10/10/2024 | Press release | Distributed by Public on 10/10/2024 08:34
|
2023 Prospectus
|
Fund Overview
|
S-1
|
More Information About the Fund
|
1
|
A Further Discussion of Principal Risks
|
3
|
A Further Discussion of Other Risks
|
15
|
Portfolio Holdings Information
|
17
|
Management
|
17
|
Shareholder Information
|
21
|
Distribution
|
28
|
Financial Highlights
|
30
|
Disclaimers
|
31
|
Annual Fund Operating Expenses
(ongoing expenses that you pay each year as a
percentage of the value of your investments)
|
||||||
Management
Fees1,2
|
Distribution
and Service
(12b-1) Fees
|
Other
Expenses3
|
Acquired Fund
Fees and
Expenses1,4
|
Total Annual
Fund
Operating
Expenses4
|
Fee Waiver1,2
|
Total Annual
Fund
Operating
Expenses After
Fee Waiver1,2
|
0.45%
|
None
|
0.00%
|
0.02%
|
0.47%
|
(0.12)%
|
0.35%
|
3 | The amount rounded to 0.00%. |
4 | The Total Annual Fund Operating Expenses do not correlate to the ratio of expenses to average net assets given in the Fund's most recent annual report, which do not include Acquired Fund Fees and Expenses. |
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
$36
|
$139
|
$251
|
$580
|
|
One Year
|
Since Inception
|
(Inception Date: 3/16/2021)
|
||
Return Before Taxes
|
-15.99%
|
-5.64%
|
Return After Taxes on Distributions1
|
-16.00%
|
-5.83%
|
Return After Taxes on Distributions and Sale of Fund Shares1
|
-8.13%
|
-3.54%
|
Bloomberg Municipal High Yield Bond Index2(Index returns
do not reflect deductions for fees, expenses or taxes)
|
-13.10%
|
-4.66%
|
Bloomberg Custom Blend Benchmark3(Index returns do not
reflect deductions for fees, expenses or taxes)
|
-12.55%
|
-4.61%
|
U.S. federal marginal income tax rates and do not reflect the impact of state or local taxes.Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns shown are not relevant to tax-exempt investors or investors who hold shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts ("IRAs").Fund returns after taxes on distributions and sales of Fund shares are calculated assuming that an investor has sufficient capital gains of the same character from other investments to offset any capital losses from the sale of Fund shares. As a result, Fund returns after taxes on distributions and sales of Fund shares may exceed Fund returns before taxes and/or returns after taxes on distributions. |
2 | The Bloomberg Municipal High Yield Bond Index is designed to measure the performance of U.S. dollar-denominated high-yield municipal bonds issued by U.S. states, the District of Columbia, U.S. territories and local governments or agencies. |
3 | The Bloomberg Custom Blend Benchmark is comprised of 80% Bloomberg Municipal High Yield Index, 10% Bloomberg BBB Index and 10% Bloomberg Single A Index. |
|
iShares High Yield Muni Income Active ETF
|
||
|
Year Ended
07/31/23
|
Year Ended
07/31/22
|
Period From
03/16/21(a)
to 07/31/21
|
Net asset value, beginning of period
|
$22.74
|
$26.80
|
$25.00
|
Net investment income(b)
|
0.94
|
0.79
|
0.23
|
Net realized and unrealized gain (loss)(c)
|
(1.13
)
|
(3.81
)
|
1.70
|
Net increase (decrease) from investment operations
|
(0.19
)
|
(3.02
)
|
1.93
|
Distributions(d)
|
|||
From net investment income
|
(0.91
)
|
(0.81
)
|
(0.13
)
|
From net realized gain
|
-
|
(0.23
)
|
-
|
Total distributions
|
(0.91
)
|
(1.04
)
|
(0.13
)
|
Net asset value, end of period
|
$21.64
|
$22.74
|
$26.80
|
Total Return(e)
|
|||
Based on net asset value
|
(0.71
)%
|
(11.55
)%
|
7.75
%(f)
|
Ratios to Average Net Assets(g)
|
|||
Total expenses
|
0.45
%
|
0.45
%
|
0.45
%(h)
|
Total expenses after fees waived
|
0.33
%
|
0.34
%
|
0.32
%(h)
|
Net investment income
|
4.39
%
|
3.23
%
|
2.31
%(h)
|
Supplemental Data
|
|||
Net assets, end of period (000)
|
$60,586
|
$27,291
|
$26,803
|
Portfolio turnover rate(i)
|
30
%
|
38
%
|
20
%
|
(a)Commencement of operations.
|
|||
(b)Based on average shares outstanding.
|
|||
(c)The amounts reported for a share outstanding may not accord with the change in aggregate gains and losses in
securities for the fiscal period due to the timing of capital share transactions in relation to the fluctuating market
values of the Fund's underlying securities.
|
|||
(d)Distributions for annual periods determined in accordance with U.S. federal income tax regulations.
|
|||
(e)Where applicable, assumes the reinvestment of distributions.
|
|||
(f)Not annualized.
|
|||
(g)Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.
|
|||
(h)Annualized.
|
|||
(i)Portfolio turnover rate excludes in-kind transactions.
|
Call:
|
1-800-474-2737 (toll free)
|
Write:
|
c/o BlackRock Investments, LLC
1 University Square Drive, Princeton, NJ 08540
|
|
2023 Prospectus
|
Fund Overview
|
S-1
|
More Information About the Fund
|
1
|
A Further Discussion of Principal Risks
|
3
|
A Further Discussion of Other Risks
|
14
|
Portfolio Holdings Information
|
16
|
Management
|
17
|
Shareholder Information
|
20
|
Distribution
|
28
|
Financial Highlights
|
29
|
Disclaimers
|
30
|
Annual Fund Operating Expenses
(ongoing expenses that you pay each year as a
percentage of the value of your investments)
|
||||||
Management
Fees1,2
|
Distribution
and Service
(12b-1) Fees
|
Other
Expenses3
|
Acquired Fund
Fees and
Expenses1,4
|
Total Annual
Fund
Operating
Expenses4
|
Fee Waiver1,2
|
Total Annual
Fund
Operating
Expenses After
Fee Waiver1,2
|
0.40%
|
None
|
0.00%
|
0.02%
|
0.42%
|
(0.12)%
|
0.30%
|
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
$31
|
$123
|
$223
|
$518
|
|
One Year
|
Since Inception
|
(Inception Date: 3/16/2021)
|
||
Return Before Taxes
|
-6.69%
|
-2.22%
|
Return After Taxes on Distributions1
|
-6.70%
|
-2.29%
|
Return After Taxes on Distributions and Sale of Fund Shares1
|
-3.25%
|
-1.36%
|
Bloomberg Municipal 3-10 Year Index2(Index returns do not
reflect deductions for fees, expenses or taxes)
|
-5.50%
|
-2.73%
|
Bloomberg Custom Blend Benchmark3(Index returns do not
reflect deductions for fees, expenses or taxes)
|
-6.03%
|
-2.67%
|
|
iShares Intermediate Muni Income Active ETF
|
||
|
Year Ended
07/31/23
|
Year Ended
07/31/22
|
Period From
03/16/21(a)
to 07/31/21
|
Net asset value, beginning of period
|
$24.02
|
$25.74
|
$25.00
|
Net investment income(b)
|
0.67
|
0.34
|
0.09
|
Net realized and unrealized gain (loss)(c)
|
(0.45
)
|
(1.67
)
|
0.71
|
Net increase (decrease) from investment operations
|
0.22
|
(1.33
)
|
0.80
|
Distributions(d)
|
|||
From net investment income
|
(0.68
)
|
(0.32
)
|
(0.06
)
|
From net realized gain
|
-
|
(0.07
)
|
-
|
Total distributions
|
(0.68
)
|
(0.39
)
|
(0.06
)
|
Net asset value, end of period
|
$23.56
|
$24.02
|
$25.74
|
Total Return(e)
|
|||
Based on net asset value
|
0.97
%
|
(5.21
)%
|
3.22
%(f)
|
Ratios to Average Net Assets(g)
|
|||
Total expenses
|
0.40
%
|
0.40
%
|
0.40
%(h)
|
Total expenses after fees waived
|
0.29
%
|
0.30
%
|
0.29
%(h)
|
Net investment income
|
2.88
%
|
1.36
%
|
0.99
%(h)
|
Supplemental Data
|
|||
Net assets, end of period (000)
|
$25,915
|
$33,628
|
$25,735
|
Portfolio turnover rate(i)
|
72
%
|
30
%
|
25
%
|
(a)Commencement of operations.
|
|||
(b)Based on average shares outstanding.
|
|||
(c)The amounts reported for a share outstanding may not accord with the change in aggregate gains and losses in
securities for the fiscal period due to the timing of capital share transactions in relation to the fluctuating market
values of the Fund's underlying securities.
|
|||
(d)Distributions for annual periods determined in accordance with U.S. federal income tax regulations.
|
|||
(e)Where applicable, assumes the reinvestment of distributions.
|
|||
(f)Not annualized.
|
|||
(g)Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.
|
|||
(h)Annualized.
|
|||
(i)Portfolio turnover rate excludes in-kind transactions.
|
Call:
|
1-800-474-2737 (toll free)
|
Write:
|
c/o BlackRock Investments, LLC
1 University Square Drive, Princeton, NJ 08540
|
Fund
|
Ticker
|
Listing Exchange
|
iShares High Yield Muni Income Active ETF
|
HYMU
|
Cboe BZX
|
iShares Intermediate Muni Income Active ETF
|
INMU
|
NYSE Arca
|
|
Page
|
General Description of the Trust and its Funds
|
1
|
Exchange Listing and Trading
|
1
|
Investment Strategies and Risks
|
2
|
Bonds
|
3
|
Borrowing
|
3
|
Diversification Status
|
4
|
Floating and Variable Rate Securities
|
4
|
High Yield Securities
|
4
|
Lending Portfolio Securities
|
5
|
Liquidity Risk Management
|
6
|
Municipal Insurance
|
6
|
Municipal Securities
|
7
|
New or Unseasoned Municipal Issuers
|
9
|
Privately-Issued Securities
|
9
|
Ratings
|
10
|
Regulation Regarding Derivatives
|
10
|
Repurchase Agreements
|
11
|
Reverse Repurchase Agreements
|
11
|
Securities of Investment Companies
|
11
|
Short-Term Instruments and Temporary Investments
|
12
|
Future Developments
|
12
|
General Considerations and Risks
|
12
|
Environmental, Social and Governance Integration
|
12
|
Borrowing Risk
|
12
|
Illiquid Investments Risk
|
12
|
Market Risk
|
13
|
Municipal Market Disruption Risk
|
13
|
Repurchase Agreement Risk
|
13
|
Tax Risks Associated with Municipal Securities
|
14
|
Proxy Voting Policy
|
14
|
Portfolio Holdings Information
|
14
|
Investment Policies
|
15
|
Fundamental Investment Policies
|
15
|
Non-Fundamental Investment Policies
|
17
|
Continuous Offering
|
17
|
Management
|
18
|
|
Page
|
Trustees and Officers
|
18
|
Control Persons and Principal Holders of Securities
|
31
|
Potential Conflicts of Interest
|
32
|
Investment Advisory, Administrative and Distribution Services
|
39
|
Investment Adviser
|
39
|
Portfolio Managers
|
41
|
Codes of Ethics
|
44
|
Anti-Money Laundering Requirements
|
44
|
Administrator, Custodian and Transfer Agent
|
44
|
Credit Agreement
|
45
|
Distributor
|
45
|
Securities Lending
|
45
|
Payments by BFA and its Affiliates
|
46
|
Determination of Net Asset Value
|
48
|
Brokerage Transactions
|
50
|
Additional Information Concerning the Trust
|
53
|
Shares
|
53
|
DTC as Securities Depository for Shares of the Funds
|
53
|
Distribution of Shares
|
54
|
Creation and Redemption of Creation Units
|
55
|
General
|
55
|
Fund Deposit
|
55
|
Cash Purchase Method
|
56
|
Procedures for Creation of Creation Units
|
56
|
Role of the Authorized Participant
|
56
|
Placement of Creation Orders
|
57
|
Purchase Orders
|
57
|
Timing of Submission of Purchase Orders
|
57
|
Acceptance of Orders for Creation Units
|
58
|
Issuance of a Creation Unit
|
58
|
Costs Associated with Creation Transactions
|
59
|
Redemption of Creation Units
|
59
|
Cash Redemption Method
|
60
|
Costs Associated with Redemption Transactions
|
60
|
Placement of Redemption Orders
|
61
|
Custom Baskets
|
63
|
Taxation on Creations and Redemptions of Creation Units
|
63
|
|
Page
|
Taxes
|
63
|
Regulated Investment Company Qualifications
|
63
|
Taxation of RICs
|
64
|
Excise Tax
|
64
|
Net Capital Loss Carryforwards
|
64
|
Taxation of U.S. Shareholders
|
64
|
Sales of Shares
|
66
|
Backup Withholding
|
66
|
Sections 351 and 362
|
66
|
Tax-Exempt Interest Income
|
66
|
Qualified Dividend Income
|
67
|
Excess Inclusion Income
|
67
|
Reporting
|
67
|
Other Taxes
|
67
|
Original Issue Discount
|
67
|
Taxation of Non-U.S. Shareholders
|
67
|
Miscellaneous Information
|
69
|
Counsel
|
69
|
Independent Registered Public Accounting Firm
|
69
|
Investors' Rights
|
69
|
Financial Statements
|
69
|
Appendix A - Description of Bond Ratings
|
A-1
|
Appendix B - Proxy Voting Policy
|
B-1
|
Trustees
|
Experience, Qualifications and Skills
|
R. Glenn Hubbard
|
R. Glenn Hubbard has served in numerous roles in the field of economics, including as the
Chairman of the U.S. Council of Economic Advisers of the President of the United States. Dr.
Hubbard has served as the Dean of Columbia Business School, as a member of the Columbia
Faculty and as a Visiting Professor at the John F. Kennedy School of Government at Harvard
University, the Harvard Business School and the University of Chicago. Dr. Hubbard's
experience as an adviser to the President of the United States adds a dimension of balance to
the Funds' governance and provides perspective on economic issues. Dr. Hubbard's service on
the boards of ADP and Metropolitan Life Insurance Company provides the Board with the
benefit of his experience with the management practices of other financial companies. Dr.
Hubbard's longstanding service on the boards of directors/trustees of the closed-end funds in
the BlackRock Fixed-Income Complex also provides him with a specific understanding of the
Funds, its operations, and the business and regulatory issues facing the Funds. Dr. Hubbard's
independence from the Funds and the Manager enhances his service as Chair of the Board,
Chair of the Executive Committee and a member of the Governance and Nominating
Committee, the Compliance Committee and the Performance Oversight Committee.
|
W. Carl Kester
|
The Board benefits from W. Carl Kester's experiences as a professor and author in finance, and
his experience as the George Fisher Baker Jr. Professor of Business Administration at Harvard
Business School and as Deputy Dean of Academic Affairs at Harvard Business School from
2006 through 2010 adds to the Board a wealth of expertise in corporate finance and corporate
governance. Dr. Kester has authored and edited numerous books and research papers on both
subject matters, including co-editing a leading volume of finance case studies used worldwide.
Dr. Kester's long-standing service on the boards of directors/ trustees of the closed-end funds
in the BlackRock Fixed-Income Complex also provides him with a specific understanding of the
Funds, their operations, and the business and regulatory issues facing the Funds. Dr. Kester's
independence from the Funds and the Manager enhances his service as Vice Chair of the
Board, Chair of the Governance and Nominating Committee and a member of the Executive
Committee, the Compliance Committee and the Performance Oversight Committee.
|
Cynthia L. Egan
|
Cynthia L. Egan brings to the Board a broad and diverse knowledge of investment companies
and the retirement industry as a result of her many years of experience as President,
Retirement Plan Services, for T. Rowe Price Group, Inc. and her various senior operating officer
positions at Fidelity Investments, including her service as Executive Vice President of FMR Co.,
President of Fidelity Institutional Services Company and President of the Fidelity Charitable Gift
Fund. Ms. Egan has also served as an advisor to the U.S. Department of Treasury as an expert
in domestic retirement security. Ms. Egan began her professional career at the Board of
Governors of the Federal Reserve and the Federal Reserve Bank of New York. Ms. Egan is also a
director of UNUM Corporation, a publicly traded insurance company providing personal risk
reinsurance, and of The Hanover Group, a public property casualty insurance company. Ms.
Egan's independence from the Funds and the Manager enhances her service as Chair of the
Compliance Committee, and a member of the Governance and Nominating Committee and the
Performance Oversight Committee.
|
Trustees
|
Experience, Qualifications and Skills
|
Frank J. Fabozzi
|
Frank J. Fabozzi has served for over 25 years on the boards of registered investment companies.
Dr. Fabozzi holds the designations of Chartered Financial Analyst and Certified Public
Accountant. Dr. Fabozzi was inducted into the Fixed Income Analysts Society's Hall of Fame
and is the 2007 recipient of the C. Stewart Sheppard Award and the 2015 recipient of the James
R. Vertin Award, both given by the CFA Institute. The Board benefits from Dr. Fabozzi's
experiences as a professor and author in the field of finance. Dr. Fabozzi's experience as a
professor at various institutions, including EDHEC Business School, Yale, MIT, and Princeton, as
well as Dr. Fabozzi's experience as a Professor in the Practice of Finance and Becton Fellow at
the Yale University School of Management and as editor of the Journal of Portfolio
Management demonstrates his wealth of expertise in the investment management and
structured finance areas. Dr. Fabozzi has authored and edited numerous books and research
papers on topics in investment management and financial econometrics, and his writings have
focused on fixed income securities and portfolio management, many of which are considered
standard references in the investment management industry. Dr. Fabozzi's long-standing
service on the boards of directors/trustees of the closed-end funds in the BlackRock Fixed-
Income Complex also provides him with a specific understanding of the Funds, their operations
and the business and regulatory issues facing the Funds. Moreover, Dr. Fabozzi's knowledge of
financial and accounting matters qualifies him to serve as a member of the Audit Committee.
Dr. Fabozzi's independence from the Funds and the Manager enhances his service as Chair of
the Performance Oversight Committee.
|
Lorenzo A. Flores
|
The Board benefits from Lorenzo A. Flores's many years of business, leadership and financial
experience in his roles at various public and private companies. In particular, Mr. Flores's service
as Chief Financial Officer and Corporate Controller of Xilinx, Inc. and Vice Chairman of Kioxia,
Inc. and his long experience in the technology industry allow him to provide insight to into
financial, business and technology trends. Mr. Flores's knowledge of financial and accounting
matters qualifies him to serve as a member of the Audit Committee. Mr. Flores's independence
from the Funds and the Manager enhances his service as a member of the Performance
Oversight Committee.
|
Stayce D. Harris
|
The Board benefits from Stayce D. Harris's leadership and governance experience gained
during her extensive military career, including as a three-star Lieutenant General of the United
States Air Force. In her most recent role, Ms. Harris reported to the Secretary and Chief of Staff
of the Air Force on matters concerning Air Force effectiveness, efficiency and the military
discipline of active duty, Air Force Reserve and Air National Guard forces. Ms. Harris's
experience on governance matters includes oversight of inspection policy and the inspection
and evaluation system for all Air Force nuclear and conventional forces; oversight of Air Force
counterintelligence operations and service on the Air Force Intelligence Oversight Panel;
investigation of fraud, waste and abuse; and oversight of criminal investigations and
complaints resolution programs. Ms. Harris's independence from the Funds and the Manager
enhances her service as a member of the Compliance Committee and the Performance
Oversight Committee.
|
J. Phillip Holloman
|
The Board benefits from J. Phillip Holloman's many years of business and leadership experience
as an executive, director and advisory board member of various public and private companies.
In particular, Mr. Holloman's service as President and Chief Operating Officer of Cintas
Corporation and director of PulteGroup, Inc. and Rockwell Automation Inc. allows him to
provide insight into business trends and conditions. Mr. Holloman's knowledge of financial and
accounting matters qualifies him to serve as a member of the Audit Committee. Mr.
Holloman's independence from the Funds and the Manager enhances his service as a member
of the Governance and Nominating Committee and the Performance Oversight Committee.
|
Trustees
|
Experience, Qualifications and Skills
|
Catherine A. Lynch
|
Catherine A. Lynch, who served as the Chief Executive Officer and Chief Investment Officer of
the National Railroad Retirement Investment Trust, benefits the Board by providing business
leadership and experience and a diverse knowledge of pensions and endowments. Ms. Lynch
also holds the designation of Chartered Financial Analyst. Ms. Lynch's knowledge of financial
and accounting matters qualifies her to serve as Chair of the Audit Committee. Ms. Lynch's
independence from the Funds and the Manager enhances her service as a member of the
Governance and Nominating Committee and the Performance Oversight Committee.
|
Trustee
|
Experience, Qualifications and Skills
|
Arthur P. Steinmetz
|
The Board benefits from Arthur P. Steinmetz's many years of business and leadership
experience as an executive, chairman and director of various companies in the financial
industry. Mr. Steinmetz's service as Chairman, Chief Executive Officer and President of the
OppenheimerFunds, Inc. and as Trustee, President and Principal Executive Officer of certain
OppenheimerFunds funds provides insight into the asset management industry. He has also
served as a Director of ScotiaBank (U.S.).
|
Trustees
|
Experience, Qualifications and Skills
|
Robert Fairbairn
|
Robert Fairbairn has more than 25 years of experience with BlackRock, Inc. and over 30 years of
experience in finance and asset management. In particular, Mr. Fairbairn's positions as Vice
Chairman of BlackRock, Inc., Member of BlackRock's Global Executive and Global Operating
Committees and Co-Chair of BlackRock's Human Capital Committee provide the Board with a
wealth of practical business knowledge and leadership. In addition, Mr. Fairbairn has global
investment management and oversight experience through his former positions as Global
Head of BlackRock's Retail and iShares®businesses, Head of BlackRock's Global Client Group,
Chairman of BlackRock's international businesses and his previous oversight over BlackRock's
Strategic Partner Program and Strategic Product Management Group. Mr. Fairbairn also serves
as a board member for the funds in the BlackRock Multi-Asset Complex.
|
John M. Perlowski
|
John M. Perlowski's experience as Managing Director of BlackRock, Inc. since 2009, as the
Head of BlackRock Global Accounting and Product Services since 2009, and as President and
Chief Executive Officer of the Funds provides him with a strong understanding of the Funds,
their operations, and the business and regulatory issues facing the Funds. Mr. Perlowski's prior
position as Managing Director and Chief Operating Officer of the Global Product Group at
Goldman Sachs Asset Management, and his former service as Treasurer and Senior Vice
President of the Goldman Sachs Mutual Funds and as Director of the Goldman Sachs Offshore
Funds provides the Board with the benefit of his experience with the management practices of
other financial companies. Mr. Perlowski also serves as a board member for the funds in the
BlackRock Multi-Asset Complex. Mr. Perlowski's experience with BlackRock enhances his
service as a member of the Executive Committee.
|
Name and
Year of Birth1,2
|
Position(s)
Held (Length
of Service)3
|
Principal Occupation(s)
During Past Five Years
|
Number of
BlackRock-
Advised
Registered
Investment
Companies
("RICs")
Consisting
of
Investment
Portfolios
("Portfolios")
Overseen
|
Public Company and
Other Investment
Company Directorships
Held During Past
Five Years
|
R. Glenn Hubbard
1958
|
Chair of the Board
(Since 2022) and
Trustee
(Since 2020)
|
Dean, Columbia Business School
from 2004 to 2019; Faculty
member, Columbia Business
School since 1988.
|
69 RICs
consisting
of 103
Portfolios
|
ADP (data and information
services) from 2004 to 2020;
Metropolitan Life Insurance
Company (insurance);
TotalEnergies SE (multi-
energy)
|
W. Carl Kester4
1951
|
Vice Chair of the
Board (Since 2022)
and Trustee
(Since 2020)
|
George Fisher Baker Jr. Professor
of Business Administration,
Harvard Business School since
2008; Deputy Dean for Academic
Affairs from 2006 to 2010;
Chairman of the Finance Unit,
from 2005 to 2006; Senior
Associate Dean and Chairman of
the MBA Program from 1999 to
2005; Member of the faculty of
Harvard Business School since
1981.
|
71 RICs
consisting
of 105
Portfolios
|
None
|
Cynthia L. Egan
1955
|
Trustee
(Since 2020)
|
Advisor, U.S. Department of the
Treasury from 2014 to 2015;
President, Retirement Plan
Services, for T. Rowe Price Group,
Inc. from 2007 to 2012; executive
positions within Fidelity
Investments from 1989 to 2007.
|
69 RICs
consisting
of 103
Portfolios
|
Unum (insurance); The
Hanover Insurance Group
(Board Chair) (insurance);
Huntsman Corporation (Lead
Independent Director and
non-Executive Chair of the
Board) (chemical products)
|
Name and
Year of Birth1,2
|
Position(s)
Held (Length
of Service)3
|
Principal Occupation(s)
During Past Five Years
|
Number of
BlackRock-
Advised
Registered
Investment
Companies
("RICs")
Consisting
of
Investment
Portfolios
("Portfolios")
Overseen
|
Public Company and
Other Investment
Company Directorships
Held During Past
Five Years
|
Frank J. Fabozzi4
1948
|
Trustee
(Since 2020)
|
Editor of The Journal of Portfolio
Management since 1986;
Professor of Finance, EDHEC
Business School (France) from
2011 to 2022; Professor of
Practice, Johns Hopkins
University since 2021; Visiting
Professor, Princeton University
for the 2013 to 2014 academic
year and Spring 2017 semester;
Professor in the Practice of
Finance, Yale University School of
Management from 1994 to 2011
and currently a Teaching Fellow
in Yale's Executive Programs;
Board Member, BlackRock
Equity-Liquidity Funds from 2014
to 2016; affiliated professor
Karlsruhe Institute of Technology
from 2008 to 2011; Visiting
Professor, Rutgers University for
the Spring 2019 semester;
Visiting Professor, New York
University for the 2019 academic
year; Adjunct Professor of
Finance, Carnegie Mellon
University in fall 2020 semester.
|
71 RICs
consisting
of 105
Portfolios
|
None
|
Lorenzo A. Flores
1964
|
Trustee
(Since 2021)
|
Vice Chairman, Kioxia, Inc. since
2019; Chief Financial Officer,
Xilinx, Inc. from 2016 to 2019;
Corporate Controller, Xilinx, Inc.
from 2008 to 2016.
|
69 RICs
consisting
of 103
Portfolios
|
None
|
Name and
Year of Birth1,2
|
Position(s)
Held (Length
of Service)3
|
Principal Occupation(s)
During Past Five Years
|
Number of
BlackRock-
Advised
Registered
Investment
Companies
("RICs")
Consisting
of
Investment
Portfolios
("Portfolios")
Overseen
|
Public Company and
Other Investment
Company Directorships
Held During Past
Five Years
|
Stayce D. Harris
1959
|
Trustee
(Since 2021)
|
Lieutenant General, Inspector
General, Office of the Secretary
of the United States Air Force
from 2017 to 2019; Lieutenant
General, Assistant Vice Chief of
Staff and Director, Air Staff,
United States Air Force from
2016 to 2017; Major General,
Commander, 22nd Air Force,
AFRC, Dobbins Air Reserve Base,
Georgia from 2014 to 2016; Pilot,
United Airlines from 1990 to
2020.
|
69 RICs
consisting
of 103
Portfolios
|
KULR Technology Group, Inc.
in 2021; The Boeing Company
(airplane manufacturer)
|
J. Phillip Holloman
1955
|
Trustee
(Since 2021)
|
President and Chief Operating
Officer, Cintas Corporation from
2008 to 2018.
|
69 RICs
consisting
of 103
Portfolios
|
PulteGroup, Inc. (home
construction); Rockwell
Automation Inc. (industrial
automation)
|
Catherine A. Lynch4
1961
|
Trustee
(Since 2020)
|
Chief Executive Officer, Chief
Investment Officer and various
other positions, National Railroad
Retirement Investment Trust
from 2003 to 2016; Associate
Vice President for Treasury
Management, The George
Washington University from
1999 to 2003; Assistant
Treasurer, Episcopal Church of
America from 1995 to 1999.
|
71 RICs
consisting
of 105
Portfolios
|
PennyMac Mortgage
Investment Trust
|
Name and
Year of Birth1,2
|
Position(s)
Held (Length
of Service)3
|
Principal Occupation(s)
During Past Five Years
|
Number of
BlackRock-
Advised
Registered
Investment
Companies
("RICs")
Consisting
of
Investment
Portfolios
("Portfolios")
Overseen
|
Public Company and
Other Investment
Company Directorships
Held During Past
Five Years
|
Non-Management Interested Trustee5
|
|
|
|
|
Arthur P.
Steinmetz1958
|
Trustee
(Since 2023)
|
Consultant, Posit PBC (enterprise
data science) since 2020;
Director, ScotiaBank (U.S.) from
2020 to 2023; Chairman, Chief
Executive Officer and President
of OppenheimerFunds, Inc. from
2015, 2014 and 2013,
respectively to 2019); Trustee,
President and Principal Executive
Officer of 104
OppenheimerFunds funds from
2014 to 2019. Portfolio manager
of various OppenheimerFunds
fixed income mutual funds from
1986 to 2014.
|
67 RICs
consisting
of 101
Portfolios
|
Trustee of 104
OppenheimerFunds funds
from 2014 to 2019
|
Interested Trustees6
|
|
|
|
|
Robert Fairbairn
1965
|
Trustee
(Since 2020)
|
Vice Chairman of BlackRock, Inc.
since 2019; Member of
BlackRock's Global Executive and
Global Operating Committees;
Co-Chair of BlackRock's Human
Capital Committee; Senior
Managing Director of BlackRock,
Inc. from 2010 to 2019; oversaw
BlackRock's Strategic Partner
Program and Strategic Product
Management Group from 2012
to 2019; Member of the Board of
Managers of BlackRock
Investments, LLC from 2011 to
2018; Global Head of BlackRock's
Retail and iShares®businesses
from 2012 to 2016.
|
97 RICs
consisting
of 272
Portfolios
|
None
|
John M. Perlowski4
1964
|
Trustee
(Since 2020)
President and Chief
Executive Officer
(Since 2020)
|
Managing Director of BlackRock,
Inc. since 2009; Head of
BlackRock Global Accounting
and Product Services since 2009;
Advisory Director of Family
Resource Network (charitable
foundation) since 2009.
|
99 RICs
consisting
of 274
Portfolios
|
None
|
Name and
Year of Birth1,2
|
Position(s)
Held (Length
of Service)
|
Principal Occupation(s)
During Past Five Years
|
Officers Who Are Not Trustees
|
|
|
Jennifer McGovern
1977
|
Vice President
(Since 2020)
|
Managing Director of BlackRock, Inc.
since 2016; Director of BlackRock,
Inc. from 2011 to 2015; Head of
Americas Product Development and
Governance for BlackRock's Global
Product Group since 2019; Head of
Product Structure and Oversight for
BlackRock's U.S. Wealth Advisory
Group from 2013 to 2019.
|
Trent Walker
1974
|
Chief Financial
Officer
(Since 2021)
|
Managing Director of BlackRock, Inc.
since September 2019; Executive Vice
President of PIMCO from 2016 to
2019; Senior Vice President of PIMCO
from 2008 to 2015; Treasurer from
2013 to 2019 and Assistant Treasurer
from 2007 to 2017 of PIMCO Funds,
PIMCO Variable Insurance Trust,
PIMCO ETF Trust, PIMCO Equity
Series, PIMCO Equity Series VIT,
PIMCO Managed Accounts Trust, 2
PIMCO-sponsored interval funds and
21 PIMCO-sponsored closed-end
funds.
|
Jay M. Fife
1970
|
Treasurer
(Since 2020)
|
Managing Director of BlackRock, Inc.
since 2007.
|
Name and
Year of Birth1,2
|
Position(s)
Held (Length
of Service)
|
Principal Occupation(s)
During Past Five Years
|
Charles Park
1967
|
Chief Compliance
Officer
(Since 2020)
|
Anti-Money Laundering Compliance
Officer for certain BlackRock-advised
Funds from 2014 to 2015; Chief
Compliance Officer of BlackRock
Advisors, LLC and the BlackRock-
advised Funds in the BlackRock
Multi-Asset Complex and the
BlackRock Fixed-Income Complex
since 2014; Principal of and Chief
Compliance Officer for iShares®
Delaware Trust Sponsor LLC since
2012 and BlackRock Fund Advisors
("BFA") since 2006; Chief Compliance
Officer for the BFA-advised iShares®
exchange traded funds since 2006;
Chief Compliance Officer for
BlackRock Asset Management
International Inc. since 2012.
|
Lisa Belle
1968
|
Anti-Money
Laundering
Compliance Officer
(Since 2020)
|
Managing Director of BlackRock, Inc.
since 2019; Global Financial Crime
Head for Asset and Wealth
Management of JP Morgan from
2013 to 2019; Managing Director of
RBS Securities from 2012 to 2013;
Head of Financial Crimes for Barclays
Wealth Americas from 2010 to 2012.
|
Janey Ahn
1975
|
Secretary
(Since 2020)
|
Managing Director of BlackRock, Inc.
since 2018; Director of BlackRock,
Inc. from 2009 to 2017.
|
Name
|
Dollar Range of
Equity Securities in
iShares High Yield
Muni Income Active ETF
|
Dollar Range of
Equity Securities in
iShares Intermediate
Muni Income Active ETF
|
Aggregate Dollar
Range of Equity
Securities in
Supervised Funds*
|
Independent Trustees:
|
|||
Cynthia L. Egan
|
None
|
None
|
Over $100,000
|
Frank J. Fabozzi
|
None
|
None
|
Over $100,000
|
Lorenzo A. Flores
|
None
|
None
|
Over $100,000
|
Stayce D. Harris
|
None
|
None
|
Over $100,000
|
J. Phillip Holloman
|
None
|
None
|
Over $100,000
|
R. Glenn Hubbard
|
None
|
None
|
Over $100,000
|
W. Carl Kester
|
None
|
None
|
Over $100,000
|
Catherine A. Lynch
|
None
|
None
|
Over $100,000
|
Name
|
Dollar Range of
Equity Securities in
iShares High Yield
Muni Income Active ETF
|
Dollar Range of
Equity Securities in
iShares Intermediate
Muni Income Active ETF
|
Aggregate Dollar
Range of Equity
Securities in
Supervised Funds*
|
Non-Management Interested Trustee:
|
|
||
Arthur P. Steinmetz**
|
None
|
None
|
None
|
Interested Trustees:
|
|
||
Robert Fairbairn
|
None
|
None
|
Over $100,000
|
John M. Perlowski
|
None
|
None
|
Over $100,000
|
Name1
|
Compensation from
the iShares
High Yield Muni
Income Active ETF
|
Compensation from
the iShares
Intermediate Muni
Income Active ETF
|
Estimated Annual
Benefits upon
Retirement
|
Aggregate
Compensation from
the Fund and
Other BlackRock-
Advised Funds2,3
|
Independent Trustees:
|
||||
Cynthia L. Egan
|
$188
|
$217
|
None
|
$465,000
|
Frank J. Fabozzi
|
$188
|
$216
|
None
|
$497,500
|
Lorenzo A. Flores
|
$188
|
$215
|
None
|
$400,000
|
Stayce D. Harris
|
$188
|
$215
|
None
|
$395,000
|
J. Phillip Holloman4
|
$188
|
$216
|
None
|
$415,453
|
R. Glenn Hubbard
|
$188
|
$219
|
None
|
$520,000
|
Name1
|
Compensation from
the iShares
High Yield Muni
Income Active ETF
|
Compensation from
the iShares
Intermediate Muni
Income Active ETF
|
Estimated Annual
Benefits upon
Retirement
|
Aggregate
Compensation from
the Fund and
Other BlackRock-
Advised Funds2,3
|
W. Carl Kester
|
$188
|
$218
|
None
|
$587,500
|
Catherine A. Lynch5
|
$188
|
$217
|
None
|
$520,453
|
Non-Management Interested Trustee:
|
||||
Arthur P. Steinmetz6
|
None
|
None
|
None
|
N/A
|
Interested Trustees:
|
||||
Robert Fairbairn
|
None
|
None
|
None
|
None
|
John M. Perlowski
|
None
|
None
|
None
|
None
|
Name and Address
|
Percentage of Ownership
|
National Financial Services, LLC
499 Washington Boulevard, 5thFloor
Jersey City, NJ 07310
|
31.19
%
|
Charles Schwab & Co., Inc.
101 Montgomery Street
San Francisco, CA 94104
|
28.08
%
|
U.S. Bank N.A.1555 North Rivercenter
Dr. Ste 302Milwaukee, WI 53212
|
14.13
%
|
Morgan Stanley Smith Barney LLC1
New York Plaza, Fl. 12New York, NY
10004
|
5.94
%
|
Name and Address
|
Percentage of Ownership
|
Charles Schwab & Co., Inc.
101 Montgomery Street
San Francisco, CA 94104
|
48.18
%
|
Name and Address
|
Percentage of Ownership
|
Goldman Sachs & Co., Inc.
30 Hudson Street
16thFloor
Jersey City, NJ 07302
|
23.18
%
|
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399
|
9.56
%
|
Fund
|
Management
Fee Net of Waivers
for the Fiscal
Year Ended
July 31, 2023
|
Fund
Inception
Date
|
Management
Fees Paid
Net of Waivers
for the Fiscal
Year Ended
July 31, 2023
|
Management
Fees Paid
Net of Waivers
for the Fiscal
Year Ended
July 31, 2022
|
Management
Fees Paid
Net of Waivers
for the Fiscal
Year Ended
July 31, 2021
|
iShares High Yield Muni Income
Active ETF
|
0.33%
|
3/16/21
|
$122,987
|
$85,423
|
$30,892
|
iShares Intermediate Muni Income
Active ETF
|
0.29%
|
3/16/21
|
$96,452
|
$76,160
|
$27,536
|
Kevin Maloney, CFA
|
|
|
Types of Accounts
|
Number
|
Total Assets
|
Registered Investment Companies
|
36
|
$39.13 Billion
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
James Mauro
|
|
|
Types of Accounts
|
Number
|
Total Assets
|
Registered Investment Companies
|
122
|
$627.75 Billion
|
Other Pooled Investment Vehicles
|
32
|
38.20 Billion
|
Other Accounts
|
5
|
4.21 Billion
|
Ryan McDonald, CFA
|
|
|
Types of Accounts
|
Number
|
Total Assets
|
Registered Investment Companies
|
5
|
$10.80 Billion
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Christian Romaglino
|
|
|
Types of Accounts
|
Number
|
Total Assets
|
Registered Investment Companies
|
34
|
$17.58 Billion
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Phillip Soccio, CFA
|
|
|
Types of Accounts
|
Number
|
Total Assets
|
Registered Investment Companies
|
34
|
$32.20 Billion
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Kevin Maloney, CFA
|
|
|
Types of Accounts
|
Number of Other Accounts
with Performance Fees
Managed by Portfolio Manager
|
Aggregate
of Total Assets
|
Registered Investment Companies
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
James Mauro
|
|
|
Types of Accounts
|
Number of Other Accounts
with Performance Fees
Managed by Portfolio Manager
|
Aggregate
of Total Assets
|
Registered Investment Companies
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Ryan McDonald, CFA
|
|
|
Types of Accounts
|
Number of Other Accounts
with Performance Fees
Managed by Portfolio Manager
|
Aggregate
of Total Assets
|
Registered Investment Companies
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Christian Romaglino
|
|
|
Types of Accounts
|
Number of Other Accounts
with Performance Fees
Managed by Portfolio Manager
|
Aggregate
of Total Assets
|
Registered Investment Companies
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Phillip Soccio, CFA
|
|
|
Types of Accounts
|
Number of Other Accounts
with Performance Fees
Managed by Portfolio Manager
|
Aggregate
of Total Assets
|
Registered Investment Companies
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
Other Accounts
|
0
|
0
|
Portfolio Manager
|
Benchmarks
|
Kevin Maloney, CFA
|
A combination of market-based indices (e.g., Bloomberg
Municipal Bond Index), certain customized indices and
certain fund industry peer groups.
|
Ryan McDonlad, CFAChristian Romaglino, CFA
|
|
Phillip Soccio, CFA
|
|
|
|
James Mauro
|
A combination of market-based indices (e.g., Bloomberg
MBS Index and the Bloomberg U.S. TIPS 0-5 Years Index).
|
Fund
|
Fund Inception Date
|
Administration, Custody
and Transfer
Agency Expenses
Paid During
the Fiscal Year
ended July 31, 2021
|
Administration, Custody
and Transfer
Agency Expenses
Paid During
the Fiscal Year
ended July 31, 2022
|
Administration, Custody
and Transfer
Agency Expenses
Paid During
the Fiscal Year
ended July 31, 2023
|
iShares High Yield Muni Income Active ETF
|
3/16/21
|
$6,860
|
$15,405
|
$13,582
|
iShares Intermediate Muni Income Active ETF
|
3/16/21
|
$6,936
|
$15,351
|
$13,638
|
|
Fund Inception Date
|
Brokerage Commissions Paid
During the Fiscal Year
ended July 31, 2022
|
Brokerage Commissions Paid
During the Fiscal Year
ended July 31, 2023
|
iShares High Yield Muni Income Active
ETF
|
3/16/21
|
$0
|
$0
|
iShares Intermediate Muni Income
Active ETF
|
3/16/21
|
$0
|
$0
|
|
Paid to Brokers for Providing 28(e)
Eligible Research Services
|
Amount of Brokerage
Transactions Involved
|
iShares High Yield Muni Income Active
ETF
|
$0
|
$0
|
iShares Intermediate Muni Income
Active ETF
|
$0
|
$0
|
Fund
|
Shares Per Creation Unit
|
Approximate Value Per
Creation Unit (U.S.$)
|
iShares High Yield Muni Income Active
ETF
|
100,000
|
$1,993,000
|
iShares Intermediate Muni Income
Active ETF
|
100,000
|
$2,220,000
|
Fund
|
Standard Creation
Transaction Fee*
|
Maximum Additional
Charge**
|
iShares High Yield Muni Income Active
ETF
|
$301.25
|
2
%
|
iShares Intermediate Muni Income
Active ETF
|
$301.25
|
2
%
|
Fund
|
Standard Redemption
Transaction Fee*
|
Maximum Additional
Charge**
|
iShares High Yield Muni Income Active
ETF
|
$301.25
|
2
%
|
iShares Intermediate Muni Income
Active ETF
|
$301.25
|
2
%
|
Aaa
|
Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk.
|
Aa
|
Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.
|
A
|
Obligations rated A are judged to be upper-medium grade and are subject to low credit risk.
|
Baa
|
Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such
may possess certain speculative characteristics.
|
Ba
|
Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.
|
B
|
Obligations rated B are considered speculative and are subject to high credit risk.
|
Caa
|
Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit
risk.
|
Ca
|
Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of
recovery of principal and interest.
|
C
|
Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery of
principal or interest.
|
P-1
|
Ratings of Prime-1 reflect a superior ability to repay short-term obligations.
|
P-2
|
Ratings of Prime-2 reflect a strong ability to repay short-term obligations.
|
P-3
|
Ratings of Prime-3 reflect an acceptable ability to repay short-term obligations.
|
NP
|
Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating categories.
|
MIG 1
|
This designation denotes superior credit quality. Excellent protection is afforded by established cash
flows, highly reliable liquidity support, or demonstrated broad-based access to the market for refinancing.
|
MIG 2
|
This designation denotes strong credit quality. Margins of protection are ample, although not as large as
in the preceding group.
|
MIG 3
|
This designation denotes acceptable credit quality. Liquidity and cash-flow protection may be narrow, and
market access for refinancing is likely to be less well-established.
|
SG
|
This designation denotes speculative-grade credit quality. Debt instruments in this category may lack
sufficient margins of protection.
|
VMIG 1
|
This designation denotes superior credit quality. Excellent protection is afforded by the superior short-
term credit strength of the liquidity provider and structural and legal protections that ensure the timely
payment of purchase price upon demand.
|
VMIG 2
|
This designation denotes strong credit quality. Good protection is afforded by the strong short-term credit
strength of the liquidity provider and structural and legal protections that ensure the timely payment of
purchase price upon demand.
|
VMIG 3
|
This designation denotes acceptable credit quality. Adequate protection is afforded by the satisfactory
short-term credit strength of the liquidity provider and structural and legal protections that ensure the
timely payment of purchase price upon demand.
|
SG
|
This designation denotes speculative-grade credit quality. Demand features rated in this category may be
supported by a liquidity provider that does not have a sufficiently strong short-term rating or may lack the
structural or legal protections necessary to ensure the timely payment of purchase price upon demand.
|
AAA
|
An obligation rated 'AAA' has the highest rating assigned by S&P. The obligor's capacity to meet its
financial commitments on the obligation is extremely strong.
|
AA
|
An obligation rated 'AA' differs from the highest-rated obligations only to a small degree. The obligor's
capacity to meet its financial commitments on the obligation is very strong.
|
A
|
An obligation rated 'A' is somewhat more susceptible to the adverse effects of changes in circumstances
and economic conditions than obligations in higher-rated categories. However, the obligor's capacity to
meet its financial commitments on the obligation is still strong.
|
BBB
|
An obligation rated 'BBB' exhibits adequate protection parameters. However, adverse economic
conditions or changing circumstances are more likely to weaken the obligor's capacity to meet its
financial commitments on the obligation.
|
BB,
B,
CCC,
CC,
and C
|
Obligations rated 'BB', 'B', 'CCC', 'CC', and 'C' are regarded as having significant speculative characteristics.
'BB' indicates the least degree of speculation and 'C' the highest. While such obligations will likely have
some quality and protective characteristics, these may be outweighed by large uncertainties or major
exposure to adverse conditions.
|
BB
|
An obligation rated 'BB' is less vulnerable to nonpayment than other speculative issues. However, it faces
major ongoing uncertainties or exposure to adverse business, financial, or economic conditions that
could lead to the obligor's inadequate capacity to meet its financial commitments on the obligation.
|
B
|
An obligation rated 'B' is more vulnerable to nonpayment than obligations rated 'BB', but the obligor
currently has the capacity to meet its financial commitments on the obligation. Adverse business,
financial, or economic conditions will likely impair the obligor's capacity or willingness to meet its
financial commitments on the obligation.
|
CCC
|
An obligation rated 'CCC' is currently vulnerable to nonpayment and is dependent upon favorable
business, financial, and economic conditions for the obligor to meet its financial commitments on the
obligation. In the event of adverse business, financial, or economic conditions, the obligor is not likely to
have the capacity to meet its financial commitments on the obligation.
|
CC
|
An obligation rated 'CC' is currently highly vulnerable to nonpayment. The 'CC' rating is used when a
default has not yet occurred but S&P expects default to be a virtual certainty, regardless of the anticipated
time to default.
|
C
|
An obligation rated 'C' is currently highly vulnerable to nonpayment, and the obligation is expected to
have lower relative seniority or lower ultimate recovery compared with obligations that are rated higher.
|
D
|
An obligation rated 'D' is in default or in breach of an imputed promise. For non-hybrid capital
instruments, the 'D' rating category is used when payments on an obligation are not made on the date
due, unless S&P believes that such payments will be made within five business days in the absence of a
stated grace period or within the earlier of the stated grace period or 30 calendar days. The 'D' rating also
will be used upon the filing of a bankruptcy petition or the taking of similar action and where default on
an obligation is a virtual certainty, for example due to automatic stay provisions. A rating on an obligation
is lowered to 'D' if it is subject to a distressed debt restructuring.
|
A-1
|
A short-term obligation rated 'A-1' is rated in the highest category by S&P. The obligor's capacity to meet
its financial commitments on the obligation is strong. Within this category, certain obligations are
designated with a plus sign (+). This indicates that the obligor's capacity to meet its financial
commitments on these obligations is extremely strong.
|
A-2
|
A short-term obligation rated 'A-2' is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than obligations in higher rating categories. However, the
obligor's capacity to meet its financial commitments on the obligation is satisfactory.
|
A-3
|
A short-term obligation rated 'A-3' exhibits adequate protection parameters. However, adverse economic
conditions or changing circumstances are more likely to weaken an obligor's capacity to meet its financial
commitments on the obligation.
|
B
|
A short-term obligation rated 'B' is regarded as vulnerable and has significant speculative characteristics.
The obligor currently has the capacity to meet its financial commitments; however, it faces major ongoing
uncertainties that could lead to the obligor's inadequate capacity to meet its financial commitments.
|
C
|
A short-term obligation rated 'C' is currently vulnerable to nonpayment and is dependent upon favorable
business, financial, and economic conditions for the obligor to meet its financial commitments on the
obligation.
|
D
|
A short-term obligation rated 'D' is in default or in breach of an imputed promise. For non-hybrid capital
instruments, the 'D' rating category is used when payments on an obligation are not made on the date
due, unless S&P believes that such payments will be made within any stated grace period. However, any
stated grace period longer than five business days will be treated as five business days. The 'D' rating also
will be used upon the filing of a bankruptcy petition or the taking of a similar action and where default on
an obligation is a virtual certainty, for example due to automatic stay provisions. A rating on an obligation
is lowered to 'D' if it is subject to a distressed debt restructuring.
|
SP-1
|
Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to
pay debt service is given a plus (+) designation.
|
SP-2
|
Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and
economic changes over the term of the notes.
|
SP-3
|
Speculative capacity to pay principal and interest.
|
D
|
'D' is assigned upon failure to pay the note when due, completion of a distressed debt restructuring, or
the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a
virtual certainty, for example due to automatic stay provisions.
|
AAA
|
Highest Credit Quality. 'AAA' ratings denote the lowest expectation of credit risk. They are assigned only in
cases of exceptionally strong capacity for payment of financial commitments. This capacity is highly
unlikely to be adversely affected by foreseeable events.
|
AA
|
Very High Credit Quality. 'AA' ratings denote expectations of very low credit risk. They indicate very strong
capacity for payment of financial commitments. This capacity is not significantly vulnerable to
foreseeable events.
|
A
|
High Credit Quality. 'A' ratings denote expectations of low credit risk. The capacity for payment of financial
commitments is considered strong. This capacity may, nevertheless, be more vulnerable to adverse
business or economic conditions than is the case for higher ratings.
|
BBB
|
Good Credit Quality. 'BBB' ratings indicate that expectations of credit risk are currently low. The capacity
for payment of financial commitments is considered adequate, but adverse business or economic
conditions are more likely to impair this capacity.
|
BB
|
Speculative. 'BB' ratings indicate an elevated vulnerability to credit risk, particularly in the event of adverse
changes in business or economic conditions over time; however, business or financial alternatives may be
available to allow financial commitments to be met.
|
B
|
Highly Speculative. 'B' ratings indicate that material credit risk is present.
|
CCC
|
Substantial Credit Risk. 'CCC' ratings indicate that substantial credit risk is present.
|
CC
|
Very High Levels of Credit Risk. 'CC' ratings indicate very high levels of credit risk.
|
C
|
Exceptionally High Levels of Credit Risk. 'C' indicates exceptionally high levels of credit risk.
|
F1
|
Highest Short-Term Credit Quality. Indicates the strongest intrinsic capacity for timely payment of
financial commitments; may have an added "+"to denote any exceptionally strong credit feature.
|
F2
|
Good Short-Term Credit Quality. Good intrinsic capacity for timely payment of financial commitments.
|
F3
|
Fair Short-Term Credit Quality. The intrinsic capacity for timely payment of financial commitments is
adequate.
|
B
|
Speculative Short-Term Credit Quality. Minimal capacity for timely payment of financial commitments,
plus heightened vulnerability to near term adverse changes in financial and economic conditions.
|
C
|
High Short-Term Default Risk. Default is a real possibility.
|
RD
|
Restricted Default. Indicates an entity that has defaulted on one or more of its financial commitments,
although it continues to meet other financial obligations. Typically applicable to entity ratings only.
|
D
|
Default. Indicates a broad-based default event for an entity, or the default of a short-term obligation.
|
Contents
|
|
INTRODUCTION TO BLACKROCK
|
B-4
|
PHILOSOPHY ON INVESTMENT STEWARDSHIP
|
B-4
|
KEY THEMES
|
B-5
|
BOARDS AND DIRECTORS
|
B-5
|
AUDITORS AND AUDIT-RELATED ISSUES
|
B-8
|
CAPITAL STRUCTURE, MERGERS, ASSET SALES, AND OTHER SPECIAL TRANSACTIONS
|
B-8
|
COMPENSATION AND BENEFITS
|
B-9
|
MATERIAL SUSTAINABILITY-RELATED RISKS AND OPPORTUNITIES
|
B-10
|
OTHER CORPORATE GOVERNANCE MATTERS AND SHAREHOLDER PROTECTIONS
|
B-12
|
SHAREHOLDER PROPOSALS
|
B-12
|
BLACKROCK'S OVERSIGHT OF ITS INVESTMENT STEWARDSHIP ACTIVITIES
|
B-13
|
VOTE EXECUTION
|
B-13
|
CONFLICTS MANAGEMENT POLICIES AND PROCEDURES
|
B-14
|
SECURITIES LENDING
|
B-15
|
VOTING GUIDELINES
|
B-15
|
REPORTING AND VOTE TRANSPARENCY
|
B-16
|
Contents
|
|
Introduction
|
B-18
|
Voting guidelines
|
B-18
|
Boards and directors
|
B-18
|
Auditors and audit-related issues
|
B-23
|
Capital structure proposals
|
B-23
|
Mergers, acquisitions, asset sales, and other special transactions
|
B-24
|
Executive compensation
|
B-25
|
Environmental and social issues
|
B-27
|
General corporate governance matters
|
B-29
|
Shareholder protections
|
B-30
|
|
Public Company Executive14
|
# Outside Public Boards15
|
Total # of Public Boards
|
Director A
|
✓
|
1
|
2
|
Director B9
|
|
3
|
4
|
|
Combined Chair/CEO or CEO + Non-independent Chair
|
Separate Independent Chair
|
|
Chair/CEO or Non-independent
Chair
|
Lead Independent Director
|
Independent Chair
|
|
Board Meetings
|
Authority to call full meetings of the
board of directors
|
Attends full meetings of the board of
directors
Authority to call meetings of
independent directors
Briefs CEO on issues arising from
executive sessions
|
Authority to call full meetings of the
board of directors
|
Agenda
|
Primary responsibility for shaping
board agendas, consulting with the
lead independent director
|
Collaborates with chair/CEO to set
board agenda and board information
|
Primary responsibility for shaping
board agendas, in conjunction with
CEO
|
Board Communications
|
Communicates with all directors on
key issues and concerns outside of
full board meetings
|
Facilitates discussion among
independent directors on key issues
and concerns outside of full board
meetings, including contributing to
the oversight of CEO and
management succession planning
|
Facilitates discussion among
independent directors on key issues
and concerns outside of full board
meetings, including contributing to
the oversight of CEO and
management succession planning
|