be exercised or not. The Company recognizes operating right-of-use (“ROU”) assets and operating lease liabilities on the consolidated The Company recognizes operating right-of-use (“ROU”) statements of financial condition based on the present assets and operating lease liabilities on the consolidated value of future lease payments over the lease term at the statements of financial condition based on the present commencement date discounted using an incremental value of future lease payments over the lease term at the borrowing rate (“IBR”). The IBR for individual leases is commencement date discounted using an incremental estimated considering the Company’s or a subsidiary’s borrowing rate (“IBR”). The IBR for individual leases is credit rating using various financial metrics, such as estimated considering the Company’s or a subsidiary’s revenue, operating margin and revenue growth, and, as credit rating using various financial metrics, such as appropriate, performing market analysis of yields on revenue, operating margin and revenue growth, and, as publicly traded bonds (secured or unsecured) with similar appropriate, performing market analysis of yields on terms of comparable companies in a similar economic publicly traded bonds (secured or unsecured) with similar environment. ROU assets are tested for impairment when terms of comparable companies in a similar economic there is an indication that the carrying value of an asset environment. ROU assets are tested for impairment when may not be recoverable. Fixed lease payments made over there is an indication that the carrying value of an asset the lease term are recorded as lease expense on a may not be recoverable. Fixed lease payments made over straight-line basis. Variable lease payments based on the lease term are recorded as lease expense on a usage, changes in an index or market rate are expensed as straight-line basis. Variable lease payments based on incurred. usage, changes in an index or market rate are expensed as incurred. Foreign Exchange. Foreign currency transactions are recorded at the exchange rates prevailing on the dates of Foreign Exchange. Foreign currency transactions are the transactions. Monetary assets and liabilities that are recorded at the exchange rates prevailing on the dates of denominated in foreign currencies are subsequently the transactions. Monetary assets and liabilities that are remeasured into the functional currencies of the denominated in foreign currencies are subsequently Company’s subsidiaries at the rates prevailing at each remeasured into the functional currencies of the statement of financial condition date. Gains and losses Company’s subsidiaries at the rates prevailing at each arising on remeasurement are included in general and statement of financial condition date. Gains and losses administration expense on the consolidated statements of arising on remeasurement are included in general and income. Revenue and expenses are translated at average administration expense on the consolidated statements of exchange rates during the period. Gains or losses income. Revenue and expenses are translated at average resulting from translating foreign currency financial exchange rates during the period. Gains or losses statements into United States (“US”) dollars are included resulting from translating foreign currency financial statements into United States (“US”) dollars are included BlackRock | 2023 Form 10-K F-14 in accumulated other comprehensive income (loss) (“AOCI”), a separate component of stockholders’ equity, on in accumulated other comprehensive income (loss) the consolidated statements of financial condition. (“AOCI”), a separate component of stockholders’ equity, on the consolidated statements of financial condition. Income Taxes. Deferred income tax assets and liabilities are recognized for the future tax consequences Income Taxes. Deferred income tax assets and liabilities attributable to temporary differences between the are recognized for the future tax consequences financial statement carrying amounts of existing assets attributable to temporary differences between the and liabilities and their respective tax bases using financial statement carrying amounts of existing assets currently enacted tax rates in effect for the year in which and liabilities and their respective tax bases using the differences are expected to reverse. The effect of a currently enacted tax rates in effect for the year in which change in tax rates on deferred income tax assets and the differences are expected to reverse. The effect of a liabilities is recognized on the consolidated statements of change in tax rates on deferred income tax assets and income in the period that includes the enactment date. liabilities is recognized on the consolidated statements of income in the period that includes the enactment date. Management periodically assesses the recoverability of its deferred income tax assets based upon expected future Management periodically assesses the recoverability of its earnings, taxable income in prior carryback years, future deferred income tax assets based upon expected future deductibility of the asset, changes in applicable tax laws earnings, taxable income in prior carryback years, future and other factors. If management determines that it is not deductibility of the asset, changes in applicable tax laws more likely than not that the deferred tax asset will be fully and other factors. If management determines that it is not recoverable in the future, a valuation allowance will be more likely than not that the deferred tax asset will be fully established for the difference between the asset balance recoverable in the future, a valuation allowance will be and the amount expected to be recoverable in the future. established for the difference between the asset balance This allowance will result in additional income tax and the amount expected to be recoverable in the future. expense. Further, the Company records its income taxes This allowance will result in additional income tax receivable and payable based upon its estimated income expense. Further, the Company records its income taxes tax position. receivable and payable based upon its estimated income tax position. Earnings per Share (“EPS”). Basic EPS is calculated by dividing net income applicable to common shareholders Earnings per Share (“EPS”). Basic EPS is calculated by by the weighted-average number of shares outstanding dividing net income applicable to common shareholders during the period. Diluted EPS includes the determinants by the weighted-average number of shares outstanding of basic EPS and common stock equivalents outstanding during the period. Diluted EPS includes the determinants during the period. Diluted EPS is computed using the of basic EPS and common stock equivalents outstanding treasury stock method. during the period. Diluted EPS is computed using the treasury stock method. Business Segments. The Company’s management directs BlackRock’s operations as one business, the asset Business Segments. The Company’s management directs management business. The Company utilizes a BlackRock’s operations as one business, the asset consolidated approach to assess performance and management business. The Company utilizes a allocate resources. As such, the Company operates in one consolidated approach to assess performance and business segment. allocate resources. As such, the Company operates in one business segment. Fair Value Measurements Fair Value Measurements Hierarchy of Fair Value Inputs. The Company uses a fair value hierarchy that prioritizes inputs to valuation Hierarchy of Fair Value Inputs. The Company uses a fair approaches used to measure fair value. The fair value value hierarchy that prioritizes inputs to valuation hierarchy gives the highest priority to quoted prices approaches used to measure fair value. The fair value (unadjusted) in active markets for identical assets or hierarchy gives the highest priority to quoted prices liabilities and the lowest priority to unobservable inputs. (unadjusted) in active markets for identical assets or Assets and liabilities measured and reported at fair value liabilities and the lowest priority to unobservable inputs. are classified and disclosed in one of the following Assets and liabilities measured and reported at fair value categories: are classified and disclosed in one of the following categories: Level 1 Inputs: Level 1 Inputs: Quoted prices (unadjusted) in active markets for identical assets or liabilities at the reporting date. Quoted prices (unadjusted) in active markets for identical assets or liabilities at the reporting date. • Level 1 assets may include listed mutual funds, ETFs, listed equities, commodities and certain exchange- • Level 1 assets may include listed mutual funds, ETFs, traded derivatives. listed equities, commodities and certain exchange- traded derivatives. Level 2 Inputs: Level 2 Inputs: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or F-15 BlackRock | 2023 Form 10-K liabilities that are not active; quotes from pricing services or brokers for which the Company can liabilities that are not active; quotes from pricing determine that orderly transactions took place at the services or brokers for which the Company can quoted price or that the inputs used to arrive at the determine that orderly transactions took place at the price are observable; and inputs other than quoted quoted price or that the inputs used to arrive at the prices that are observable, such as models or other price are observable; and inputs other than quoted valuation methodologies. prices that are observable, such as models or other valuation methodologies. • Level 2 assets may include debt securities, loans held within consolidated CLOs, short-term floating-rate • Level 2 assets may include debt securities, loans held notes, asset-backed securities, as well as within consolidated CLOs, short-term floating-rate over-the-counter derivatives, including interest rate notes, asset-backed securities, as well as swaps and foreign currency exchange contracts that over-the-counter derivatives, including interest rate have inputs to the valuations that generally can be swaps and foreign currency exchange contracts that corroborated by observable market data. have inputs to the valuations that generally can be corroborated by observable market data. Level 3 Inputs: Level 3 Inputs: Unobservable inputs for the valuation of the asset or liability, which may include nonbinding broker quotes. Unobservable inputs for the valuation of the asset or Level 3 assets include investments for which there is liability, which may include nonbinding broker quotes. little, if any, market activity. These inputs require Level 3 assets include investments for which there is significant management judgment or estimation. little, if any, market activity. These inputs require significant management judgment or estimation. • Level 3 assets may include direct private equity investments, including those held within CIPs, • Level 3 assets may include direct private equity investments in CLOs and loans held within investments, including those held within CIPs, consolidated CLOs and CIPs. investments in CLOs and loans held within consolidated CLOs and CIPs. • Level 3 liabilities may include borrowings of • Level 3 liabilities may include borrowings of consolidated CLOs and contingent liabilities related to acquisitions valued based upon discounted cash consolidated CLOs and contingent liabilities related flow analyses using unobservable market data, or to acquisitions valued based upon discounted cash other valuation techniques. flow analyses using unobservable market data, or other valuation techniques. Significance of Inputs. The Company’s assessment of the significance of a particular input to the fair value Significance of Inputs. The Company’s assessment of the measurement in its entirety requires judgment and significance of a particular input to the fair value considers factors specific to the financial instrument. measurement in its entirety requires judgment and considers factors specific to the financial instrument. Valuation Approaches. The fair values of certain Level 3 assets and liabilities were determined using various Valuation Approaches. The fair values of certain Level 3 valuation approaches as appropriate, including third-party assets and liabilities were determined using various pricing vendors, broker quotes and market and income valuation approaches as appropriate, including third-party approaches. pricing vendors, broker quotes and market and income approaches. A significant number of inputs used to value equity, debt securities, and loans held within CLOs and CIPs are A significant number of inputs used to value equity, debt sourced from third-party pricing vendors. Generally, prices securities, and loans held within CLOs and CIPs are obtained from pricing vendors are categorized as Level 1 sourced from third-party pricing vendors. Generally, prices inputs for identical securities traded in active markets and obtained from pricing vendors are categorized as Level 1 as Level 2 for other similar securities if the vendor uses inputs for identical securities traded in active markets and observable inputs in determining the price. as Level 2 for other similar securities if the vendor uses observable inputs in determining the price. In addition, quotes obtained from brokers generally are nonbinding and categorized as Level 3 inputs. However, if In addition, quotes obtained from brokers generally are the Company is able to determine that market participants nonbinding and categorized as Level 3 inputs. However, if have transacted for the asset in an orderly manner near the Company is able to determine that market participants the quoted price or if the Company can determine that the have transacted for the asset in an orderly manner near inputs used by the broker are observable, the quote is the quoted price or if the Company can determine that the classified as a Level 2 input. inputs used by the broker are observable, the quote is classified as a Level 2 input. Investments Measured at Net Asset Values. As a practical expedient, the Company uses net asset value (“NAV”) as Investments Measured at Net Asset Values. As a practical the fair value for certain investments. The inputs to value expedient, the Company uses net asset value (“NAV”) as these investments may include the Company’s capital the fair value for certain investments. The inputs to value accounts for its partnership interests in various alternative these investments may include the Company’s capital investments, including hedge funds, real assets and accounts for its partnership interests in various alternative private equity funds, which may be adjusted by using the investments, including hedge funds, real assets and returns of certain market indices. The various partnerships private equity funds, which may be adjusted by using the returns of certain market indices. The various partnerships BlackRock | 2023 Form 10-K F-15 are investment companies, which record their underlying investments at fair value based on fair value policies are investment companies, which record their underlying established by management of the underlying fund. Fair investments at fair value based on fair value policies value policies at the underlying fund generally require the established by management of the underlying fund. Fair fund to utilize pricing/valuation information from third- value policies at the underlying fund generally require the party sources, including independent appraisals. However, fund to utilize pricing/valuation information from third- in some instances, current valuation information for party sources, including independent appraisals. However, illiquid securities or securities in markets that are not in some instances, current valuation information for active may not be available from any third-party source or illiquid securities or securities in markets that are not fund management may conclude that the valuations that active may not be available from any third-party source or are available from third-party sources are not reliable. In fund management may conclude that the valuations that these instances, fund management may perform model- are available from third-party sources are not reliable. In based analytical valuations that could be used as an input these instances, fund management may perform model- to value these investments. based analytical valuations that could be used as an input to value these investments. Fair Value Assets and Liabilities of Consolidated CLO. The Company applies the fair value option provisions for Fair Value Assets and Liabilities of Consolidated CLO. The eligible assets, including loans, held by a consolidated Company applies the fair value option provisions for CLO. As the fair value of the financial assets of the eligible assets, including loans, held by a consolidated consolidated CLO is more observable than the fair value of CLO. As the fair value of the financial assets of the the borrowings of the consolidated CLO, the Company consolidated CLO is more observable than the fair value of measures the fair value of the borrowings of the the borrowings of the consolidated CLO, the Company consolidated CLO equal to the fair value of the assets of measures the fair value of the borrowings of the the consolidated CLO less the fair value of the Company’s consolidated CLO equal to the fair value of the assets of economic interest in the CLO. the consolidated CLO less the fair value of the Company’s economic interest in the CLO. Derivatives and Hedging Activities. The Company does not use derivative financial instruments for trading or Derivatives and Hedging Activities. The Company does speculative purposes. The Company uses derivative not use derivative financial instruments for trading or financial instruments primarily for purposes of hedging speculative purposes. The Company uses derivative exposures to fluctuations in foreign currency exchange financial instruments primarily for purposes of hedging rates of certain assets and liabilities, and market price and exposures to fluctuations in foreign currency exchange interest rate exposures with respect to its total portfolio of rates of certain assets and liabilities, and market price and seed investments in sponsored investment products. interest rate exposures with respect to its total portfolio of Certain CIPs also utilize derivatives as a part of their seed investments in sponsored investment products. investment strategy. Certain CIPs also utilize derivatives as a part of their investment strategy. In addition, during 2023, the Company acquired both investments and derivatives to economically hedge market In addition, during 2023, the Company acquired both valuation changes on certain deferred cash compensation investments and derivatives to economically hedge market plans, for which the final value of the deferred amount valuation changes on certain deferred cash compensation distributed to employees in cash upon vesting is plans, for which the final value of the deferred amount determined based on the returns of specified investment distributed to employees in cash upon vesting is funds. The Company recognizes compensation expense for determined based on the returns of specified investment the appreciation (depreciation) of the deferred cash funds. The Company recognizes compensation expense for compensation liability in proportion to the vested amount the appreciation (depreciation) of the deferred cash of the award during a respective period, while the gain compensation liability in proportion to the vested amount (loss) to economically hedge these plans is immediately of the award during a respective period, while the gain recognized in nonoperating income (expense). See Note 4, (loss) to economically hedge these plans is immediately Investments, and Note 8, Derivatives and Hedging, for recognized in nonoperating income (expense). See Note 4, further information on the Company’s investments and Investments, and Note 8, Derivatives and Hedging, for derivatives, respectively, used to economically hedge these further information on the Company’s investments and deferred cash compensation plans. derivatives, respectively, used to economically hedge these deferred cash compensation plans. The Company records all derivative financial instruments as either assets or liabilities at fair value on a gross basis The Company records all derivative financial instruments in the consolidated statements of financial condition. as either assets or liabilities at fair value on a gross basis Credit risks are managed through master netting and in the consolidated statements of financial condition. collateral support agreements. The amounts related to the Credit risks are managed through master netting and right to reclaim or the obligation to return cash collateral collateral support agreements. The amounts related to the may not be used to offset amounts due under the right to reclaim or the obligation to return cash collateral derivative instruments in the normal course of settlement. may not be used to offset amounts due under the Therefore, such amounts are not offset against fair value derivative instruments in the normal course of settlement. amounts recognized for derivative instruments with the Therefore, such amounts are not offset against fair value same counterparty and are included in other assets and amounts recognized for derivative instruments with the other liabilities. Changes in the fair value of the same counterparty and are included in other assets and Company’s derivative financial instruments are other liabilities. Changes in the fair value of the recognized in earnings and, where applicable, are offset by Company’s derivative financial instruments are recognized in earnings and, where applicable, are offset by F-16 BlackRock | 2023 Form 10-K the corresponding gain or loss on the related foreign- denominated or hedged assets or liabilities, on the the corresponding gain or loss on the related foreign- consolidated statements of income. denominated or hedged assets or liabilities, on the consolidated statements of income. The Company may also use financial instruments designated as net investment hedges for accounting The Company may also use financial instruments purposes to hedge net investments in international designated as net investment hedges for accounting purposes to hedge net investments in international BlackRock | 2023 Form 10-K F-16 subsidiaries whose functional currency is not US dollars. The gain or loss from revaluing net investment hedges at subsidiaries whose functional currency is not US dollars. the spot rate is deferred and reported within AOCI on the The gain or loss from revaluing net investment hedges at consolidated statements of financial condition. The the spot rate is deferred and reported within AOCI on the Company reassesses the effectiveness of its net consolidated statements of financial condition. The investment hedge at least quarterly. Company reassesses the effectiveness of its net investment hedge at least quarterly. 3. Cash, Cash Equivalents, and Restricted Cash 3. Cash, Cash Equivalents, and Restricted Cash The following table provides a reconciliation of cash and cash equivalents reported within the consolidated statements of financial condition to the cash, cash equivalents, and restricted cash reported within the consolidated statements of cash The following table provides a reconciliation of cash and cash equivalents reported within the consolidated statements of flows. financial condition to the cash, cash equivalents, and restricted cash reported within the consolidated statements of cash flows. (in millions) (in millions) Cash and cash equivalents Cash and cash equivalents Restricted cash included in other assets Restricted cash included in other assets Total cash, cash equivalents and restricted cash Total cash, cash equivalents and restricted cash 4. Investments 4. Investments A summary of the carrying value of total investments is as follows: A summary of the carrying value of total investments is as follows: (in millions) (in millions) Debt securities: Debt securities: December 31, 2022, respectively) December 31, 2022, respectively) Trading securities (including $1,829 and $1,279 held by CIPs at December 31, 2023 and Trading securities (including $1,829 and $1,279 held by CIPs at December 31, 2023 and Held-to-maturity investments Held-to-maturity investments Total debt securities Total debt securities Equity securities at FVTNI (including $1,429 and $1,089 held by CIPs at December 31, 2023 and Equity securities at FVTNI (including $1,429 and $1,089 held by CIPs at December 31, 2023 and Equity method investments: Equity method investments: December 31, 2022, respectively)(1) December 31, 2022, respectively)(1) December 31, 2023 December 31, 2023 $ 8,736 $ 8,736 17 17 $ 8,753 $ 8,753 December 31, 2022 December 31, 2022 $ 7,416 $ 7,416 17 17 $ 7,433 $ 7,433 December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 $ 1,871 $ 1,871 617 617 2,488 2,488 1,585 1,585 $ 1,331 $ 1,331 544 544 1,875 1,875 1,211 1,211 Equity method investments(2) Equity method investments(2) Investments related to deferred cash compensation plans(1) Investments related to deferred cash compensation plans(1) 1,895 1,895 — — 1,895 1,895 354 354 91 91 1,550 1,550 490 490 $ 7,466 $ 7,466 Amounts include investments held to economically hedge the impact of market valuation changes on certain deferred cash compensation plans of $241 million, $14 million, and $9 million included within equity method investments, equity securities at FVTNI and other investments, respectively, as of December 31, 2023. Amounts include investments held to economically hedge the impact of market valuation changes on certain deferred cash compensation plans of $241 million, $14 million, and $9 million included within equity method investments, equity securities at FVTNI and other investments, respectively, as of December 31, 2023. Total equity method investments Total equity method investments Loans held by CIPs Loans held by CIPs Federal Reserve Bank stock(3) Federal Reserve Bank stock(3) Carried interest(4) Carried interest(4) Other investments(1)(5) Other investments(1)(5) Total investments Total investments (1) 2,515 2,515 241 241 2,756 2,756 205 205 92 92 1,975 1,975 639 639 $ 9,740 $ 9,740 (2) Equity method investments primarily include BlackRock’s direct investments in certain BlackRock sponsored investment funds. (1) (2) Equity method investments primarily include BlackRock’s direct investments in certain BlackRock sponsored investment funds. (3) Federal Reserve Bank stock is held for regulatory purposes and is restricted from sale. (3) (4) Carried interest represents allocations to BlackRock’s general partner capital accounts from certain sponsored investment funds. These balances are subject to change upon cash distributions, Federal Reserve Bank stock is held for regulatory purposes and is restricted from sale. (4) Carried interest represents allocations to BlackRock’s general partner capital accounts from certain sponsored investment funds. These balances are subject to change upon cash distributions, additional allocations or reallocations back to limited partners within the respective funds. additional allocations or reallocations back to limited partners within the respective funds. (5) Other investments include BlackRock’s investments in nonmarketable equity securities, which are measured at cost, adjusted for observable price changes, and private equity, real asset, and (5) Other investments include BlackRock’s investments in nonmarketable equity securities, which are measured at cost, adjusted for observable price changes, and private equity, real asset, and commodity investments held by CIPs, which are measured at fair value. commodity investments held by CIPs, which are measured at fair value. Held-to-Maturity Investments Held-to-Maturity Investments Held-to-maturity investments included certain investments in BlackRock sponsored CLOs. The amortized cost (carrying value) of these investments approximated fair value (primarily a Level 2 input). At December 31, 2023, $10 million of Held-to-maturity investments included certain investments in BlackRock sponsored CLOs. The amortized cost (carrying these investments mature between one year to five years, $304 million of these investments mature between five to ten value) of these investments approximated fair value (primarily a Level 2 input). At December 31, 2023, $10 million of years and $303 million of these investments mature after ten years. these investments mature between one year to five years, $304 million of these investments mature between five to ten years and $303 million of these investments mature after ten years. F-17 BlackRock | 2023 Form 10-K Trading Debt Securities and Equity Securities at FVTNI Trading Debt Securities and Equity Securities at FVTNI A summary of the cost and carrying value of trading debt securities and equity securities at FVTNI is as follows: A summary of the cost and carrying value of trading debt securities and equity securities at FVTNI is as follows: BlackRock | 2023 Form 10-K F-17 (in millions) (in millions) Trading debt securities: Trading debt securities: Corporate debt Corporate debt Government debt Government debt Asset/mortgage-backed debt Asset/mortgage-backed debt Total trading debt securities Total trading debt securities Equity securities at FVTNI: Equity securities at FVTNI: Equity securities/mutual funds Equity securities/mutual funds Cost Cost $ 1,225 $ 1,225 501 501 185 185 $ 1,911 $ 1,911 $ 1,520 $ 1,520 December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 Carrying Value Carrying Value $ 1,218 $ 1,218 489 489 164 164 $ 1,871 $ 1,871 $ 1,585 $ 1,585 Cost Cost $ 823 $ 823 420 420 154 154 $ 1,397 $ 1,397 $ 1,216 $ 1,216 Carrying Value Carrying Value $ 795 $ 795 400 400 136 136 $ 1,331 $ 1,331 $ 1,211 $ 1,211 5. Consolidated Sponsored Investment Products 5. Consolidated Sponsored Investment Products In the normal course of business, the Company is the manager of various types of sponsored investment In the normal course of business, the Company is the products, which may be considered VIE or VREs. The manager of various types of sponsored investment Company consolidates certain sponsored investment products, which may be considered VIE or VREs. The funds accounted for as VREs because it is deemed to Company consolidates certain sponsored investment control such funds. In addition, the Company may from funds accounted for as VREs because it is deemed to time to time own equity or debt securities or enter into control such funds. In addition, the Company may from derivatives or loan arrangements with the vehicles, each of time to time own equity or debt securities or enter into which are considered variable interests. The Company’s derivatives or loan arrangements with the vehicles, each of involvement in financing the operations of the VIEs is which are considered variable interests. The Company’s involvement in financing the operations of the VIEs is The following table presents the balances related to these CIPs accounted for as VIEs and VREs that were recorded on the consolidated statements of financial condition, including BlackRock’s net interest in these products: The following table presents the balances related to these CIPs accounted for as VIEs and VREs that were recorded on the consolidated statements of financial condition, including BlackRock’s net interest in these products: generally limited to its economic interest in the entity. The Company’s consolidated VIEs include certain sponsored generally limited to its economic interest in the entity. The investment products in which BlackRock has an economic Company’s consolidated VIEs include certain sponsored interest and as the investment manager, is deemed to investment products in which BlackRock has an economic have both the power to direct the most significant interest and as the investment manager, is deemed to activities of the products and the right to receive benefits have both the power to direct the most significant (or the obligation to absorb losses) that could potentially activities of the products and the right to receive benefits be significant to these sponsored investment products. (or the obligation to absorb losses) that could potentially The assets of these VIEs are not available to creditors of be significant to these sponsored investment products. the Company. In addition, the investors in these VIEs have The assets of these VIEs are not available to creditors of no recourse to the credit of the Company. the Company. In addition, the investors in these VIEs have no recourse to the credit of the Company. (in millions) (in millions) Cash and cash equivalents(1) Cash and cash equivalents(1) Investments: Investments: Trading debt securities Trading debt securities Equity securities at FVTNI Equity securities at FVTNI Loans Loans Other investments Other investments Carried interest Carried interest Total investments Total investments Other assets Other assets Other liabilities(2) Other liabilities(2) Noncontrolling interest—CIPs Noncontrolling interest—CIPs BlackRock’s net interest in CIPs BlackRock’s net interest in CIPs (1) December 31, 2023 December 31, 2023 VREs VREs $ 54 $ 54 Total Total $ 288 $ 288 December 31, 2022 December 31, 2022 VREs VREs $ 31 $ 31 VIEs VIEs $ 234 $ 234 Total Total $ 265 $ 265 406 406 370 370 10 10 171 171 — — 957 957 39 39 (108) (108) (226) (226) $ 716 $ 716 1,829 1,829 1,429 1,429 205 205 598 598 1,916 1,916 5,977 5,977 122 122 (2,341) (2,341) (1,851) (1,851) $ 2,195 $ 2,195 949 949 821 821 234 234 373 373 1,497 1,497 3,874 3,874 68 68 (1,876) (1,876) (857) (857) $ 1,443 $ 1,443 330 330 268 268 120 120 77 77 — — 795 795 29 29 (48) (48) (125) (125) $ 682 $ 682 1,279 1,279 1,089 1,089 354 354 450 450 1,497 1,497 4,669 4,669 97 97 (1,924) (1,924) (982) (982) $ 2,125 $ 2,125 VIEs VIEs $ 234 $ 234 1,423 1,423 1,059 1,059 195 195 427 427 1,916 1,916 5,020 5,020 83 83 (2,233) (2,233) (1,625) (1,625) $ 1,479 $ 1,479 Net gain (loss) related to consolidated VIEs is presented in the following table: Net gain (loss) related to consolidated VIEs is presented in the following table: (in millions) (in millions) Nonoperating net gain (loss) on Nonoperating net gain (loss) on Net income (loss) attributable to Net income (loss) attributable to consolidated VIEs consolidated VIEs NCI on consolidated VIEs NCI on consolidated VIEs 2023 2023 $ 310 $ 310 $ 174 $ 174 2022 2022 $ (311) $ (311) $ (161) $ (161) 2021 2021 $ 296 $ 296 $ 289 $ 289 The Company generally cannot readily access cash and cash equivalents held by CIPs to use in its operating activities. (1) (2) The Company generally cannot readily access cash and cash equivalents held by CIPs to use in its operating activities. At December 31, 2023 and 2022, other liabilities of VIEs primarily include deferred carried interest liabilities and borrowings of a consolidated CLO. At December 31, 2023 and 2022, other liabilities of VIEs primarily include deferred carried interest liabilities and borrowings of a consolidated CLO. (2) BlackRock’s total exposure to CIPs represents the value of its economic interest in these CIPs. Valuation changes BlackRock’s total exposure to CIPs represents the value of associated with financial instruments held at fair value by its economic interest in these CIPs. Valuation changes these CIPs are reflected in nonoperating income (expense) associated with financial instruments held at fair value by and partially offset in net income (loss) attributable to NCI these CIPs are reflected in nonoperating income (expense) for the portion not attributable to BlackRock. and partially offset in net income (loss) attributable to NCI for the portion not attributable to BlackRock. BlackRock | 2023 Form 10-K F-18 F-18 BlackRock | 2023 Form 10-K 6. Variable Interest Entities 6. Variable Interest Entities Nonconsolidated VIEs. At December 31, 2023 and 2022, the Company’s carrying value of assets and liabilities included on the consolidated statements of financial condition pertaining to nonconsolidated VIEs and its maximum risk of loss Nonconsolidated VIEs. At December 31, 2023 and 2022, the Company’s carrying value of assets and liabilities included related to VIEs for which it held a variable interest, but for which it was not the PB, was as follows: on the consolidated statements of financial condition pertaining to nonconsolidated VIEs and its maximum risk of loss related to VIEs for which it held a variable interest, but for which it was not the PB, was as follows: Advisory Fee Advisory Receivables Fee Receivables Other Net Assets Other Net (Liabilities) Assets (Liabilities) Maximum Risk of Maximum Loss(1) Risk of Loss(1) Investments Investments (in millions) (in millions) December 31, 2023 Sponsored investment products December 31, 2023 Sponsored investment products December 31, 2022 Sponsored investment products December 31, 2022 Sponsored investment products (1) $ 2,377 $ 2,377 $ 116 $ 116 $ (11) $ (11) $ 2,510 $ 2,510 $ 1,060 $ 1,060 $ 95 $ 95 $ (12) $ (12) $ 1,172 $ 1,172 At both December 31, 2023 and 2022, BlackRock’s maximum risk of loss associated with these VIEs primarily related to BlackRock’s investments and the collection of advisory fee receivables. (1) At both December 31, 2023 and 2022, BlackRock’s maximum risk of loss associated with these VIEs primarily related to BlackRock’s investments and the collection of advisory fee receivables. The net assets of sponsored investment products that are nonconsolidated VIEs approximated $39 billion and $19 billion at December 31, 2023 and 2022, respectively. The net assets of sponsored investment products that are nonconsolidated VIEs approximated $39 billion and $19 billion at December 31, 2023 and 2022, respectively. 7. Fair Value Disclosures 7. Fair Value Disclosures Fair Value Hierarchy Assets and liabilities measured at fair value on a recurring basis Fair Value Hierarchy Assets and liabilities measured at fair value on a recurring basis December 31, 2023 (in millions) December 31, 2023 (in millions) Assets: Investments Assets: Investments Debt securities: Debt securities: Trading securities Held-to-maturity investments Trading securities Held-to-maturity investments Total debt securities Equity securities at FVTNI: Total debt securities Equity securities at FVTNI: Equity securities/mutual funds Equity securities/mutual funds Equity method: Equity method: mutual funds mutual funds Equity, fixed income, and multi-asset Equity, fixed income, and multi-asset Hedge funds/funds of hedge funds/other Private equity funds Hedge funds/funds of hedge funds/other Real assets funds Private equity funds Investments related to deferred cash Real assets funds Investments related to deferred cash compensation plans compensation plans Total equity method Loans Total equity method Federal Reserve Bank Stock Loans Carried interest Federal Reserve Bank Stock Other investments Carried interest Other investments Total investments Total investments Other assets(3) Separate account assets Other assets(3) Separate account collateral held under securities Separate account assets lending agreements: Separate account collateral held under securities Equity securities lending agreements: Debt securities Equity securities Debt securities securities lending agreements securities lending agreements Total separate account collateral held under Total separate account collateral held under Total Total Liabilities: Liabilities: securities lending agreements securities lending agreements Separate account collateral liabilities under Separate account collateral liabilities under Other liabilities(4) Other liabilities(4) Total Total (1) Quoted Prices in Quoted Active Prices in Markets for Active Identical Markets for Assets Identical (Level 1) Assets (Level 1) Significant Other Significant Observable Other Inputs Observable (Level 2) Inputs (Level 2) Significant Unobservable Significant Inputs Unobservable (Level 3) Inputs (Level 3) Investments Measured Investments at NAV(1) Measured at NAV(1) Other(2) Other(2) December 31, 2023 December 31, 2023 $ $ — — — — — — 1,585 1,585 $ 1,829 — $ 1,829 — 1,829 1,829 — — 246 — 246 — — — — — — — 246 — 246 — — — — 15 — 15 1,846 1,846 117 34,621 117 34,621 — — — — — — — — — — — 30 — — 30 — — — — — 1,859 1,859 19 20,810 19 20,810 1,686 — 1,686 — 1,686 1,686 $ 38,270 $ 38,270 — 2,872 — 2,872 2,872 2,872 $ 25,560 $ 25,560 $ 42 — $ 42 — 42 42 — — — — — — — — — — — — — 175 — — 175 — — — — — 217 217 120 — 120 — — — — — — — $ 337 $ 337 $ 1,686 — $ 1,686 — $ 1,686 $ 1,686 $ 2,872 17 $ 2,872 17 $ 2,889 $ 2,889 $ — 279 $ — 279 $ 279 $ 279 $ $ — — — — — — — — $ $ — 617 — 617 617 617 — — $ 1,871 617 $ 1,871 617 2,488 2,488 1,585 1,585 — 588 — 1,264 588 417 1,264 417 241 241 2,510 — 2,510 — — — — 467 — 467 2,977 2,977 — — — — — — — — — — $ 2,977 $ 2,977 $ $ $ $ — — — — — — — — — — — — — — — — — — — 92 — 1,975 92 157 1,975 157 2,841 2,841 — 667 — 667 — — — — — — $ 3,508 $ 3,508 $ $ $ $ — — — — — — 246 588 246 1,264 588 417 1,264 417 241 241 2,756 205 2,756 92 205 1,975 92 639 1,975 639 9,740 9,740 256 56,098 256 56,098 1,686 2,872 1,686 2,872 4,558 4,558 $ 70,652 $ 70,652 $ 4,558 296 $ 4,558 296 $ 4,854 $ 4,854 Amounts are comprised of certain investments measured at fair value using NAV (or its equivalent) as a practical expedient. (1) Amounts are comprised of certain investments measured at fair value using NAV (or its equivalent) as a practical expedient. F-19 BlackRock | 2023 Form 10-K (2) (2) F-19 Amounts are comprised of investments held at amortized cost and cost, adjusted for observable price changes, carried interest and certain equity method investments, which include sponsored investment funds and other assets, which are not accounted for under a fair value measure. In accordance with GAAP, certain equity method investees do not account for both their financial Amounts are comprised of investments held at amortized cost and cost, adjusted for observable price changes, carried interest and certain equity method investments, which include sponsored assets and liabilities under fair value measures; therefore, the Company’s investment in such equity method investees may not represent fair value. investment funds and other assets, which are not accounted for under a fair value measure. In accordance with GAAP, certain equity method investees do not account for both their financial assets and liabilities under fair value measures; therefore, the Company’s investment in such equity method investees may not represent fair value. BlackRock | 2023 Form 10-K (3) Level 1 amount includes a minority investment in a publicly traded company. Level 3 amount includes a strategic private debt investment with changes in fair value recorded in AOCI, net of tax. (3) Level 1 amount includes a minority investment in a publicly traded company. Level 3 amount includes a strategic private debt investment with changes in fair value recorded in AOCI, net of tax. (4) Level 2 amount primarily includes fair value of derivatives (See Note 8, DerivativesandHedging, for more information). Level 3 amount primarily includes borrowings of a consolidated CLO classified based on the significance of unobservable inputs used for calculating the fair value of consolidated CLO assets, and contingent liabilities related to certain acquisitions. (4) Level 2 amount primarily includes fair value of derivatives (See Note 8, DerivativesandHedging, for more information). Level 3 amount primarily includes borrowings of a consolidated CLO classified based on the significance of unobservable inputs used for calculating the fair value of consolidated CLO assets, and contingent liabilities related to certain acquisitions. F-20 BlackRock | 2023 Form 10-K Level 3 Liabilities. Level 3 liabilities primarily include borrowings of a consolidated CLO, which were valued Level 3 Liabilities. Level 3 liabilities primarily include based on the fair value of the assets of the consolidated borrowings of a consolidated CLO, which were valued CLO less the fair value of the Company’s economic based on the fair value of the assets of the consolidated CLO less the fair value of the Company’s economic Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for 2023 Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for 2023 interest in the CLO, as well as contingent liabilities related to certain acquisitions, which were valued based upon interest in the CLO, as well as contingent liabilities related discounted cash flow analyses, using unobservable to certain acquisitions, which were valued based upon market data inputs, or other valuation techniques. discounted cash flow analyses, using unobservable market data inputs, or other valuation techniques. BlackRock | 2023 Form 10-K F-20 December 31, 2022 (in millions) December 31, 2022 (in millions) Assets: Assets: Investments Investments Debt securities: Debt securities: Trading securities Trading securities Held-to-maturity investments Held-to-maturity investments Total debt securities Total debt securities Equity securities at FVTNI: Equity securities at FVTNI: Equity securities/mutual funds Equity securities/mutual funds Equity method: Equity method: mutual funds mutual funds Equity, fixed income, and multi-asset Equity, fixed income, and multi-asset Hedge funds/funds of hedge funds/other Hedge funds/funds of hedge funds/other Private equity funds Private equity funds Real assets funds Real assets funds Total equity method Total equity method Loans Loans Federal Reserve Bank Stock Federal Reserve Bank Stock Carried interest Carried interest Other investments Other investments Total investments Total investments Other assets(3) Other assets(3) Separate account assets Separate account assets Separate account collateral held under securities lending agreements: Separate account collateral held under securities lending agreements: Equity securities Equity securities Debt securities Debt securities securities lending agreements securities lending agreements Total separate account collateral held under Total separate account collateral held under Total Total Liabilities: Liabilities: securities lending agreements securities lending agreements Separate account collateral liabilities under Separate account collateral liabilities under Other liabilities(4) Other liabilities(4) Total Total (1) Quoted Prices in Quoted Active Prices in Markets for Active Identical Markets for Assets Identical (Level 1) Assets (Level 1) $ $ — — — — — — 1,211 1,211 181 181 — — — — — — 181 181 — — — — — — 28 28 1,420 1,420 145 145 34,823 34,823 Significant Other Significant Observable Other Inputs Observable (Level 2) Inputs (Level 2) $ 1,279 $ 1,279 — — 1,279 1,279 — — — — — — — — — — — — 106 106 — — — — — — 1,385 1,385 1 1 18,544 18,544 2,163 2,163 — — 2,163 2,163 $ 38,551 $ 38,551 — — 3,602 3,602 3,602 3,602 $ 23,532 $ 23,532 $ 2,163 $ 2,163 — — $ 2,163 $ 2,163 $ 3,602 $ 3,602 31 31 $ 3,633 $ 3,633 Significant Unobservable Significant Inputs Unobservable (Level 3) Inputs (Level 3) Investments Measured Investments at NAV(1) Measured at NAV(1) Other(2) Other(2) December 31, 2022 December 31, 2022 $ 52 $ 52 — — 52 52 — — — — — — — — — — — — 248 248 — — — — — — 300 300 — — — — — — — — — — $ 300 $ 300 $ — $ — 280 280 $ 280 $ 280 $ $ — — — — — — — — $ $ — — 544 544 544 544 — — $ 1,331 $ 1,331 544 544 1,875 1,875 1,211 1,211 — — 525 525 885 885 304 304 1,714 1,714 — — — — — — 316 316 2,030 2,030 — — — — — — — — — — $ 2,030 $ 2,030 $ $ $ $ — — — — — — — — — — — — — — — — — — 91 91 1,550 1,550 146 146 2,331 2,331 — — 699 699 — — — — — — $ 3,030 $ 3,030 $ $ $ $ — — — — — — 181 181 525 525 885 885 304 304 1,895 1,895 354 354 91 91 1,550 1,550 490 490 7,466 7,466 146 146 54,066 54,066 2,163 2,163 3,602 3,602 5,765 5,765 $ 67,443 $ 67,443 $ 5,765 $ 5,765 311 311 $ 6,076 $ 6,076 Amounts are comprised of certain investments measured at fair value using NAV (or its equivalent) as a practical expedient. (1) (2) (2) Amounts are comprised of certain investments measured at fair value using NAV (or its equivalent) as a practical expedient. Amounts are comprised of investments held at amortized cost and cost, adjusted for observable price changes, carried interest and certain equity method investments, which include sponsored investment funds and other assets, which are not accounted for under a fair value measure. In accordance with GAAP, certain equity method investees do not account for both their financial Amounts are comprised of investments held at amortized cost and cost, adjusted for observable price changes, carried interest and certain equity method investments, which include sponsored assets and liabilities under fair value measures; therefore, the Company’s investment in such equity method investees may not represent fair value. investment funds and other assets, which are not accounted for under a fair value measure. In accordance with GAAP, certain equity method investees do not account for both their financial assets and liabilities under fair value measures; therefore, the Company’s investment in such equity method investees may not represent fair value. (3) Level 1 amount includes a minority investment in a publicly traded company. Level 2 amount primarily includes fair value of derivatives (See Note 8, DerivativesandHedging, for more (3) Level 1 amount includes a minority investment in a publicly traded company. Level 2 amount primarily includes fair value of derivatives (See Note 8, DerivativesandHedging, for more information). information). (4) Level 2 amount primarily includes fair value of derivatives (See Note 8, DerivativesandHedging, for more information). Level 3 amount primarily includes borrowings of a consolidated CLO (4) Level 2 amount primarily includes fair value of derivatives (See Note 8, DerivativesandHedging, for more information). Level 3 amount primarily includes borrowings of a consolidated CLO classified based on the significance of unobservable inputs used for calculating the fair value of consolidated CLO assets, and a contingent liability related to an acquisition. classified based on the significance of unobservable inputs used for calculating the fair value of consolidated CLO assets, and a contingent liability related to an acquisition. Level 3 Assets. Level 3 assets predominantly include investments in CLOs, loans of consolidated CIPs, and a Level 3 Assets. Level 3 assets predominantly include strategic private debt investment. Investments in CLOs investments in CLOs, loans of consolidated CIPs, and a and loans were valued based on single-broker nonbinding strategic private debt investment. Investments in CLOs quotes or quotes from pricing services which use and loans were valued based on single-broker nonbinding significant unobservable inputs. BlackRock’s strategic quotes or quotes from pricing services which use private debt investment was valued using the income significant unobservable inputs. BlackRock’s strategic private debt investment was valued using the income approach by discounting the expected cash flows to a single present value. For investments utilizing a approach by discounting the expected cash flows to a discounted cashflow valuation technique, an increase single present value. For investments utilizing a (decrease) in the discount rate or risk premium in isolation discounted cashflow valuation technique, an increase could have resulted in a significantly lower (higher) fair (decrease) in the discount rate or risk premium in isolation value measurement as of December 31, 2023. could have resulted in a significantly lower (higher) fair value measurement as of December 31, 2023. (in millions) (in millions) Assets: Assets: Investments: Investments: Debt securities: Debt securities: Trading Trading Total debt securities Total debt securities Loans Loans Total investments Total investments Other assets Other assets Total assets Total assets Liabilities: Liabilities: (in millions) (in millions) Assets: Assets: Investments: Investments: Debt securities: Debt securities: Trading Trading Total debt securities Total debt securities Private equity Private equity Loans Loans Total investments Total investments Liabilities: Liabilities: Realized and Realized Unrealized and Gains Unrealized (Losses) Gains (Losses) December 31, 2022 December 31, 2022 Purchases Purchases Sales and Maturities Sales and Maturities Issuances and Issuances Other and Settlements(1) Other Settlements(1) Transfers into Transfers Level 3 into Level 3 Transfers out of Transfers Level 3 out of Level 3 December 31, 2023 December 31, 2023 Total Net Unrealized Total Net Gains (Losses) Unrealized Included in Gains (Losses) Earnings(2) Included in Earnings(2) $ 52 $ 52 52 52 248 248 300 300 — — $ 300 $ 300 $ — $ — — — 13 13 13 13 7 7 $ 20 $ 20 $ $ 8 8 8 8 76 76 84 84 113 113 $ 197 $ 197 $ (18) $ (18) (18) (18) (58) (58) (76) (76) — — $ (76) $ (76) $ $ — — — — (122) (122) (122) (122) — — $ (122) $ (122) $ — $ — — — 38 38 38 38 — — $ 38 $ 38 $ — $ — — — (20) (20) (20) (20) — — $ (20) $ (20) $ 42 $ 42 42 42 175 175 217 217 120 120 $ 337 $ 337 $ — $ — — — (1) (1) (1) (1) 7 7 $ 6 $ 6 $ 1 Other liabilities Other liabilities $ 1 Issuances and other settlements amount includes a deconsolidation related to a previously consolidated VRE. In addition, issuances and other settlements include a contingent liability in connection with the acquisition of Kreos Capital in August 2023 (the “Kreos Transaction”), offset by repayments of borrowings of a consolidated CLO. Issuances and other settlements amount includes a deconsolidation related to a previously consolidated VRE. In addition, issuances and other settlements include a contingent liability in connection with the acquisition of Kreos Capital in August 2023 (the “Kreos Transaction”), offset by repayments of borrowings of a consolidated CLO. $ 279 $ 279 $ 280 $ 280 $ — $ — $ — $ — $ — $ — $ 1 $ 1 $ — $ — — — $ $ (2) Earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at the reporting date. (1) (1) (2) Earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at the reporting date. Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for 2022 Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for 2022 Realized and Realized Unrealized and Gains Unrealized (Losses) Gains (Losses) December 31, 2021 December 31, 2021 Purchases Purchases Sales and Maturities Sales and Maturities Issuances and Issuances Other and Settlements(1) Other Settlements(1) Transfers into Transfers Level 3 into Level 3 Transfers out of Transfers Level 3 out of Level 3 December 31, 2022 December 31, 2022 Total Net Unrealized Total Net Gains (Losses) Unrealized Included in Gains (Losses) Earnings(2) Included in Earnings(2) $ 17 $ 17 17 17 5 5 270 270 $ 292 $ 292 $ (5) $ (5) (5) (5) (2) (2) (6) (6) $ (13) $ (13) $ 36 $ 36 36 36 — — 59 59 $ 95 $ 95 $ (18) $ (18) (18) (18) — — (61) (61) $ (79) $ (79) $ — $ — — — — — — — $ — $ — $ 26 $ 26 26 26 — — 9 9 $ 35 $ 35 $ (4) $ (4) (4) (4) (3) (3) (23) (23) $ (30) $ (30) $ — $ — $ 52 $ 52 52 52 — — 248 248 $ 300 $ 300 $ 280 $ 280 $ (5) $ (5) (5) (5) — — (6) (6) $ (11) $ (11) $ 3 $ 3 $ 3 Other liabilities Other liabilities $ 3 Amounts include proceeds from borrowings of a consolidated CLO and a contingent liability payment related to a prior acquisition. $ (59) $ (59) $ 342 $ 342 $ — $ — $ — $ — $ — $ — (1) (1) (2) Earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at the reporting date. Amounts include proceeds from borrowings of a consolidated CLO and a contingent liability payment related to a prior acquisition. (2) Earnings attributable to the change in unrealized gains (losses) relating to assets and liabilities still held at the reporting date. Realized and Unrealized Gains (Losses) for Level 3 Assets and Liabilities. Realized and unrealized gains (losses) Realized and Unrealized Gains (Losses) for Level 3 Assets recorded for Level 3 assets and liabilities are primarily and Liabilities. Realized and unrealized gains (losses) reported in nonoperating income (expense) on the recorded for Level 3 assets and liabilities are primarily consolidated statements of income. A portion of net reported in nonoperating income (expense) on the income (loss) related to securities held by CIPs is allocated consolidated statements of income. A portion of net to NCI to reflect net income (loss) not attributable to the income (loss) related to securities held by CIPs is allocated Company. to NCI to reflect net income (loss) not attributable to the Company. Transfers in and/or out of Levels. Transfers in and/or out of levels are reflected when significant inputs, including Transfers in and/or out of Levels. Transfers in and/or out market inputs or performance attributes, used for the fair of levels are reflected when significant inputs, including value measurement become observable/unobservable. market inputs or performance attributes, used for the fair value measurement become observable/unobservable. F-21 BlackRock | 2023 Form 10-K F-21 Disclosures of Fair Value for Financial Instruments Not Held at Fair Value. At December 31, 2023 and 2022, the fair value of the Company’s financial instruments not held at fair value are categorized in the table below. Disclosures of Fair Value for Financial Instruments Not Held at Fair Value. At December 31, 2023 and 2022, the fair value of the Company’s financial instruments not held at fair value are categorized in the table below. BlackRock | 2023 Form 10-K (in millions) (in millions) Financial Assets(1): Cash and cash equivalents Financial Assets(1): Other assets Cash and cash equivalents Financial Liabilities: Other assets Long-term borrowings Financial Liabilities: Long-term borrowings (1) See Note 4,Investments, for further information on investments not held at fair value. December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 Carrying Amount Carrying Amount Estimated Fair Value Estimated Fair Value Carrying Amount Carrying Amount Estimated Fair Value Estimated Fair Value $ 8,736 80 $ 8,736 80 $ 7,918 $ 7,918 $ 8,736 80 $ 8,736 80 $ 7,413 $ 7,413 $ 7,416 86 $ 7,416 86 $ 6,654 $ 6,654 $ 7,416 86 $ 7,416 86 $ 5,949 $ 5,949 Fair Value Hierarchy Fair Value Hierarchy Level 1(2)(3) Level 1(2)(4) Level 1(2)(3) Level 1(2)(4) Level 2(5) Level 2(5) (1) (2) Cash and cash equivalents are carried at either cost or amortized cost, which approximates fair value due to their short-term maturities. See Note 4,Investments, for further information on investments not held at fair value. (2) Cash and cash equivalents are carried at either cost or amortized cost, which approximates fair value due to their short-term maturities. (3) At December 31, 2023 and 2022, approximately $3.4 billion and $2.2 billion, respectively, of money market funds were recorded within cash and cash equivalents on the consolidated statements of financial condition. Money market funds are valued based on quoted market prices, or $1.00 per share, which generally is the NAV of the fund. At December 31, 2023 and 2022, approximately $3.4 billion and $2.2 billion, respectively, of money market funds were recorded within cash and cash equivalents on the consolidated statements of financial condition. Money market funds are valued based on quoted market prices, or $1.00 per share, which generally is the NAV of the fund. At December 31, 2023 and 2022, other assets included cash collateral of approximately $63 million and $69 million, respectively. See Note 8, DerivativesandHedgingfor further information on derivatives held by the Company. In addition, other assets included $17 million of restricted cash at both December 31, 2023 and 2022. At December 31, 2023 and 2022, other assets included cash collateral of approximately $63 million and $69 million, respectively. See Note 8, DerivativesandHedgingfor further information on derivatives held by the Company. In addition, other assets included $17 million of restricted cash at both December 31, 2023 and 2022. (5) Long-term borrowings are recorded at amortized cost, net of debt issuance costs. The fair value of the long-term borrowings, including the current portion of long-term borrowings, is determined (3) (4) (4) (5) Long-term borrowings are recorded at amortized cost, net of debt issuance costs. The fair value of the long-term borrowings, including the current portion of long-term borrowings, is determined using market prices and the EUR/USD foreign exchange rate at the end of December 2023 and 2022, respectively. See Note 14, Borrowings, for the fair value of each of the Company’s long- term borrowings. using market prices and the EUR/USD foreign exchange rate at the end of December 2023 and 2022, respectively. See Note 14, Borrowings, for the fair value of each of the Company’s long- term borrowings. Investments in Certain Entities that Calculate NAV Per Share Investments in Certain Entities that Calculate NAV Per Share As a practical expedient to value certain investments that do not have a readily determinable fair value and have attributes of an investment company, the Company uses NAV as the fair value. The following tables list information regarding all As a practical expedient to value certain investments that do not have a readily determinable fair value and have attributes investments that use a fair value measurement to account for both their financial assets and financial liabilities in their of an investment company, the Company uses NAV as the fair value. The following tables list information regarding all calculation of a NAV per share (or equivalent). investments that use a fair value measurement to account for both their financial assets and financial liabilities in their calculation of a NAV per share (or equivalent). Total Unfunded Commitments Total Unfunded Commitments Redemption Frequency Redemption Frequency Redemption Notice Period Redemption Notice Period 1 – 90 days 1 – 90 days N/R 60 days N/R 60 days 1 – 90 days 1 – 90 days N/R N/R N/R 90 days N/R 90 days Daily/Monthly (4%) Quarterly (8%) Daily/Monthly (4%) N/R (88%) Quarterly (8%) N/R N/R (88%) Quarterly (10%) N/R N/R (90%) Quarterly (10%) Monthly N/R (90%) Monthly N/R N/R N/R Quarterly (83%) N/R N/R (17%) Quarterly (83%) N/R (17%) December 31, 2023 December 31, 2023 (in millions) (in millions) Equity method(1): Hedge funds/funds of hedge funds/other Equity method(1): Hedge funds/funds of hedge funds/other Private equity funds Real assets funds Private equity funds Real assets funds Investments related to deferred cash compensation plan Investments related to deferred cash compensation plan Consolidated sponsored investment products: Real assets funds Consolidated sponsored investment products: Private equity funds Real assets funds Hedge funds/other Private equity funds Hedge funds/other Total Total December 31, 2022 December 31, 2022 (in millions) (in millions) Equity method(1): Hedge funds/funds of hedge funds/other Equity method(1): Hedge funds/funds of hedge funds/other Private equity funds Real assets funds Private equity funds Real assets funds Consolidated sponsored investment products: Real assets funds Consolidated sponsored investment products: Private equity funds Real assets funds Other funds Private equity funds Other funds Total Total N/R – Not Redeemable N/R – Not Redeemable Ref Ref (a) (a) (b) (c) (b) (c) (e) (e) (c) (d) (c) (a) (d) (a) Ref Ref (a) (a) (b) (c) (b) (c) (c) (d) (c) (d) Fair Value Fair Value $ 588 $ 588 1,264 417 1,264 417 241 241 154 145 154 168 145 168 $ 2,977 $ 2,977 Fair Value Fair Value $ 525 $ 525 885 304 885 304 116 183 116 17 183 17 $ 2,030 $ 2,030 $ 134 $ 134 218 210 218 210 — — 62 37 62 64 37 64 $ 725 $ 725 Total Unfunded Total Commitments Unfunded Commitments $ 149 $ 149 174 304 174 304 94 37 94 31 37 31 $ 789 $ 789 BlackRock | 2023 Form 10-K F-22 F-22 BlackRock | 2023 Form 10-K (1) Comprised of equity method investments, which include investment companies that account for their financial assets and most financial liabilities under fair value measures; therefore, the (1) Comprised of equity method investments, which include investment companies that account for their financial assets and most financial liabilities under fair value measures; therefore, the Company’s investment in such equity method investees approximates fair value. (a) (a) (b) (b) (c) (c) (d) (d) (e) (e) Company’s investment in such equity method investees approximates fair value. This category includes hedge funds, funds of hedge funds, and other funds that invest primarily in equities, fixed income securities, private credit, opportunistic and mortgage instruments and other third-party hedge funds. The fair values of the investments have been estimated using the NAV of the Company’s ownership interest in partners’ capital. The liquidation period for the This category includes hedge funds, funds of hedge funds, and other funds that invest primarily in equities, fixed income securities, private credit, opportunistic and mortgage instruments and investments in the funds that are not subject to redemption is unknown at both December 31, 2023 and 2022. other third-party hedge funds. The fair values of the investments have been estimated using the NAV of the Company’s ownership interest in partners’ capital. The liquidation period for the investments in the funds that are not subject to redemption is unknown at both December 31, 2023 and 2022. This category includes private equity funds that initially invest in nonmarketable securities of private companies, which ultimately may become public in the future. The fair values of these investments have been estimated using capital accounts representing the Company’s ownership interest in the funds and may also include other performance inputs. The Company’s investment This category includes private equity funds that initially invest in nonmarketable securities of private companies, which ultimately may become public in the future. The fair values of these in each fund is not subject to redemption and is normally returned through distributions as a result of the liquidation of the underlying assets of the private equity funds. The liquidation period for investments have been estimated using capital accounts representing the Company’s ownership interest in the funds and may also include other performance inputs. The Company’s investment the investments in these funds is unknown at both December 31, 2023 and 2022. in each fund is not subject to redemption and is normally returned through distributions as a result of the liquidation of the underlying assets of the private equity funds. The liquidation period for the investments in these funds is unknown at both December 31, 2023 and 2022. This category includes several real assets funds that invest directly and indirectly in real estate or infrastructure. The fair values of the investments have been estimated using capital accounts representing the Company’s ownership interest in the funds. The Company’s investments that are not subject to redemption or are not currently redeemable are normally returned through This category includes several real assets funds that invest directly and indirectly in real estate or infrastructure. The fair values of the investments have been estimated using capital accounts distributions and realizations of the underlying assets of the funds. The liquidation period for the investments in the funds that are not subject to redemptions is unknown at both December 31, representing the Company’s ownership interest in the funds. The Company’s investments that are not subject to redemption or are not currently redeemable are normally returned through 2023 and 2022. The total remaining unfunded commitments were $272 million and $398 million at December 31, 2023 and 2022, respectively. The Company’s portion of the total distributions and realizations of the underlying assets of the funds. The liquidation period for the investments in the funds that are not subject to redemptions is unknown at both December 31, remaining unfunded commitments was $248 million and $364 million at December 31, 2023 and 2022, respectively. 2023 and 2022. The total remaining unfunded commitments were $272 million and $398 million at December 31, 2023 and 2022, respectively. The Company’s portion of the total remaining unfunded commitments was $248 million and $364 million at December 31, 2023 and 2022, respectively. This category includes the underlying third-party private equity funds within consolidated BlackRock sponsored private equity funds of funds. These investments are not subject to redemption or are not currently redeemable; however, for certain funds, the Company may sell or transfer its interest, which may need approval by the general partner of the underlying funds. Due to the nature This category includes the underlying third-party private equity funds within consolidated BlackRock sponsored private equity funds of funds. These investments are not subject to redemption or of the investments in this category, the Company reduces its investment by distributions that are received through the realization of the underlying assets of the funds. The liquidation period for are not currently redeemable; however, for certain funds, the Company may sell or transfer its interest, which may need approval by the general partner of the underlying funds. Due to the nature the underlying assets of these funds is unknown. of the investments in this category, the Company reduces its investment by distributions that are received through the realization of the underlying assets of the funds. The liquidation period for the underlying assets of these funds is unknown. This category includes hedge funds and funds of hedge funds that invest primarily in equities, fixed income securities, mortgage instruments and other third-party hedge funds. The fair values of the investments have been estimated using the NAV of the Company’s ownership interest in partners’ capital. The investments in hedge funds will be redeemed upon settlement of certain This category includes hedge funds and funds of hedge funds that invest primarily in equities, fixed income securities, mortgage instruments and other third-party hedge funds. The fair values of deferred cash compensation liabilities. the investments have been estimated using the NAV of the Company’s ownership interest in partners’ capital. The investments in hedge funds will be redeemed upon settlement of certain deferred cash compensation liabilities. Fair Value Option Fair Value Option At December 31, 2023 and 2022, the Company elected the fair value option for certain investments in CLOs of At December 31, 2023 and 2022, the Company elected the approximately $42 million and $52 million, respectively, fair value option for certain investments in CLOs of reported within investments. approximately $42 million and $52 million, respectively, reported within investments. In addition, the Company elected the fair value option for bank loans and borrowings of a consolidated CLO, recorded In addition, the Company elected the fair value option for within investments and other liabilities, respectively. The bank loans and borrowings of a consolidated CLO, recorded following table summarizes the information related to these within investments and other liabilities, respectively. The bank loans and borrowings at December 31, 2023 and 2022: following table summarizes the information related to these bank loans and borrowings at December 31, 2023 and 2022: (in millions) (in millions) CLO Bank loans: CLO Bank loans: outstanding outstanding Aggregate principal amounts Aggregate principal amounts Fair value Fair value Aggregate unpaid principal balance in excess of (less Aggregate unpaid principal than) fair value balance in excess of (less than) fair value CLO Borrowings: CLO Borrowings: outstanding outstanding Aggregate principal amounts Aggregate principal amounts Fair value Fair value December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 $ 203 $ 203 194 194 $ $ 9 9 $ 190 $ 190 $ 180 $ 180 $ 238 $ 238 234 234 $ $ 4 4 $ 245 $ 245 $ 245 $ 245 market price and interest rate exposures with respect to its total portfolio of seed investments in sponsored market price and interest rate exposures with respect to its investment products. At December 31, 2023 and 2022, the total portfolio of seed investments in sponsored Company had outstanding exchange traded futures investment products. At December 31, 2023 and 2022, the related to this macro hedging strategy with aggregate Company had outstanding exchange traded futures notional values of approximately $1.8 billion and related to this macro hedging strategy with aggregate $1.5 billion, with expiration dates during the first quarter notional values of approximately $1.8 billion and of 2024 and 2023, respectively. $1.5 billion, with expiration dates during the first quarter of 2024 and 2023, respectively. In addition, beginning in the first quarter of 2023, the Company entered into futures to economically hedge the In addition, beginning in the first quarter of 2023, the exposure to market movements on certain deferred cash Company entered into futures to economically hedge the compensation plans. At December 31, 2023 , the exposure to market movements on certain deferred cash Company had outstanding exchange traded futures with compensation plans. At December 31, 2023 , the aggregate notional values related to its deferred cash Company had outstanding exchange traded futures with compensation hedging program of approximately aggregate notional values related to its deferred cash $204 million, with expiration dates during the first quarter compensation hedging program of approximately of 2024. $204 million, with expiration dates during the first quarter of 2024. Changes in the value of the futures contracts are recognized as gains or losses within nonoperating income Changes in the value of the futures contracts are (expense). Variation margin payments, which represent recognized as gains or losses within nonoperating income settlements of profit/loss, are generally received or made (expense). Variation margin payments, which represent daily, and are reflected in other assets and other liabilities settlements of profit/loss, are generally received or made on the consolidated statements of financial condition. daily, and are reflected in other assets and other liabilities These amounts were not material as of December 31, on the consolidated statements of financial condition. 2023 and 2022. These amounts were not material as of December 31, 2023 and 2022. The Company executes forward foreign currency exchange contracts to mitigate the risk of certain foreign The Company executes forward foreign currency exchange movements. At December 31, 2023 and 2022, exchange contracts to mitigate the risk of certain foreign the Company had outstanding forward foreign currency exchange movements. At December 31, 2023 and 2022, exchange contracts with aggregate notional values of the Company had outstanding forward foreign currency approximately $3.1 billion and $2.2 billion, with expiration exchange contracts with aggregate notional values of dates in January 2024 and January 2023, respectively. approximately $3.1 billion and $2.2 billion, with expiration dates in January 2024 and January 2023, respectively. At both December 31, 2023 and 2022, the Company had a derivative providing credit protection with a notional At both December 31, 2023 and 2022, the Company had a amount of approximately $17 million to a counterparty, derivative providing credit protection with a notional representing the Company’s maximum risk of loss with amount of approximately $17 million to a counterparty, respect to the derivative. The Company carries the representing the Company’s maximum risk of loss with derivative at fair value based on the expected discounted respect to the derivative. The Company carries the future cash outflows under the arrangement. derivative at fair value based on the expected discounted future cash outflows under the arrangement. Redemption Frequency Redemption Frequency Daily/Monthly (23%) Quarterly (13%) Daily/Monthly (23%) N/R (64%) Quarterly (13%) N/R N/R (64%) Quarterly (17%) N/R N/R (83%) Quarterly (17%) N/R (83%) N/R N/R N/R Quarterly N/R Quarterly Redemption Notice Period Redemption Notice Period 1 – 90 days 1 – 90 days N/R 60 days N/R 60 days N/R N/R N/R 90 days N/R 90 days At December 31, 2023, the principal amounts outstanding of the borrowings issued by the CLOs mature in 2030 and At December 31, 2023, the principal amounts outstanding may be repaid prior to maturity at any time. of the borrowings issued by the CLOs mature in 2030 and may be repaid prior to maturity at any time. During the year ended December 31, 2023 and 2022, the net gains (losses) from the change in fair value of the bank During the year ended December 31, 2023 and 2022, the loans and borrowings held by the consolidated CLO were net gains (losses) from the change in fair value of the bank not material and were recorded in net gain (loss) on the loans and borrowings held by the consolidated CLO were consolidated statements of income. The change in fair not material and were recorded in net gain (loss) on the value of the assets and liabilities included interest income consolidated statements of income. The change in fair and expense, respectively. value of the assets and liabilities included interest income and expense, respectively. 8. Derivatives and Hedging 8. Derivatives and Hedging The Company maintains a program to enter into exchange traded futures as a macro hedging strategy to hedge The Company maintains a program to enter into exchange traded futures as a macro hedging strategy to hedge F-23 BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K F-24 BlackRock | 2023 Form 10-K The following table presents the fair values of derivative instruments recognized in the consolidated statements of financial condition at December 31, 2023: The following table presents the fair values of derivative instruments recognized in the consolidated statements of financial condition at December 31, 2023: (in millions) F-23 F-24 BlackRock | 2023 Form 10-K 11. Intangible Assets 11. Intangible Assets Intangible assets at December 31, 2023 and 2022 consisted of the following: Intangible assets at December 31, 2023 and 2022 consisted of the following: Assets Assets Liabilities Liabilities Statement of Financial Condition Statement of Classification Financial Condition Classification December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 Statement of Financial Condition Statement of Classification Financial Condition Classification December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 (in millions) (in millions) Derivative instruments Derivative instruments Forward foreign currency exchange contracts Forward foreign currency exchange contracts Other assets Other assets $ 19 $ 19 $ 1 $ 1 Other liabilities Other liabilities $ 6 $ 6 $ 19 $ 19 The following table presents realized and unrealized gains (losses) recognized in the consolidated statements of income on derivative instruments: The following table presents realized and unrealized gains (losses) recognized in the consolidated statements of income on derivative instruments: (in millions) (in millions) Derivative Instruments Exchange traded futures(1) Derivative Instruments Exchange traded futures(1) Forward foreign currency exchange contracts Forward foreign currency exchange contracts Total return swaps Total return swaps Total gain (loss) from derivative instruments Total gain (loss) from derivative instruments (1) Statement of Income Classification Statement of Income Classification Nonoperating income (expense) Nonoperating income (expense) General and administration expense General and administration expense Nonoperating income (expense) Nonoperating income (expense) Gains (Losses) Gains (Losses) 2022 2022 2021 2021 2023 2023 $ (88) $ (88) 98 98 — — $ 10 $ 10 $ 36 $ 36 (222) (222) 83 83 $ (103) $ (103) $ $ — — (29) (29) (99) (99) $ (128) $ (128) (1) Amounts include $112 million of losses and $36 million of gains on futures used as a macro hedging strategy of seed investments for 2023 and 2022, respectively. In addition, amounts include $24 million of gains on futures used to economically hedge certain deferred cash compensation plans for 2023. Amounts include $112 million of losses and $36 million of gains on futures used as a macro hedging strategy of seed investments for 2023 and 2022, respectively. In addition, amounts include $24 million of gains on futures used to economically hedge certain deferred cash compensation plans for 2023. The Company’s CIPs may utilize derivative instruments as a part of the funds’ investment strategies. The change in fair value of such derivatives, which is recorded in nonoperating income (expense), was not material for 2023, 2022 and 2021. The Company’s CIPs may utilize derivative instruments as a part of the funds’ investment strategies. The change in fair value of such derivatives, which is recorded in nonoperating income (expense), was not material for 2023, 2022 and 2021. See Note 14, Borrowings, for more information on the Company’s net investment hedge. See Note 14, Borrowings, for more information on the Company’s net investment hedge. 9. Property and Equipment 9. Property and Equipment Property and equipment consists of the following: Property and equipment consists of the following: (in millions) (in millions) Property and equipment: Property and equipment: Land Land Building Building Building improvements Building improvements Leasehold Leasehold Equipment and computer Equipment and computer Other transportation Other transportation Furniture and fixtures Furniture and fixtures Construction in progress(1) Construction in progress(1) improvements(1) improvements(1) software software equipment equipment Total Total Less: accumulated depreciation and Less: accumulated amortization depreciation and amortization Property and equipment, net Property and equipment, net N/A – Not Applicable Estimated Useful Life-In Years Estimated Useful Life-In Years N/A N/A 39 39 15 15 1-15 1-15 3 3 10 10 7 7 N/A N/A December 31, December 31, 2023 2023 2022 2022 $ $ 6 $ 6 $ 33 33 31 31 1,036 1,036 1,088 1,088 192 192 99 99 66 66 2,551 2,551 6 6 33 33 31 31 613 613 1,033 1,033 192 192 96 96 417 417 2,421 2,421 1,439 1,439 1,390 1,390 $ 1,112 $ 1,031 $ 1,112 $ 1,031 N/A – Not Applicable (1) During 2023, approximately $400 million was reclassed from construction in progress to leasehold improvements primarily related to the Company’s new headquarters located at (1) During 2023, approximately $400 million was reclassed from construction in progress to 50 Hudson Yards in New York. leasehold improvements primarily related to the Company’s new headquarters located at 50 Hudson Yards in New York. Qualifying software costs of approximately $103 million, $91 million and $87 million have been capitalized within Qualifying software costs of approximately $103 million, equipment and computer software during 2023, 2022 and $91 million and $87 million have been capitalized within 2021, respectively, and are being amortized over an equipment and computer software during 2023, 2022 and estimated useful life of three years. 2021, respectively, and are being amortized over an estimated useful life of three years. Depreciation and amortization expense was $263 million, $251 million and $249 million for 2023, 2022 and 2021, Depreciation and amortization expense was $263 million, respectively. $251 million and $249 million for 2023, 2022 and 2021, respectively. 10. Goodwill 10. Goodwill Goodwill activity during 2023 and 2022 was as follows: Goodwill activity during 2023 and 2022 was as follows: (in millions) (in millions) Beginning of year balance Beginning of year balance Acquisitions(1) Acquisitions(1) Other Other End of year balance End of year balance (1) 2023 2023 $ 15,341 $ 15,341 184 184 (1) (1) $ 15,524 $ 15,524 2022 2022 $ 15,351 $ 15,351 — — (10) (10) $ 15,341 $ 15,341 (1) Amount represents goodwill in connection with the Kreos Transaction. The Company believes this acquisition will add to the Company’s position as a leading global credit asset Amount represents goodwill in connection with the Kreos Transaction. The Company manager and advance its ambitions to provide clients with a diverse range of private believes this acquisition will add to the Company’s position as a leading global credit asset market investment products and solutions. Total consideration for the transaction was manager and advance its ambitions to provide clients with a diverse range of private approximately $250 million, which included contingent consideration. market investment products and solutions. Total consideration for the transaction was approximately $250 million, which included contingent consideration. BlackRock assessed its goodwill for impairment as of July 31, 2023, 2022 and 2021 and considered such BlackRock assessed its goodwill for impairment as of factors as the book value and the market capitalization of July 31, 2023, 2022 and 2021 and considered such the Company. The impairment assessment indicated no factors as the book value and the market capitalization of impairment charges were required. The Company the Company. The impairment assessment indicated no continues to monitor its book value per share compared impairment charges were required. The Company with closing prices of its common stock for potential continues to monitor its book value per share compared indicators of impairment. At December 31, 2023, the with closing prices of its common stock for potential Company’s common stock closed at a market price of indicators of impairment. At December 31, 2023, the $811.80, which exceeded its book value of $264.96 per Company’s common stock closed at a market price of share. $811.80, which exceeded its book value of $264.96 per share. (in millions) At December 31, 2023 At December 31, 2023 Indefinite-lived intangible assets: Indefinite-lived intangible assets: Management contracts Management contracts Trade names/trademarks Trade names/trademarks License License Total indefinite-lived intangible assets Total indefinite-lived intangible assets Finite-lived intangible assets(1): Finite-lived intangible assets(1): Management contracts Management contracts Investor/customer relationships Investor/customer relationships Technology-related Technology-related Trade names/trademarks Trade names/trademarks Total finite-lived intangible assets Total finite-lived intangible assets Total intangible assets Total intangible assets At December 31, 2022 At December 31, 2022 Indefinite-lived intangible assets: Indefinite-lived intangible assets: Management contracts Management contracts Trade names/trademarks Trade names/trademarks License License Total indefinite-lived intangible assets Total indefinite-lived intangible assets Finite-lived intangible assets: Finite-lived intangible assets: Management contracts Management contracts Investor/customer relationships Investor/customer relationships Technology-related Technology-related Trade names/trademarks Trade names/trademarks Total finite-lived intangible assets Total finite-lived intangible assets Total intangible assets Total intangible assets N/A – Not Applicable Remaining Weighted- Remaining Average Weighted- Estimated Average Useful Life Estimated Useful Life N/A N/A N/A N/A N/A N/A 3.7 3.7 6.0 6.0 4.6 4.6 1.8 1.8 5.4 5.4 N/A N/A N/A N/A N/A N/A 2.9 2.9 7.0 7.0 4.6 4.6 2.6 2.6 6.1 6.1 Gross Carrying Gross Amount Carrying Amount $ 16,169 $ 16,169 1,403 1,403 6 6 17,578 17,578 244 244 785 785 260 260 9 9 1,298 1,298 $ 18,876 $ 18,876 $ 16,169 $ 16,169 1,403 1,403 6 6 17,578 17,578 177 177 746 746 261 261 23 23 1,207 1,207 $ 18,785 $ 18,785 Accumulated Amortization Accumulated Amortization $ — $ — — — — — — — 156 156 338 338 118 118 6 6 618 618 $ 618 $ 618 $ — $ — — — — — — — 130 130 254 254 81 81 18 18 483 483 $ 483 $ 483 Net Carrying Net Amount Carrying Amount $ 16,169 $ 16,169 1,403 1,403 6 6 17,578 17,578 88 88 447 447 142 142 3 3 680 680 $ 18,258 $ 18,258 $ 16,169 $ 16,169 1,403 1,403 6 6 17,578 17,578 47 47 492 492 180 180 5 5 724 724 $ 18,302 $ 18,302 N/A – Not Applicable (1) (1) In connection with the Kreos Transaction, the Company acquired approximately $67 million of finite-lived management contracts and $39 million of finite-lived investor relationships with weighted-average estimated lives of approximately five and ten years, respectively. In connection with the Kreos Transaction, the Company acquired approximately $67 million of finite-lived management contracts and $39 million of finite-lived investor relationships with weighted-average estimated lives of approximately five and ten years, respectively. The impairment tests performed for intangible assets as of July 31, 2023, 2022 and 2021 indicated no impairment The impairment tests performed for intangible assets as of charges were required. July 31, 2023, 2022 and 2021 indicated no impairment charges were required. Estimated amortization expense for finite-lived intangible assets for each of the five succeeding years is as follows: Estimated amortization expense for finite-lived intangible assets for each of the five succeeding years is as follows: 12. Leases 12. Leases The following table presents components of lease cost included in general and administration expense on the The following table presents components of lease cost consolidated statements of income: included in general and administration expense on the consolidated statements of income: (in millions) (in millions) Year (in millions) Year 2024 2024 2025 2025 2026 2026 2027 2027 2028 2028 Amount Amount $ 151 $ 151 143 143 129 129 103 103 83 83 (in millions) Lease cost: Lease cost: Operating lease cost(1) Operating lease cost(1) Variable lease cost(2) Variable lease cost(2) Total lease cost Total lease cost (1) 2023 2023 $ 189 $ 189 49 49 $ 238 $ 238 2022 2022 $ 216 $ 216 39 39 $ 255 $ 255 2021 2021 $ 184 $ 184 44 44 $ 228 $ 228 Amounts include short-term leases, which are immaterial for 2023, 2022 and 2021. (1) (2) (2) Amounts include short-term leases, which are immaterial for 2023, 2022 and 2021. Amounts include operating lease payments, which may be adjusted based on usage, changes in an index or market rate, as well as common area maintenance charges and Amounts include operating lease payments, which may be adjusted based on usage, other variable costs not included in the measurement of ROU assets and operating lease changes in an index or market rate, as well as common area maintenance charges and liabilities. other variable costs not included in the measurement of ROU assets and operating lease liabilities. F-25 BlackRock | 2023 Form 10-K Supplemental information related to operating leases is summarized below: Supplemental information related to operating leases is summarized below: (in millions) Operating cash flows from operating leases included in the measurement of operating lease Operating cash flows from operating leases included in the measurement of operating lease (in millions) Supplemental cash flow information: Supplemental cash flow information: liabilities liabilities Supplemental noncash information: Supplemental noncash information: ROU assets in exchange for operating lease liabilities ROU assets in exchange for operating lease liabilities BlackRock | 2023 Form 10-K F-25 2023 2023 2022 2022 2021 2021 $ 142 $ 142 $ 32 $ 32 $ 162 $ 162 $ 115 $ 115 $ $ 75 75 $ 1,165 $ 1,165 December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 15 years 15 years 3% 3% 16 years 16 years 3% 3% are considered to be an extension of BlackRock’s core business. These investments included equity securities, are considered to be an extension of BlackRock’s core generally measured at fair value or under the business. These investments included equity securities, measurement alternative to fair value for nonmarketable generally measured at fair value or under the securities, and a strategic private debt investment measurement alternative to fair value for nonmarketable measured at fair value. Changes in value of the equity securities, and a strategic private debt investment securities are recorded in nonoperating income (expense) measured at fair value. Changes in value of the equity and changes in value of the debt security is recorded in securities are recorded in nonoperating income (expense) AOCI, net of tax. See Note 2, Significant Accounting and changes in value of the debt security is recorded in Policies, for further information. AOCI, net of tax. See Note 2, Significant Accounting Policies, for further information. 14. Borrowings 14. Borrowings Short-Term Borrowings Short-Term Borrowings 2023 Revolving Credit Facility. The Company maintains an unsecured revolving credit facility which is available for 2023 Revolving Credit Facility. The Company maintains an working capital and general corporate purposes (the unsecured revolving credit facility which is available for “2023 credit facility”). In March 2023, the 2023 credit working capital and general corporate purposes (the facility was amended to, among other things, (1) increase “2023 credit facility”). In March 2023, the 2023 credit the aggregate commitment amount by $300 million to facility was amended to, among other things, (1) increase $5 billion, (2) extend the maturity date to March 2028 and the aggregate commitment amount by $300 million to (3) change the secured overnight financing rate (“SOFR”) $5 billion, (2) extend the maturity date to March 2028 and adjustment to 10 bps per annum for all SOFR-based (3) change the secured overnight financing rate (“SOFR”) borrowings. The 2023 credit facility permits the Company adjustment to 10 bps per annum for all SOFR-based to request up to an additional $1.0 billion of borrowing borrowings. The 2023 credit facility permits the Company capacity, subject to lender credit approval, which could to request up to an additional $1.0 billion of borrowing increase the overall size of the 2023 credit facility to an capacity, subject to lender credit approval, which could aggregate principal amount of up to $6 billion. The 2023 increase the overall size of the 2023 credit facility to an credit facility requires the Company not to exceed a aggregate principal amount of up to $6 billion. The 2023 maximum leverage ratio (ratio of net debt to earnings credit facility requires the Company not to exceed a before interest, taxes, depreciation and amortization, maximum leverage ratio (ratio of net debt to earnings where net debt equals total debt less unrestricted cash) of before interest, taxes, depreciation and amortization, 3 to 1, which was satisfied with a ratio of less than 1 to 1 at where net debt equals total debt less unrestricted cash) of December 31, 2023. At December 31, 2023, the Company 3 to 1, which was satisfied with a ratio of less than 1 to 1 at had no amount outstanding under the 2023 credit facility. December 31, 2023. At December 31, 2023, the Company had no amount outstanding under the 2023 credit facility. Commercial Paper Program. The Company can issue unsecured commercial paper notes (the “CP Notes”) on a Commercial Paper Program. The Company can issue private-placement basis up to a maximum aggregate unsecured commercial paper notes (the “CP Notes”) on a amount outstanding at any time of $4 billion. The private-placement basis up to a maximum aggregate commercial paper program is currently supported by the amount outstanding at any time of $4 billion. The 2023 credit facility. At December 31, 2023, BlackRock had commercial paper program is currently supported by the no CP Notes outstanding. 2023 credit facility. At December 31, 2023, BlackRock had no CP Notes outstanding. Lease term and discount rate: Lease term and discount rate: Weighted-average remaining lease term Weighted-average remaining lease term Weighted-average discount rate Weighted-average discount rate (in millions) Maturity of operating lease liabilities at December 31, 2023 (in millions) Maturity of operating lease liabilities at December 31, 2023 2024 2024 2025 2025 2026 2026 2027 2027 2028 2028 Thereafter Thereafter Total lease payments Total lease payments Less: imputed interest Less: imputed interest Present value of lease liabilities Present value of lease liabilities Amount Amount $ 180 $ 180 164 164 153 153 147 147 141 141 1,379 1,379 2,164 2,164 (380) (380) $ 1,784 $ 1,784 13. Other Assets 13. Other Assets At December 31, 2023 and 2022, the Company had $773 million and $809 million, respectively, of equity At December 31, 2023 and 2022, the Company had method investments recorded within other assets on the $773 million and $809 million, respectively, of equity consolidated statements of financial condition, since such method investments recorded within other assets on the investees are considered to be an extension of BlackRock’s consolidated statements of financial condition, since such core business. BlackRock’s share of these investees’ investees are considered to be an extension of BlackRock’s underlying net income or loss is based upon the most core business. BlackRock’s share of these investees’ currently available information and is recorded within underlying net income or loss is based upon the most advisory and other revenue. In 2022, the Company currently available information and is recorded within recorded a nonoperating, noncash, pre-tax gain of advisory and other revenue. In 2022, the Company approximately $267 million in connection with the dilution recorded a nonoperating, noncash, pre-tax gain of of its ownership interest to approximately 25% in its approximately $267 million in connection with the dilution strategic minority investment in iCapital Network, Inc. of its ownership interest to approximately 25% in its (“iCapital”). At December 31, 2023 and 2022, the strategic minority investment in iCapital Network, Inc. Company’s ownership interest in iCapital was (“iCapital”). At December 31, 2023 and 2022, the approximately 25%, and the carrying value of the Company’s ownership interest in iCapital was Company’s interest was $641 million and $669 million, approximately 25%, and the carrying value of the respectively. In accordance with GAAP, certain equity Company’s interest was $641 million and $669 million, method investees, including iCapital, do not account for respectively. In accordance with GAAP, certain equity both their financial assets and liabilities under fair value method investees, including iCapital, do not account for measures; therefore, the Company’s investment in such both their financial assets and liabilities under fair value equity method investees may not represent fair value. measures; therefore, the Company’s investment in such equity method investees may not represent fair value. At December 31, 2023 and 2022, the Company had $484 million and $375 million, respectively, of other At December 31, 2023 and 2022, the Company had nonequity method corporate minority investments $484 million and $375 million, respectively, of other recorded within other assets on the consolidated nonequity method corporate minority investments statements of financial condition, since such investees recorded within other assets on the consolidated statements of financial condition, since such investees F-26 BlackRock | 2023 Form 10-K Long-Term Borrowings Long-Term Borrowings The carrying value and fair value of long-term borrowings determined using market prices and EUR/USD foreign exchange rate at December 31, 2023 included the following: The carrying value and fair value of long-term borrowings determined using market prices and EUR/USD foreign exchange rate at December 31, 2023 included the following: BlackRock | 2023 Form 10-K F-26 (in millions) (in millions) 3.50% Notes due 2024 3.50% Notes due 2024 1.25% Notes due 2025 1.25% Notes due 2025 3.20% Notes due 2027 3.20% Notes due 2027 3.25% Notes due 2029 3.25% Notes due 2029 2.40% Notes due 2030 2.40% Notes due 2030 1.90% Notes due 2031 1.90% Notes due 2031 2.10% Notes due 2032 2.10% Notes due 2032 4.75% Notes due 2033 4.75% Notes due 2033 Total long-term borrowings Total long-term borrowings (1) The unamortized discount and debt issuance costs are being amortized over the term of the notes. Unamortized Discount Unamortized and Debt Discount Issuance and Debt Costs(1) Issuance Costs(1) $ — $ — (1) (1) (2) (2) (7) (7) (4) (4) (8) (8) (12) (12) (20) (20) $ (54) $ (54) Maturity Amount Maturity Amount $ 1,000 $ 1,000 772 772 700 700 1,000 1,000 1,000 1,000 1,250 1,250 1,000 1,000 1,250 1,250 $ 7,972 $ 7,972 Carrying Value Carrying Value $ 1,000 $ 1,000 771 771 698 698 993 993 996 996 1,242 1,242 988 988 1,230 1,230 $ 7,918 $ 7,918 Fair Value Fair Value $ 995 $ 995 752 752 677 677 948 948 893 893 1,053 1,053 834 834 1,261 1,261 $ 7,413 $ 7,413 The unamortized discount and debt issuance costs are being amortized over the term of the notes. (1) Long-term borrowings at December 31, 2022 had a carrying value of $6.7 billion and a fair value of $5.9 billion Long-term borrowings at December 31, 2022 had a determined using market prices at the end of December carrying value of $6.7 billion and a fair value of $5.9 billion 2022. determined using market prices at the end of December 2022. 2033 Notes. In May 2023, the Company issued $1.25 billion in aggregate principal amount of 4.75% 2033 Notes. In May 2023, the Company issued senior unsecured notes maturing on May 25, 2033 (the $1.25 billion in aggregate principal amount of 4.75% “2033 Notes”). The net proceeds of the 2033 Notes are senior unsecured notes maturing on May 25, 2033 (the being used for general corporate purposes, which may “2033 Notes”). The net proceeds of the 2033 Notes are include the future repayment of all or a portion of the being used for general corporate purposes, which may $1.0 billion 3.50% Notes due March 2024. Interest of include the future repayment of all or a portion of the approximately $59 million per year is payable semi- $1.0 billion 3.50% Notes due March 2024. Interest of annually on May 25 and November 25 of each year, approximately $59 million per year is payable semi- commencing on November 25, 2023. The 2033 Notes may annually on May 25 and November 25 of each year, be redeemed at the option of the Company, in whole or in commencing on November 25, 2023. The 2033 Notes may part, at any time prior to February 25, 2033 at a “make- be redeemed at the option of the Company, in whole or in whole” redemption price, or thereafter at 100% of the part, at any time prior to February 25, 2033 at a “make- principal amount of the 2033 Notes, in each case plus whole” redemption price, or thereafter at 100% of the accrued but unpaid interest. principal amount of the 2033 Notes, in each case plus accrued but unpaid interest. 2032 Notes. In December 2021, the Company issued $1 billion in aggregate principal amount of 2.10% senior 2032 Notes. In December 2021, the Company issued unsecured and unsubordinated notes maturing on $1 billion in aggregate principal amount of 2.10% senior February 25, 2032 (the “2032 Notes”). The net proceeds of unsecured and unsubordinated notes maturing on the 2032 Notes were used for general corporate purposes, February 25, 2032 (the “2032 Notes”). The net proceeds of which included the repayment of the $750 million 3.375% the 2032 Notes were used for general corporate purposes, Notes in June 2022. Interest of approximately $21 million which included the repayment of the $750 million 3.375% per year is payable semi-annually on February 25 and Notes in June 2022. Interest of approximately $21 million August 25 of each year, which commenced on per year is payable semi-annually on February 25 and February 25, 2022. The 2032 Notes may be redeemed August 25 of each year, which commenced on prior to November 25, 2031 in whole or in part at any time, February 25, 2022. The 2032 Notes may be redeemed at the option of the Company, at a “make-whole” prior to November 25, 2031 in whole or in part at any time, redemption price or at 100% of the principal amount of at the option of the Company, at a “make-whole” the 2032 Notes thereafter. redemption price or at 100% of the principal amount of the 2032 Notes thereafter. 2031 Notes. In April 2020, the Company issued $1.25 billion in aggregate principal amount of 1.90% 2031 Notes. In April 2020, the Company issued senior unsecured and unsubordinated notes maturing on $1.25 billion in aggregate principal amount of 1.90% January 28, 2031 (the “2031 Notes”). The net proceeds of senior unsecured and unsubordinated notes maturing on the 2031 Notes were used for general corporate purposes. January 28, 2031 (the “2031 Notes”). The net proceeds of Interest of approximately $24 million per year is payable the 2031 Notes were used for general corporate purposes. semi-annually on January 28 and July 28 of each year, Interest of approximately $24 million per year is payable which commenced on July 28, 2020. The 2031 Notes semi-annually on January 28 and July 28 of each year, may be redeemed prior to October 28, 2030 in whole or which commenced on July 28, 2020. The 2031 Notes in part at any time, at the option of the Company, at a may be redeemed prior to October 28, 2030 in whole or in part at any time, at the option of the Company, at a “make-whole” redemption price or at 100% of the principal amount of the 2031 Notes thereafter. “make-whole” redemption price or at 100% of the principal amount of the 2031 Notes thereafter. 2030 Notes. In January 2020, the Company issued $1 billion in aggregate principal amount of 2.40% senior 2030 Notes. In January 2020, the Company issued unsecured and unsubordinated notes maturing on $1 billion in aggregate principal amount of 2.40% senior April 30, 2030 (the “2030 Notes”). The net proceeds of the unsecured and unsubordinated notes maturing on 2030 Notes were used for general corporate purposes. April 30, 2030 (the “2030 Notes”). The net proceeds of the Interest of approximately $24 million per year is payable 2030 Notes were used for general corporate purposes. semi-annually on April 30 and October 30 of each year, Interest of approximately $24 million per year is payable which commenced on April 30, 2020. The 2030 Notes may semi-annually on April 30 and October 30 of each year, be redeemed prior to January 30, 2030 in whole or in part which commenced on April 30, 2020. The 2030 Notes may at any time, at the option of the Company, at a “make- be redeemed prior to January 30, 2030 in whole or in part whole” redemption price or at 100% of the principal at any time, at the option of the Company, at a “make- amount of the 2030 Notes thereafter. whole” redemption price or at 100% of the principal amount of the 2030 Notes thereafter. 2029 Notes. In April 2019, the Company issued $1 billion in aggregate principal amount of 3.25% senior unsecured 2029 Notes. In April 2019, the Company issued $1 billion and unsubordinated notes maturing on April 30, 2029 (the in aggregate principal amount of 3.25% senior unsecured “2029 Notes”). The net proceeds of the 2029 Notes were and unsubordinated notes maturing on April 30, 2029 (the used for general corporate purposes, which included a “2029 Notes”). The net proceeds of the 2029 Notes were portion of the purchase price of the eFront Transaction, used for general corporate purposes, which included a repayment of a portion of the $1 billion 5.00% notes in portion of the purchase price of the eFront Transaction, December 2019 and repayment of borrowings under its repayment of a portion of the $1 billion 5.00% notes in commercial paper program. Interest is payable semi- December 2019 and repayment of borrowings under its annually on April 30 and October 30 of each year, which commercial paper program. Interest is payable semi- commenced on October 30, 2019, and is approximately annually on April 30 and October 30 of each year, which $33 million per year. The 2029 Notes may be redeemed commenced on October 30, 2019, and is approximately prior to January 30, 2029 in whole or in part at any time, at $33 million per year. The 2029 Notes may be redeemed the option of the Company, at a “make-whole” redemption prior to January 30, 2029 in whole or in part at any time, at price or at par thereafter. the option of the Company, at a “make-whole” redemption price or at par thereafter. 2027 Notes. In March 2017, the Company issued $700 million in aggregate principal amount of 3.20% 2027 Notes. In March 2017, the Company issued senior unsecured and unsubordinated notes maturing on $700 million in aggregate principal amount of 3.20% March 15, 2027 (the “2027 Notes”). The net proceeds of senior unsecured and unsubordinated notes maturing on the 2027 Notes were used to fully repay $700 million in March 15, 2027 (the “2027 Notes”). The net proceeds of aggregate principal amount outstanding of 6.25% notes the 2027 Notes were used to fully repay $700 million in in April 2017 prior to their maturity in September 2017. aggregate principal amount outstanding of 6.25% notes Interest is payable semi-annually on March 15 and in April 2017 prior to their maturity in September 2017. September 15 of each year, and is approximately Interest is payable semi-annually on March 15 and $22 million per year. The 2027 Notes may be redeemed September 15 of each year, and is approximately prior to maturity at any time in whole or in part at the $22 million per year. The 2027 Notes may be redeemed option of the Company at a “make-whole” redemption prior to maturity at any time in whole or in part at the price. option of the Company at a “make-whole” redemption price. F-27 BlackRock | 2023 Form 10-K 2025 Notes. In May 2015, the Company issued €700 million of 1.25% senior unsecured notes maturing 2025 Notes. In May 2015, the Company issued €700 million of 1.25% senior unsecured notes maturing on May 6, 2025 (the “2025 Notes”). The notes are listed on the New York Stock Exchange. The net proceeds of the on May 6, 2025 (the “2025 Notes”). The notes are listed on 2025 Notes were used for general corporate purposes, the New York Stock Exchange. The net proceeds of the including refinancing of outstanding indebtedness. 2025 Notes were used for general corporate purposes, Interest of approximately $11 million per year based on including refinancing of outstanding indebtedness. current exchange rates is payable annually on May 6 of Interest of approximately $11 million per year based on each year. The 2025 Notes may be redeemed in whole or current exchange rates is payable annually on May 6 of in part prior to maturity at any time at the option of the each year. The 2025 Notes may be redeemed in whole or Company at a “make-whole” redemption price. in part prior to maturity at any time at the option of the Company at a “make-whole” redemption price. Upon conversion to US dollars the Company designated the €700 million debt offering as a net investment hedge Upon conversion to US dollars the Company designated the €700 million debt offering as a net investment hedge to offset its currency exposure relating to its net investment in certain euro functional currency operations. to offset its currency exposure relating to its net A loss of $20 million (net of tax benefit of $6 million), gain investment in certain euro functional currency operations. of $37 million (net of tax expense of $12 million), and a A loss of $20 million (net of tax benefit of $6 million), gain gain of $46 million (net of tax expense of $14 million) were of $37 million (net of tax expense of $12 million), and a recognized in other comprehensive income for 2023, 2022 gain of $46 million (net of tax expense of $14 million) were and 2021, respectively. No hedge ineffectiveness was recognized in other comprehensive income for 2023, 2022 recognized during 2023, 2022 and 2021. and 2021, respectively. No hedge ineffectiveness was recognized during 2023, 2022 and 2021. 2024 Notes. In March 2014, the Company issued $1 billion in aggregate principal amount of 3.50% senior 2024 Notes. In March 2014, the Company issued unsecured and unsubordinated notes maturing on $1 billion in aggregate principal amount of 3.50% senior March 18, 2024 (the “2024 Notes”). The net proceeds of unsecured and unsubordinated notes maturing on the 2024 Notes were used to refinance certain March 18, 2024 (the “2024 Notes”). The net proceeds of indebtedness which matured in the fourth quarter of the 2024 Notes were used to refinance certain 2014. Interest is payable semi-annually in arrears on indebtedness which matured in the fourth quarter of March 18 and September 18 of each year, or 2014. Interest is payable semi-annually in arrears on approximately $35 million per year. The 2024 Notes may March 18 and September 18 of each year, or be redeemed prior to maturity at any time in whole or in approximately $35 million per year. The 2024 Notes may part at the option of the Company at a “make-whole” be redeemed prior to maturity at any time in whole or in redemption price. part at the option of the Company at a “make-whole” redemption price. 15. Commitments and Contingencies 15. Commitments and Contingencies Investment Commitments. At December 31, 2023, the Company had $738 million of various capital Investment Commitments. At December 31, 2023, the commitments to fund sponsored investment products, Company had $738 million of various capital including CIPs. These products include private equity commitments to fund sponsored investment products, funds, real assets funds and opportunistic funds. This including CIPs. These products include private equity amount excludes additional commitments made by funds, real assets funds and opportunistic funds. This consolidated funds of funds to underlying third-party amount excludes additional commitments made by funds as third-party noncontrolling interest holders have consolidated funds of funds to underlying third-party the legal obligation to fund the respective commitments of funds as third-party noncontrolling interest holders have such funds of funds. Generally, the timing of the funding the legal obligation to fund the respective commitments of of these commitments is unknown and the commitments such funds of funds. Generally, the timing of the funding are callable on demand at any time prior to the expiration of these commitments is unknown and the commitments of the commitment. These unfunded commitments are not are callable on demand at any time prior to the expiration recorded on the consolidated statements of financial of the commitment. These unfunded commitments are not condition. These commitments do not include potential recorded on the consolidated statements of financial future commitments approved by the Company that are condition. These commitments do not include potential not yet legally binding. The Company intends to make future commitments approved by the Company that are additional capital commitments from time to time to fund not yet legally binding. The Company intends to make additional investment products for, and with, its clients. additional capital commitments from time to time to fund additional investment products for, and with, its clients. Contingencies Contingencies Legal Proceedings. From time to time, BlackRock receives subpoenas or other requests for information from various Legal Proceedings. From time to time, BlackRock receives subpoenas or other requests for information from various F-27 BlackRock | 2023 Form 10-K US federal and state governmental and regulatory authorities and international governmental and regulatory US federal and state governmental and regulatory authorities in connection with industry-wide or other authorities and international governmental and regulatory investigations or proceedings. It is BlackRock’s policy to authorities in connection with industry-wide or other cooperate fully with such matters. BlackRock has been investigations or proceedings. It is BlackRock’s policy to responding to requests from the SEC in connection with a cooperate fully with such matters. BlackRock has been publicly reported, industry-wide investigation of responding to requests from the SEC in connection with a investment advisers’ compliance with record retention publicly reported, industry-wide investigation of requirements relating to certain types of electronic investment advisers’ compliance with record retention communications. BlackRock is cooperating with the SEC’s requirements relating to certain types of electronic investigation. communications. BlackRock is cooperating with the SEC’s investigation. The Company, certain of its subsidiaries and employees have been named as defendants in various legal actions, The Company, certain of its subsidiaries and employees including arbitrations and other litigation arising in have been named as defendants in various legal actions, connection with BlackRock’s activities. Additionally, including arbitrations and other litigation arising in BlackRock-advised investment portfolios may be subject connection with BlackRock’s activities. Additionally, to lawsuits, any of which potentially could harm the BlackRock-advised investment portfolios may be subject investment returns of the applicable portfolio or result in to lawsuits, any of which potentially could harm the the Company being liable to the portfolios for any investment returns of the applicable portfolio or result in resulting damages. the Company being liable to the portfolios for any resulting damages. Management, after consultation with legal counsel, currently does not anticipate that the aggregate liability Management, after consultation with legal counsel, arising out of regulatory matters or lawsuits will have a currently does not anticipate that the aggregate liability material effect on BlackRock’s results of operations, arising out of regulatory matters or lawsuits will have a financial position, or cash flows. However, there is no material effect on BlackRock’s results of operations, assurance as to whether any such pending or threatened financial position, or cash flows. However, there is no matters will have a material effect on BlackRock’s results assurance as to whether any such pending or threatened of operations, financial position or cash flows in any future matters will have a material effect on BlackRock’s results reporting period. Due to uncertainties surrounding the of operations, financial position or cash flows in any future outcome of these matters, management cannot reporting period. Due to uncertainties surrounding the reasonably estimate the possible loss or range of loss that outcome of these matters, management cannot may arise from these matters. reasonably estimate the possible loss or range of loss that may arise from these matters. Indemnifications. In the ordinary course of business or in connection with certain acquisition agreements, Indemnifications. In the ordinary course of business or in BlackRock enters into contracts pursuant to which it may connection with certain acquisition agreements, agree to indemnify third parties in certain circumstances. BlackRock enters into contracts pursuant to which it may The terms of these indemnities vary from contract to agree to indemnify third parties in certain circumstances. contract and the amount of indemnification liability, if any, The terms of these indemnities vary from contract to cannot be determined or the likelihood of any liability is contract and the amount of indemnification liability, if any, considered remote. Consequently, no liability has been cannot be determined or the likelihood of any liability is recorded on the consolidated statements of financial considered remote. Consequently, no liability has been condition. recorded on the consolidated statements of financial condition. In connection with securities lending transactions, BlackRock has agreed to indemnify certain securities In connection with securities lending transactions, lending clients against potential loss resulting from a BlackRock has agreed to indemnify certain securities borrower’s failure to fulfill its obligations under the lending clients against potential loss resulting from a securities lending agreement should the value of the borrower’s failure to fulfill its obligations under the collateral pledged by the borrower at the time of default be securities lending agreement should the value of the insufficient to cover the borrower’s obligation under the collateral pledged by the borrower at the time of default be securities lending agreement. The amount of securities on insufficient to cover the borrower’s obligation under the loan as of December 31, 2023 and subject to this type of securities lending agreement. The amount of securities on indemnification was approximately $259 billion. In the loan as of December 31, 2023 and subject to this type of Company’s capacity as lending agent, cash and securities indemnification was approximately $259 billion. In the totaling approximately $276 billion were held as collateral Company’s capacity as lending agent, cash and securities for indemnified securities on loan at December 31, 2023. totaling approximately $276 billion were held as collateral The fair value of these indemnifications was not material for indemnified securities on loan at December 31, 2023. at December 31, 2023. The fair value of these indemnifications was not material at December 31, 2023. F-28 BlackRock | 2023 Form 10-K 16. Revenue 16. Revenue The table below presents detail of revenue for 2023, 2022 and 2021 and includes the product mix of investment advisory, administration fees and securities lending revenue and performance fees. The table below presents detail of revenue for 2023, 2022 and 2021 and includes the product mix of investment advisory, administration fees and securities lending revenue and performance fees. BlackRock | 2023 Form 10-K F-28 (in millions) (in millions) Revenue: Revenue: Investment advisory, administration fees and securities lending revenue: Investment advisory, administration fees and securities lending revenue: Long-term Long-term Cash management Cash management Total investment advisory, administration fees and securities lending revenue Total investment advisory, administration fees and securities lending revenue Investment advisory performance fees: Investment advisory performance fees: Equity: Equity: Active Active ETFs ETFs Non-ETF Index Non-ETF Index Equity subtotal Equity subtotal Fixed income: Fixed income: Active Active ETFs ETFs Non-ETF Index Non-ETF Index Fixed income subtotal Fixed income subtotal Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Currency and commodities(1) Currency and commodities(1) Alternatives subtotal Alternatives subtotal Equity Equity Fixed income Fixed income Multi-asset Multi-asset Alternatives: Alternatives: Illiquid alternatives Illiquid alternatives Liquid alternatives Liquid alternatives Alternatives subtotal Alternatives subtotal Total investment advisory performance fees Total investment advisory performance fees Technology services revenue Technology services revenue Distribution fees Distribution fees Advisory and other revenue: Advisory and other revenue: Advisory Advisory Other Other Total advisory and other revenue Total advisory and other revenue Total revenue Total revenue (1) Amounts include commodity ETFs. (1) Amounts include commodity ETFs. 2023 2023 2022 2022 2021 2021 $ 2,000 $ 2,000 4,418 4,418 743 743 7,161 7,161 $ 2,147 $ 2,147 4,345 4,345 711 711 7,203 7,203 $ 2,571 $ 2,571 4,658 4,658 771 771 8,000 8,000 1,897 1,897 1,230 1,230 353 353 3,480 3,480 1,203 1,203 889 889 572 572 185 185 1,646 1,646 13,490 13,490 909 909 14,399 14,399 99 99 4 4 28 28 273 273 150 150 423 423 554 554 1,485 1,485 1,262 1,262 1,977 1,977 1,122 1,122 396 396 3,495 3,495 1,299 1,299 741 741 633 633 216 216 1,590 1,590 13,587 13,587 864 864 14,451 14,451 49 49 25 25 25 25 296 296 119 119 415 415 514 514 1,364 1,364 1,381 1,381 2,191 2,191 1,201 1,201 471 471 3,863 3,863 1,414 1,414 668 668 629 629 216 216 1,513 1,513 14,790 14,790 470 470 15,260 15,260 153 153 48 48 32 32 208 208 702 702 910 910 1,143 1,143 1,281 1,281 1,521 1,521 81 81 78 78 159 159 $ 17,859 $ 17,859 56 56 107 107 163 163 $ 17,873 $ 17,873 68 68 101 101 169 169 $ 19,374 $ 19,374 2023 2023 2022 2022 2021 2021 $ 4,115 $ 4,115 5,834 5,834 $ 4,442 $ 4,442 5,671 5,671 $ 4,957 $ 4,957 6,074 6,074 2,623 2,623 918 918 3,541 3,541 13,490 13,490 909 909 $ 14,399 $ 14,399 2,535 2,535 939 939 3,474 3,474 13,587 13,587 864 864 $ 14,451 $ 14,451 2,675 2,675 1,084 1,084 3,759 3,759 14,790 14,790 470 470 $ 15,260 $ 15,260 (in millions) Technology services revenue(1)(2) Technology services revenue(1)(2) December 31, 2022 December 31, 2022 (in millions) (in millions) Technology services revenue(1)(2) Technology services revenue(1)(2) (1) F-29 BlackRock | 2023 Form 10-K F-29 The tables below present the investment advisory, administration fees and securities lending revenue by client type and investment style: The tables below present the investment advisory, administration fees and securities lending revenue by client type and investment style: BlackRock | 2023 Form 10-K (in millions) (in millions) By client type: By client type: Retail Retail ETFs ETFs Institutional: Institutional: Active Active Index Index Total institutional Total institutional Long-term Long-term Cash management Cash management Total Total By investment style: By investment style: Active Active Index and ETFs Index and ETFs Long-term Long-term Cash management Cash management Total Total Investment Advisory and Administration Fees – Remaining Performance Obligation Investment Advisory and Administration Fees – Remaining Performance Obligation The tables below present estimated investment advisory and administration fees expected to be recognized in the future related to the unsatisfied portion of the performance obligations at December 31, 2023 and 2022: The tables below present estimated investment advisory and administration fees expected to be recognized in the future related to the unsatisfied portion of the performance obligations at December 31, 2023 and 2022: December 31, 2023 December 31, 2023 $ 6,534 $ 6,534 6,956 6,956 13,490 13,490 909 909 $ 14,399 $ 14,399 $ 6,789 $ 6,789 6,798 6,798 13,587 13,587 864 864 $ 14,451 $ 14,451 $ 7,455 $ 7,455 7,335 7,335 14,790 14,790 470 470 $ 15,260 $ 15,260 (in millions) (in millions) Investment advisory and administration fees: Investment advisory and administration fees: Alternatives(1)(2) Alternatives(1)(2) December 31, 2022 December 31, 2022 (in millions) (in millions) Investment advisory and administration fees: Investment advisory and administration fees: 2024 2024 $ 204 $ 204 2025 2025 $ 174 $ 174 2026 2026 $ 152 $ 152 Thereafter Thereafter $ 164 $ 164 Total Total $ 694 $ 694 2023 2023 2024 2024 2025 2025 Thereafter Thereafter Total Total Alternatives(1)(2) $ 448 Alternatives(1)(2) $ 448 Investment advisory and administration fees include management fees related to certain alternative products, which are based on contractual committed capital outstanding at December 31, 2023 and 2022. Actual management fees could be higher to the extent additional committed capital is raised. These fees are generally billed on a quarterly basis in arrears. Investment advisory and administration fees include management fees related to certain alternative products, which are based on contractual committed capital outstanding at December 31, 2023 and 2022. Actual management fees could be higher to the extent additional committed capital is raised. These fees are generally billed on a quarterly basis in arrears. The Company elected the following practical expedients and therefore does not include amounts related to (a) performance obligations with an original duration of one year or less, and (b) variable consideration related to future service periods. The Company elected the following practical expedients and therefore does not include amounts related to (a) performance obligations with an original duration of one year or less, and (b) variable consideration related to future service periods. $ 102 $ 102 $ 157 $ 157 $ 111 $ 111 $ 78 $ 78 (1) (1) (2) (2) Change in Deferred Carried Interest Liability Change in Deferred Carried Interest Liability The table below presents changes in the deferred carried interest liability, which is included in other liabilities on the consolidated statements of financial condition, for the year ended December 31, 2023 and 2022: The table below presents changes in the deferred carried interest liability, which is included in other liabilities on the consolidated statements of financial condition, for the year ended December 31, 2023 and 2022: (in millions) (in millions) Beginning balance Beginning balance Ending balance Ending balance Net increase (decrease) in unrealized allocations Net increase (decrease) in unrealized allocations Performance fee revenue recognized Performance fee revenue recognized 2023 2023 $ 1,420 $ 1,420 577 577 (214) (214) $ 1,783 $ 1,783 2022 2022 $ 1,508 $ 1,508 175 175 (263) (263) $ 1,420 $ 1,420 F-30 BlackRock | 2023 Form 10-K Technology Services Revenue – Remaining Performance Obligation Technology Services Revenue – Remaining Performance Obligation The tables below present estimated technology services revenue expected to be recognized in the future related to the unsatisfied portion of the performance obligations at December 31, 2023 and 2022: The tables below present estimated technology services revenue expected to be recognized in the future related to the unsatisfied portion of the performance obligations at December 31, 2023 and 2022: December 31, 2023 December 31, 2023 (in millions) BlackRock | 2023 Form 10-K F-30 2024 2024 $ 131 $ 131 2023 2023 $ 112 $ 112 2025 2025 $ 73 $ 73 2024 2024 $ 51 $ 51 2026 2026 $ 56 $ 56 Thereafter Thereafter $ 59 $ 59 Total Total $ 319 $ 319 2025 2025 $ 35 $ 35 Thereafter Thereafter $ 40 $ 40 Total Total $ 238 $ 238 Technology services revenue primarily includes upfront payments from customers, which the Company generally recognizes as services are performed. (1) (2) (2) Technology services revenue primarily includes upfront payments from customers, which the Company generally recognizes as services are performed. The Company elected the following practical expedients and therefore does not include amounts related to (a) performance obligations with an original duration of one year or less, and (b) variable consideration related to future service periods. The Company elected the following practical expedients and therefore does not include amounts related to (a) performance obligations with an original duration of one year or less, and (b) variable consideration related to future service periods. In addition to amounts disclosed in the tables above, certain technology services contracts require fixed In addition to amounts disclosed in the tables above, minimum fees, which are billed on a monthly or quarterly certain technology services contracts require fixed basis in arrears. The Company recognizes such revenue as minimum fees, which are billed on a monthly or quarterly services are performed. As of December 31, 2023, the basis in arrears. The Company recognizes such revenue as estimated annual fixed minimum fees for 2024 for services are performed. As of December 31, 2023, the outstanding contracts approximated $1.1 billion. The term estimated annual fixed minimum fees for 2024 for for these contracts, which are either in their initial or outstanding contracts approximated $1.1 billion. The term renewal period, ranges from one to five years. for these contracts, which are either in their initial or renewal period, ranges from one to five years. The table below presents changes in the technology services deferred revenue liability for the year ended The table below presents changes in the technology December 31, 2023 and 2022, which is included in other services deferred revenue liability for the year ended liabilities on the consolidated statements of financial December 31, 2023 and 2022, which is included in other condition: liabilities on the consolidated statements of financial condition: (in millions) (in millions) Beginning balance Beginning balance Additions(1) Additions(1) Revenue recognized that was included in Revenue recognized that was included in the beginning balance the beginning balance Ending balance Ending balance (1) Amounts are net of revenue recognized. 2023 2023 $ 125 $ 125 92 92 (84) (84) $ 133 $ 133 2022 2022 $ 122 $ 122 99 99 (96) (96) $ 125 $ 125 (1) Amounts are net of revenue recognized. 17. Stock-Based Compensation 17. Stock-Based Compensation The components of stock-based compensation expense are as follows: The components of stock-based compensation expense are as follows: (in millions) (in millions) Stock-based compensation: Stock-based compensation: RSUs RSUs Stock options Stock options Total stock-based compensation(1) Total stock-based compensation(1) (1) 2023 2023 2022 2022 2021 2021 $ 596 $ 596 34 34 $ 630 $ 630 $ 686 $ 686 22 22 $ 708 $ 708 $ 709 $ 709 25 25 $ 734 $ 734 (1) Amount for 2023 and 2022 includes $14 million and $33 million of compensation expense for accelerated vesting of previously granted stock-based compensation awards, Amount for 2023 and 2022 includes $14 million and $33 million of compensation respectively, recognized as part of the restructuring charge disclosed in Note 23, expense for accelerated vesting of previously granted stock-based compensation awards, Restructuring Charge. respectively, recognized as part of the restructuring charge disclosed in Note 23, Restructuring Charge. Stock Award and Incentive Plan. Pursuant to the BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan. Pursuant to the Stock Award and Incentive Plan (the “Award Plan”), options BlackRock, Inc. Second Amended and Restated 1999 Stock Award and Incentive Plan (the “Award Plan”), options to purchase shares of the Company’s common stock at an exercise price not less than the market value of to purchase shares of the Company’s common stock at an BlackRock’s common stock on the date of grant in the exercise price not less than the market value of form of stock options, restricted stock or RSUs may be BlackRock’s common stock on the date of grant in the granted to employees and nonemployee directors. A form of stock options, restricted stock or RSUs may be maximum of 41,500,000 shares of common stock were granted to employees and nonemployee directors. A authorized for issuance under the Award Plan. Of this maximum of 41,500,000 shares of common stock were amount, 2,248,287 shares remain available for future authorized for issuance under the Award Plan. Of this awards at December 31, 2023. Upon exercise of employee amount, 2,248,287 shares remain available for future stock options, the issuance of restricted stock or the awards at December 31, 2023. Upon exercise of employee vesting of RSUs, the Company issues shares out of stock options, the issuance of restricted stock or the treasury to the extent available. vesting of RSUs, the Company issues shares out of treasury to the extent available. RSUs. Pursuant to the Award Plan, RSUs may be granted to certain employees. Substantially all RSUs vest over RSUs. Pursuant to the Award Plan, RSUs may be granted periods ranging from one to three years and are expensed to certain employees. Substantially all RSUs vest over using the straight-line method over the requisite service periods ranging from one to three years and are expensed period for each separately vesting portion of the award as using the straight-line method over the requisite service if the award was, in-substance, multiple awards. RSUs are period for each separately vesting portion of the award as not considered participating securities for purposes of if the award was, in-substance, multiple awards. RSUs are calculating EPS as the dividend equivalents are subject to not considered participating securities for purposes of forfeiture prior to vesting of the award. calculating EPS as the dividend equivalents are subject to forfeiture prior to vesting of the award. RSU activity for 2023 is summarized below. RSU activity for 2023 is summarized below. Weighted- Average Weighted- Grant Date Average Fair Value Grant Date Fair Value $ 710.67 $ 710.67 $ 731.40 $ 731.40 $ 634.10 $ 634.10 $ 771.59 $ 771.59 $ 757.49 $ 757.49 RSUs RSUs 2,009,207 2,009,207 771,935 771,935 (934,099) (934,099) (74,404) (74,404) 1,772,639 1,772,639 Outstanding at Outstanding at December 31, 2022 December 31, 2022 Granted Granted Converted Converted Forfeited Forfeited December 31, 2023 December 31, 2023 The Company values RSUs at their grant-date fair value as measured by BlackRock’s common stock price. The total The Company values RSUs at their grant-date fair value as fair market value of RSUs granted to employees during measured by BlackRock’s common stock price. The total 2023, 2022 and 2021 was $565 million, $662 million and fair market value of RSUs granted to employees during $664 million, respectively. The total grant-date fair market 2023, 2022 and 2021 was $565 million, $662 million and value of RSUs converted to common stock during 2023, $664 million, respectively. The total grant-date fair market 2022 and 2021 was $592 million, $461 million and value of RSUs converted to common stock during 2023, $391 million, respectively. 2022 and 2021 was $592 million, $461 million and $391 million, respectively. F-31 BlackRock | 2023 Form 10-K RSUs granted in connection with annual incentive compensation under the Award Plan primarily related to RSUs granted in connection with annual incentive the following: compensation under the Award Plan primarily related to the following: 2023 2023 2022 2022 2021 2021 342,706 342,706 498,633 498,633 470,253 470,253 169,764 169,764 117,169 117,169 168,504 168,504 Awards granted that vest ratably over three years Awards granted that vest from the date of grant ratably over three years from the date of grant Awards granted that vest with varying vesting Awards granted that vest periods with varying vesting periods Awards granted that cliff vest 100% on: Awards granted that cliff vest 100% on: January 31, 2024 January 31, 2024 January 31, 2025 January 31, 2025 January 31, 2026 January 31, 2026 — — 197,817 197,817 — — 813,619 813,619 — — — — 259,465 259,465 771,935 771,935 247,621 247,621 — — — — 886,378 886,378 At December 31, 2023, the intrinsic value of outstanding RSUs was $1.4 billion, reflecting a closing stock price of At December 31, 2023, the intrinsic value of outstanding $811.80. RSUs was $1.4 billion, reflecting a closing stock price of $811.80. At December 31, 2023, total unrecognized stock-based compensation expense related to unvested RSUs was At December 31, 2023, total unrecognized stock-based $421 million. The unrecognized compensation cost is compensation expense related to unvested RSUs was expected to be recognized over the remaining weighted- $421 million. The unrecognized compensation cost is average period of 1.1 years. expected to be recognized over the remaining weighted- average period of 1.1 years. In January 2024, pursuant to the Award Plan, the Company granted approximately: In January 2024, pursuant to the Award Plan, the Company granted approximately: • 347,000 RSUs to employees as part of annual • 347,000 RSUs to employees as part of annual incentive compensation that vest ratably over three years from the date of grant; incentive compensation that vest ratably over three years from the date of grant; • 344,000 RSUs to employees that cliff vest 100% on • 344,000 RSUs to employees that cliff vest 100% on January 31, 2027; and January 31, 2027; and • 6,000 RSUs to employees with various vesting • 6,000 RSUs to employees with various vesting schedules. schedules. Performance-Based RSUs. Pursuant to the Award Plan, performance-based RSUs may be granted to certain Performance-Based RSUs. Pursuant to the Award Plan, employees. Each performance-based award consists of a performance-based RSUs may be granted to certain “base” number of RSUs granted to the employee. The number employees. Each performance-based award consists of a of shares that an employee ultimately receives at vesting will “base” number of RSUs granted to the employee. The number be equal to the base number of performance-based RSUs of shares that an employee ultimately receives at vesting will granted, multiplied by a predetermined percentage be equal to the base number of performance-based RSUs determined in accordance with the level of attainment of granted, multiplied by a predetermined percentage Company performance measures during the performance determined in accordance with the level of attainment of period and could be higher or lower than the original RSU Company performance measures during the performance grant. Performance-based RSUs are not considered period and could be higher or lower than the original RSU participating securities as the dividend equivalents are grant. Performance-based RSUs are not considered subject to forfeiture prior to vesting of the award. participating securities as the dividend equivalents are subject to forfeiture prior to vesting of the award. In the first quarter of 2023, 2022 and 2021, the Company granted 169,938, 143,846 and 162,029, respectively, In the first quarter of 2023, 2022 and 2021, the Company performance-based RSUs to certain employees that cliff granted 169,938, 143,846 and 162,029, respectively, vest 100% on January 31, 2026, 2025 and 2024, performance-based RSUs to certain employees that cliff respectively. These awards are amortized over a service vest 100% on January 31, 2026, 2025 and 2024, period of three years. In January 2023, the Company respectively. These awards are amortized over a service distributed 29,194 additional RSUs based on the period of three years. In January 2023, the Company attainment of Company performance measures during the distributed 29,194 additional RSUs based on the performance period. attainment of Company performance measures during the performance period. Performance-based RSU activity for 2023 is summarized below. Performance-based RSU activity for 2023 is summarized below. Outstanding at Outstanding at December 31, 2022 December 31, 2022 Granted Granted Additional shares due to Additional shares due to attainment of performance measures attainment of performance measures Converted Converted Forfeited Forfeited Performance- Based RSUs Performance- Based RSUs 531,054 531,054 169,938 169,938 Weighted- Average Weighted- Grant Date Average Fair Value Grant Date Fair Value $ 672.47 $ 672.47 $ 743.60 $ 743.60 29,194 29,194 (262,797) (262,797) (11,005) (11,005) 456,384 456,384 $ 532.15 $ 532.15 $ 534.00 $ 534.00 $ 756.51 $ 756.51 $ 767.69 $ 767.69 December 31, 2023 December 31, 2023 The Company values performance-based RSUs at their grant-date fair value as measured by BlackRock’s The Company values performance-based RSUs at their common stock price. The total grant-date fair market value grant-date fair value as measured by BlackRock’s of performance-based RSUs granted to employees during common stock price. The total grant-date fair market value 2023, 2022 and 2021 was $142 million, $164 million and of performance-based RSUs granted to employees during $122 million, respectively. 2023, 2022 and 2021 was $142 million, $164 million and $122 million, respectively. At December 31, 2023, the intrinsic value of outstanding performance-based RSUs was $370 million reflecting a At December 31, 2023, the intrinsic value of outstanding closing stock price of $811.80. performance-based RSUs was $370 million reflecting a closing stock price of $811.80. At December 31, 2023, total unrecognized stock-based compensation expense related to unvested performance- At December 31, 2023, total unrecognized stock-based based awards was $82 million. The unrecognized compensation expense related to unvested performance- compensation cost is expected to be recognized over the based awards was $82 million. The unrecognized remaining weighted-average period of 1.1 years. compensation cost is expected to be recognized over the remaining weighted-average period of 1.1 years. In January 2024, the Company granted approximately 166,000 performance-based RSUs to certain employees In January 2024, the Company granted approximately that cliff vest 100% on January 31, 2027. These awards are 166,000 performance-based RSUs to certain employees amortized over a service period of three years. The number that cliff vest 100% on January 31, 2027. These awards are of shares distributed at vesting could be higher or lower amortized over a service period of three years. The number than the original grant based on the level of attainment of of shares distributed at vesting could be higher or lower predetermined Company performance measures. than the original grant based on the level of attainment of predetermined Company performance measures. Stock Options Stock Options Stock option activity and ending balance for year-end December 31, 2023 is summarized below. Stock option activity and ending balance for year-end December 31, 2023 is summarized below. 2017 Performance-based Options 2017 Performance-based Options 2023 Performance-based Options 2023 Performance-based Options 2023 Time-based Options 2023 Time-based Options Outstanding at Outstanding at December 31, 2022 December 31, 2022 Granted Exercised Granted Forfeited Exercised Forfeited December 31, 2023 December 31, 2023 Shares Under Shares Option Under Option 1,735,898 — 1,735,898 (183,704) — (3,114) (183,704) (3,114) 1,549,080 1,549,080 Weighted Average Weighted Exercise Average Price Exercise Price $ 513.50 — $ $ 513.50 $ 513.50 $ — $ 513.50 $ 513.50 $ 513.50 $ 513.50 $ 513.50 Shares Under Shares Option Under Option — 814,482 — — 814,482 (6,787) — (6,787) 807,695 807,695 Weighted Average Weighted Exercise Average Price Exercise Price — $ $ 673.58 — $ — $ $ 673.58 $ 673.58 $ — $ 673.58 $ 673.58 $ 673.58 Shares Under Shares Option Under Option — 326,391 — — 326,391 — — — 326,391 326,391 Weighted Average Weighted Exercise Average Price Exercise Price — $ $ 673.58 — $ — $ $ 673.58 — $ — $ $ — $ 673.58 $ 673.58 BlackRock | 2023 Form 10-K F-31 F-32 BlackRock | 2023 Form 10-K BlackRock | 2023 Form 10-K F-32 Options Outstanding Options Outstanding Options Exercisable Options Exercisable Weighted Average Weighted Remaining Average Life (years) Remaining Life (years) 2.9 2.9 8.4 8.4 8.4 8.4 5.2 5.2 Aggregate Intrinsic Aggregate Value Intrinsic (in millions) Value (in millions) $ 462 $ 462 112 112 45 45 $ 619 $ 619 Exercise Prices Exercise Prices $ 513.50 $ 513.50 $ 673.58 $ 673.58 $ 673.58 $ 673.58 Options Exercisable Options Exercisable 991,156 991,156 — — — — 991,156 991,156 Weighted Average Weighted Remaining Average Life (years) Remaining Life (years) 2.9 2.9 — — — — 2.9 2.9 Aggregate Intrinsic Aggregate Value Intrinsic (in millions) Value (in millions) $ 296 $ 296 — — — — $ 296 $ 296 At December 31, 2023, 0.6 million 2017 performance-based options, 0.8 million 2023 performance-based options and 0.3 million 2023 time-based options were expected to vest. At December 31, 2023, 0.6 million 2017 performance-based options, 0.8 million 2023 performance-based options and 0.3 million 2023 time-based options were expected to vest. Option Type Option Type 2017 Performance-based 2017 Performance-based 2023 Performance-based 2023 Performance-based 2023 Time-based 2023 Time-based Total Total (1) Exercise Prices Exercise Prices $ 513.50 $ 513.50 $ 673.58 $ 673.58 $ 673.58 $ 673.58 Options Outstanding(1) Options Outstanding(1) 1,549,080 1,549,080 807,695 807,695 326,391 326,391 2,683,166 2,683,166 (1) At December 31, 2023, total unrecognized stock-based compensation expense related to unvested performance- At December 31, 2023, total unrecognized stock-based based stock options was $160 million. The unrecognized compensation expense related to unvested performance- compensation cost is expected to be recognized over the based stock options was $160 million. The unrecognized remaining weighted-average period of 3.4 years. compensation cost is expected to be recognized over the remaining weighted-average period of 3.4 years. Performance-Based Stock Options Performance-Based Stock Options In 2017, pursuant to the Award Plan, the Company awarded performance-based stock option grants to In 2017, pursuant to the Award Plan, the Company certain employees (“2017 Performance-based Options”). awarded performance-based stock option grants to Vesting of 2017 Performance-based Options was certain employees (“2017 Performance-based Options”). contingent upon the achievement of obtaining 125% of Vesting of 2017 Performance-based Options was BlackRock’s grant-date stock price within five years from contingent upon the achievement of obtaining 125% of the grant date and the attainment of Company BlackRock’s grant-date stock price within five years from performance measures during the four-year performance the grant date and the attainment of Company period. Both hurdles have been achieved, and the first two performance measures during the four-year performance tranches of the awards vested at the end of 2022 and period. Both hurdles have been achieved, and the first two 2023, respectively, with the final equal installment vesting tranches of the awards vested at the end of 2022 and at the end of 2024. Vested options are exercisable for up 2023, respectively, with the final equal installment vesting to nine years following the grant date. The awards are at the end of 2024. Vested options are exercisable for up generally forfeited if the employee leaves the Company to nine years following the grant date. The awards are before the respective vesting date. The expense for each generally forfeited if the employee leaves the Company tranche is amortized over the respective requisite service before the respective vesting date. The expense for each period. The total fair value of options vested during 2023 tranche is amortized over the respective requisite service was $56 million. The aggregate intrinsic value of options period. The total fair value of options vested during 2023 exercised during 2023 was $44 million. was $56 million. The aggregate intrinsic value of options exercised during 2023 was $44 million. The options have a strike price of $513.50, which was the closing price of the shares on the grant date. The grant- The options have a strike price of $513.50, which was the date fair value of the awards issued in 2017 was closing price of the shares on the grant date. The grant- $208 million and was estimated using a Monte Carlo date fair value of the awards issued in 2017 was simulation with an embedded lattice model using the $208 million and was estimated using a Monte Carlo assumptions included in the following table: simulation with an embedded lattice model using the assumptions included in the following table: Grant Year Grant Year 2017 2017 (1) Risk-Free Interest Rate(4) Risk-Free Interest Rate(4) 2.33% 2.33% The expected term was derived using a Monte Carlo simulation with the embedded lattice model and represents the period of time that options granted are expected to be The expected term was derived using a Monte Carlo simulation with the embedded lattice outstanding. model and represents the period of time that options granted are expected to be The expected stock volatility was based upon an average of historical stock price outstanding. fluctuations of BlackRock’s common stock and an implied volatility at the grant date. The expected stock volatility was based upon an average of historical stock price The expected dividend yield was calculated as the most recent quarterly dividend divided fluctuations of BlackRock’s common stock and an implied volatility at the grant date. by the average three-month stock price as of the grant date. The expected dividend yield was calculated as the most recent quarterly dividend divided The risk-free interest rate is based on the US Treasury Constant Maturities yield curve at by the average three-month stock price as of the grant date. grant date. The risk-free interest rate is based on the US Treasury Constant Maturities yield curve at grant date. Expected Dividend Yield(3) Expected Dividend Yield(3) 2.16% 2.16% Expected Stock Volatility(2) Expected Stock Volatility(2) 22.23% 22.23% Expected Term (Years)(1) Expected Term (Years)(1) 6.56 6.56 (1) (2) (2) (3) (3) (4) (4) On May 30, 2023, pursuant to the Award Plan, the Company awarded performance-based options to On May 30, 2023, pursuant to the Award Plan, the purchase 814,482 shares of BlackRock common stock to Company awarded performance-based options to certain employees as long-term incentive compensation purchase 814,482 shares of BlackRock common stock to (“2023 Performance-based Options”). Vesting of 2023 certain employees as long-term incentive compensation Performance-based Options is contingent upon the (“2023 Performance-based Options”). Vesting of 2023 achievement of obtaining 130% of grant-date stock price Performance-based Options is contingent upon the over 60 calendar days within four years from the grant achievement of obtaining 130% of grant-date stock price date and attainment of Company performance measures over 60 calendar days within four years from the grant during the three-year performance period. If both hurdles date and attainment of Company performance measures are achieved, the award will vest in three tranches of 25%, during the three-year performance period. If both hurdles 25% and 50% in May of 2027, 2028 and 2029, are achieved, the award will vest in three tranches of 25%, respectively. Vested options are exercisable for up to nine 25% and 50% in May of 2027, 2028 and 2029, years following the grant date, and the awards are respectively. Vested options are exercisable for up to nine forfeited if the employee resigns before the respective years following the grant date, and the awards are vesting date. The expense for each tranche is amortized forfeited if the employee resigns before the respective over the respective requisite service period. vesting date. The expense for each tranche is amortized over the respective requisite service period. The 2023 Performance-based Options have a strike price of $673.58 which was the closing price of the shares on The 2023 Performance-based Options have a strike price the grant date. The grant-date fair value of the 2023 of $673.58 which was the closing price of the shares on Performance-based Options was $120 million and was the grant date. The grant-date fair value of the 2023 estimated using a Monte Carlo simulation with an Performance-based Options was $120 million and was embedded lattice model using the assumptions included estimated using a Monte Carlo simulation with an in the following table: embedded lattice model using the assumptions included in the following table: Grant Year Grant Year 2023 2023 (1) Risk-Free Interest Rate(4) Risk-Free Interest Rate(4) 3.61% 3.61% The expected term was derived using a Monte Carlo simulation with the embedded lattice model and represents the period of time that options granted are expected to be The expected term was derived using a Monte Carlo simulation with the embedded lattice outstanding. model and represents the period of time that options granted are expected to be The expected stock volatility was based upon an average of historical stock price outstanding. fluctuations of BlackRock’s common stock and an implied volatility at the grant date. The expected stock volatility was based upon an average of historical stock price The expected dividend yield was calculated as the most recent quarterly dividend divided fluctuations of BlackRock’s common stock and an implied volatility at the grant date. by the average three-month stock price as of the grant date. The expected dividend yield was calculated as the most recent quarterly dividend divided The risk-free interest rate is based on the US Treasury Constant Maturities yield curve at by the average three-month stock price as of the grant date. grant date. The risk-free interest rate is based on the US Treasury Constant Maturities yield curve at grant date. Expected Dividend Yield(3) Expected Dividend Yield(3) 3.02% 3.02% Expected Stock Volatility(2) Expected Stock Volatility(2) 27.73% 27.73% Expected Term (Years)(1) Expected Term (Years)(1) 6.02 6.02 (1) (2) (2) (3) (3) (4) (4) Time-Based Stock Options Time-Based Stock Options On May 30, 2023, pursuant to the Award Plan, the Company awarded time-based stock options to purchase On May 30, 2023, pursuant to the Award Plan, the 326,391 shares of BlackRock common stock to certain Company awarded time-based stock options to purchase employees as long-term incentive compensation (“2023 326,391 shares of BlackRock common stock to certain Time-based Options”). These awards will vest in three employees as long-term incentive compensation (“2023 tranches of 25%, 25% and 50% in May 2027, 2028 and Time-based Options”). These awards will vest in three 2029, respectively. Vested options can be exercised up to tranches of 25%, 25% and 50% in May 2027, 2028 and nine years following the grant date, and the awards are 2029, respectively. Vested options can be exercised up to forfeited if the employee resigns before the respective nine years following the grant date, and the awards are vesting date. forfeited if the employee resigns before the respective vesting date. F-33 BlackRock | 2023 Form 10-K Expected Term (Years)(1) Expected Term (Years)(1) 7.13 7.13 The 2023 Time-based Options have a strike price of $673.58 which was the closing price of the shares on the The 2023 Time-based Options have a strike price of grant date. The grant-date fair value of the 2023 Time- $673.58 which was the closing price of the shares on the based Options was $55 million and was estimated using a grant date. The grant-date fair value of the 2023 Time- Black-Scholes-Merton model using the assumptions based Options was $55 million and was estimated using a included in the following table: Black-Scholes-Merton model using the assumptions included in the following table: Grant Year Grant Year 2023 2023 (1) Risk-Free Interest Rate(4) Risk-Free Interest Rate(4) 3.65% 3.65% The expected term represents the period of time that options granted are expected to be outstanding, and was calculated as the midpoint between the weighted average time to The expected term represents the period of time that options granted are expected to be vest and expiration. outstanding, and was calculated as the midpoint between the weighted average time to The expected stock volatility was based upon an average of historical stock price vest and expiration. fluctuations of BlackRock’s common stock and an implied volatility at the grant date. The expected stock volatility was based upon an average of historical stock price The expected dividend yield was calculated as the most recent quarterly dividend divided fluctuations of BlackRock’s common stock and an implied volatility at the grant date. by the average three-month stock price as of the grant date. The expected dividend yield was calculated as the most recent quarterly dividend divided The risk-free interest rate is based on the US Treasury Constant Maturities yield curve at by the average three-month stock price as of the grant date. grant date. The risk-free interest rate is based on the US Treasury Constant Maturities yield curve at grant date. Expected Stock Volatility(2) Expected Stock Volatility(2) 28.29% 28.29% Expected Dividend Yield(3) Expected Dividend Yield(3) 3.02% 3.02% (1) (2) (2) (3) (3) (4) (4) Employee Stock Purchase Plan (“ESPP”). The ESPP allows eligible employees to purchase the Company’s Employee Stock Purchase Plan (“ESPP”). The ESPP common stock at 95% of the fair market value on the last allows eligible employees to purchase the Company’s day of each three-month offering period; therefore, the common stock at 95% of the fair market value on the last Company does not record compensation expense related day of each three-month offering period; therefore, the to employees purchasing shares under the ESPP. Company does not record compensation expense related to employees purchasing shares under the ESPP. 18. Deferred Cash Compensation and Employee Benefit Plans 18. Deferred Cash Compensation and Employee Benefit Plans Deferred Cash Compensation Plans Deferred Cash Compensation Plans The components of deferred cash compensation expense are as follows: The components of deferred cash compensation expense are as follows: (in millions) (in millions) Deferred cash compensation Deferred cash compensation expense: expense: IPDCP IPDCP VDCP VDCP Other(1) Other(1) expense expense Total deferred cash compensation Total deferred cash compensation 2023 2023 2022 2022 2021 2021 $ 195 $ 195 17 17 14 14 $ 226 $ 226 $ 228 $ 228 (18) (18) 14 14 $ 224 $ 224 $ 304 $ 304 12 12 74 74 $ 390 $ 390 (1) (1) Amounts primarily relate to deferred cash compensation in connection with certain acquisitions. Amounts primarily relate to deferred cash compensation in connection with certain acquisitions. Investment Professional Deferred Compensation Program (“IPDCP”). The Company adopted IPDCP for the purpose of Investment Professional Deferred Compensation Program providing deferred compensation and retention incentives (“IPDCP”). The Company adopted IPDCP for the purpose of to certain employees. For this plan, the final value of the providing deferred compensation and retention incentives deferred amount to be distributed in cash upon vesting is to certain employees. For this plan, the final value of the associated with investment returns of certain investment deferred amount to be distributed in cash upon vesting is funds. In January 2023, 2022 and 2021, the Company associated with investment returns of certain investment granted approximately $90 million, $257 million, and funds. In January 2023, 2022 and 2021, the Company $321 million of deferred compensation that will fluctuate granted approximately $90 million, $257 million, and with investment returns and will vest ratably over three $321 million of deferred compensation that will fluctuate years from the date of grant. The liabilities for this plan with investment returns and will vest ratably over three were $313 million and $358 million at December 31, 2023 years from the date of grant. The liabilities for this plan and 2022, respectively, and are reflected in the were $313 million and $358 million at December 31, 2023 consolidated statements of financial condition as accrued and 2022, respectively, and are reflected in the compensation and benefits. In January 2024, the consolidated statements of financial condition as accrued Company granted approximately $114 million of compensation and benefits. In January 2024, the additional deferred compensation that will fluctuate with Company granted approximately $114 million of investment returns and will vest ratably over three years additional deferred compensation that will fluctuate with from the date of grant. investment returns and will vest ratably over three years from the date of grant. BlackRock | 2023 Form 10-K F-33 Voluntary Deferred Compensation Plan. The Company adopted a Voluntary Deferred Compensation Plan Voluntary Deferred Compensation Plan. The Company (“VDCP”) that allows eligible employees in the US to elect adopted a Voluntary Deferred Compensation Plan to defer between 1% and 100% of their annual cash (“VDCP”) that allows eligible employees in the US to elect incentive compensation. The participants must specify a to defer between 1% and 100% of their annual cash deferral period of up to 10 years from the year of deferral incentive compensation. The participants must specify a and additionally elect to receive distributions in the form deferral period of up to 10 years from the year of deferral of a lump sum or in up to 10 annual installments. VDCP and additionally elect to receive distributions in the form deferred cash compensation expense includes the of a lump sum or in up to 10 annual installments. VDCP mark-to-market impact of investment returns. The liability deferred cash compensation expense includes the balance of $144 million and $108 million at December 31, mark-to-market impact of investment returns. The liability 2023 and 2022, respectively, is reflected on the balance of $144 million and $108 million at December 31, consolidated statements of financial condition as accrued 2023 and 2022, respectively, is reflected on the compensation and benefits. consolidated statements of financial condition as accrued compensation and benefits. Other Deferred Cash Plans. The liabilities related to other deferred cash plans granted in connection with certain Other Deferred Cash Plans. The liabilities related to other acquisitions were approximately $82 million and deferred cash plans granted in connection with certain $71 million at December 31, 2023 and 2022, respectively. acquisitions were approximately $82 million and $71 million at December 31, 2023 and 2022, respectively. In 2019, the Company adopted a carried interest retention incentive program referred to as the BlackRock In 2019, the Company adopted a carried interest retention Leadership Retention Carry Plan, pursuant to which incentive program referred to as the BlackRock senior-level employees (but not including the Chief Leadership Retention Carry Plan, pursuant to which Executive Officer), as may be determined by the Company senior-level employees (but not including the Chief from time to time, will be eligible to receive a portion of the Executive Officer), as may be determined by the Company cash payments, based on their percentage points, in the from time to time, will be eligible to receive a portion of the total carried interest distributions paid to the Company cash payments, based on their percentage points, in the from participating carry funds. Cash payments, if any, with total carried interest distributions paid to the Company respect to these percentage points will be made over time from participating carry funds. Cash payments, if any, with following the recipient’s termination of employment due to respect to these percentage points will be made over time qualified retirement, death or disability, subject to his or following the recipient’s termination of employment due to her execution of a release of claims and continued qualified retirement, death or disability, subject to his or compliance with his or her restrictive covenant obligations her execution of a release of claims and continued following termination. There was no material impact to the compliance with his or her restrictive covenant obligations consolidated financial statements. following termination. There was no material impact to the consolidated financial statements. Defined Contribution Plans Defined Contribution Plans The Company has several defined contribution plans primarily in the US and UK. The Company has several defined contribution plans primarily in the US and UK. Certain of the Company’s US employees participate in a defined contribution plan. Employee contributions of up to Certain of the Company’s US employees participate in a 8% of eligible compensation, as defined by the plan and defined contribution plan. Employee contributions of up to subject to Internal Revenue Code limitations, are matched 8% of eligible compensation, as defined by the plan and by the Company at 50% up to a maximum of $5,000 subject to Internal Revenue Code limitations, are matched annually. In addition, the Company makes an annual by the Company at 50% up to a maximum of $5,000 retirement contribution to eligible participants equal to annually. In addition, the Company makes an annual 3-5% of eligible compensation. The Company’s retirement contribution to eligible participants equal to contribution expense related to this plan was $86 million 3-5% of eligible compensation. The Company’s in 2023, $83 million in 2022, and $101 million in 2021. contribution expense related to this plan was $86 million in 2023, $83 million in 2022, and $101 million in 2021. Certain UK wholly owned subsidiaries of the Company contribute to defined contribution plans for their Certain UK wholly owned subsidiaries of the Company employees. The contributions range between 6% and 15% contribute to defined contribution plans for their of each employee’s eligible compensation. The Company’s employees. The contributions range between 6% and 15% contribution expense related to these plans was of each employee’s eligible compensation. The Company’s $64 million in 2023, $60 million in 2022, and $57 million contribution expense related to these plans was in 2021. $64 million in 2023, $60 million in 2022, and $57 million in 2021. In addition, the contribution expense related to defined contribution plans in other regions was $42 million in In addition, the contribution expense related to defined 2023, $41 million in 2022 and $36 million in 2021. contribution plans in other regions was $42 million in 2023, $41 million in 2022 and $36 million in 2021. F-34 BlackRock | 2023 Form 10-K Defined Benefit Plans. The Company has several defined benefit pension plans with plan assets of approximately Defined Benefit Plans. The Company has several defined $28 million and $29 million at December 31, 2023 and benefit pension plans with plan assets of approximately 2022, respectively. The underfunded obligations at $28 million and $29 million at December 31, 2023 and December 31, 2023 and 2022 were not material. Benefit 2022, respectively. The underfunded obligations at payments for the next five years and in aggregate for the December 31, 2023 and 2022 were not material. Benefit five years thereafter are not expected to be material. payments for the next five years and in aggregate for the five years thereafter are not expected to be material. 19. Related Party Transactions 19. Related Party Transactions Determination of Related Parties Determination of Related Parties Registered Investment Companies and Equity Method Investments. The Company considers the registered Registered Investment Companies and Equity Method investment companies that it manages, which include Investments. The Company considers the registered mutual funds and exchange-traded funds, to be related investment companies that it manages, which include parties as a result of the Company’s advisory relationship. mutual funds and exchange-traded funds, to be related In addition, equity method investments are considered parties as a result of the Company’s advisory relationship. related parties, due to the Company’s influence over the In addition, equity method investments are considered financial and operating policies of the investee. related parties, due to the Company’s influence over the financial and operating policies of the investee. Revenue from Related Parties Revenue from Related Parties Revenue for services provided by the Company to these and other related parties are as follows: Revenue for services provided by the Company to these and other related parties are as follows: (in millions) 2023 2023 2022 2022 2021 2021 (in millions) Investment advisory, administration fees and Investment advisory, securities lending administration fees and revenue(1) securities lending revenue(1) Investment advisory performance fees(1) Investment advisory performance fees(1) Advisory and other revenue(2) Advisory and other revenue(2) Total revenue from related parties Total revenue from related parties $ 10,848 $ 10,848 244 244 (31) (31) $ 11,061 $ 11,061 $ 10,757 $ 10,757 286 286 (31) (31) $ 11,012 $ 11,012 Amounts primarily include revenue from registered investment companies and equity method investees. Amounts primarily include revenue from registered investment companies and equity method investees. Amounts primarily include the Company’s share of the investee’s underlying net income or (loss) from equity method investees. Amounts primarily include the Company’s share of the investee’s underlying net income or (loss) from equity method investees. $ 11,474 $ 11,474 555 555 (16) (16) $ 12,013 $ 12,013 (1) (2) (2) (1) BlackRock | 2023 Form 10-K F-34 Receivables and Payables with Related Parties. Due from related parties, which is included within other assets on Receivables and Payables with Related Parties. Due from the consolidated statements of financial condition, was related parties, which is included within other assets on $203 million and $396 million at December 31, 2023 and the consolidated statements of financial condition, was 2022, respectively, and primarily represented receivables $203 million and $396 million at December 31, 2023 and from certain investment products managed by BlackRock. 2022, respectively, and primarily represented receivables Accounts receivable at December 31, 2023 and 2022 from certain investment products managed by BlackRock. included $1.1 billion and $1.0 billion, respectively, related Accounts receivable at December 31, 2023 and 2022 to receivables from BlackRock mutual funds and ETFs, for included $1.1 billion and $1.0 billion, respectively, related investment advisory and administration services. to receivables from BlackRock mutual funds and ETFs, for investment advisory and administration services. Due to related parties, which is included within other liabilities on the consolidated statements of financial Due to related parties, which is included within other condition, was $21 million and $15 million at liabilities on the consolidated statements of financial December 31, 2023 and 2022, respectively, and primarily condition, was $21 million and $15 million at represented payables to certain investment products December 31, 2023 and 2022, respectively, and primarily managed by BlackRock. represented payables to certain investment products managed by BlackRock. 20. Net Capital Requirements 20. Net Capital Requirements The Company is required to maintain net capital in certain regulated subsidiaries within a number of jurisdictions, The Company is required to maintain net capital in certain which is partially maintained by retaining cash and cash regulated subsidiaries within a number of jurisdictions, equivalent investments in those subsidiaries or which is partially maintained by retaining cash and cash jurisdictions. As a result, such subsidiaries of the equivalent investments in those subsidiaries or Company may be restricted in their ability to transfer cash jurisdictions. As a result, such subsidiaries of the between different jurisdictions and to their parents. Company may be restricted in their ability to transfer cash Additionally, transfers of cash between international between different jurisdictions and to their parents. jurisdictions may have adverse tax consequences that Additionally, transfers of cash between international could discourage such transfers. jurisdictions may have adverse tax consequences that could discourage such transfers. Banking Regulatory Requirements. BlackRock Institutional Trust Company, N.A. (“BTC”), a wholly owned Banking Regulatory Requirements. BlackRock subsidiary of the Company, is chartered as a national bank Institutional Trust Company, N.A. (“BTC”), a wholly owned whose powers are limited to trust and other fiduciary subsidiary of the Company, is chartered as a national bank activities and which is subject to regulatory capital whose powers are limited to trust and other fiduciary requirements administered by the US Office of the activities and which is subject to regulatory capital Comptroller of the Currency. Federal banking regulators requirements administered by the US Office of the would be required to take certain actions and permitted to Comptroller of the Currency. Federal banking regulators take other actions in the event of BTC’s failure to meet would be required to take certain actions and permitted to minimum capital requirements that, if undertaken, could take other actions in the event of BTC’s failure to meet have a direct material effect on the Company’s minimum capital requirements that, if undertaken, could consolidated financial statements. have a direct material effect on the Company’s consolidated financial statements. The Company provides investment advisory and administration services to its open- and closed-end funds The Company provides investment advisory and and other commingled or pooled funds and separate administration services to its open- and closed-end funds accounts in which related parties invest. and other commingled or pooled funds and separate accounts in which related parties invest. Quantitative measures established by regulators to ensure capital adequacy require BTC to maintain a minimum Common Equity Tier 1 capital and Tier 1 leverage ratio, as well as Tier 1 and total risk-based capital ratios. Based on BTC’s Quantitative measures established by regulators to ensure capital adequacy require BTC to maintain a minimum calculations as of December 31, 2023 and 2022, it exceeded the applicable capital adequacy requirements. Common Equity Tier 1 capital and Tier 1 leverage ratio, as well as Tier 1 and total risk-based capital ratios. Based on BTC’s calculations as of December 31, 2023 and 2022, it exceeded the applicable capital adequacy requirements. (in millions) (in millions) December 31, 2023 December 31, 2023 Total capital (to risk weighted assets) Total capital (to risk weighted assets) Common Equity Tier 1 capital (to risk weighted assets) Common Equity Tier 1 capital (to risk weighted assets) Tier 1 capital (to risk weighted assets) Tier 1 capital (to risk weighted assets) Tier 1 capital (to average assets) Tier 1 capital (to average assets) December 31, 2022 December 31, 2022 Total capital (to risk weighted assets) Total capital (to risk weighted assets) Common Equity Tier 1 capital (to risk weighted assets) Common Equity Tier 1 capital (to risk weighted assets) Tier 1 capital (to risk weighted assets) Tier 1 capital (to risk weighted assets) Tier 1 capital (to average assets) Tier 1 capital (to average assets) Actual Actual Amount Amount Ratio Ratio $775 $775 $771 $771 $771 $771 $771 $771 $691 $691 $684 $684 $684 $684 $684 $684 145.8% 145.8% 145.1% 145.1% 145.1% 145.1% 65.9% 65.9% 126.1% 126.1% 124.8% 124.8% 124.8% 124.8% 62.8% 62.8% For Capital Adequacy For Capital Purposes Adequacy Purposes To Be Well Capitalized To Be Well Under Prompt Capitalized Corrective Action Under Prompt Provisions Corrective Action Provisions Amount Amount Ratio Ratio Amount Amount Ratio Ratio $43 $43 $24 $24 $32 $32 $47 $47 $44 $44 $25 $25 $33 $33 $44 $44 8.0% 8.0% 4.5% 4.5% 6.0% 6.0% 4.0% 4.0% 8.0% 8.0% 4.5% 4.5% 6.0% 6.0% 4.0% 4.0% $53 $53 $35 $35 $43 $43 $59 $59 $55 $55 $36 $36 $44 $44 $54 $54 10.0% 10.0% 6.5% 6.5% 8.0% 8.0% 5.0% 5.0% 10.0% 10.0% 6.5% 6.5% 8.0% 8.0% 5.0% 5.0% F-35 BlackRock | 2023 Form 10-K Broker-dealers. BlackRock Investments, LLC and BlackRock Execution Services are registered broker- Broker-dealers. BlackRock Investments, LLC and dealers and wholly owned subsidiaries of BlackRock that BlackRock Execution Services are registered broker- are subject to the Uniform Net Capital requirements under dealers and wholly owned subsidiaries of BlackRock that the Securities Exchange Act of 1934, which requires are subject to the Uniform Net Capital requirements under maintenance of certain minimum net capital levels. the Securities Exchange Act of 1934, which requires maintenance of certain minimum net capital levels. Capital Requirements. At December 31, 2023 and 2022, the Company was required to maintain approximately Capital Requirements. At December 31, 2023 and 2022, the $1.8 billion and $2.2 billion, respectively, in net capital in Company was required to maintain approximately certain regulated subsidiaries, including BTC, entities $1.8 billion and $2.2 billion, respectively, in net capital in regulated by the Financial Conduct Authority and Prudential certain regulated subsidiaries, including BTC, entities Regulation Authority in the UK, and the Company’s broker- regulated by the Financial Conduct Authority and Prudential dealers. The Company was in compliance with all applicable Regulation Authority in the UK, and the Company’s broker- regulatory net capital requirements. dealers. The Company was in compliance with all applicable regulatory net capital requirements. 21. Accumulated Other Comprehensive Income (Loss) 21. Accumulated Other Comprehensive Income (Loss) The following table presents changes in AOCI for 2023, 2022 and 2021: The following table presents changes in AOCI for 2023, 2022 and 2021: (in millions) 2023 2023 $ (1,101) $ (1,101) 2022 2022 $ (550) $ (550) 2021 2021 $ (337) $ (337) (in millions) Beginning balance Beginning balance Foreign currency translation Foreign currency adjustments(1) translation adjustments(1) Ending balance Ending balance (1) (1) 261 261 $ (840) $ (840) (213) (213) $ (550) $ (550) Amount for 2023 includes a loss from a net investment hedge of $20 million (net of tax benefit of $6 million). Amount for 2022 includes a gain from a net investment hedge of Amount for 2023 includes a loss from a net investment hedge of $20 million (net of tax $37 million (net of tax expense of $12 million). Amount for 2021 includes a gain from a benefit of $6 million). Amount for 2022 includes a gain from a net investment hedge of net investment hedge of $46 million (net of tax expense of $14 million). $37 million (net of tax expense of $12 million). Amount for 2021 includes a gain from a net investment hedge of $46 million (net of tax expense of $14 million). (551) (551) $ (1,101) $ (1,101) BlackRock | 2023 Form 10-K F-35 22. Capital Stock 22. Capital Stock Cash Dividends for Common Shares / RSUs. During 2023, 2022 and 2021, the Company paid cash dividends of Cash Dividends for Common Shares / RSUs. During 2023, $20.00 per share (or $3.0 billion), $19.52 per share (or 2022 and 2021, the Company paid cash dividends of $3.0 billion) and $16.52 per share (or $2.5 billion), $20.00 per share (or $3.0 billion), $19.52 per share (or respectively. $3.0 billion) and $16.52 per share (or $2.5 billion), respectively. Share Repurchases. In January 2023, the Company announced that the Board of Directors authorized the Share Repurchases. In January 2023, the Company repurchase of an additional seven million shares under announced that the Board of Directors authorized the the Company’s existing share repurchase program for a repurchase of an additional seven million shares under total of up to approximately 7.9 million shares of the Company’s existing share repurchase program for a BlackRock common stock. The timing and actual number total of up to approximately 7.9 million shares of of shares repurchased will depend on a variety of factors, BlackRock common stock. The timing and actual number including legal limitations, price and market conditions. of shares repurchased will depend on a variety of factors, including legal limitations, price and market conditions. During 2023, the Company repurchased 2.2 million common shares under the Company’s existing share During 2023, the Company repurchased 2.2 million repurchase program for approximately $1.5 billion. At common shares under the Company’s existing share December 31, 2023, there were approximately 5.7 million repurchase program for approximately $1.5 billion. At shares still authorized to be repurchased under the December 31, 2023, there were approximately 5.7 million program. shares still authorized to be repurchased under the program. The Company’s common shares issued and outstanding and related activity consist of the following: The Company’s common shares issued and outstanding and related activity consist of the following: December 31, 2020 December 31, 2020 Shares repurchased Net issuance of common shares related to employee stock transactions Shares repurchased Net issuance of common shares related to employee stock transactions December 31, 2021 December 31, 2021 Shares repurchased Net issuance of common shares related to employee stock transactions Shares repurchased Net issuance of common shares related to employee stock transactions December 31, 2022 December 31, 2022 Shares repurchased Net issuance of common shares related to employee stock transactions Shares repurchased Net issuance of common shares related to employee stock transactions December 31, 2023 December 31, 2023 23. Restructuring Charge 23. Restructuring Charge In the fourth quarter of 2023, a restructuring charge of $61 million ($46 million after-tax), comprised of In the fourth quarter of 2023, a restructuring charge of $47 million of severance and $14 million of compensation $61 million ($46 million after-tax), comprised of expense for accelerated vesting of previously granted $47 million of severance and $14 million of compensation deferred compensation awards, was recorded in expense for accelerated vesting of previously granted connection with initiatives to reorganize specific platforms, deferred compensation awards, was recorded in primarily Aladdin and illiquid alternative investments. connection with initiatives to reorganize specific platforms, primarily Aladdin and illiquid alternative investments. In the fourth quarter of 2022, a restructuring charge of $91 million ($69 million after-tax), comprised of In the fourth quarter of 2022, a restructuring charge of $58 million of severance and $33 million of expense $91 million ($69 million after-tax), comprised of related to the accelerated amortization of previously $58 million of severance and $33 million of expense granted stock-based compensation awards, was recorded related to the accelerated amortization of previously in connection with an initiative to modify the size and granted stock-based compensation awards, was recorded shape of the workforce to align more closely with strategic in connection with an initiative to modify the size and priorities. shape of the workforce to align more closely with strategic priorities. Shares Issued Shares Issued Common Shares Common Shares 172,075,373 172,075,373 — — — — 172,075,373 172,075,373 — — — — 172,075,373 172,075,373 — — — — 172,075,373 172,075,373 Treasury Common Treasury Shares Common Shares (19,542,488) (19,542,488) (1,421,994) 573,600 (1,421,994) 573,600 (20,390,882) (20,390,882) (2,710,821) 782,822 (2,710,821) 782,822 (22,318,881) (22,318,881) (2,176,538) 920,120 (2,176,538) 920,120 (23,575,299) (23,575,299) Shares Outstanding Shares Outstanding Common Shares Common Shares 152,532,885 152,532,885 (1,421,994) 573,600 (1,421,994) 573,600 151,684,491 151,684,491 (2,710,821) 782,822 (2,710,821) 782,822 149,756,492 149,756,492 (2,176,538) 920,120 (2,176,538) 920,120 148,500,074 148,500,074 The table below presents a rollforward of the Company’s restructuring liability for 2023 and 2022, which is The table below presents a rollforward of the Company’s included in other liabilities on the consolidated restructuring liability for 2023 and 2022, which is statements of financial condition: included in other liabilities on the consolidated statements of financial condition: (in millions) Liability as of December 31, 2021 (in millions) Liability as of December 31, 2021 Additions Accelerated vesting expense of deferred Additions Accelerated vesting expense of deferred compensation awards compensation awards Liability as of December 31, 2022 Liability as of December 31, 2022 Cash payments Additions Cash payments Accelerated vesting expense of deferred Additions Accelerated vesting expense of deferred compensation awards compensation awards Liability as of December 31, 2023 Liability as of December 31, 2023 $ — 91 $ — 91 (33) (33) 58 58 (58) 61 (58) 61 (14) (14) $ 47 $ 47 F-36 BlackRock | 2023 Form 10-K 24. Income Taxes 24. Income Taxes The components of income tax expense for 2023, 2022 and 2021, are as follows: The components of income tax expense for 2023, 2022 and 2021, are as follows: (in millions) (in millions) Current income tax expense: Current income tax expense: Federal Federal State and local State and local Foreign Foreign Total net current income tax Total net current income tax expense expense Deferred income tax expense Deferred income tax expense (benefit): (benefit): Federal Federal State and local State and local Foreign Foreign 2023 2023 $ 641 $ 641 176 176 538 538 1,355 1,355 2022 2022 $ 255 $ 255 (9) (9) 448 448 694 694 2021 2021 $ 2,031 $ 2,031 226 226 576 576 2,833 2,833 101 101 11 11 12 12 124 124 $ 1,479 $ 1,479 562 562 64 64 (24) (24) 602 602 $ 1,296 $ 1,296 (935) (935) (150) (150) 220 220 (865) (865) $ 1,968 $ 1,968 BlackRock | 2023 Form 10-K F-36 Income tax expense has been based on the following components of income before taxes, less net income (loss) Income tax expense has been based on the following attributable to NCI: components of income before taxes, less net income (loss) attributable to NCI: (in millions) (in millions) Domestic Domestic Foreign Foreign Total Total 2023 2023 $ 4,565 $ 4,565 2,416 2,416 $ 6,981 $ 6,981 2022 2022 $ 4,604 $ 4,604 1,870 1,870 $ 6,474 $ 6,474 2021 2021 $ 5,030 $ 5,030 2,839 2,839 $ 7,869 $ 7,869 The foreign income before taxes includes countries that have statutory tax rates that are different than the US The foreign income before taxes includes countries that federal statutory tax rate of 21%, such as the UK, Canada, have statutory tax rates that are different than the US Germany and Ireland. federal statutory tax rate of 21%, such as the UK, Canada, Germany and Ireland. expense (benefit) expense (benefit) Total net deferred income tax Total net deferred income tax Total income tax expense Total income tax expense A reconciliation of income tax expense with expected federal income tax expense computed at the applicable federal income tax rate of 21% for 2023, 2022 and 2021 is as follows: A reconciliation of income tax expense with expected federal income tax expense computed at the applicable federal income tax rate of 21% for 2023, 2022 and 2021 is as follows: (in millions) (in millions) Statutory income tax expense Statutory income tax expense Increase (decrease) in income taxes resulting from: Increase (decrease) in income taxes resulting from: State and local taxes (net of federal benefit) State and local taxes (net of federal benefit) Impact of federal, foreign, state, and local tax rate changes on deferred taxes Impact of federal, foreign, state, and local tax rate changes on deferred taxes Stock-based compensation awards Stock-based compensation awards Resolution of outstanding tax matters Resolution of outstanding tax matters Effect of foreign tax rates Effect of foreign tax rates Other Other Income tax expense Income tax expense 2023 2023 $ 1,466 $ 1,466 110 110 — — (41) (41) (204) (204) 112 112 36 36 $ 1,479 $ 1,479 2022 2022 21% $ 1,360 21% $ 1,360 115 2 115 (25) 2 — (25) (87) — (1) (87) (143) (1) (3) (143) 23 (3) 2 23 53 2 — 53 — 21% $ 1,296 21% $ 1,296 2021 2021 21% $ 1,653 21% $ 1,653 121 2 121 2 125 — 125 — (43) (1) (43) (1) — (2) — (2) 32 — 32 — 80 — — 80 20% $ 1,968 20% $ 1,968 21% 21% 2 2 2 2 (1) (1) — — — — 1 1 25% 25% Deferred income taxes are provided for the effects of temporary differences between the tax basis of an asset or Deferred income taxes are provided for the effects of liability and its reported amount in the consolidated temporary differences between the tax basis of an asset or financial statements. These temporary differences result liability and its reported amount in the consolidated in taxable or deductible amounts in future years. financial statements. These temporary differences result in taxable or deductible amounts in future years. The components of deferred income tax assets and liabilities are shown below: The components of deferred income tax assets and liabilities are shown below: (in millions) (in millions) Deferred income tax assets: Deferred income tax assets: Compensation and benefits Compensation and benefits Loss carryforwards Loss carryforwards Capitalized costs Capitalized costs Other Other Gross deferred tax assets Gross deferred tax assets Less: deferred tax valuation allowances Less: deferred tax valuation allowances Deferred tax assets net of valuation Deferred tax assets net of valuation allowances allowances Deferred income tax liabilities: Deferred income tax liabilities: lived intangibles lived intangibles Goodwill and acquired indefinite- Goodwill and acquired indefinite- Acquired finite-lived intangibles Acquired finite-lived intangibles Unrealized investment gains Unrealized investment gains Other Other Gross deferred tax liabilities Gross deferred tax liabilities Net deferred tax (liabilities) Net deferred tax (liabilities) December 31, December 31, 2023 2023 2022 2022 $ $ 375 375 95 95 216 216 825 825 1,511 (59) 1,511 (59) 1,452 1,452 4,299 4,299 86 86 25 25 340 340 4,750 4,750 $ (3,298) $ (3,298) $ $ 568 568 100 100 103 103 903 903 1,674 (39) 1,674 (39) 1,635 1,635 4,244 4,244 114 114 72 72 349 349 4,779 4,779 $ (3,144) $ (3,144) Deferred income tax assets and liabilities are recorded net when related to the same tax jurisdiction. At December 31, Deferred income tax assets and liabilities are recorded net 2023, the Company recorded on the consolidated when related to the same tax jurisdiction. At December 31, statement of financial condition deferred income tax 2023, the Company recorded on the consolidated assets, within other assets, and deferred income tax statement of financial condition deferred income tax liabilities of $208 million and $3.5 billion, respectively. At assets, within other assets, and deferred income tax December 31, 2022, the Company recorded on the liabilities of $208 million and $3.5 billion, respectively. At consolidated statement of financial condition deferred December 31, 2022, the Company recorded on the income tax assets, within other assets, and deferred consolidated statement of financial condition deferred income tax liabilities of $237 million and $3.4 billion, income tax assets, within other assets, and deferred respectively. income tax liabilities of $237 million and $3.4 billion, respectively. Income tax expense for 2023 included $242 million discrete tax net benefits related to the resolution of certain Income tax expense for 2023 included $242 million outstanding tax matters and stock-based compensation discrete tax net benefits related to the resolution of certain awards that vested in 2023. Income tax expense for 2022 outstanding tax matters and stock-based compensation included $235 million of net discrete tax benefits primarily awards that vested in 2023. Income tax expense for 2022 related to stock-based compensation awards that vested included $235 million of net discrete tax benefits primarily in 2022 and the resolution of certain outstanding tax related to stock-based compensation awards that vested matters, and $35 million of net noncash tax benefits in 2022 and the resolution of certain outstanding tax related to the revaluation of certain deferred income tax matters, and $35 million of net noncash tax benefits liabilities. related to the revaluation of certain deferred income tax liabilities. At December 31, 2023 and 2022, the Company had available state net operating loss carryforwards of At December 31, 2023 and 2022, the Company had $2.7 billion and $2.5 billion, respectively, which will begin available state net operating loss carryforwards of to expire in 2024. At December 31, 2023 and 2022, the $2.7 billion and $2.5 billion, respectively, which will begin Company had foreign net operating loss carryforwards of to expire in 2024. At December 31, 2023 and 2022, the $164 million and $179 million, respectively, of which Company had foreign net operating loss carryforwards of $5 million will begin to expire in 2024. $164 million and $179 million, respectively, of which $5 million will begin to expire in 2024. F-37 BlackRock | 2023 Form 10-K At December 31, 2023 and 2022, the Company had $59 million and $39 million of valuation allowances for At December 31, 2023 and 2022, the Company had deferred income tax assets, respectively, recorded on the $59 million and $39 million of valuation allowances for consolidated statements of financial condition. deferred income tax assets, respectively, recorded on the consolidated statements of financial condition. Current income taxes are recorded net on the consolidated statements of financial condition when Current income taxes are recorded net on the related to the same tax jurisdiction. At December 31, 2023, consolidated statements of financial condition when the Company had current income taxes receivable and related to the same tax jurisdiction. At December 31, 2023, payable of $252 million and $85 million, respectively, the Company had current income taxes receivable and recorded in other assets and accounts payable and payable of $252 million and $85 million, respectively, accrued liabilities, respectively. At December 31, 2022, the recorded in other assets and accounts payable and Company had current income taxes receivable and accrued liabilities, respectively. At December 31, 2022, the payable of $354 million and $92 million, respectively, Company had current income taxes receivable and recorded in other assets and accounts payable and payable of $354 million and $92 million, respectively, accrued liabilities, respectively. recorded in other assets and accounts payable and accrued liabilities, respectively. The following tabular reconciliation presents the total amounts of gross unrecognized tax benefits: The following tabular reconciliation presents the total amounts of gross unrecognized tax benefits: (in millions) 2023 2023 $ 912 $ 912 25 25 (22) (22) 2021 2021 $ 940 $ 940 18 18 (4) (4) 2022 2022 $1,022 $1,022 13 13 (75) (75) 49 49 16 16 (231) (231) $ 749 $ 749 69 69 — — (1) (1) $1,022 $1,022 55 55 — — (103) (103) $ 912 $ 912 (in millions) Balance at January 1 Balance at January 1 Additions for tax positions of Additions for tax positions of Reductions for tax positions of Reductions for tax positions of Additions based on tax Additions based on tax prior years prior years prior years prior years positions related to current year positions related to current year Additions related to business combinations Additions related to business combinations Settlements Settlements Balance at December 31 Balance at December 31 Included in the balance of unrecognized tax benefits at December 31, 2023, 2022 and 2021, respectively, are Included in the balance of unrecognized tax benefits at $505 million, $497 million and $616 million of tax benefits December 31, 2023, 2022 and 2021, respectively, are that, if recognized, would affect the effective tax rate. $505 million, $497 million and $616 million of tax benefits that, if recognized, would affect the effective tax rate. The Company recognizes interest and penalties related to income tax matters as a component of income tax The Company recognizes interest and penalties related to expense. Related to the unrecognized tax benefits noted income tax matters as a component of income tax above, the Company accrued interest and penalties of expense. Related to the unrecognized tax benefits noted $(20) million during 2023 and in total, as of December 31, above, the Company accrued interest and penalties of 2023, had recognized a liability for interest and penalties $(20) million during 2023 and in total, as of December 31, of $140 million. The Company accrued interest and 2023, had recognized a liability for interest and penalties penalties of $(40) million during 2022 and in total, as of of $140 million. The Company accrued interest and December 31, 2022, had recognized a liability for interest penalties of $(40) million during 2022 and in total, as of and penalties of $160 million. The Company accrued December 31, 2022, had recognized a liability for interest interest and penalties of $36 million during 2021 and in and penalties of $160 million. The Company accrued total, as of December 31, 2021, had recognized a liability interest and penalties of $36 million during 2021 and in for interest and penalties of $200 million. total, as of December 31, 2021, had recognized a liability for interest and penalties of $200 million. BlackRock is subject to US federal income tax, state and local income tax, and foreign income tax in multiple BlackRock is subject to US federal income tax, state and jurisdictions. Tax years after 2015 remain open to US local income tax, and foreign income tax in multiple federal income tax examination. jurisdictions. Tax years after 2015 remain open to US federal income tax examination. During 2014 and 2019, the Internal Revenue Service commenced its examination of BlackRock’s 2012 through During 2014 and 2019, the Internal Revenue Service 2015 tax years, for which the examination was concluded commenced its examination of BlackRock’s 2012 through in 2023. During 2020 and 2021, the Internal Revenue 2015 tax years, for which the examination was concluded Service commenced its examination of BlackRock’s 2017 in 2023. During 2020 and 2021, the Internal Revenue through 2018 tax years and 2019 tax year, respectively. Service commenced its examination of BlackRock’s 2017 During 2023, the Internal Revenue Service commenced its through 2018 tax years and 2019 tax year, respectively. examination of BlackRock’s 2016 tax year. During 2023, the Internal Revenue Service commenced its examination of BlackRock’s 2016 tax year. BlackRock | 2023 Form 10-K F-38 Americas is primarily comprised of the US, Latin America and Canada. Europe is primarily comprised of the UK, the Americas is primarily comprised of the US, Latin America Netherlands, Switzerland, France, Ireland and and Canada. Europe is primarily comprised of the UK, the Luxembourg. Asia-Pacific is primarily comprised of Hong Netherlands, Switzerland, France, Ireland and Kong, Australia, Japan and Singapore. Luxembourg. Asia-Pacific is primarily comprised of Hong Kong, Australia, Japan and Singapore. 27. Subsequent Events 27. Subsequent Events In January 2024, BlackRock announced that it had entered into a definitive agreement to acquire 100% of the In January 2024, BlackRock announced that it had business and assets of Global Infrastructure Management entered into a definitive agreement to acquire 100% of the LLC (referred to herein as Global Infrastructure Partners business and assets of Global Infrastructure Management (“GIP”)), a leading independent infrastructure fund LLC (referred to herein as Global Infrastructure Partners manager, for $3 billion in cash and approximately (“GIP”)), a leading independent infrastructure fund 12 million shares of BlackRock common stock. manager, for $3 billion in cash and approximately Approximately 30% of the total consideration, all in stock, 12 million shares of BlackRock common stock. will be deferred and will be issued subject to the Approximately 30% of the total consideration, all in stock, satisfaction of certain post-closing events. The Company will be deferred and will be issued subject to the intends to fund the cash consideration through $3 billion satisfaction of certain post-closing events. The Company of additional debt. The Company believes the combination intends to fund the cash consideration through $3 billion of GIP with BlackRock’s complementary infrastructure of additional debt. The Company believes the combination offerings will create a broad global infrastructure of GIP with BlackRock’s complementary infrastructure franchise with differentiated origination and asset offerings will create a broad global infrastructure management capabilities. The GIP Transaction is expected franchise with differentiated origination and asset to close in the third quarter of 2024 subject to customary management capabilities. The GIP Transaction is expected regulatory approvals and other closing conditions. to close in the third quarter of 2024 subject to customary regulatory approvals and other closing conditions. On January 12, 2024, the Company announced that the Board of Directors approved BlackRock’s quarterly On January 12, 2024, the Company announced that the dividend of $5.10 per share to be paid on March 22, 2024 Board of Directors approved BlackRock’s quarterly to stockholders of record at the close of business on dividend of $5.10 per share to be paid on March 22, 2024 March 7, 2024. to stockholders of record at the close of business on March 7, 2024. The Company conducted a review for additional subsequent events and determined that no subsequent The Company conducted a review for additional events had occurred that would require accrual or subsequent events and determined that no subsequent additional disclosures. events had occurred that would require accrual or additional disclosures. F-38 BlackRock | 2023 Form 10-K For 2023, 194,240 shares primarily related to stock options were excluded from the calculation of EPS For 2023, 194,240 shares primarily related to stock because to include them would have an anti-dilutive options were excluded from the calculation of EPS effect. The amount of anti-dilutive RSUs and stock options because to include them would have an anti-dilutive were immaterial for 2022 and 2021. Certain performance- effect. The amount of anti-dilutive RSUs and stock options based RSUs and options were excluded from diluted EPS were immaterial for 2022 and 2021. Certain performance- calculation because the designated contingencies were based RSUs and options were excluded from diluted EPS not met for 2023, 2022 and 2021, respectively. calculation because the designated contingencies were not met for 2023, 2022 and 2021, respectively. 26. Segment Information 26. Segment Information The Company’s management directs BlackRock’s operations as one business, the asset management The Company’s management directs BlackRock’s business. The Company utilizes a consolidated approach operations as one business, the asset management to assess performance and allocate resources. As such, business. The Company utilizes a consolidated approach the Company operates in one business segment. to assess performance and allocate resources. As such, the Company operates in one business segment. The following table illustrates total revenue for 2023, 2022 and 2021 by geographic region. These amounts are The following table illustrates total revenue for 2023, 2022 aggregated on a legal entity basis and do not necessarily and 2021 by geographic region. These amounts are reflect where the customer resides or affiliated services aggregated on a legal entity basis and do not necessarily are provided. reflect where the customer resides or affiliated services are provided. (in millions) 2022 2022 $ 11,931 $ 11,931 5,164 5,164 778 778 $ 17,873 $ 17,873 2021 2021 $ 12,399 $ 12,399 6,105 6,105 870 870 $ 19,374 $ 19,374 2023 2023 $ 11,899 $ 11,899 5,209 5,209 751 751 $ 17,859 $ 17,859 (in millions) Revenue Revenue Americas Americas Europe Europe Asia-Pacific Asia-Pacific Total revenue Total revenue See Note 16, Revenue, for further information on the Company’s sources of revenue. See Note 16, Revenue, for further information on the Company’s sources of revenue. The following table illustrates long-lived assets that consist of goodwill and property and equipment at The following table illustrates long-lived assets that December 31, 2023 and 2022 by geographic region. consist of goodwill and property and equipment at These amounts are aggregated on a legal entity basis and December 31, 2023 and 2022 by geographic region. do not necessarily reflect where the asset is physically These amounts are aggregated on a legal entity basis and located. do not necessarily reflect where the asset is physically located. (in millions) (in millions) Long-lived Assets Long-lived Assets Americas Americas Europe Europe Asia-Pacific Asia-Pacific Total long-lived assets Total long-lived assets 2023 2023 $ 15,017 $ 15,017 1,521 1,521 98 98 $ 16,636 $ 16,636 2022 2022 $ 14,945 $ 14,945 1,329 1,329 98 98 $ 16,372 $ 16,372 BlackRock | 2023 Form 10-K F-37 The Company is currently under audit in several state and local jurisdictions. The significant state and local income The Company is currently under audit in several state and tax examinations are in New York State for tax years 2012 local jurisdictions. The significant state and local income through 2020, for which 2012 through 2014 examination tax examinations are in New York State for tax years 2012 was concluded during 2023, and New York City for tax through 2020, for which 2012 through 2014 examination years 2012 through 2014. No open state and local tax was concluded during 2023, and New York City for tax examinations cover years earlier than 2012. years 2012 through 2014. No open state and local tax examinations cover years earlier than 2012. Upon conclusion of its examination, Her Majesty’s Revenue and Customs (“HMRC”) issued a closure notice Upon conclusion of its examination, Her Majesty’s during 2017 for various UK BlackRock subsidiaries for tax Revenue and Customs (“HMRC”) issued a closure notice years 2009 and years after. At that time, the Company during 2017 for various UK BlackRock subsidiaries for tax decided to pursue litigation for the tax matters included years 2009 and years after. At that time, the Company on such notice. During 2020, the Company received a decided to pursue litigation for the tax matters included favorable decision from the First Tier Tribunal (“FTT”), on such notice. During 2020, the Company received a however, HMRC appealed to the Upper Tribunal (“UT”) and favorable decision from the First Tier Tribunal (“FTT”), the UT ruled in HMRC’s favor, overturning the FTT’s however, HMRC appealed to the Upper Tribunal (“UT”) and decision in July 2022. BlackRock appealed UT’s decision the UT ruled in HMRC’s favor, overturning the FTT’s to the UK Court of Appeal (“CoA”) and the appeal hearing decision in July 2022. BlackRock appealed UT’s decision is scheduled for March 2024. BlackRock does not expect to the UK Court of Appeal (“CoA”) and the appeal hearing the ultimate resolution to result in a material impact to the is scheduled for March 2024. BlackRock does not expect consolidated financial statements. the ultimate resolution to result in a material impact to the consolidated financial statements. From time to time, BlackRock may receive or be subject to tax authorities’ assessments and challenges related to From time to time, BlackRock may receive or be subject to income taxes. BlackRock does not currently expect the tax authorities’ assessments and challenges related to ultimate resolution of any other existing matters to be income taxes. BlackRock does not currently expect the material to the consolidated financial statements. ultimate resolution of any other existing matters to be material to the consolidated financial statements. At December 31, 2023, it is reasonably possible the total amounts of unrecognized tax benefits will change within At December 31, 2023, it is reasonably possible the total the next twelve months due to completion of tax amounts of unrecognized tax benefits will change within authorities’ exams or the expiration of statues of the next twelve months due to completion of tax limitations. Management estimates that the existing authorities’ exams or the expiration of statues of liability for uncertain tax positions could decrease by limitations. Management estimates that the existing approximately $65 million to $280 million within the next liability for uncertain tax positions could decrease by twelve months. approximately $65 million to $280 million within the next twelve months. 25. Earnings Per Share 25. Earnings Per Share The following table sets forth the computation of basic and diluted EPS for 2023, 2022 and 2021: The following table sets forth the computation of basic and diluted EPS for 2023, 2022 and 2021: (in millions, except shares and per share (in millions, except data) shares and per share data) 2023 2023 2022 2022 2021 2021 Net income Net income attributable to BlackRock, Inc. attributable to BlackRock, Inc. Basic weighted- average shares Basic weighted- outstanding average shares outstanding Dilutive effect of: Dilutive effect of: RSUs RSUs Nonparticipating Nonparticipating Stock options Stock options Total diluted weighted- Total diluted average shares weighted- outstanding average shares outstanding Basic earnings per share Basic earnings per share Diluted earnings per share Diluted earnings per share $ $ 5,502 $ 5,502 $ 5,178 $ 5,178 $ 5,901 5,901 149,327,558 150,921,161 152,236,047 149,327,558 150,921,161 152,236,047 969,089 969,089 409,804 409,804 1,119,829 1,119,829 399,481 399,481 1,507,859 1,507,859 660,451 660,451 150,706,451 152,440,471 154,404,357 150,706,451 152,440,471 154,404,357 38.76 38.76 38.22 38.22 34.31 $ 34.31 $ 33.97 $ 33.97 $ 36.85 $ 36.85 $ 36.51 $ 36.51 $ $ $ $ $ COMMON STOCK INFORMATION COMMON STOCK INFORMATION Common Stock Performance Graph Common Stock Performance Graph The following graph compares the cumulative total stockholder return on BlackRock’s common stock from December 31, The following graph compares the cumulative total stockholder return on BlackRock’s common stock from December 31, 2018 through December 31, 2023, as compared with the cumulative total return of the S&P 500 Index and the S&P 500 2018 through December 31, 2023, as compared with the cumulative total return of the S&P 500 Index and the S&P 500 Financials Index. The graph assumes the investment of $100 in BlackRock’s common stock and in each of the two indices Financials Index. The graph assumes the investment of $100 in BlackRock’s common stock and in each of the two indices on December 31, 2018 and the reinvestment of all dividends, if any. The following information has been obtained from on December 31, 2018 and the reinvestment of all dividends, if any. The following information has been obtained from sources believed to be reliable, but neither its accuracy nor its completeness is guaranteed. The performance graph is not sources believed to be reliable, but neither its accuracy nor its completeness is guaranteed. The performance graph is not necessarily indicative of future investment performance. necessarily indicative of future investment performance. Total Return Performance Total Return Performance $300 $300 $250 $250 $200 $200 $150 $150 $100 $100 $50 $50 BlackRock, Inc. BlackRock, Inc. S&P 500 Index S&P 500 Index S&P 500 Financials Index S&P 500 Financials Index $0 $0 12/31/18 12/31/18 12/31/19 12/31/19 12/31/20 12/31/20 12/31/21 12/31/21 12/31/22 12/31/22 12/31/23 12/31/23 BlackRock, Inc. BlackRock, Inc. S&P 500 Index S&P 500 Index Period Ending Period Ending 12/31/18 12/31/18 12/31/19 12/31/19 12/31/20 12/31/20 12/31/21 12/31/21 12/31/22 12/31/22 12/31/23 12/31/23 $100.00 $100.00 $131.83 $131.83 $194.06 $194.06 $251.14 $251.14 $199.98 $199.98 $235.72 $235.72 $100.00 $100.00 $131.49 $131.49 $155.68 $155.68 $200.37 $200.37 $164.08 $164.08 $207.21 $207.21 S&P 500 Financials Index S&P 500 Financials Index $100.00 $100.00 $132.13 $132.13 $129.89 $129.89 $175.40 $175.40 $156.92 $156.92 $175.99 $175.99 Corporate Information Corporate headquarters AMERICAS BlackRock, Inc. 50 Hudson Yards New York, NY 10001 (212) 810-5800 BlackRock offices worldwide BlackRock has offices in more than 30 countries and a major presence in key global markets, including North and South America, Europe, Asia, Australia and the Middle East and Africa. Atlanta Bogotá Boston Chicago Dallas Denver Greenwich Houston Mexico City Miami Montreal New York Newport Beach Palo Alto Philadelphia Pittsburgh Princeton Puerto Plata San Francisco Santa Monica Santiago de los Caballeros São Paulo Sausalito Seattle Toronto Washington D.C. West Palm Beach Wilmington EMEA Amsterdam Belgrade Brussels Budapest Cape Town Copenhagen Dubai Dublin Edinburgh Frankfurt Geneva London Luxembourg Madrid Milan Munich Paris Riyadh Stockholm Tel Aviv Vienna Zürich ASIA-PACIFIC Bengaluru Beijing Brisbane Gurgaon Hong Kong Melbourne Mumbai Seoul Shanghai Singapore Sydney Taipei Tokyo Stock listing BlackRock, Inc.’s common stock is traded on the New York Stock Exchange under the symbol BLK. At the close of business on January 31, 2024, there were 197 common stockholders of record. Internet information Information on BlackRock’s financial results and its products and services is available on the Internet at www.blackrock.com. Financial information BlackRock makes available, free of charge, through its website at www.blackrock. com, under the heading “Investor Relations,” its Annual Report to Stockholders, Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, its Proxy Statement and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with or furnished to the Securities and Exchange Commission. The Company has included as Exhibits 31.1 and 31.2 to its Annual Report on Form 10-K for fiscal year ended December 31, 2023 with the Securities and Exchange Commission, certificates of the Chief Executive Officer and Chief Financial Officer of the Company certifying as to the Company’s disclosure in such Form 10-K, and the Company has submitted to the New York Stock Exchange a certificate of the Chief Executive Officer of the Company certifying that he is not aware of any violation by the Company of New York Stock Exchange corporate governance listing standards. Deloitte & Touche LLP has provided its consent to the inclusion of its reports dated February 23, 2024, relating to the consolidated financial statements of BlackRock, Inc., and the effectiveness of BlackRock, Inc.’s internal controls over financial reporting, in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which has been filed as Exhibit 23.1 to such report. Inquiries BlackRock will provide, free of charge to each stockholder upon written request, a copy of BlackRock’s Annual Report to Stockholders, Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statement and all amendments to those reports. Requests for copies should be addressed to Investor Relations, BlackRock, Inc., 50 Hudson Yards, New York, NY 10001. Requests may also be directed to (212) 810-5800 or via email to invrel@blackrock.com. Copies may also be accessed electronically by means of the SEC’s home page on the Internet at www.sec.gov. Stockholders and analysts should contact Investor Relations at (212) 810-5800 or via e-mail at invrel@blackrock.com. Registrar and transfer agent Computershare Investor Services 480 Washington Boulevard Jersey City, NJ 07310-1900 Telephone: (800) 903-8567 ©2024 BlackRock, Inc. All Rights Reserved. BlackRock, iShares, BlackRock Solutions, Aladdin and LifePath are registered trademarks of BlackRock, Inc. or its subsidiaries in the United States and elsewhere. m o c n o s i . . d d a w w w y b n g i s e D 2023 Annual Report 

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