UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 17, 2024

BLACKROCK, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

001-33099

32-0174431

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


50 Hudson Yards, New York, New York		10001
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 810-5800

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of exchange on which registered
Common Stock, $.01 par value	BLK	New York Stock Exchange
1.250% Notes due 2025	BLK25	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

Second Quarter 2024 Results

On July 15, 2024, BlackRock, Inc. (“BlackRock”) reported results of operations for the three and six months ended June 30, 2024.

FINANCIAL RESULTS


(in millions, except per share data)	Q2 2024			Q2 2023
AUM	$	10,645,721		$	9,425,212
% change		13	%
Average AUM	$	10,457,851		$	9,187,240
% change		14	%
Total net flows	$	81,565		$	80,162
GAAP basis:
Revenue	$	4,805		$	4,463
% change		8	%
Operating income	$	1,800		$	1,615
% change		11	%
Operating margin		37.5	%		36.2	%
Net income⁽¹⁾	$	1,495		$	1,366
% change		9	%
Diluted EPS	$	9.99		$	9.06
% change		10	%
Weighted average diluted shares		149.7			150.7
% change		(1	)%
As Adjusted:
Operating income⁽²⁾	$	1,881		$	1,675
% change		12	%
Operating margin⁽²⁾		44.1	%		42.5	%
Net income^{(1) (2)}	$	1,550		$	1,399
% change		11	%
Diluted EPS⁽²⁾	$	10.36		$	9.28
% change		12	%

(1)	Net income represents net income attributable to BlackRock, Inc.

(2)	See pages 14-17 for the reconciliation to GAAP and notes (1) through (3) to the condensed consolidated statements of income and supplemental information for more information on as adjusted items.

NET FLOW HIGHLIGHTS⁽¹⁾


(in billions)	Q2 2024			YTD 2024
Long-term net flows:	$	51		$	128
By region:
Americas	$	31		$	89
EMEA		36			56
APAC		(16	)		(17	)
By client type:
Retail:	$	6		$	13
US		2			9
International		4			4
ETFs:	$	83		$	150
Core equity		32			69
Strategic		37			51
Precision		14			30
Institutional:	$	(37	)	$	(35	)
Active		(2	)		13
Index		(35	)		(48	)
Cash management net flows	$	30		$	11
Total net flows	$	82		$	139

(1)	Totals may not add due to rounding.

BUSINESS RESULTS


(in millions), (unaudited)	Q2 2024 Net flows			June 30, 2024 AUM		Q2 2024 Base fees⁽¹⁾ and securities lending revenue		June 30, 2024 AUM % of Total			Q2 2024 Base fees⁽¹⁾ and securities lending revenue % of Total
RESULTS BY CLIENT TYPE
Retail	$	5,695		$	992,152	$	1,053		9	%		27	%
ETFs		83,141			3,855,774		1,635		37	%		43	%
Institutional:
Active		(2,059	)		1,968,232		710		18	%		18	%
Index		(35,411	)		3,051,521		230		29	%		6	%

Total institutional		(37,470	)		5,019,753		940		47	%		24	%

Long-term		51,366			9,867,679		3,628		93	%		94	%
Cash management		30,199			778,042		247		7	%		6	%

Total	$	81,565		$	10,645,721	$	3,875		100	%		100	%

RESULTS BY INVESTMENT STYLE
Active	$	(3,606	)	$	2,703,506	$	1,706		25	%		44	%
Index and ETFs		54,972			7,164,173		1,922		68	%		50	%

Long-term		51,366			9,867,679		3,628		93	%		94	%
Cash management		30,199			778,042		247		7	%		6	%

Total	$	81,565		$	10,645,721	$	3,875		100	%		100	%

RESULTS BY PRODUCT TYPE
Equity	$	6,438		$	5,827,135	$	1,979		55	%		51	%
Fixed income		35,409			2,815,884		895		26	%		23	%
Multi-asset		4,460			921,412		313		9	%		8	%
Alternatives:
Illiquid alternatives		1,987			137,868		241		1	%		6	%
Liquid alternatives		(1,009	)		75,483		141		1	%		4	%
Currency and commodities		4,081			89,897		59		1	%		2	%

Total alternatives		5,059			303,248		441		3	%		12	%

Long-term		51,366			9,867,679		3,628		93	%		94	%
Cash management		30,199			778,042		247		7	%		6	%

Total	$	81,565		$	10,645,721	$	3,875		100	%		100	%

(1)	Base fees include investment advisory and administration fees.

INVESTMENT PERFORMANCE AT JUNE 30, 2024⁽¹⁾


	One-year period			Three-year period			Five-year period
Fixed income:
Actively managed AUM above benchmark or peer median
Taxable		76	%		79	%		85	%
Tax-exempt		62	%		65	%		54	%
Index AUM within or above applicable tolerance		95	%		100	%		99	%
Equity:
Actively managed AUM above benchmark or peer median
Fundamental		56	%		44	%		78	%
Systematic		96	%		89	%		93	%
Index AUM within or above applicable tolerance		98	%		100	%		100	%

(1)	Past performance is not indicative of future results. The performance information shown is based on preliminary available data. Please refer to page 18 for performance disclosure detail.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND SUPPLEMENTAL INFORMATION

(in millions, except per share data), (unaudited)


	Three Months Ended June 30,									Three Months Ended March 31, 2024
	2024			2023			Change			Three Months Ended March 31, 2024			Change
Revenue
Investment advisory, administration fees and securities lending revenue:
Investment advisory and administration fees	$	3,721		$	3,427		$	294		$	3,627		$	94
Securities lending revenue		154			184			(30	)		151			3

Total investment advisory, administration fees and securities lending revenue		3,875			3,611			264			3,778			97
Investment advisory performance fees		164			118			46			204			(40	)
Technology services revenue		395			359			36			377			18
Distribution fees		318			319			(1	)		310			8
Advisory and other revenue		53			56			(3	)		59			(6	)

Total revenue		4,805			4,463			342			4,728			77

Expense
Employee compensation and benefits		1,503			1,429			74			1,580			(77	)
Sales, asset and account expense:
Distribution and servicing costs		539			518			21			518			21
Direct fund expense		358			344			14			338			20
Sub-advisory and other		32			27			5			32			—

Total sales, asset and account expense		929			889			40			888			41
General and administration expense		534			493			41			529			5
Amortization of intangible assets		39			37			2			38			1

Total expense		3,005			2,848			157			3,035			(30	)

Operating income		1,800			1,615			185			1,693			107

Nonoperating income (expense)
Net gain (loss) on investments		162			231			(69	)		171			(9	)
Interest and dividend income		178			89			89			141			37
Interest expense		(126	)		(69	)		(57	)		(92	)		(34	)

Total nonoperating income (expense)		214			251			(37	)		220			(6	)

Income before income taxes		2,014			1,866			148			1,913			101
Income tax expense		477			443			34			290			187

Net income		1,537			1,423			114			1,623			(86	)
Less:
Net income (loss) attributable to noncontrolling interests		42			57			(15)			50			(8	)

Net income attributable to BlackRock, Inc.	$	1,495		$	1,366		$	129		$	1,573		$	(78	)

Weighted-average common shares outstanding
Basic		148.4			149.6			(1.2)			148.7			(0.2	)
Diluted		149.7			150.7			(1.1)			150.1			(0.5	)
Earnings per share attributable to BlackRock, Inc. common stockholders
Basic	$	10.07		$	9.13		$	0.94		$	10.58		$	(0.51	)
Diluted	$	9.99		$	9.06		$	0.93		$	10.48		$	(0.49	)
Cash dividends declared and paid per share	$	5.10		$	5.00		$	0.10		$	5.10		$	—

Supplemental information:
AUM (end of period)	$	10,645,721		$	9,425,212		$	1,220,509		$	10,472,500		$	173,221
Shares outstanding (end of period)		148.2			149.4			(1.2)			148.8			(0.6	)
GAAP:
Operating margin		37.5	%		36.2	%		130 bps			35.8	%		170 bps
Effective tax rate		24.2	%		24.5	%		(30) bps			15.6	%		860 bps
As adjusted:
Operating income (1)	$	1,881		$	1,675		$	206		$	1,775		$	106
Operating margin (1)		44.1	%		42.5	%		160 bps			42.2	%		190 bps
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests (2)	$	165		$	178		$	(13)		$	139		$	26
Net income attributable to BlackRock, Inc. (3)	$	1,550		$	1,399		$	151		$	1,473		$	77
Diluted earnings attributable to BlackRock, Inc. common stockholders per share (3)	$	10.36		$	9.28		$	1.08		$	9.81		$	0.55
Effective tax rate		24.2	%		24.5	%		(30) bps			23.0	%		120 bps

See pages 14-17 for the reconciliation to accounting principles generally accepted in the United States (“GAAP”) and notes (1) through (3) to the condensed consolidated statements of income and supplemental information for more information on as adjusted items. Beginning in the first quarter of 2024, BlackRock, Inc. updated the presentation of the Company’s expense line items within the condensed consolidated statements of income by including a new “sales, asset and account expense” income statement caption. Such expense line items have been recast for 2023 to conform to this new presentation. For a recast of 2023 expense line items, see page 12 of Exhibit 99.1 to the Current Report on Form 8-K furnished on April 12, 2024.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND SUPPLEMENTAL INFORMATION

(in millions, except per share data), (unaudited)


	Six Months Ended June 30,
	2024			2023			Change
Revenue
Investment advisory, administration fees and securities lending revenue:
Investment advisory and administration fees	$	7,348		$	6,762		$	586
Securities lending revenue		305			351			(46	)

Total investment advisory, administration fees and securities lending revenue		7,653			7,113			540
Investment advisory performance fees		368			173			195
Technology services revenue		772			699			73
Distribution fees		628			638			(10	)
Advisory and other revenue		112			83			29

Total revenue		9,533			8,706			827


Expense
Employee compensation and benefits		3,083			2,856			227
Sales, asset and account expense
Distribution and servicing costs		1,057			1,023			34
Direct fund expense		696			659			37
Sub-advisory and other		64			53			11

Total sales, asset and account expense		1,817			1,735			82
General and administration expense		1,063			988			75
Amortization of intangible assets		77			74			3

Total expense		6,040			5,653			387


Operating income		3,493			3,053			440

Nonoperating income (expense)
Net gain (loss) on investments		333			320			13
Interest and dividend income		319			175			144
Interest expense		(218	)		(128	)		(90	)

Total nonoperating income (expense)		434			367			67

Income before income taxes		3,927			3,420			507
Income tax expense		767			828			(61	)

Net income		3,160			2,592			568
Less:
Net income (loss) attributable to noncontrolling interests		92			69			23

Net income attributable to BlackRock, Inc.	$	3,068		$	2,523		$	545

Weighted-average common shares outstanding
Basic		148.6			149.8			(1.2	)
Diluted		149.9			151.0			(1.2	)
Earnings per share attributable to BlackRock, Inc. common stockholders
Basic	$	20.65		$	16.85		$	3.80
Diluted	$	20.47		$	16.70		$	3.77
Cash dividends declared and paid per share	$	10.20		$	10.00		$	0.20

Supplemental information:
AUM (end of period)	$	10,645,721		$	9,425,212		$	1,220,509
Shares outstanding (end of period)		148.2			149.4			(1.2	)
GAAP:
Operating margin		36.6	%		35.1	%		150 bps
Effective tax rate		20.0	%		24.7	%		(470) bps
As adjusted:
Operating income (1)	$	3,656		$	3,186		$	470
Operating margin (1)		43.1	%		41.5	%		160 bps
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests (2)	$	304		$	265		$	39
Net income attributable to BlackRock, Inc. (3)	$	3,023		$	2,599		$	424
Diluted earnings attributable to BlackRock, Inc. common stockholders per share (3)	$	20.17		$	17.21		$	2.96
Effective tax rate		23.7	%		24.7	%		(100) bps

See pages 14-17 for the reconciliation to GAAP and notes (1) through (3) to the condensed consolidated statements of income and supplemental information for more information on as adjusted items. Beginning in the first quarter of 2024, BlackRock, Inc. updated the presentation of the Company’s expense line items within the condensed consolidated statements of income by including a new “sales, asset and account expense” income statement caption. Such expense line items have been recast for 2023 to conform to this new presentation. For a recast of 2023 expense line items, see page 12 of Exhibit 99.1 to the Current Report on Form 8-K furnished on April 12, 2024.

ASSETS UNDER MANAGEMENT

(in millions), (unaudited)

Current Quarter Component Changes by Client Type and Product Type


	March 31, 2024		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Retail:
Equity	$	471,438	$	6,089		$	4,074	$	9,206		$	(380	)	$	490,427	$	475,607
Fixed income		315,004		1,932			—		(669	)		(2,635	)		313,632		313,550
Multi-asset		146,182		(1,443	)		—		3,123			(143	)		147,719		145,525
Alternatives		41,361		(883	)		—		(68	)		(36	)		40,374		40,847

Retail subtotal		973,985		5,695			4,074		11,592			(3,194	)		992,152		975,529
ETFs:
Equity		2,752,776		44,453			—		37,009			(3,970	)		2,830,268		2,749,800
Fixed income		904,755		34,488			—		(7,060	)		(966	)		931,217		910,137
Multi-asset		9,043		86			—		107			(32	)		9,204		9,006
Alternatives		79,068		4,114			—		1,913			(10	)		85,085		82,768

ETFs subtotal		3,745,642		83,141			—		31,969			(4,978	)		3,855,774		3,751,711
Institutional:
Active:
Equity		203,042		382			—		5,349			(596	)		208,177		203,525
Fixed income		836,798		(10,133	)		—		(437	)		(2,512	)		823,716		831,926
Multi-asset		748,017		5,889			—		8,389			(1,101	)		761,194		746,394
Alternatives		173,519		1,803			—		(13	)		(164	)		175,145		173,709

Active subtotal		1,961,376		(2,059	)		—		13,288			(4,373	)		1,968,232		1,955,554
Index:
Equity		2,290,596		(44,486	)		—		63,173			(11,020	)		2,298,263		2,265,395
Fixed income		749,188		9,122			—		395			(11,386	)		747,319		740,968
Multi-asset		3,355		(72	)		—		32			(20	)		3,295		3,647
Alternatives		2,576		25			—		65			(22	)		2,644		2,677

Index subtotal		3,045,715		(35,411	)		—		63,665			(22,448	)		3,051,521		3,012,687

Institutional subtotal		5,007,091		(37,470	)		—		76,953			(26,821	)		5,019,753		4,968,241

Long-term		9,726,718		51,366			4,074		120,514			(34,993	)		9,867,679		9,695,481
Cash management		745,782		30,199			—		2,513			(452	)		778,042		762,370

Total	$	10,472,500	$	81,565		$	4,074	$	123,027		$	(35,445	)	$	10,645,721	$	10,457,851

Current Quarter Component Changes by Investment Style and Product Type (Long-Term)


	March 31, 2024		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Active:
Equity	$	455,665	$	(421	)	$	4,074	$	8,160		$	(960	)	$	466,518	$	456,842
Fixed income		1,127,206		(8,543	)		—		(948	)		(5,137	)		1,112,578		1,120,880
Multi-asset		894,186		4,440			—		11,515			(1,244	)		908,897		891,905
Alternatives		214,876		918			—		(81	)		(200	)		215,513		214,554

Active subtotal		2,691,933		(3,606	)		4,074		18,646			(7,541	)		2,703,506		2,684,181
Index and ETFs:
ETFs:
Equity		2,752,776		44,453			—		37,009			(3,970	)		2,830,268		2,749,800
Fixed income		904,755		34,488			—		(7,060	)		(966	)		931,217		910,137
Multi-asset		9,043		86			—		107			(32	)		9,204		9,006
Alternatives		79,068		4,114			—		1,913			(10	)		85,085		82,768

ETFs subtotal		3,745,642		83,141			—		31,969			(4,978	)		3,855,774		3,751,711
Non-ETF index:
Equity		2,509,411		(37,594	)		—		69,568			(11,036	)		2,530,349		2,487,685
Fixed income		773,784		9,464			—		237			(11,396	)		772,089		765,564
Multi-asset		3,368		(66	)		—		29			(20	)		3,311		3,661
Alternatives		2,580		27			—		65			(22	)		2,650		2,679

Non-ETF index subtotal		3,289,143		(28,169	)		—		69,899			(22,474	)		3,308,399		3,259,589

Index and ETFs subtotal		7,034,785		54,972			—		101,868			(27,452	)		7,164,173		7,011,300

Long-term	$	9,726,718	$	51,366		$	4,074	$	120,514		$	(34,993	)	$	9,867,679	$	9,695,481

Current Quarter Component Changes by Product Type (Long-Term)


	March 31, 2024		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Equity	$	5,717,852	$	6,438		$	4,074	$	114,737		$	(15,966	)	$	5,827,135	$	5,694,327
Fixed income		2,805,745		35,409			—		(7,771	)		(17,499	)		2,815,884		2,796,581
Multi-asset		906,597		4,460			—		11,651			(1,296	)		921,412		904,572
Alternatives:
Illiquid alternatives		137,254		1,987			—		(1,151	)		(222	)		137,868		137,285
Liquid alternatives		75,365		(1,009	)		—		1,046			81			75,483		75,105
Currency and commodities⁽⁴⁾		83,905		4,081			—		2,002			(91	)		89,897		87,611

Alternatives subtotal		296,524		5,059			—		1,897			(232	)		303,248		300,001

Long-term	$	9,726,718	$	51,366		$	4,074	$	120,514		$	(34,993	)	$	9,867,679	$	9,695,481

(1)	Amounts include AUM attributable to the acquisition of SpiderRock Advisors, LLC in May 2024 (the “SpiderRock Transaction”).

(2)	Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(3)	Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing four months.

(4)	Amounts include commodity ETFs.

ASSETS UNDER MANAGEMENT

(in millions), (unaudited)

Year-to-Date Component Changes by Client Type and Product Type


	December 31, 2023		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Retail:
Equity	$	435,734	$	10,177		$	4,074	$	42,461		$	(2,019	)	$	490,427	$	461,772
Fixed income		312,799		4,799			—		(821	)		(3,145	)		313,632		313,187
Multi-asset		139,537		(599	)		—		9,119			(338	)		147,719		143,318
Alternatives		41,627		(1,522	)		—		440			(171	)		40,374		41,070

Retail subtotal		929,697		12,855			4,074		51,199			(5,673	)		992,152		959,347
ETFs:
Equity		2,532,631		81,208			—		228,188			(11,759	)		2,830,268		2,673,622
Fixed income		898,403		52,696			—		(15,775	)		(4,107	)		931,217		905,827
Multi-asset		9,140		(359	)		—		522			(99	)		9,204		8,938
Alternatives		59,125		16,837			—		9,194			(71	)		85,085		73,982

ETFs subtotal		3,499,299		150,382			—		222,129			(16,036	)		3,855,774		3,662,369
Institutional:
Active:
Equity		186,688		3,688			—		20,270			(2,469	)		208,177		197,348
Fixed income		836,823		(4,839	)		—		(1,515	)		(6,753	)		823,716		831,852
Multi-asset		717,182		12,177			—		38,069			(6,234	)		761,194		734,758
Alternatives		171,980		1,600			—		2,739			(1,174	)		175,145		173,057

Active subtotal		1,912,673		12,626			—		59,563			(16,630	)		1,968,232		1,937,015
Index:
Equity		2,138,291		(70,214	)		—		264,784			(34,598	)		2,298,263		2,226,681
Fixed income		756,001		24,488			—		(3,457	)		(29,713	)		747,319		742,521
Multi-asset		4,945		(1,662	)		—		76			(64	)		3,295		4,005
Alternatives		3,252		(696	)		—		136			(48	)		2,644		2,880

Index subtotal		2,902,489		(48,084	)		—		261,539			(64,423	)		3,051,521		2,976,087

Institutional subtotal		4,815,162		(35,458	)		—		321,102			(81,053	)		5,019,753		4,913,102

Long-term		9,244,158		127,779			4,074		594,430			(102,762	)		9,867,679		9,534,818
Cash management		764,837		10,975			—		4,992			(2,762	)		778,042		760,551

Total	$	10,008,995	$	138,754		$	4,074	$	599,422		$	(105,524	)	$	10,645,721	$	10,295,369

Year-to-Date Component Changes by Investment Style and Product Type (Long-Term)


	December 31, 2023		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Active:
Equity	$	427,448	$	(1,009	)	$	4,074	$	39,760		$	(3,755	)	$	466,518	$	445,825
Fixed income		1,123,422		649			—		(1,914	)		(9,579	)		1,112,578		1,120,116
Multi-asset		856,705		11,572			—		47,192			(6,572	)		908,897		878,063
Alternatives		213,603		76			—		3,179			(1,345	)		215,513		214,125

Active subtotal		2,621,178		11,288			4,074		88,217			(21,251	)		2,703,506		2,658,129
Index and ETFs:
ETFs:
Equity		2,532,631		81,208			—		228,188			(11,759	)		2,830,268		2,673,622
Fixed income		898,403		52,696			—		(15,775	)		(4,107	)		931,217		905,827
Multi-asset		9,140		(359	)		—		522			(99	)		9,204		8,938
Alternatives		59,125		16,837			—		9,194			(71	)		85,085		73,982

ETFs subtotal		3,499,299		150,382			—		222,129			(16,036	)		3,855,774		3,662,369
Non-ETF index:
Equity		2,333,265		(55,340	)		—		287,755			(35,331	)		2,530,349		2,439,976
Fixed income		782,201		23,799			—		(3,879	)		(30,032	)		772,089		767,444
Multi-asset		4,959		(1,656	)		—		72			(64	)		3,311		4,018
Alternatives		3,256		(694	)		—		136			(48	)		2,650		2,882

Non-ETF index subtotal		3,123,681		(33,891	)		—		284,084			(65,475	)		3,308,399		3,214,320

Index and ETFs subtotal		6,622,980		116,491			—		506,213			(81,511	)		7,164,173		6,876,689

Long-term	$	9,244,158	$	127,779		$	4,074	$	594,430		$	(102,762	)	$	9,867,679	$	9,534,818

Year-to-Date Component Changes by Product Type (Long-Term)


	December 31, 2023		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Equity	$	5,293,344	$	24,859		$	4,074	$	555,703		$	(50,845	)	$	5,827,135	$	5,559,423
Fixed income		2,804,026		77,144			—		(21,568	)		(43,718	)		2,815,884		2,793,387
Multi-asset		870,804		9,557			—		47,786			(6,735	)		921,412		891,019
Alternatives:
Illiquid alternatives		136,909		3,200			—		(1,281	)		(960	)		137,868		136,909
Liquid alternatives		74,233		(2,923	)		—		4,420			(247	)		75,483		74,964
Currency and commodities⁽⁴⁾		64,842		15,942			—		9,370			(257	)		89,897		79,116

Alternatives subtotal		275,984		16,219			—		12,509			(1,464	)		303,248		290,989

Long-term	$	9,244,158	$	127,779		$	4,074	$	594,430		$	(102,762	)	$	9,867,679	$	9,534,818

(1)	Amounts include AUM attributable to the SpiderRock Transaction.

(2)	Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(3)	Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing seven months.

(4)	Amounts include commodity ETFs.

ASSETS UNDER MANAGEMENT

(in millions), (unaudited)

Year-over-Year Component Changes by Client Type and Product Type


	June 30, 2023		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Retail:
Equity	$	415,475	$	8,992		$	4,074	$	63,294		$	(1,408	)	$	490,427	$	437,381
Fixed income		309,449		(2,454	)		—		8,947			(2,310	)		313,632		309,375
Multi-asset		133,546		(237	)		—		14,671			(261	)		147,719		138,005
Alternatives		45,160		(5,990	)		—		1,311			(107	)		40,374		42,135

Retail subtotal		903,630		311			4,074		88,223			(4,086	)		992,152		926,896
ETFs:
Equity		2,309,054		158,646			—		371,082			(8,514	)		2,830,268		2,504,113
Fixed income		837,759		96,399			—		(378	)		(2,563	)		931,217		875,036
Multi-asset		7,892		546			—		851			(85	)		9,204		8,485
Alternatives		61,227		11,033			—		12,856			(31	)		85,085		67,769

ETFs subtotal		3,215,932		266,624			—		384,411			(11,193	)		3,855,774		3,455,403
Institutional:
Active:
Equity		178,057		509			—		31,362			(1,751	)		208,177		186,986
Fixed income		807,167		(11,177	)		—		32,711			(4,985	)		823,716		812,784
Multi-asset		664,069		24,325			—		77,035			(4,235	)		761,194		700,837
Alternatives		163,426		5,149			2,177		4,967			(574	)		175,145		170,064

Active subtotal		1,812,719		18,806			2,177		146,075			(11,545	)		1,968,232		1,870,671
Index:
Equity		2,058,758		(143,670	)		—		407,810			(24,635	)		2,298,263		2,126,429
Fixed income		714,476		39,767			—		16,379			(23,303	)		747,319		725,884
Multi-asset		6,420		(3,331	)		—		272			(66	)		3,295		4,689
Alternatives		3,136		(668	)		—		214			(38	)		2,644		3,078

Index subtotal		2,782,790		(107,902	)		—		424,675			(48,042	)		3,051,521		2,860,080

Institutional subtotal		4,595,509		(89,096	)		2,177		570,750			(59,587	)		5,019,753		4,730,751

Long-term		8,715,071		177,839			6,251		1,043,384			(74,866	)		9,867,679		9,113,050
Cash management		710,141		59,130			—		10,020			(1,249	)		778,042		739,555

Total	$	9,425,212	$	236,969		$	6,251	$	1,053,404		$	(76,115	)	$	10,645,721	$	9,852,605

Year-over-Year Component Changes by Investment Style and Product Type (Long-Term)


	June 30, 2023		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Active:
Equity	$	418,663	$	(12,958	)	$	4,074	$	59,442		$	(2,703	)	$	466,518	$	428,415
Fixed income		1,091,544		(12,492	)		—		40,658			(7,132	)		1,112,578		1,096,979
Multi-asset		797,605		24,079			—		91,709			(4,496	)		908,897		838,830
Alternatives		208,584		(843	)		2,177		6,276			(681	)		215,513		212,197

Active subtotal		2,516,396		(2,214	)		6,251		198,085			(15,012	)		2,703,506		2,576,421
Index and ETFs:
ETFs:
Equity		2,309,054		158,646			—		371,082			(8,514	)		2,830,268		2,504,113
Fixed income		837,759		96,399			—		(378	)		(2,563	)		931,217		875,036
Multi-asset		7,892		546			—		851			(85	)		9,204		8,485
Alternatives		61,227		11,033			—		12,856			(31	)		85,085		67,769

ETFs subtotal		3,215,932		266,624			—		384,411			(11,193	)		3,855,774		3,455,403
Non-ETF index:
Equity		2,233,627		(121,211	)		—		443,024			(25,091	)		2,530,349		2,322,381
Fixed income		739,548		38,628			—		17,379			(23,466	)		772,089		751,064
Multi-asset		6,430		(3,322	)		—		269			(66	)		3,311		4,701
Alternatives		3,138		(666	)		—		216			(38	)		2,650		3,080

Non-ETF index subtotal		2,982,743		(86,571	)		—		460,888			(48,661	)		3,308,399		3,081,226

Index and ETFs subtotal		6,198,675		180,053			—		845,299			(59,854	)		7,164,173		6,536,629

Long-term	$	8,715,071	$	177,839		$	6,251	$	1,043,384		$	(74,866	)	$	9,867,679	$	9,113,050

Year-over-Year Component Changes by Product Type (Long-Term)


	June 30, 2023		Net inflows (outflows)			Acquisition⁽¹⁾		Market change			FX impact⁽²⁾			June 30, 2024		Average AUM⁽³⁾
Equity	$	4,961,344	$	24,477		$	4,074	$	873,548		$	(36,308	)	$	5,827,135	$	5,254,909
Fixed income		2,668,851		122,535			—		57,659			(33,161	)		2,815,884		2,723,079
Multi-asset		811,927		21,303			—		92,829			(4,647	)		921,412		852,016
Alternatives:
Illiquid alternatives		127,678		9,384			2,177		(881	)		(490	)		137,868		134,398
Liquid alternatives		78,056		(9,684	)		—		7,191			(80	)		75,483		75,331
Currency and commodities⁽⁴⁾		67,215		9,824			—		13,038			(180	)		89,897		73,317

Alternatives subtotal		272,949		9,524			2,177		19,348			(750	)		303,248		283,046

Long-term	$	8,715,071	$	177,839		$	6,251	$	1,043,384		$	(74,866	)	$	9,867,679	$	9,113,050

(1)	Amounts include AUM attributable to the SpiderRock Transaction and the acquisition of Kreos Capital in August 2023.

(2)	Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(3)	Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months.

(4)	Amounts include commodity ETFs.

SUMMARY OF REVENUE


(in millions), (unaudited)	Three Months Ended June 30,							Three Months Ended March 31, 2024					Six Months Ended June 30,
(in millions), (unaudited)	2024		2023		Change			Three Months Ended March 31, 2024		Change			2024		2023		Change
Revenue
Investment advisory, administration fees and securities lending revenue:
Equity:
Active	$	539	$	506	$	33		$	516	$	23		$	1,055	$	1,006	$	49
ETFs		1,250		1,102		148			1,190		60			2,440		2,180		260
Non-ETF index		190		197		(7	)		187		3			377		374		3

Equity subtotal		1,979		1,805		174			1,893		86			3,872		3,560		312
Fixed income:
Active		481		482		(1	)		484		(3	)		965		950		15
ETFs		326		309		17			327		(1	)		653		604		49
Non-ETF index		88		88		—			92		(4	)		180		175		5

Fixed income subtotal		895		879		16			903		(8	)		1,798		1,729		69
Multi-asset		313		300		13			314		(1	)		627		596		31
Alternatives:
Illiquid alternatives		241		206		35			240		1			481		407		74
Liquid alternatives		141		146		(5	)		138		3			279		291		(12	)
Currency and commodities		59		49		10			45		14			104		95		9

Alternatives subtotal		441		401		40			423		18			864		793		71

Long-term		3,628		3,385		243			3,533		95			7,161		6,678		483
Cash management		247		226		21			245		2			492		435		57

Total investment advisory, administration fees and securities lending revenue		3,875		3,611		264			3,778		97			7,653		7,113		540
Investment advisory performance fees:
Equity		28		15		13			8		20			36		21		15
Fixed income		5		—		5			4		1			9		1		8
Multi-asset		11		3		8			2		9			13		18		(5	)
Alternatives:
Illiquid alternatives		68		79		(11	)		125		(57	)		193		100		93
Liquid alternatives		52		21		31			65		(13	)		117		33		84

Alternatives subtotal		120		100		20			190		(70	)		310		133		177

Total investment advisory performance fees		164		118		46			204		(40	)		368		173		195
Technology services revenue		395		359		36			377		18			772		699		73
Distribution fees		318		319		(1	)		310		8			628		638		(10	)
Advisory and other revenue:
Advisory		11		31		(20	)		13		(2	)		24		45		(21	)
Other		42		25		17			46		(4	)		88		38		50

Total advisory and other revenue		53		56		(3	)		59		(6	)		112		83		29

Total revenue	$	4,805	$	4,463	$	342		$	4,728	$	77		$	9,533	$	8,706	$	827

Highlights

•

Investment advisory, administration fees and securities lending revenue increased $264 million from the second quarter of 2023 and $97 million from the first quarter of 2024, primarily driven by positive organic base fee growth and the impact of market beta on average AUM.

Securities lending revenue of $154 million decreased from $184 million in the second quarter of 2023, primarily reflecting lower spreads.

•

Performance fees increased $46 million from the second quarter of 2023, primarily reflecting higher revenue from liquid alternatives and long-only products, partially offset by lower revenue from illiquid alternatives.

Performance fees decreased $40 million from the first quarter of 2024, reflecting lower revenue from illiquid and liquid alternative products, partially offset by higher revenue from long-only products.

•

Technology services revenue increased $36 million from the second quarter of 2023 and $18 million from the first quarter of 2024, reflecting sustained demand for Aladdin technology offerings. Technology services annual contract value (“ACV”)⁽¹⁾ increased 10% from the second quarter of 2023.

(1)	See note (4) to the condensed consolidated statements of income and supplemental information on page 17 for more information on ACV.

SUMMARY OF OPERATING EXPENSE


	Three Months Ended June 30,				Change			Three Months Ended March 31, 2024			Change			Six Months Ended June 30,					Change
(in millions), (unaudited)	2024		2023		Change			Three Months Ended March 31, 2024			Change			2024			2023		Change
Operating expense
Employee compensation and benefits	$	1,503	$	1,429	$	74		$	1,580		$	(77	)	$	3,083		$	2,856	$	227
Sales, asset and account expense⁽¹⁾:
Distribution and servicing costs		539		518		21			518			21			1,057			1,023		34
Direct fund expense		358		344		14			338			20			696			659		37
Sub-advisory and other		32		27		5			32			—			64			53		11

Total sales, asset and account expense		929		889		40			888			41			1,817			1,735		82
General and administration expense:
Marketing and promotional		76		74		2			82			(6	)		158			148		10
Occupancy and office related		102		100		2			101			1			203			210		(7	)
Portfolio services		63		69		(6	)		66			(3	)		129			137		(8	)
Technology		157		141		16			160			(3	)		317			276		41
Professional services		64		35		29			58			6			122			77		45
Communications		9		12		(3	)		10			(1	)		19			24		(5	)
Foreign exchange remeasurement		2		2		—			2			—			4			1		3
Contingent consideration fair value adjustments		1		1		—			(7	)		8			(6	)		1		(7	)
Other general and administration		60		59		1			57			3			117			114		3

Total general and administration expense		534		493		41			529			5			1,063			988		75
Amortization of intangible assets		39		37		2			38			1			77			74		3

Total operating expense	$	3,005	$	2,848	$	157		$	3,035		$	(30	)	$	6,040		$	5,653	$	387

(1)

Beginning in the first quarter of 2024, BlackRock, Inc. updated the presentation of the Company’s expense line items within the consolidated statements of income by including a new “sales, asset and account expense” income statement caption. Such expense line items have been recast for 2023 to conform to this new presentation. For a recast of 2023 expense line items, see page 12 of Exhibit 99.1 to the Current Report on Form 8-K furnished on April 12, 2024.

Highlights

•

Employee compensation and benefits expense increased $74 million from the second quarter of 2023, reflecting higher incentive compensation, primarily as a result of higher operating income and performance fees.

Employee compensation and benefits expense decreased $77 million from the first quarter of 2024, reflecting lower incentive compensation driven by lower performance fees and higher seasonal payroll taxes in the prior quarter, partially offset by the impact of higher operating income.

•

Sales, asset and account expense increased $40 million from the second quarter of 2023 and $41 million from the first quarter of 2024, driven by higher distribution and servicing costs and direct fund expense, primarily reflecting higher average AUM.

•

General and administration expense increased $41 million from the second quarter of 2023, primarily due to higher professional services expense, including higher acquisition-related transaction costs, and higher technology expense in the current quarter.

SUMMARY OF NONOPERATING INCOME (EXPENSE), LESS NET INCOME (LOSS) ATTRIBUTABLE TO NONCONTROLLING INTERESTS


	Three Months Ended June 30,							Three Months Ended March 31, 2024					Six Months Ended June 30,
(in millions), (unaudited)	2024		2023		Change			Three Months Ended March 31, 2024		Change			2024		2023		Change
Nonoperating income (expense), GAAP basis	$	214	$	251	$	(37	)	$	220	$	(6	)	$	434	$	367	$	67
Less: Net income (loss) attributable to noncontrolling interests (“NCI”)		42		57		(15	)		50		(8	)		92		69		23

Nonoperating income (expense), net of NCI		172		194		(22	)		170		2			342		298		44
Less: Hedge gain (loss) on deferred cash compensation plans⁽¹⁾		7		16		(9	)		31		(24	)		38		33		5

Nonoperating income (expense), net of NCI, as adjusted⁽²⁾	$	165	$	178	$	(13	)	$	139	$	26		$	304	$	265	$	39


	Three Months Ended June 30,									Three Months Ended March 31, 2024						Six Months Ended June 30,
(in millions), (unaudited)	2024			2023			Change			Three Months Ended March 31, 2024			Change			2024			2023			Change
Net gain (loss) on investments, net of NCI
Private equity	$	15		$	151		$	(136	)	$	8		$	7		$	23		$	190		$	(167	)
Real assets		9			2			7			(3	)		12			6			8			(2	)
Other alternatives⁽³⁾		10			4			6			14			(4	)		24			10			14
Other investments⁽⁴⁾		34			(7	)		41			31			3			65			5			60
Hedge gain (loss) on deferred cash compensation plans⁽¹⁾		7			16			(9	)		31			(24	)		38			33			5

Subtotal		75			166			(91	)		81			(6	)		156			246			(90	)
Other income/gain (expense/loss)⁽⁵⁾		45			8			37			40			5			85			5			80

Total net gain (loss) on investments, net of NCI		120			174			(54	)		121			(1	)		241			251			(10	)

Interest and dividend income		178			89			89			141			37			319			175			144
Interest expense		(126	)		(69	)		(57	)		(92	)		(34	)		(218	)		(128	)		(90	)

Net interest income (expense)		52			20			32			49			3			101			47			54

Nonoperating income (expense), net of NCI		172			194			(22	)		170			2			342			298			44
Less: Hedge gain (loss) on deferred cash compensation plans⁽¹⁾		7			16			(9	)		31			(24	)		38			33			5

Nonoperating income (expense), net of NCI, as adjusted⁽²⁾	$	165		$	178		$	(13	)	$	139		$	26		$	304		$	265		$	39

(1)	Amounts relate to the gains (losses) from economically hedging certain BlackRock 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. For more information on as adjusted items and the reconciliation to GAAP, see notes to the condensed consolidated statements of income and supplemental information on pages 14-17.

(3)	Amounts primarily include net gains (losses) related to credit funds, direct hedge fund strategies and hedge fund solutions.

(4)	Amounts primarily include net gains (losses) related to BlackRock’s seed investment portfolio, net of impact of certain hedges.

(5)

Amounts for the three and six months ended June 30, 2024, include earnings (losses) from certain equity method minority investments, which the Company recorded within nonoperating income (expense) beginning in the first quarter of 2024 and noncash pre-tax gains (losses) related to the revaluation of certain minority investments. In addition, amount for the three and six months ended June 30, 2024 includes a noncash pre-tax gain in connection with the SpiderRock Transaction of approximately $19 million.

SUMMARY OF INCOME TAX EXPENSE


	Three Months Ended June 30								Three Months Ended March 31,					Six Months Ended June 30
(in millions), (unaudited)	2024			2023			Change		2024			Change		2024			2023			Change
Income tax expense	$	477		$	443		$	34	$	290		$	187	$	767		$	828		$	(61	)
Effective tax rate		24.2	%		24.5	%		(30) bps		15.6	%		860 bps		20.0	%		24.7	%		(470) bps

Highlights

•

First quarter 2024 income tax expense included a discrete tax benefit of $137 million recognized in connection with the reorganization and establishment of a more efficient global intellectual property and technology platform and corporate structure. This discrete tax benefit has been excluded from as adjusted results due to the nonrecurring nature of the intellectual property reorganization. In addition, first quarter 2024 income tax expense included $28 million of discrete tax benefits, including a benefit related to stock-based compensation awards that vested in the first quarter.

RECONCILIATION OF GAAP OPERATING INCOME AND OPERATING MARGIN TO OPERATING INCOME AND OPERATING MARGIN, AS ADJUSTED


	Three Months Ended									Six Months Ended
	June 30,						March 31,			June 30,
(in millions), (unaudited)	2024			2023			2024			2024			2023
Operating income, GAAP basis	$	1,800		$	1,615		$	1,693		$	3,493		$	3,053
Non-GAAP expense adjustments:
Compensation expense related to appreciation (depreciation) on deferred cash compensation plans (a)		9			12			27			36			32
Amortization of intangible assets (b)		39			37			38			77			74
Acquisition-related compensation costs (b)		19			4			2			21			9
Acquisition-related transaction costs (b)⁽¹⁾		13			3			22			35			3
Contingent consideration fair value adjustments (b)		1			1			(7	)		(6	)		1
Lease costs - New York (c)		—			3			—			—			14

Operating income, as adjusted (1)	$	1,881		$	1,675		$	1,775		$	3,656		$	3,186

Revenue, GAAP basis	$	4,805		$	4,463		$	4,728		$	9,533		$	8,706
Non-GAAP adjustments:
Distribution fees		(318	)		(319	)		(310	)		(628	)		(638	)
Investment advisory fees		(221	)		(199	)		(208	)		(429	)		(385	)

Revenue used for operating margin measurement	$	4,266		$	3,945		$	4,210		$	8,476		$	7,683

Operating margin, GAAP basis		37.5	%		36.2	%		35.8	%		36.6	%		35.1	%
Operating margin, as adjusted (1)		44.1	%		42.5	%		42.2	%		43.1	%		41.5	%

(1)	Amounts included within general and administration expense.

See note (1) to the condensed consolidated statements of income and supplemental information on page 16 for more information on as adjusted items.

RECONCILIATION OF GAAP NONOPERATING INCOME (EXPENSE) TO NONOPERATING INCOME (EXPENSE), LESS NET INCOME (LOSS) ATTRIBUTABLE TO NCI, AS ADJUSTED


	Three Months Ended						Six Months Ended
	June 30,				March 31,		June 30,
(in millions), (unaudited)	2024		2023		2024		2024		2023
Nonoperating income (expense), GAAP basis	$	214	$	251	$	220	$	434	$	367
Less: Net income (loss) attributable to NCI		42		57		50		92		69

Nonoperating income (expense), net of NCI		172		194		170		342		298
Less: Hedge gain (loss) on deferred cash compensation plans (a)		7		16		31		38		33

Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted (2)	$	165	$	178	$	139	$	304	$	265

See notes (1) and (2) to the condensed consolidated statements of income and supplemental information on pages 16 and 17 for more information on as adjusted items.

RECONCILIATION OF GAAP NET INCOME ATTRIBUTABLE TO BLACKROCK TO NET INCOME ATTRIBUTABLE TO BLACKROCK, AS ADJUSTED


	Three Months Ended								Six Months Ended
	June 30,					March 31,			June 30,
(in millions, except per share data), (unaudited)	2024		2023			2024			2024			2023
Net income attributable to BlackRock, Inc., GAAP basis	$	1,495	$	1,366		$	1,573		$	3,068		$	2,523
Non-GAAP adjustments ⁽¹⁾:
Net impact of hedged deferred cash compensation plans (a)		2		(3	)		(3	)		(1	)		(1	)
Amortization of intangible assets (b)		29		28			28			57			56
Acquisition-related compensation costs (b)		13		3			2			15			7
Acquisition-related transaction costs (b)		10		2			15			25			2
Contingent consideration fair value adjustments (b)		1		1			(5	)		(4	)		1
Lease costs - New York (c)		—		2			—			—			11
Income tax matters		—		—			(137	)		(137	)		—

Net income attributable to BlackRock, Inc., as adjusted (3)	$	1,550	$	1,399		$	1,473		$	3,023		$	2,599

Diluted weighted-average common shares outstanding		149.7		150.7			150.1			149.9			151.0
Diluted earnings per common share, GAAP basis	$	9.99	$	9.06		$	10.48		$	20.47		$	16.70
Diluted earnings per common share, as adjusted (3)	$	10.36	$	9.28		$	9.81		$	20.17		$	17.21

(1)	Non-GAAP adjustments, excluding income tax matters, are net of tax.

See note (3) to the condensed consolidated statements of income and supplemental information on page 17 for more information on as adjusted items.

NOTES TO CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND SUPPLEMENTAL INFORMATION (UNAUDITED)

BlackRock reports its financial results in accordance with GAAP; however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. 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 certain tax items that do not impact cash flow. Management reviews non-GAAP financial measures, in addition to GAAP financial measures, to assess ongoing operations and considers them to be helpful, for both management and investors, in evaluating BlackRock’s financial performance over time. Management also uses non-GAAP financial measures as a benchmark to compare its performance with other companies and to enhance comparability for the reporting periods presented. Non-GAAP financial measures may pose limitations because they do not include all of BlackRock’s revenue and expense. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. 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 condensed consolidated statements of income as follows:

(1) Operating income, as adjusted, and operating margin, as adjusted: Management believes operating income, as adjusted, and operating margin, as adjusted, are effective indicators of BlackRock’s financial performance over time, and, therefore, provide useful disclosure to investors. Management believes that operating margin, as adjusted, reflects the Company’s long-term ability to manage ongoing costs in relation to its revenues. The Company uses operating margin, as adjusted, to assess the Company’s financial performance, to determine the long-term and annual compensation of the Company’s senior-level employees and to evaluate the Company’s relative performance against industry peers. Furthermore, this metric eliminates margin variability arising from the accounting of revenues and expenses related to distributing different product structures in multiple distribution channels utilized by asset managers.

•

Operating income, as adjusted, includes the following non-GAAP expense adjustments:

(a)

Compensation expense related to appreciation (depreciation) on deferred cash compensation plans. The Company excludes compensation expense related to the market valuation changes on certain deferred cash compensation plans, which the Company hedges economically. For these deferred cash compensation plans, the final value of the deferred amount to be distributed to employees in cash upon vesting is determined based on the returns on specified investment funds. The Company recognizes compensation expense for the appreciation (depreciation) of the deferred cash compensation liability in proportion to the vested amount of the award during a respective period, while the net gain (loss) to economically hedge these plans is immediately recognized in nonoperating income (expense), which creates a timing difference impacting net income. This timing difference will reverse and offset to zero over the life of the award at the end of the multi-year vesting period. Management believes excluding market valuation changes related to the deferred cash compensation plans in the calculation of operating income, as adjusted, provides useful disclosure to both management and investors of the Company’s financial performance over time as these amounts are economically hedged, while also increasing comparability with other companies.

(b)

Acquisition related costs. Acquisition related costs include adjustments related to amortization of intangible assets, other acquisition-related costs, including professional services expense and compensation costs for nonrecurring retention-related deferred compensation, and contingent consideration fair value adjustments incurred in connection with certain acquisitions. Management believes excluding the impact of these expenses when calculating operating income, as adjusted, provides a helpful indication of the Company’s financial performance over time, thereby providing helpful information for both management and investors while also increasing comparability with other companies.

(c)

Lease costs – New York. In 2023, the Company continued to recognize lease expense within general and administration expense for both its current headquarters located at 50 Hudson Yards in New York and prior headquarters until the Company’s lease on its prior headquarters expired in April 2023. The Company began lease payments related to its current headquarters in May 2023, but began recording lease expense in August 2021 when it obtained access to the building to begin its tenant improvements. Prior to the Company’s move to its current headquarters in February 2023, the impact of lease costs related to 50 Hudson Yards was excluded from operating income, as adjusted. In February 2023, the Company completed the majority of its move to 50 Hudson Yards and no longer excluded the impact of these lease costs. Subsequently, from February 2023 through April 2023, the Company excluded the impact of lease costs related to the Company’s prior headquarters. Management believes excluding the impact of these respective New York lease costs (“Lease costs – New York”) when calculating operating income, as adjusted, is useful to assess the Company’s financial performance and ongoing operations, and enhances comparability among periods presented.

•

Revenue used for calculating operating margin, as adjusted, is reduced to exclude all of the Company’s distribution fees, which are recorded as a separate line item on the condensed consolidated statements of income, as well as a portion of investment advisory fees received that is used to pay distribution and servicing costs. For certain products, based on distinct arrangements, distribution fees are collected by the Company and then passed-through to third-party client intermediaries. For other products, investment advisory fees are collected by the Company and a portion is passed-through to third-party client intermediaries. However, in both structures, the third-party client intermediary similarly owns the relationship with the retail client and is responsible for distributing the product and servicing the client. The amount of distribution and investment advisory fees fluctuates each period primarily based on a predetermined percentage of the value of AUM during the period. These fees also vary based on the type of investment product sold and the geographic location where it is sold. In addition, the Company may waive fees on certain products that could result in the reduction of payments to the third-party intermediaries.

(2) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted: Management believes nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating contribution to its results and provides comparability of this information among reporting periods. Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, excludes the gain (loss) on the economic hedge of certain deferred cash compensation plans. As the gain (loss) on investments and derivatives used to hedge these compensation plans over time substantially offsets the compensation expense related to the market valuation changes on these deferred cash compensation plans, which is included in operating income, GAAP basis, management believes excluding the gain (loss) on the economic hedge of the deferred cash compensation plans when calculating nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, provides a 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 to BlackRock, Inc., as adjusted, and diluted earnings per common share, as adjusted, are useful measures of BlackRock’s profitability and financial performance. Net income attributable to BlackRock, Inc., as adjusted, equals net income attributable to BlackRock, Inc., GAAP basis, adjusted for certain items management deems nonrecurring or that occur infrequently, transactions that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow.

For each period presented, the non-GAAP adjustments were tax effected at the respective blended rates applicable to the adjustments. Amount for income tax matters in the first quarter of 2024 includes a discrete tax benefit of $137 million recognized in connection with the reorganization and establishment of a more efficient global intellectual property and technology platform and corporate structure. This discrete tax benefit has been excluded from as adjusted results due to the nonrecurring nature of the intellectual property reorganization.

Per share amounts reflect net income attributable to BlackRock, Inc., as adjusted, divided by diluted weighted-average common shares outstanding.

(4) ACV: Management believes ACV is an effective metric for reviewing BlackRock’s technology services’ ongoing contribution to its operating results and provides comparability of this information among reporting periods while also providing a useful supplemental metric for both management and investors of BlackRock’s growth in technology services revenue over time, as it is linked to the net new business in technology services. ACV represents forward-looking, annualized estimated value of the recurring subscription fees under client contracts, assuming all client contracts that come up for renewal are renewed, unless we have received a notice of termination, even though such notice may not be effective until a later date. ACV also includes the annualized estimated value of new sales, for existing and new clients, when we execute client contracts, even though the recurring fees may not be effective until a later date and excludes nonrecurring fees such as implementation and consulting fees.

FORWARD-LOOKING STATEMENTS

This filing, 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, including the anticipated timing, consummation and expected benefits of the proposed acquisitions of Preqin and Global Infrastructure Management, LLC (“GIP” or the “GIP Transaction” and together with the Preqin Transaction, the “Transactions”). 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.

BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time and may contain information that is not purely historical in nature. 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. Such information may include, among other things, projections and forecasts. There is no guarantee that any forecasts made will come to pass.

BlackRock has previously disclosed risk factors in its Securities and Exchange Commission (“SEC”) reports. These risk factors and those identified elsewhere in this filing, among others, could cause actual results to differ materially from forward-looking statements or historical performance and include: (1) the introduction, withdrawal, success and timing of business initiatives and strategies; (2) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for products or services or in the value of AUM; (3) the relative and absolute investment performance of BlackRock’s investment products; (4) BlackRock’s ability to develop new products and services that address client preferences; (5) the impact of increased competition; (6) the impact of future acquisitions or divestitures, including the Transactions; (7) BlackRock’s ability to integrate acquired businesses successfully, including the Transactions; (8) risks related to the Transactions, including the expected closing dates of the Transactions, the possibility that one or both of the Transactions do not close, including, but not limited to, due to the failure to satisfy their respective closing conditions, the possibility that expected synergies and value creation from either of the Transactions will not be realized, or will not be realized within the expected time period, and impacts to business and operational relationships related to disruptions, from the Transactions; (9) the unfavorable resolution of legal proceedings; (10) the extent and timing of any share repurchases; (11) the impact, extent and timing of technological changes and the adequacy of intellectual property, data, information and cybersecurity protection; (12) the failure to effectively manage the development and use of artificial intelligence; (13) attempts to circumvent BlackRock’s operational control environment or the potential for human error in connection with BlackRock’s operational systems; (14) the impact of legislative and regulatory actions and reforms, regulatory, supervisory or enforcement actions of government agencies and governmental scrutiny relating to BlackRock; (15) changes in law and policy and uncertainty pending any such changes; (16) any failure to effectively manage conflicts of interest; (17) damage to BlackRock’s reputation; (18) increasing focus from stakeholders regarding environmental, social and governance matters; (19) geopolitical unrest, terrorist activities, civil or international hostilities, and other events outside BlackRock’s control, including wars, natural disasters and health crises, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; (20) climate-related risks to BlackRock’s business, products, operations and clients; (21) the ability to attract, train and retain highly qualified and diverse professionals; (22) fluctuations in the carrying value of BlackRock’s economic investments; (23) the impact of changes to tax legislation, including income, payroll and transaction taxes, and taxation on products, which could affect the value proposition to clients and, generally, the tax position of the Company; (24) BlackRock’s success in negotiating distribution arrangements and maintaining distribution channels for its products; (25) the failure by key third-party providers of BlackRock to fulfill their obligations to the Company; (26) operational, technological and regulatory risks associated with BlackRock’s major technology partnerships; (27) any disruption to the operations of third parties whose functions are integral to BlackRock’s ETF platform; (28) the impact of BlackRock electing to provide support to its products from time to time and any potential liabilities related to securities lending or other indemnification obligations; and (29) the impact of problems, instability or failure of other financial institutions or the failure or negative performance of products offered by other financial institutions.

BlackRock’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and BlackRock’s subsequent filings with the SEC, accessible on the SEC’s website at www.sec.gov and on BlackRock’s website at www.blackrock.com, discuss these factors in more detail and identify additional factors that can affect forward-looking statements. The information contained on the Company’s website is not a part of this filing.

PERFORMANCE NOTES

Past performance is not indicative of future results. Except as specified, the performance information shown is as of June 30, 2024 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 May 31, 2024. The performance data does not include accounts terminated prior to June 30, 2024 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 June 30, 2024 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.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


BlackRock, Inc.
(Registrant)

By:		/s/ Martin S. Small
		Martin S. Small
		Senior Managing Director and Chief Financial Officer

Date: July 17, 2024

BlackRock Inc. 8-K