UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-23402
Name of Fund: BlackRock ETF Trust
BlackRock U.S. Equity Factor Rotation ETF
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock ETF Trust, 55 East 52nd Street, New York, NY 10055
Registrants telephone number, including area code: (800) 441-7762
Date of fiscal year end: 07/31/2019
Date of reporting period: 07/31/2019
Item 1 |
Report to Stockholders |
JULY 31, 2019
2019 ANNUAL REPORT |
|
BlackRock ETF Trust
▶ |
BlackRock U.S. Equity Factor Rotation ETF | DYNF | NYSE ARCA |
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Funds shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
You may elect to receive all future reports in paper free of charge. If you hold accounts through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Please note that not all financial intermediaries may offer this service. Your election to receive reports in paper will apply to all funds held with your financial intermediary.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive electronic delivery of shareholder reports and other communications by contacting your financial intermediary. Please note that not all financial intermediaries may offer this service.
Not FDIC Insured May Lose Value No Bank Guarantee |
Dear Shareholder,
Investment performance in the 12 months ended July 31, 2019 was a tale of two markets. The first half of the reporting period was characterized by restrictive monetary policy, deteriorating economic growth, equity market volatility, and rising fear of an imminent recession. During the second half of the reporting period, stocks and bonds rebounded sharply, as restrained inflation and weak economic growth led the U.S. Federal Reserve (the Fed) to stop raising interest rates, which led to broad-based optimism that stimulative monetary policy could help forestall a recession.
After the dust settled, the U.S. equity and bond markets posted mixed returns while weathering significant volatility. Less volatile U.S. large cap equities and U.S. bonds advanced, while equities at the high end of the risk spectrum emerging markets, international developed, and U.S. small cap posted relatively flat returns.
Fixed-income securities delivered modest positive returns with relatively low volatility, as interest rates declined (and bond prices rose). Longer-term U.S. Treasury yields declined further than short-term Treasury yields. This led to positive returns for U.S. Treasuries and a substantial flattening of the yield curve. Investment grade and high yield corporate bonds also posted positive returns, as the credit fundamentals in corporate markets remained relatively solid.
In the U.S. equity market, volatility spiked in late 2018, as a wide range of risks were brought to bear on markets, ranging from rising interest rates and slowing global growth to heightened trade tensions and political turmoil. These risks manifested in a broad-based sell-off in December, leading to the worst December performance on record since 1931.
Volatility also rose in emerging markets, as the rising U.S. dollar and higher interest rates in the U.S. disrupted economic growth abroad. U.S.-China trade relations and debt concerns adversely affected the Chinese stock market, particularly in mainland China, while Turkey and Argentina became embroiled in currency crises, largely due to hyperinflation in both countries. An economic slowdown in Europe and ongoing uncertainty about Brexit led to modest performance for European equities.
As equity performance faltered and global economic growth slowed, the Fed shifted to a more patient perspective on the economy in January 2019. The Fed left interest rates unchanged for six months, then lowered interest rates for the first time in 11 years in July 2019. Similarly, the European Central Bank signaled a continuation of accommodative monetary policy, while China committed to looser credit conditions and an increase in fiscal spending.
The outpouring of global economic stimulus led to a sharp rally in risk assets throughout the world. Hopes continued to remain high thereafter, as the current economic expansion became the longest in U.S. history. Looking ahead, markets are pricing in additional rate cuts by the Fed over the next year, as investors anticipate a steady shift toward more stimulative monetary policy.
We expect a slowing expansion with additional room to run, as opposed to an economic recession. However, escalating trade tensions and the resulting disruptions in global supply chains have become the greatest risk to the global expansion.
We believe U.S. and emerging market equities remain relatively attractive. Within U.S. equities, companies with high-quality earnings and strong balance sheets offer the most attractive risk/reward trade-off. For bonds, U.S. Treasuries are likely to help buffer against volatility in risk assets, while income from other types of bonds can continue to offer steady returns.
In this environment, investors need to think globally, extend their scope across a broad array of asset classes, and be nimble as market conditions change. We encourage you to talk with your financial advisor and visit blackrock.com for further insight about investing in todays markets.
Sincerely,
Rob Kapito |
President, BlackRock Advisors, LLC |
Rob Kapito |
President, BlackRock Advisors, LLC |
Total Returns as of July 31, 2019 | ||||
6-month | 12-month | |||
U.S. large cap equities
|
11.32% | 7.99% | ||
U.S. small cap equities
|
5.76 | (4.42) | ||
International equities
|
5.64 | (2.60) | ||
Emerging market equities
|
0.44 | (2.18) | ||
3-month Treasury bills
|
1.23 | 2.34 | ||
U.S. Treasury securities
|
6.68 | 11.16 | ||
U.S. investment grade bonds
|
5.23 | 8.08 | ||
Tax-exempt municipal bonds
|
4.98 | 6.93 | ||
U.S. high yield bonds
|
5.78 | 6.91 | ||
Past performance is no guarantee of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.
|
2 | T H I S P A G E I S N O T P A R T O F Y O U R F U N D R E P O R T |
Page | ||||
2 | ||||
4 | ||||
5 | ||||
5 | ||||
6 | ||||
Financial Statements |
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13 | ||||
14 | ||||
15 | ||||
16 | ||||
17 | ||||
23 | ||||
24 | ||||
25 | ||||
28 | ||||
29 | ||||
33 | ||||
34 |
3 |
Fund Summary as of July 31, 2019 | BlackRock U.S. Equity Factor Rotation ETF |
Investment Objective
The BlackRock U.S. Equity Factor Rotation ETF (the Fund) seeks to outperform the investment results of the large- and mid-capitalization U.S. equity markets by providing diversified and tactical exposure to style factors via a factor rotation model.
Performance
Cumulative Total Returns | ||||
|
|
|||
Since Inception |
||||
|
||||
Fund NAV |
6.59% | |||
Fund Market |
6.63 | |||
80% MSCI USA Index / 20% MSCI Minimum Volatility (USD) Index |
6.42 | |||
|
For the fiscal period ended 7/31/19, the Fund did not have six months of performance and therefore line graphs are not presented.
The inception date of the Fund was 3/19/19. The first day of secondary market trading was 3/21/19.
Past performance is no guarantee of future results. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or on the redemption or sale of fund shares. See About Fund Performance on page 5 for more information.
Expense Example
Actual | Hypothetical 5% Return | |||||||||||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||||||||
|
Beginning
Account Value 03/19/19 |
(a) |
|
Ending
Account Value (07/31/19) |
|
|
Expenses
Paid During the Period |
(b) |
|
Beginning
Account Value (02/01/19) |
|
|
Ending
Account Value (07/31/19) |
|
|
Expenses
Paid During
|
|
|
Annualized
Expense Ratio |
|
||||||||||
|
|
|||||||||||||||||||||||||||||
$ 1,000.00 | $ 1,065.90 | $ 0.76 | $ 1,000.00 | $ 1,023.80 | $ 1.00 | 0.20% | ||||||||||||||||||||||||
|
|
(a) |
The beginning of the period (commencement of operations) is March 19, 2019. |
(b) |
Expenses are calculated using the Funds annualized expense ratio (as disclosed in the table), multiplied by the average account value for the period, multiplied by the number of days in the period (134 days for actual and 181 days for hypothetical expenses) and divided by the number of days in the year (365 days). See Shareholder Expenses on page 5 for more information. |
Portfolio Information
ALLOCATION BY SECTOR
|
|
|||
Sector |
|
Percent of
Total Investments |
(a) |
|
|
|
|||
Information Technology |
25.4 | % | ||
Health Care |
11.7 | |||
Financials |
11.3 | |||
Industrials |
9.4 | |||
Consumer Discretionary |
9.4 | |||
Consumer Staples |
8.4 | |||
Communication Services |
8.3 | |||
Utilities |
5.1 | |||
Real Estate |
4.9 | |||
Materials |
3.2 | |||
Energy |
2.9 | |||
|
|
TEN LARGEST HOLDINGS
|
|
|||
Security |
|
Percent of
Total Investments |
(a) |
|
|
|
|||
Visa Inc., Class A |
2.6 | % | ||
Mastercard Inc., Class A |
2.6 | |||
Walt Disney Co. (The) |
2.1 | |||
Procter & Gamble Co. (The) |
1.9 | |||
Microsoft Corp. |
1.7 | |||
AT&T Inc. |
1.5 | |||
Cisco Systems Inc. |
1.3 | |||
PepsiCo Inc. |
1.1 | |||
Intel Corp. |
1.1 | |||
Apple Inc. |
1.1 | |||
|
|
(a) |
Excludes money market funds. |
4 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Past performance is no guarantee of future results. Current performance may be lower or higher than the performance data quoted. Performance data current to the most recent month-end is available at www.blackrock.com. Performance results assume reinvestment of all dividends and capital gain distributions and do not reflect the deduction of taxes that a shareholder would pay on fund distributions or on the redemption or sale of fund shares. The investment return and principal value of shares will vary with changes in market conditions. Shares may be worth more or less than their original cost when they are redeemed or sold in the market. Performance for certain funds may reflect a waiver of a portion of investment advisory fees. Without such a waiver, performance would have been lower.
Net asset value or NAV is the value of one share of a fund as calculated in accordance with the standard formula for valuing mutual fund shares. The price used to calculate market return (Market Price) is determined by using the midpoint between the highest bid and the lowest ask on the primary stock exchange on which shares of a fund are listed for trading, as of the time that such funds NAV is calculated. Since shares of a fund may not trade in the secondary market until after the funds inception, for the period from inception to the first day of secondary market trading in shares of the fund, the NAV of the fund is used as a proxy for the Market Price to calculate market returns. Market and NAV returns assume that dividends and capital gain distributions have been reinvested at Market Price and NAV, respectively.
As a shareholder of your Fund, you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of fund shares and (2) ongoing costs, including management fees and other fund expenses. The expense example, which is based on an investment of $1,000 invested at the beginning of the period (or from the commencement of operations if less than 6 months) and held through the end of the period, is intended to help you understand your ongoing costs (in dollars and cents) of investing in your Fund and to compare these costs with the ongoing costs of investing in other funds.
Actual Expenses The table provides information about actual account values and actual expenses. Annualized expense ratios reflect contractual and voluntary fee waivers, if any. To estimate the expenses that you paid on your account over the period, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled Expenses Paid During the Period.
Hypothetical Example for Comparison Purposes The table also provides information about hypothetical account values and hypothetical expenses based on your Funds actual expense ratio and an assumed rate of return of 5% per year before expenses. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of fund shares. Therefore, the hypothetical examples are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
A B O U T F U N D P E R F O R M A N C E / S H A R E H O L D E R E X P E N S E S | 5 |
July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF (Percentages shown are based on Net Assets) |
Security | Shares | Value | ||||||
Common Stocks |
||||||||
Communication Services 8.3% | ||||||||
Activision Blizzard Inc. |
448 | $ | 21,836 | |||||
Alphabet Inc., Class A(a) |
75 | 91,365 | ||||||
Alphabet Inc., Class C, NVS(a) |
78 | 94,901 | ||||||
Altice USA Inc., Class A(a) |
325 | 8,388 | ||||||
AT&T Inc. |
9,370 | 319,048 | ||||||
CBS Corp., Class B, NVS |
289 | 14,886 | ||||||
CenturyLink Inc. |
1,450 | 17,531 | ||||||
Charter Communications Inc., Class A(a) |
59 | 22,737 | ||||||
Comcast Corp., Class A |
4,701 | 202,942 | ||||||
Discovery Inc., Class A(a) |
209 | 6,335 | ||||||
Discovery Inc., Class C, NVS(a) |
451 | 12,736 | ||||||
DISH Network Corp., Class A(a) |
228 | 7,720 | ||||||
Electronic Arts Inc.(a) |
40 | 3,700 | ||||||
Facebook Inc., Class A(a) |
930 | 180,634 | ||||||
Fox Corp., Class A, NVS |
260 | 9,703 | ||||||
Fox Corp., Class B |
245 | 9,114 | ||||||
IAC/InterActiveCorp.(a) |
16 | 3,825 | ||||||
Interpublic Group of Companies Inc. (The) |
354 | 8,114 | ||||||
Liberty Broadband Corp., Class C, NVS(a) |
43 | 4,279 | ||||||
Liberty Global PLC, Class A(a) |
51 | 1,360 | ||||||
Liberty Global PLC, Class C, NVS(a) |
95 | 2,474 | ||||||
Liberty Media Corp.-Liberty Formula One, Class C, NVS(a) |
110 | 4,332 | ||||||
Liberty Media Corp.-Liberty SiriusXM, Class A(a) |
108 | 4,496 | ||||||
Liberty Media Corp.-Liberty SiriusXM, Class C, NVS(a) |
182 | 7,619 | ||||||
Live Nation Entertainment Inc.(a)(b) |
231 | 16,646 | ||||||
Netflix Inc.(a) |
10 | 3,230 | ||||||
News Corp., Class A, NVS |
828 | 10,896 | ||||||
Omnicom Group Inc. |
329 | 26,392 | ||||||
Sirius XM Holdings Inc. |
1,768 | 11,068 | ||||||
Snap Inc., Class A, NVS(a) |
353 | 5,930 | ||||||
Sprint Corp.(a) |
1,306 | 9,573 | ||||||
T-Mobile U.S. Inc.(a) |
547 | 43,612 | ||||||
Take-Two Interactive Software Inc.(a) |
37 | 4,533 | ||||||
TripAdvisor Inc.(a) |
90 | 3,974 | ||||||
Twitter Inc.(a) |
101 | 4,273 | ||||||
Verizon Communications Inc. |
1,602 | 88,543 | ||||||
Viacom Inc., Class B, NVS |
602 | 18,271 | ||||||
Walt Disney Co. (The) |
3,062 | 437,897 | ||||||
Zayo Group Holdings Inc.(a) |
432 | 14,571 | ||||||
Zillow Group Inc., Class C, NVS(a) |
104 | 5,196 | ||||||
|
|
|||||||
1,764,680 | ||||||||
Consumer Discretionary 9.3% | ||||||||
Advance Auto Parts Inc. |
57 | 8,586 | ||||||
Amazon.com Inc.(a) |
2 | 3,734 | ||||||
Aptiv PLC |
59 | 5,171 | ||||||
Aramark |
125 | 4,524 | ||||||
Autoliv Inc. |
68 | 4,906 | ||||||
AutoZone Inc.(a) |
69 | 77,490 | ||||||
Best Buy Co. Inc. |
324 | 24,796 | ||||||
Booking Holdings Inc.(a) |
50 | 94,331 | ||||||
BorgWarner Inc. |
287 | 10,849 | ||||||
Burlington Stores Inc.(a) |
90 | 16,268 | ||||||
Capri Holdings Ltd.(a) |
351 | 12,492 | ||||||
CarMax Inc.(a) |
47 | 4,125 | ||||||
Carnival Corp. |
422 | 19,931 | ||||||
Chipotle Mexican Grill Inc.(a) |
33 | 26,253 | ||||||
Darden Restaurants Inc. |
250 | 30,390 | ||||||
Dollar General Corp. |
271 | 36,319 |
Security | Shares | Value | ||||||
Consumer Discretionary (continued) | ||||||||
Dollar Tree Inc.(a) |
195 | $ | 19,841 | |||||
Dominos Pizza Inc. |
13 | 3,179 | ||||||
DR Horton Inc. |
246 | 11,299 | ||||||
eBay Inc. |
191 | 7,867 | ||||||
Expedia Group Inc. |
54 | 7,168 | ||||||
Ford Motor Co. |
5,390 | 51,367 | ||||||
Gap Inc. (The) |
585 | 11,408 | ||||||
Garmin Ltd. |
344 | 27,035 | ||||||
General Motors Co. |
2,117 | 85,400 | ||||||
Genuine Parts Co. |
122 | 11,849 | ||||||
GrubHub Inc.(a) |
67 | 4,531 | ||||||
H&R Block Inc. |
313 | 8,667 | ||||||
Hanesbrands Inc. |
243 | 3,910 | ||||||
Harley-Davidson Inc. |
115 | 4,115 | ||||||
Hasbro Inc. |
125 | 15,145 | ||||||
Hilton Worldwide Holdings Inc. |
41 | 3,959 | ||||||
Home Depot Inc. (The) |
267 | 57,055 | ||||||
Kohls Corp. |
234 | 12,603 | ||||||
L Brands Inc. |
186 | 4,827 | ||||||
Las Vegas Sands Corp. |
56 | 3,385 | ||||||
Lear Corp. |
162 | 20,538 | ||||||
Leggett & Platt Inc. |
110 | 4,397 | ||||||
Lennar Corp., Class A |
320 | 15,222 | ||||||
LKQ Corp.(a) |
140 | 3,770 | ||||||
Lowes Companies Inc. |
36 | 3,650 | ||||||
Lululemon Athletica Inc.(a) |
247 | 47,199 | ||||||
Macys Inc. |
595 | 13,524 | ||||||
Marriott International Inc./MD, Class A |
26 | 3,616 | ||||||
McDonalds Corp. |
364 | 76,702 | ||||||
MercadoLibre Inc.(a) |
6 | 3,729 | ||||||
MGM Resorts International |
137 | 4,113 | ||||||
Mohawk Industries Inc.(a) |
63 | 7,855 | ||||||
Newell Brands Inc. |
644 | 9,138 | ||||||
NIKE Inc., Class B |
1,774 | 152,617 | ||||||
Nordstrom Inc. |
267 | 8,840 | ||||||
Norwegian Cruise Line Holdings Ltd.(a) |
200 | 9,888 | ||||||
NVR Inc.(a) |
8 | 26,753 | ||||||
OReilly Automotive Inc.(a) |
114 | 43,407 | ||||||
Polaris Industries Inc. |
45 | 4,260 | ||||||
PulteGroup Inc. |
306 | 9,642 | ||||||
PVH Corp. |
37 | 3,290 | ||||||
Qurate Retail Inc.(a) |
589 | 8,328 | ||||||
Ralph Lauren Corp. |
68 | 7,088 | ||||||
Ross Stores Inc. |
807 | 85,566 | ||||||
Royal Caribbean Cruises Ltd. |
86 | 10,005 | ||||||
Starbucks Corp. |
2,014 | 190,706 | ||||||
Tapestry Inc. |
137 | 4,237 | ||||||
Target Corp. |
591 | 51,062 | ||||||
Tesla Inc.(a)(b) |
17 | 4,107 | ||||||
Tiffany & Co. |
44 | 4,132 | ||||||
TJX Companies Inc. (The) |
2,922 | 159,424 | ||||||
Tractor Supply Co. |
284 | 30,902 | ||||||
Ulta Salon Cosmetics & Fragrance Inc.(a) |
111 | 38,767 | ||||||
Under Armour Inc., Class A(a) |
88 | 2,030 | ||||||
Under Armour Inc., Class C, NVS(a) |
111 | 2,258 | ||||||
Vail Resorts Inc. |
18 | 4,437 | ||||||
VF Corp. |
468 | 40,899 | ||||||
Wayfair Inc., Class A(a) |
103 | 13,510 | ||||||
Whirlpool Corp. |
84 | 12,220 | ||||||
Wynn Resorts Ltd. |
31 | 4,032 |
6 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Schedule of Investments (continued) July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF (Percentages shown are based on Net Assets) |
Security | Shares | Value | ||||||
Consumer Discretionary (continued) | ||||||||
Yum! Brands Inc. |
891 | $ | 100,255 | |||||
|
|
|||||||
1,980,890 | ||||||||
Consumer Staples 8.4% | ||||||||
Archer-Daniels-Midland Co. |
331 | 13,597 | ||||||
Brown-Forman Corp., Class B, NVS |
460 | 25,213 | ||||||
Bunge Ltd. |
128 | 7,479 | ||||||
Campbell Soup Co. |
388 | 16,040 | ||||||
Church & Dwight Co. Inc. |
641 | 48,357 | ||||||
Clorox Co. (The) |
261 | 42,439 | ||||||
Coca-Cola Co. (The) |
1,842 | 96,944 | ||||||
Colgate-Palmolive Co. |
537 | 38,524 | ||||||
Conagra Brands Inc. |
138 | 3,984 | ||||||
Constellation Brands Inc., Class A |
23 | 4,527 | ||||||
Costco Wholesale Corp. |
328 | 90,407 | ||||||
Coty Inc., Class A |
795 | 8,673 | ||||||
Estee Lauder Companies Inc. (The), Class A |
244 | 44,942 | ||||||
General Mills Inc. |
237 | 12,587 | ||||||
Hershey Co. (The) |
577 | 87,554 | ||||||
Hormel Foods Corp. |
938 | 38,449 | ||||||
Ingredion Inc. |
156 | 12,057 | ||||||
JM Smucker Co. (The) |
264 | 29,354 | ||||||
Kellogg Co. |
461 | 26,839 | ||||||
Kimberly-Clark Corp. |
492 | 66,740 | ||||||
Kraft Heinz Co. (The) |
931 | 29,801 | ||||||
Kroger Co. (The) |
1,432 | 30,301 | ||||||
Lamb Weston Holdings Inc. |
383 | 25,707 | ||||||
McCormick & Co. Inc./MD, NVS |
279 | 44,233 | ||||||
Molson Coors Brewing Co., Class B |
477 | 25,753 | ||||||
Mondelez International Inc., Class A |
2,014 | 107,729 | ||||||
Monster Beverage Corp.(a) |
383 | 24,692 | ||||||
PepsiCo Inc. |
1,807 | 230,953 | ||||||
Philip Morris International Inc. |
337 | 28,177 | ||||||
Procter & Gamble Co. (The) |
3,322 | 392,129 | ||||||
Sysco Corp. |
408 | 27,977 | ||||||
Tyson Foods Inc., Class A |
516 | 41,022 | ||||||
Walmart Inc. |
490 | 54,086 | ||||||
|
|
|||||||
1,777,266 | ||||||||
Energy 2.9% | ||||||||
Anadarko Petroleum Corp. |
53 | 3,904 | ||||||
Apache Corp. |
129 | 3,150 | ||||||
Baker Hughes a GE Co. |
502 | 12,746 | ||||||
Cabot Oil & Gas Corp. |
600 | 11,496 | ||||||
Cheniere Energy Inc.(a) |
399 | 25,995 | ||||||
Chevron Corp. |
1,339 | 164,844 | ||||||
Cimarex Energy Co. |
133 | 6,739 | ||||||
Concho Resources Inc. |
31 | 3,028 | ||||||
ConocoPhillips |
223 | 13,175 | ||||||
Continental Resources Inc./OK(a) |
89 | 3,308 | ||||||
Devon Energy Corp. |
243 | 6,561 | ||||||
Diamondback Energy Inc. |
103 | 10,653 | ||||||
EOG Resources Inc. |
88 | 7,555 | ||||||
Halliburton Co. |
135 | 3,105 | ||||||
Helmerich & Payne Inc. |
69 | 3,428 | ||||||
Hess Corp. |
61 | 3,955 | ||||||
HollyFrontier Corp. |
245 | 12,194 | ||||||
Kinder Morgan Inc./DE |
1,913 | 39,446 | ||||||
Marathon Oil Corp. |
462 | 6,500 | ||||||
Marathon Petroleum Corp. |
774 | 43,646 | ||||||
National Oilwell Varco Inc. |
148 | 3,525 |
Security | Shares | Value | ||||||
Energy (continued) | ||||||||
Noble Energy Inc. |
163 | $ | 3,599 | |||||
Occidental Petroleum Corp. |
214 | 10,991 | ||||||
ONEOK Inc. |
570 | 39,946 | ||||||
Parsley Energy Inc., Class A(a) |
265 | 4,396 | ||||||
Phillips 66 |
580 | 59,485 | ||||||
Pioneer Natural Resources Co. |
25 | 3,451 | ||||||
Plains GP Holdings LP, Class A |
441 | 10,654 | ||||||
Schlumberger Ltd. |
398 | 15,908 | ||||||
Targa Resources Corp. |
91 | 3,541 | ||||||
TechnipFMC PLC |
166 | 4,572 | ||||||
Valero Energy Corp. |
627 | 53,452 | ||||||
Williams Companies Inc. (The) |
636 | 15,671 | ||||||
|
|
|||||||
614,619 | ||||||||
Financials 11.3% | ||||||||
Affiliated Managers Group Inc. |
51 | 4,375 | ||||||
Aflac Inc. |
2,789 | 146,813 | ||||||
AGNC Investment Corp. |
2,427 | 41,599 | ||||||
Alleghany Corp.(a) |
10 | 6,857 | ||||||
Allstate Corp. (The) |
480 | 51,552 | ||||||
Ally Financial Inc. |
351 | 11,551 | ||||||
American Express Co. |
31 | 3,855 | ||||||
American Financial Group Inc./OH |
212 | 21,705 | ||||||
American International Group Inc. |
739 | 41,377 | ||||||
Ameriprise Financial Inc. |
346 | 50,346 | ||||||
Annaly Capital Management Inc. |
6,082 | 58,083 | ||||||
Aon PLC |
418 | 79,107 | ||||||
Arch Capital Group Ltd.(a) |
1,151 | 44,532 | ||||||
Arthur J Gallagher & Co. |
487 | 44,039 | ||||||
Assurant Inc. |
43 | 4,875 | ||||||
Athene Holding Ltd., Class A(a) |
173 | 7,069 | ||||||
AXA Equitable Holdings Inc. |
327 | 7,351 | ||||||
Bank of America Corp. |
3,200 | 98,176 | ||||||
Bank of New York Mellon Corp. (The) |
96 | 4,504 | ||||||
BB&T Corp. |
148 | 7,626 | ||||||
Berkshire Hathaway Inc., Class B(a) |
250 | 51,358 | ||||||
Brighthouse Financial Inc.(a) |
175 | 6,855 | ||||||
Capital One Financial Corp. |
281 | 25,970 | ||||||
Cboe Global Markets Inc. |
46 | 5,028 | ||||||
Charles Schwab Corp. (The) |
86 | 3,717 | ||||||
Cincinnati Financial Corp. |
314 | 33,702 | ||||||
CIT Group Inc. |
117 | 5,914 | ||||||
Citigroup Inc. |
1,137 | 80,909 | ||||||
Citizens Financial Group Inc. |
313 | 11,662 | ||||||
CME Group Inc. |
134 | 26,052 | ||||||
Comerica Inc. |
62 | 4,538 | ||||||
Discover Financial Services |
61 | 5,474 | ||||||
E*TRADE Financial Corp. |
93 | 4,537 | ||||||
East West Bancorp. Inc. |
387 | 18,580 | ||||||
Eaton Vance Corp., NVS |
345 | 15,353 | ||||||
Erie Indemnity Co., Class A, NVS |
155 | 34,529 | ||||||
Everest Re Group Ltd. |
164 | 40,449 | ||||||
FactSet Research Systems Inc. |
165 | 45,755 | ||||||
Fidelity National Financial Inc. |
436 | 18,696 | ||||||
Fifth Third Bancorp. |
161 | 4,780 | ||||||
First Republic Bank/CA |
39 | 3,875 | ||||||
Franklin Resources Inc. |
720 | 23,494 | ||||||
Goldman Sachs Group Inc. (The) |
173 | 38,083 | ||||||
Hartford Financial Services Group Inc. (The) |
706 | 40,687 | ||||||
Huntington Bancshares Inc./OH |
321 | 4,574 | ||||||
Intercontinental Exchange Inc. |
99 | 8,698 |
S C H E D U L E O F I N V E S T M E N T S | 7 |
Schedule of Investments (continued) July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF (Percentages shown are based on Net Assets) |
Security | Shares | Value | ||||||
Financials (continued) | ||||||||
Invesco Ltd. |
352 | $ | 6,755 | |||||
Jefferies Financial Group Inc. |
353 | 7,530 | ||||||
JPMorgan Chase & Co. |
188 | 21,808 | ||||||
KeyCorp. |
240 | 4,409 | ||||||
KKR & Co. Inc., Class A, NVS |
174 | 4,655 | ||||||
Lincoln National Corp. |
186 | 12,153 | ||||||
Loews Corp. |
215 | 11,511 | ||||||
M&T Bank Corp. |
97 | 15,932 | ||||||
Markel Corp.(a) |
24 | 26,734 | ||||||
MarketAxess Holdings Inc. |
160 | 53,926 | ||||||
Marsh & McLennan Companies Inc. |
1,249 | 123,401 | ||||||
MetLife Inc. |
822 | 40,623 | ||||||
Moodys Corp. |
198 | 42,439 | ||||||
Morgan Stanley |
629 | 28,028 | ||||||
MSCI Inc. |
153 | 34,768 | ||||||
Nasdaq Inc. |
48 | 4,626 | ||||||
Northern Trust Corp. |
41 | 4,018 | ||||||
Peoples United Financial Inc. |
313 | 5,139 | ||||||
PNC Financial Services Group Inc. (The) |
34 | 4,859 | ||||||
Principal Financial Group Inc. |
85 | 4,933 | ||||||
Progressive Corp. (The) |
1,983 | 160,583 | ||||||
Prudential Financial Inc. |
328 | 33,230 | ||||||
Raymond James Financial Inc. |
53 | 4,276 | ||||||
Regions Financial Corp. |
506 | 8,061 | ||||||
Reinsurance Group of America Inc. |
27 | 4,210 | ||||||
RenaissanceRe Holdings Ltd. |
214 | 38,766 | ||||||
S&P Global Inc. |
18 | 4,409 | ||||||
SEI Investments Co. |
439 | 26,160 | ||||||
Signature Bank/New York NY |
36 | 4,589 | ||||||
State Street Corp. |
72 | 4,182 | ||||||
SunTrust Banks Inc. |
67 | 4,462 | ||||||
SVB Financial Group(a) |
19 | 4,407 | ||||||
Synchrony Financial |
142 | 5,095 | ||||||
T Rowe Price Group Inc. |
647 | 73,363 | ||||||
TD Ameritrade Holding Corp. |
647 | 33,062 | ||||||
Torchmark Corp. |
239 | 21,826 | ||||||
Travelers Companies Inc. (The) |
335 | 49,118 | ||||||
U.S. Bancorp. |
489 | 27,946 | ||||||
Unum Group |
234 | 7,476 | ||||||
Voya Financial Inc. |
150 | 8,426 | ||||||
Wells Fargo & Co. |
413 | 19,993 | ||||||
Willis Towers Watson PLC |
217 | 42,363 | ||||||
WR Berkley Corp. |
751 | 52,112 | ||||||
Zions Bancorp. N.A. |
111 | 5,003 | ||||||
|
|
|||||||
2,400,026 | ||||||||
Health Care 11.7% | ||||||||
Abbott Laboratories |
1,882 | 163,922 | ||||||
AbbVie Inc. |
345 | 22,984 | ||||||
Abiomed Inc.(a) |
15 | 4,178 | ||||||
Agilent Technologies Inc. |
569 | 39,494 | ||||||
Alexion Pharmaceuticals Inc.(a) |
105 | 11,895 | ||||||
Align Technology Inc.(a) |
73 | 15,263 | ||||||
Alkermes PLC(a) |
178 | 4,122 | ||||||
Allergan PLC |
371 | 59,545 | ||||||
Alnylam Pharmaceuticals Inc.(a) |
62 | 4,811 | ||||||
AmerisourceBergen Corp. |
113 | 9,848 | ||||||
Amgen Inc. |
589 | 109,896 | ||||||
Anthem Inc. |
193 | 56,860 | ||||||
Baxter International Inc. |
594 | 49,878 | ||||||
Becton Dickinson and Co. |
114 | 28,819 |
Security | Shares | Value | ||||||
Health Care (continued) | ||||||||
BioMarin Pharmaceutical Inc.(a) |
168 | $ | 13,326 | |||||
Boston Scientific Corp.(a) |
247 | 10,488 | ||||||
Bristol-Myers Squibb Co. |
1,693 | 75,186 | ||||||
Cardinal Health Inc. |
287 | 13,125 | ||||||
Celgene Corp.(a) |
801 | 73,580 | ||||||
Centene Corp.(a) |
252 | 13,127 | ||||||
Cerner Corp. |
101 | 7,237 | ||||||
Cigna Corp. |
219 | 37,212 | ||||||
Cooper Companies Inc. (The) |
64 | 21,594 | ||||||
CVS Health Corp. |
897 | 50,115 | ||||||
Danaher Corp. |
1,125 | 158,062 | ||||||
DaVita Inc.(a) |
131 | 7,840 | ||||||
Dentsply Sirona Inc. |
75 | 4,084 | ||||||
DexCom Inc.(a) |
33 | 5,177 | ||||||
Edwards Lifesciences Corp.(a) |
335 | 71,305 | ||||||
Elanco Animal Health Inc.(a) |
730 | 24,061 | ||||||
Exact Sciences Corp.(a) |
41 | 4,720 | ||||||
Gilead Sciences Inc. |
1,084 | 71,024 | ||||||
HCA Healthcare Inc. |
30 | 4,005 | ||||||
Henry Schein Inc.(a) |
125 | 8,317 | ||||||
Hologic Inc.(a) |
86 | 4,407 | ||||||
Humana Inc. |
64 | 18,992 | ||||||
IDEXX Laboratories Inc.(a) |
15 | 4,231 | ||||||
Illumina Inc.(a) |
117 | 35,027 | ||||||
Incyte Corp.(a) |
90 | 7,643 | ||||||
Intuitive Surgical Inc.(a) |
75 | 38,963 | ||||||
Ionis Pharmaceuticals Inc.(a) |
59 | 3,886 | ||||||
IQVIA Holdings Inc.(a) |
228 | 36,291 | ||||||
Jazz Pharmaceuticals PLC(a) |
205 | 28,573 | ||||||
Laboratory Corp. of America Holdings(a) |
24 | 4,020 | ||||||
McKesson Corp. |
158 | 21,954 | ||||||
Medtronic PLC |
696 | 70,950 | ||||||
Merck & Co. Inc. |
2,741 | 227,476 | ||||||
Mettler-Toledo International Inc.(a) |
57 | 43,135 | ||||||
Mylan NV(a) |
1,397 | 29,197 | ||||||
Nektar Therapeutics(a) |
139 | 3,956 | ||||||
PerkinElmer Inc. |
134 | 11,540 | ||||||
Perrigo Co. PLC |
334 | 18,039 | ||||||
Pfizer Inc. |
4,145 | 160,992 | ||||||
Quest Diagnostics Inc. |
76 | 7,758 | ||||||
ResMed Inc. |
134 | 17,246 | ||||||
Seattle Genetics Inc.(a) |
64 | 4,845 | ||||||
Steris PLC |
117 | 17,417 | ||||||
Stryker Corp. |
184 | 38,600 | ||||||
Teleflex Inc. |
13 | 4,417 | ||||||
Thermo Fisher Scientific Inc. |
469 | 130,232 | ||||||
UnitedHealth Group Inc. |
173 | 43,079 | ||||||
Universal Health Services Inc., Class B |
165 | 24,892 | ||||||
Varian Medical Systems Inc.(a) |
99 | 11,620 | ||||||
Veeva Systems Inc., Class A(a) |
284 | 47,116 | ||||||
Vertex Pharmaceuticals Inc.(a) |
165 | 27,492 | ||||||
Waters Corp.(a) |
75 | 15,792 | ||||||
WellCare Health Plans Inc.(a) |
29 | 8,330 | ||||||
Zimmer Biomet Holdings Inc. |
57 | 7,702 | ||||||
Zoetis Inc. |
341 | 39,177 | ||||||
|
|
|||||||
2,470,087 | ||||||||
Industrials 9.4% | ||||||||
3M Co. |
11 | 1,922 | ||||||
Acuity Brands Inc. |
29 | 3,892 | ||||||
Allegion PLC |
180 | 18,637 |
8 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Schedule of Investments (continued) July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF (Percentages shown are based on Net Assets) |
Security | Shares | Value | ||||||
Industrials (continued) | ||||||||
AMERCO |
41 | $ | 15,867 | |||||
American Airlines Group Inc. |
325 | 9,916 | ||||||
AMETEK Inc. |
298 | 26,704 | ||||||
AO Smith Corp. |
337 | 15,317 | ||||||
Arconic Inc. |
449 | 11,243 | ||||||
Boeing Co. (The) |
21 | 7,165 | ||||||
Caterpillar Inc. |
135 | 17,775 | ||||||
CH Robinson Worldwide Inc. |
390 | 32,655 | ||||||
Cintas Corp. |
17 | 4,427 | ||||||
Copart Inc.(a) |
574 | 44,502 | ||||||
CoStar Group Inc.(a) |
48 | 29,539 | ||||||
CSX Corp. |
625 | 44,000 | ||||||
Cummins Inc. |
441 | 72,324 | ||||||
Deere & Co. |
257 | 42,572 | ||||||
Delta Air Lines Inc. |
440 | 26,858 | ||||||
Dover Corp. |
44 | 4,261 | ||||||
Eaton Corp. PLC |
487 | 40,027 | ||||||
Emerson Electric Co. |
211 | 13,690 | ||||||
Equifax Inc. |
31 | 4,312 | ||||||
Expeditors International of Washington Inc. |
510 | 38,938 | ||||||
Fastenal Co. |
1,637 | 50,420 | ||||||
FedEx Corp. |
211 | 35,982 | ||||||
Flowserve Corp. |
84 | 4,203 | ||||||
Fluor Corp. |
270 | 8,778 | ||||||
Fortive Corp. |
71 | 5,400 | ||||||
Fortune Brands Home & Security Inc. |
75 | 4,121 | ||||||
General Dynamics Corp. |
25 | 4,649 | ||||||
General Electric Co. |
470 | 4,912 | ||||||
HD Supply Holdings Inc.(a) |
89 | 3,605 | ||||||
HEICO Corp. |
63 | 8,615 | ||||||
HEICO Corp., Class A |
115 | 12,120 | ||||||
Honeywell International Inc. |
971 | 167,459 | ||||||
Huntington Ingalls Industries Inc. |
90 | 20,547 | ||||||
IDEX Corp. |
27 | 4,542 | ||||||
IHS Markit Ltd.(a) |
64 | 4,123 | ||||||
Illinois Tool Works Inc. |
655 | 101,021 | ||||||
Ingersoll-Rand PLC |
357 | 44,147 | ||||||
Jacobs Engineering Group Inc. |
221 | 18,235 | ||||||
JB Hunt Transport Services Inc. |
41 | 4,197 | ||||||
Johnson Controls International PLC |
651 | 27,628 | ||||||
Kansas City Southern |
33 | 4,083 | ||||||
Knight-Swift Transportation Holdings Inc. |
315 | 11,290 | ||||||
L3Harris Technologies Inc. |
177 | 36,745 | ||||||
Lennox International Inc. |
56 | 14,363 | ||||||
Lockheed Martin Corp. |
111 | 40,201 | ||||||
ManpowerGroup Inc. |
110 | 10,048 | ||||||
Masco Corp. |
118 | 4,811 | ||||||
Middleby Corp. (The)(a) |
28 | 3,763 | ||||||
Nielsen Holdings PLC |
176 | 4,076 | ||||||
Norfolk Southern Corp. |
290 | 55,425 | ||||||
Northrop Grumman Corp. |
28 | 9,676 | ||||||
Old Dominion Freight Line Inc. |
27 | 4,508 | ||||||
Owens Corning |
243 | 14,094 | ||||||
PACCAR Inc. |
618 | 43,347 | ||||||
Parker-Hannifin Corp. |
25 | 4,377 | ||||||
Pentair PLC |
125 | 4,851 | ||||||
Raytheon Co. |
104 | 18,958 | ||||||
Republic Services Inc. |
1,063 | 94,235 | ||||||
Robert Half International Inc. |
289 | 17,458 | ||||||
Rockwell Automation Inc. |
266 | 42,767 |
Security | Shares | Value | ||||||
Industrials (continued) | ||||||||
Rollins Inc. |
348 | $ | 11,668 | |||||
Roper Technologies Inc. |
139 | 50,547 | ||||||
Sensata Technologies Holding PLC(a) |
82 | 3,889 | ||||||
Snap-on Inc. |
50 | 7,630 | ||||||
Southwest Airlines Co. |
319 | 16,438 | ||||||
Spirit AeroSystems Holdings Inc., Class A |
93 | 7,146 | ||||||
Stanley Black & Decker Inc. |
31 | 4,575 | ||||||
Textron Inc. |
81 | 3,993 | ||||||
TransDigm Group Inc.(a) |
70 | 33,981 | ||||||
TransUnion |
56 | 4,636 | ||||||
Uber Technologies Inc.(a)(b) |
80 | 3,371 | ||||||
Union Pacific Corp. |
24 | 4,319 | ||||||
United Airlines Holdings Inc.(a) |
206 | 18,933 | ||||||
United Parcel Service Inc., Class B |
64 | 7,646 | ||||||
United Rentals Inc.(a) |
182 | 23,032 | ||||||
United Technologies Corp. |
212 | 28,323 | ||||||
Verisk Analytics Inc. |
294 | 44,606 | ||||||
WABCO Holdings Inc.(a) |
31 | 4,105 | ||||||
Wabtec Corp. |
122 | 9,477 | ||||||
Waste Connections Inc. |
607 | 55,067 | ||||||
Waste Management Inc. |
1,172 | 137,124 | ||||||
WW Grainger Inc. |
15 | 4,365 | ||||||
XPO Logistics Inc.(a) |
66 | 4,454 | ||||||
Xylem Inc./NY |
52 | 4,175 | ||||||
|
|
|||||||
1,993,823 | ||||||||
Information Technology 25.4% | ||||||||
Accenture PLC, Class A |
700 | 134,806 | ||||||
Adobe Inc.(a) |
13 | 3,885 | ||||||
Advanced Micro Devices Inc.(a) |
1,203 | 36,631 | ||||||
Akamai Technologies Inc.(a) |
53 | 4,671 | ||||||
Alliance Data Systems Corp. |
74 | 11,612 | ||||||
Amphenol Corp., Class A |
455 | 42,461 | ||||||
Analog Devices Inc. |
465 | 54,619 | ||||||
ANSYS Inc.(a) |
21 | 4,266 | ||||||
Apple Inc. |
1,075 | 229,018 | ||||||
Applied Materials Inc. |
1,078 | 53,221 | ||||||
Arista Networks Inc.(a) |
15 | 4,102 | ||||||
Arrow Electronics Inc.(a) |
154 | 11,182 | ||||||
Autodesk Inc.(a) |
23 | 3,592 | ||||||
Automatic Data Processing Inc. |
444 | 73,935 | ||||||
Broadcom Inc. |
473 | 137,165 | ||||||
Broadridge Financial Solutions Inc. |
221 | 28,094 | ||||||
Cadence Design Systems Inc.(a) |
564 | 41,685 | ||||||
CDK Global Inc. |
184 | 9,544 | ||||||
CDW Corp./DE |
176 | 20,796 | ||||||
Cisco Systems Inc. |
4,898 | 271,349 | ||||||
Citrix Systems Inc. |
152 | 14,324 | ||||||
Cognex Corp. |
92 | 4,049 | ||||||
Cognizant Technology Solutions Corp., Class A |
357 | 23,255 | ||||||
CommScope Holding Co. Inc.(a) |
303 | 4,327 | ||||||
Corning Inc. |
794 | 24,416 | ||||||
Dell Technologies Inc., Class C(a) |
389 | 22,461 | ||||||
DocuSign Inc.(a) |
179 | 9,258 | ||||||
Dropbox Inc., Class A(a) |
182 | 4,288 | ||||||
DXC Technology Co. |
411 | 22,921 | ||||||
EPAM Systems Inc.(a) |
97 | 18,798 | ||||||
F5 Networks Inc.(a) |
144 | 21,128 | ||||||
Fidelity National Information Services Inc. |
435 | 57,989 | ||||||
Fiserv Inc.(a) |
974 | 102,689 | ||||||
FleetCor Technologies Inc.(a) |
59 | 16,766 |
S C H E D U L E O F I N V E S T M E N T S | 9 |
Schedule of Investments (continued) July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF (Percentages shown are based on Net Assets) |
Security | Shares | Value | ||||||
Information Technology (continued) | ||||||||
Flex Ltd.(a) |
1,054 | $ | 11,752 | |||||
FLIR Systems Inc. |
235 | 11,670 | ||||||
Fortinet Inc.(a) |
178 | 14,295 | ||||||
Gartner Inc.(a) |
24 | 3,344 | ||||||
Global Payments Inc. |
180 | 30,226 | ||||||
GoDaddy Inc., Class A(a) |
51 | 3,742 | ||||||
Hewlett Packard Enterprise Co. |
2,712 | 38,971 | ||||||
HP Inc. |
1,410 | 29,666 | ||||||
Intel Corp. |
4,550 | 230,003 | ||||||
International Business Machines Corp. |
1,399 | 207,388 | ||||||
Intuit Inc. |
230 | 63,781 | ||||||
IPG Photonics Corp.(a) |
31 | 4,061 | ||||||
Jack Henry & Associates Inc. |
338 | 47,219 | ||||||
Juniper Networks Inc. |
585 | 15,807 | ||||||
Keysight Technologies Inc.(a) |
347 | 31,063 | ||||||
KLA Corp. |
307 | 41,850 | ||||||
Lam Research Corp. |
248 | 51,735 | ||||||
Leidos Holdings Inc. |
50 | 4,105 | ||||||
Marvell Technology Group Ltd. |
782 | 20,535 | ||||||
Mastercard Inc., Class A |
1,982 | 539,639 | ||||||
Maxim Integrated Products Inc. |
233 | 13,791 | ||||||
Microchip Technology Inc. |
303 | 28,609 | ||||||
Micron Technology Inc.(a) |
2,186 | 98,130 | ||||||
Microsoft Corp. |
2,589 | 352,803 | ||||||
MongoDB Inc.(a)(b) |
87 | 12,460 | ||||||
Motorola Solutions Inc. |
533 | 88,457 | ||||||
NetApp Inc. |
226 | 13,219 | ||||||
NVIDIA Corp. |
337 | 56,859 | ||||||
Okta Inc.(a) |
228 | 29,829 | ||||||
ON Semiconductor Corp.(a) |
593 | 12,755 | ||||||
Oracle Corp. |
1,772 | 99,764 | ||||||
Palo Alto Networks Inc.(a) |
59 | 13,366 | ||||||
Paychex Inc. |
1,187 | 98,580 | ||||||
Paycom Software Inc.(a) |
116 | 27,927 | ||||||
PayPal Holdings Inc.(a) |
1,343 | 148,267 | ||||||
PTC Inc.(a) |
46 | 3,118 | ||||||
Qorvo Inc.(a) |
180 | 13,192 | ||||||
QUALCOMM Inc. |
1,314 | 96,132 | ||||||
Sabre Corp. |
195 | 4,584 | ||||||
salesforce.com Inc.(a) |
674 | 104,133 | ||||||
Seagate Technology PLC |
355 | 16,440 | ||||||
ServiceNow Inc.(a) |
251 | 69,625 | ||||||
Skyworks Solutions Inc. |
155 | 13,218 | ||||||
Splunk Inc.(a) |
143 | 19,349 | ||||||
Square Inc., Class A(a) |
58 | 4,664 | ||||||
SS&C Technologies Holdings Inc. |
290 | 13,906 | ||||||
Symantec Corp. |
211 | 4,549 | ||||||
Synopsys Inc.(a) |
296 | 39,297 | ||||||
Tableau Software Inc., Class A(a) |
34 | 5,764 | ||||||
TE Connectivity Ltd. |
311 | 28,736 | ||||||
Texas Instruments Inc. |
745 | 93,132 | ||||||
Total System Services Inc. |
37 | 5,022 | ||||||
Trimble Inc.(a) |
93 | 3,930 | ||||||
Twilio Inc., Class A(a) |
206 | 28,657 | ||||||
VeriSign Inc.(a) |
272 | 57,416 | ||||||
Visa Inc., Class A |
3,058 | 544,324 | ||||||
VMware Inc., Class A |
167 | 29,140 | ||||||
Western Digital Corp. |
564 | 30,394 | ||||||
Western Union Co. (The) |
521 | 10,941 | ||||||
Workday Inc., Class A(a) |
213 | 42,596 |
Security | Shares | Value | ||||||
Information Technology (continued) | ||||||||
Xerox Corp. |
386 | $ | 12,391 | |||||
Xilinx Inc. |
580 | 66,242 | ||||||
Zebra Technologies Corp., Class A(a) |
21 | 4,429 | ||||||
|
|
|||||||
5,384,292 | ||||||||
Materials 3.2% | ||||||||
Air Products & Chemicals Inc. |
559 | 127,603 | ||||||
Albemarle Corp. |
63 | 4,596 | ||||||
Amcor PLC(a) |
346 | 3,668 | ||||||
Avery Dennison Corp. |
112 | 12,865 | ||||||
Axalta Coating Systems Ltd.(a) |
152 | 4,504 | ||||||
Ball Corp. |
569 | 40,672 | ||||||
Celanese Corp. |
159 | 17,835 | ||||||
CF Industries Holdings Inc. |
97 | 4,807 | ||||||
Chemours Co. (The) |
268 | 5,111 | ||||||
Corteva Inc.(a) |
40 | 1,180 | ||||||
Crown Holdings Inc.(a) |
195 | 12,482 | ||||||
Dow Inc.(a) |
72 | 3,488 | ||||||
DuPont de Nemours Inc. |
60 | 4,330 | ||||||
Eastman Chemical Co. |
136 | 10,248 | ||||||
Ecolab Inc. |
469 | 94,611 | ||||||
FMC Corp. |
53 | 4,580 | ||||||
Freeport-McMoRan Inc. |
1,104 | 12,210 | ||||||
International Flavors & Fragrances Inc. |
84 | 12,095 | ||||||
International Paper Co. |
283 | 12,427 | ||||||
Linde PLC |
19 | 3,634 | ||||||
LyondellBasell Industries NV, Class A |
726 | 60,759 | ||||||
Martin Marietta Materials Inc. |
20 | 4,955 | ||||||
Mosaic Co. (The) |
420 | 10,580 | ||||||
Newmont Goldcorp Corp. |
2,392 | 87,356 | ||||||
Nucor Corp. |
708 | 38,501 | ||||||
Packaging Corp. of America |
129 | 13,025 | ||||||
PPG Industries Inc. |
211 | 24,769 | ||||||
Sealed Air Corp. |
245 | 10,239 | ||||||
Sherwin-Williams Co. (The) |
8 | 4,104 | ||||||
Steel Dynamics Inc. |
277 | 8,728 | ||||||
Vulcan Materials Co. |
33 | 4,566 | ||||||
Westlake Chemical Corp. |
84 | 5,676 | ||||||
Westrock Co. |
323 | 11,644 | ||||||
|
|
|||||||
677,848 | ||||||||
Real Estate 4.9% | ||||||||
Alexandria Real Estate Equities Inc. |
25 | 3,659 | ||||||
American Tower Corp. |
769 | 162,736 | ||||||
AvalonBay Communities Inc. |
315 | 65,769 | ||||||
Boston Properties Inc. |
30 | 3,989 | ||||||
Camden Property Trust |
237 | 24,579 | ||||||
CBRE Group Inc., Class A(a) |
630 | 33,396 | ||||||
Crown Castle International Corp. |
354 | 47,174 | ||||||
Digital Realty Trust Inc. |
57 | 6,519 | ||||||
Duke Realty Corp. |
210 | 6,999 | ||||||
Equinix Inc. |
19 | 9,540 | ||||||
Equity LifeStyle Properties Inc. |
132 | 16,401 | ||||||
Equity Residential |
521 | 41,102 | ||||||
Essex Property Trust Inc. |
77 | 23,271 | ||||||
Extra Space Storage Inc. |
147 | 16,521 | ||||||
Federal Realty Investment Trust |
32 | 4,224 | ||||||
HCP Inc. |
149 | 4,758 | ||||||
Host Hotels & Resorts Inc. |
3,590 | 62,430 | ||||||
Invitation Homes Inc. |
406 | 11,153 | ||||||
Iron Mountain Inc. |
120 | 3,529 |
10 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Schedule of Investments (continued) July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF (Percentages shown are based on Net Assets) |
Security | Shares | Value | ||||||
Real Estate (continued) | ||||||||
Jones Lang LaSalle Inc. |
184 | $ | 26,807 | |||||
Kimco Realty Corp. |
444 | 8,529 | ||||||
Liberty Property Trust |
92 | 4,812 | ||||||
Macerich Co. (The) |
116 | 3,834 | ||||||
Mid-America Apartment Communities Inc. |
129 | 15,201 | ||||||
National Retail Properties Inc. |
526 | 27,478 | ||||||
Prologis Inc. |
470 | 37,887 | ||||||
Public Storage |
394 | 95,648 | ||||||
Realty Income Corp. |
783 | 54,191 | ||||||
Regency Centers Corp. |
53 | 3,535 | ||||||
SBA Communications Corp.(a) |
87 | 21,351 | ||||||
Simon Property Group Inc. |
267 | 43,307 | ||||||
SL Green Realty Corp. |
52 | 4,216 | ||||||
Sun Communities Inc. |
131 | 17,398 | ||||||
UDR Inc. |
733 | 33,762 | ||||||
Ventas Inc. |
201 | 13,525 | ||||||
VEREIT Inc. |
583 | 5,317 | ||||||
Vornado Realty Trust |
65 | 4,181 | ||||||
Welltower Inc. |
587 | 48,792 | ||||||
Weyerhaeuser Co. |
196 | 4,980 | ||||||
WP Carey Inc. |
219 | 18,952 | ||||||
|
|
|||||||
1,041,452 | ||||||||
Utilities 5.1% | ||||||||
AES Corp./VA |
1,174 | 19,711 | ||||||
Alliant Energy Corp. |
201 | 9,958 | ||||||
Ameren Corp. |
254 | 19,225 | ||||||
American Electric Power Co. Inc. |
774 | 67,965 | ||||||
American Water Works Co. Inc. |
244 | 28,006 | ||||||
Atmos Energy Corp. |
656 | 71,530 | ||||||
CenterPoint Energy Inc. |
130 | 3,771 | ||||||
CMS Energy Corp. |
469 | 27,305 | ||||||
Consolidated Edison Inc. |
737 | 62,616 | ||||||
Dominion Energy Inc. |
442 | 32,836 | ||||||
DTE Energy Co. |
199 | 25,295 | ||||||
Duke Energy Corp. |
1,005 | 87,154 | ||||||
Edison International |
162 | 12,076 | ||||||
Entergy Corp. |
274 | 28,940 | ||||||
Evergy Inc. |
339 | 20,506 | ||||||
Eversource Energy |
463 | 35,123 | ||||||
Exelon Corp. |
2,101 | 94,671 | ||||||
FirstEnergy Corp. |
92 | 4,045 |
Security | Shares | Value | ||||||
Utilities (continued) | ||||||||
NextEra Energy Inc. |
323 | $ | 66,916 | |||||
NiSource Inc. |
149 | 4,424 | ||||||
NRG Energy Inc. |
121 | 4,131 | ||||||
OGE Energy Corp. |
1,296 | 55,663 | ||||||
Pinnacle West Capital Corp. |
678 | 61,847 | ||||||
PPL Corp. |
533 | 15,793 | ||||||
Public Service Enterprise Group Inc. |
79 | 4,515 | ||||||
Sempra Energy |
54 | 7,313 | ||||||
Southern Co. (The) |
942 | 52,940 | ||||||
UGI Corp. |
74 | 3,781 | ||||||
Vistra Energy Corp. |
399 | 8,563 | ||||||
WEC Energy Group Inc. |
700 | 59,822 | ||||||
Xcel Energy Inc. |
1,398 | 83,335 | ||||||
|
|
|||||||
1,079,776 | ||||||||
|
|
|||||||
Total Common Stocks 99.9%
|
|
21,184,759 | ||||||
|
|
|||||||
Short-Term Investments |
|
|||||||
Money Market Funds 0.3% | ||||||||
BlackRock Cash Funds: Institutional,
|
17,119 | 17,127 | ||||||
BlackRock Cash Funds: Treasury,
|
50,000 | 50,000 | ||||||
|
|
|||||||
67,127 | ||||||||
|
|
|||||||
Total Short-Term Investments 0.3%
|
|
67,127 | ||||||
|
|
|||||||
Total Investments In Securities 100.2%
|
|
21,251,886 | ||||||
Other Assets, Less Liabilities (0.2)% |
|
(37,684 | ) | |||||
|
|
|||||||
Net Assets 100.0% |
$ | 21,214,202 | ||||||
|
|
(a) |
Non-income producing security. |
(b) |
All or a portion of this security is on loan. |
(c) |
Affiliate of the Fund. |
(d) |
Annualized 7-day yield as of period-end. |
(e) |
All or a portion of this security was purchased with cash collateral received from loaned securities. |
Affiliates
Investments in issuers considered to be affiliates of the Fund during the period ended July 31, 2019, for purposes of Section 2(a)(3) of the 1940 Act, were as follows:
|
||||||||||||||||||||||||||||||||||||
Affiliated Issuer |
|
Shares
Held at 03/19/19 |
(a) |
Net Activity |
|
Shares
Held at 07/31/19 |
|
|
Value at 07/31/19 |
|
Income |
|
Net Realized
Gain (Loss) |
(b) |
|
Change in
Unrealized Appreciation (Depreciation) |
|
|||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
BlackRock Cash Funds: Institutional,
|
| 17,119 | 17,119 | $ | 17,127 | $ | 18 | (c) | $ | (1 | ) | $ | 2 | |||||||||||||||||||||||
BlackRock Cash Funds: Treasury,
|
| 50,000 | 50,000 | 50,000 | 302 | | | |||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
$ | 67,127 | $ | 320 | $ | (1 | ) | $ | 2 | ||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
(a) |
The Fund commenced operations on March 19, 2019. |
(b) |
Includes realized capital gain distributions from an affiliated fund, if any. |
(c) |
Includes securities lending income earned from the reinvestment of cash collateral from loaned securities (excluding collateral investment fees), net of fees and other payments to and from borrowers of securities, and less fees paid to BTC as securities lending agent. |
S C H E D U L E O F I N V E S T M E N T S | 11 |
Schedule of Investments (continued) July 31, 2019 |
BlackRock U.S. Equity Factor Rotation ETF
|
Fair Value Measurements
Various inputs are used in determining the fair value of financial instruments. For description of the input levels and information about the Funds policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.
The following table summarizes the value of the Funds investments according to the fair value hierarchy as of July 31, 2019. The breakdown of the Funds investments into major categories is disclosed in the Schedule of Investments above.
|
||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
|
||||||||||||||||
Investments |
||||||||||||||||
Assets |
||||||||||||||||
Common Stocks |
$ | 21,184,759 | $ | | $ | | $ | 21,184,759 | ||||||||
Money Market Funds |
67,127 | | | 67,127 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 21,251,886 | $ | | $ | | $ | 21,251,886 | |||||||||
|
|
|
|
|
|
|
|
See notes to financial statements.
12 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Statement of Assets and Liabilities
July 31, 2019
See notes to financial statements.
F I N A N C I A L S T A T E M E N T S | 13 |
Period Ended July 31, 2019
|
BlackRock
U.S. Equity Factor Rotation ETF |
(a) |
||
|
INVESTMENT INCOME |
||||
Dividends Unaffiliated |
$ | 146,392 | ||
Dividends Affiliated |
302 | |||
Securities lending income Affiliated net |
18 | |||
Foreign taxes withheld |
(4 | ) | ||
|
|
|||
Total investment income |
146,708 | |||
|
|
|||
EXPENSES |
||||
Investment advisory fees |
22,696 | |||
|
|
|||
Total expenses |
22,696 | |||
Less: |
||||
Investment advisory fees waived |
(7,565 | ) | ||
|
|
|||
Total expenses after fees waived |
15,131 | |||
|
|
|||
Net investment income |
131,577 | |||
|
|
|||
REALIZED AND UNREALIZED GAIN (LOSS) |
||||
Net realized gain (loss) from: |
||||
Investments Unaffiliated |
(63,284 | ) | ||
Investments Affiliated |
(1 | ) | ||
|
|
|||
Net realized loss |
(63,285 | ) | ||
|
|
|||
Net change in unrealized appreciation (depreciation) on: |
||||
Investments Unaffiliated |
1,244,022 | |||
Investments Affiliated |
2 | |||
|
|
|||
Net change in unrealized appreciation (depreciation) |
1,244,024 | |||
|
|
|||
Net realized and unrealized gain |
1,180,739 | |||
|
|
|||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
$ | 1,312,316 | ||
|
|
(a) |
For the period from March 19, 2019 (commencement of operations) to July 31, 2019. |
See notes to financial statements.
14 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Statement of Changes in Net Assets
|
BlackRock
U.S. Equity Factor Rotation ETF |
|
||
|
Period From
03/19/19 to 07/31/19 |
(a)
|
||
|
(a) |
Commencement of operations. |
(b) |
Distributions for annual periods determined in accordance with U.S. federal income tax regulations. |
See notes to financial statements.
F I N A N C I A L S T A T E M E N T S | 15 |
(For a share outstanding throughout each period)
BlackRock U.S. Equity Factor Rotation ETF |
|
|||||
Period From | ||||||
03/19/19 | (a) | |||||
to 07/31/19 |
|
|||||
|
Net asset value, beginning of period |
|
$ | 25.00 | |||
|
|
|||||
Net investment income(b) |
0.16 | |||||
Net realized and unrealized gain(c) |
1.48 | |||||
|
|
|||||
Net increase from investment operations |
1.64 | |||||
|
|
|||||
Distributions(d) |
|
|||||
From net investment income |
(0.12 | ) | ||||
|
|
|||||
Total distributions |
(0.12 | ) | ||||
|
|
|||||
Net asset value, end of period |
$ | 26.52 | ||||
|
|
|||||
Total Return |
||||||
Based on net asset value |
6.59 | %(e) | ||||
|
|
|||||
Ratios to Average Net Assets |
||||||
Total expenses |
0.30 | %(f) | ||||
|
|
|||||
Total expenses after fees waived |
0.20 | %(f) | ||||
|
|
|||||
Net investment income |
1.74 | % | ||||
|
|
|||||
Supplemental Data |
||||||
Net assets, end of period (000) |
$ | 21,214 | ||||
|
|
|||||
Portfolio turnover rate(g) |
42 | %(e) | ||||
|
|
(a) |
Commencement of operations. |
(b) |
Based on average shares outstanding. |
(c) |
The amount 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 Funds underlying securities. |
(d) |
Distributions for annual periods determined in accordance with U.S. federal income tax regulations. |
(e) |
Not annualized. |
(f) |
Annualized. |
(g) |
Portfolio turnover rate excludes in-kind transactions. |
See notes to financial statements.
16 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
1. |
ORGANIZATION |
BlackRock ETF Trust (BlackRock ETF or, the Trust) was organized as a Delaware statutory trust on October 31, 2018 and is authorized to have multiple series or portfolios. The Trust is an open-end management investment company registered with the U.S. Securities and Exchange Commission (the SEC) under the Investment Company Act of 1940, as amended (the 1940 Act). As of July 31, 2019, BlackRock U.S. Equity Factor Rotation ETF is the only investment series or portfolio of the Trust.
These financial statements relate only to the following fund (U.S. Equity Factor Rotation or, the Fund):
BlackRock ETF |
Diversification
Classification |
|||
U.S. Equity Factor Rotation(a) |
Non-diversified |
(a) |
The Fund commenced operations on March 19, 2019. |
The Fund, together with certain other registered investment companies advised by BlackRock Fund Advisors (BFA or the Manager) or its affiliates, is included in a complex of equity, multi-asset, index and money market funds referred to as the BlackRock Multi-Asset Complex.
2. |
SIGNIFICANT ACCOUNTING POLICIES |
The following significant accounting policies are consistently followed by the Fund in the preparation of its financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Investment Transactions and Income Recognition: Investment transactions are accounted for on trade date. Realized gains and losses on investment transactions are determined using the specific identification method. Dividend income and capital gain distributions, if any, are recognized on the ex-dividend date, net of any foreign taxes withheld at source. Any taxes withheld that are reclaimable from foreign tax authorities are reflected in tax reclaims receivable. Distributions received by the Fund may include a return of capital that is estimated by management. Such amounts are recorded as a reduction of the cost of investments or reclassified to capital gains. Upon notification from issuers, some of the dividend income received from a real estate investment trust may be re-designated as a return of capital or capital gain. Non-cash dividends, if any, are recognized on the ex-dividend date and recorded as non-cash dividend income at fair value. Interest income is accrued daily.
Foreign Taxes: The Fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, capital gains on investments, or certain foreign currency transactions. All foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the Fund invests. These foreign taxes, if any, are paid by the Fund and are reflected in its statement of operations as follows: foreign taxes withheld at source are presented as a reduction of income, foreign taxes on securities lending income are presented as a reduction of securities lending income, foreign taxes on stock dividends are presented as other foreign taxes, and foreign taxes on capital gains from sales of investments and foreign taxes on foreign currency transactions are included in their respective net realized gain (loss) categories. Foreign taxes payable or deferred as of July 31, 2019, if any, are disclosed in the statement of assets and liabilities.
In-kind Redemptions: For financial reporting purposes, in-kind redemptions are treated as sales of securities resulting in realized capital gains or losses to the Fund. Because such gains or losses are not taxable to the Fund and are not distributed to existing Fund shareholders, the gains or losses are reclassified from accumulated net realized gain (loss) to paid-in capital at the end of the Funds tax year. These reclassifications have no effect on net assets or net asset value per share.
Distributions: Dividends and distributions paid by the Fund are recorded on the ex-dividend dates. Distributions are determined on a tax basis and may differ from net investment income and net realized capital gains for financial reporting purposes. Dividends and distributions are paid in U.S. dollars and cannot be automatically reinvested in additional shares of the Fund.
Indemnifications: In the normal course of business, the Fund enters into contracts that contain a variety of representations that provide general indemnification. The Funds maximum exposure under these arrangements is unknown because it involves future potential claims against the Fund, which cannot be predicted with any certainty.
3. |
INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS |
Investment Valuation Policies: The Funds investments are valued at fair value (also referred to as market value within the financial statements) each day that the Funds listing exchange is open and, for financial reporting purposes, as of the report date should the reporting period end on a day that the Funds listing exchange is not open. U.S. GAAP defines fair value as the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. A fund determines the fair value of its financial instruments using various independent dealers or pricing services under policies approved by the Board of Trustees of the Trust (the Board). The BlackRock Global Valuation Methodologies Committee (the Global Valuation Committee) is the committee formed by management to develop global pricing policies and procedures and to oversee the pricing function for all financial instruments.
Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the fair value of the Funds assets and liabilities:
|
Equity investments traded on a recognized securities exchange are valued at that days last traded price or official closing price, as applicable, on the exchange where the stock is primarily traded. Equity investments traded on a recognized exchange for which there were no sales on that day are valued at the last traded price. |
N O T E S T O F I N A N C I A L S T A T E M E N T S | 17 |
Notes to Financial Statements (continued)
|
Investments in open-end U.S. mutual funds (including money market funds) are valued at that days published net asset value (NAV). |
If events (e.g., a company announcement, market volatility or a natural disaster) occur that are expected to materially affect the value of an investment, or in the event that application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Global Valuation Committee, in accordance with policies approved by the Board as reflecting fair value (Fair Valued Investments). The fair valuation approaches that may be used by the Global Valuation Committee include market approach, income approach and the cost approach. Valuation techniques used under these approaches take into consideration inputs that include but are not limited to (i) attributes specific to the investment; (ii) the principal market for the investment; (iii) the customary participants in the principal market for the investment; (iv) data assumptions by market participants for the investment, if reasonably available; (v) quoted prices for similar investments in active markets; and (vi) other inputs, such as future cash flows, interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and/or default rates.
Fair Value Hierarchy: Various inputs are used in determining the fair value of financial instruments. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial reporting purposes as follows:
|
Level 1 Unadjusted price quotations in active markets for identical assets or liabilities; |
|
Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market-corroborated inputs; and |
|
Level 3 Unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available, (including the Global Valuation Committees assumptions used in determining the fair value of financial instruments). |
The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The fair value hierarchy for the Funds investments is included in its schedule of investments. The categorization of a value determined for financial instruments is based on the pricing transparency of the financial instruments and is not necessarily an indication of the risks associated with investing in those securities.
4. |
SECURITIES AND OTHER INVESTMENTS |
Securities Lending: The Fund may lend its securities to approved borrowers, such as brokers, dealers and other financial institutions. The borrower pledges and maintains with the Fund collateral consisting of cash, an irrevocable letter of credit issued by an approved bank, or securities issued or guaranteed by the U.S. government. The initial collateral received by the Fund is required to have a value of at least 102% of the current market value of the loaned securities for securities traded on U.S. exchanges and a value of at least 105% for all other securities. The collateral is maintained thereafter at a value equal to at least 100% of the current value of the securities on loan. The market value of the loaned securities is determined at the close of each business day of the Fund and any additional required collateral is delivered to the Fund or excess collateral is returned by the Fund, on the next business day. During the term of the loan, the Fund is entitled to all distributions made on or in respect of the loaned securities but does not receive interest income on securities received as collateral. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.
As of July 31, 2019, any securities on loan were collateralized by cash and/or U.S. government obligations. Cash collateral received was invested in money market funds managed by BFA, the Funds investment adviser, or its affiliates and is disclosed in the schedule of investments. Any non-cash collateral received cannot be sold, re-invested or pledged by the Fund, except in the event of borrower default. The securities on loan for the Fund, if any, are also disclosed in its schedule of investments. The market value of any securities on loan as of July 31, 2019 and the value of the related cash collateral are disclosed in the statement of assets and liabilities.
Securities lending transactions are entered into by a fund under Master Securities Lending Agreements (each, an MSLA) which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, the fund, as lender, would offset the market value of the collateral received against the market value of the securities loaned. The value of the collateral is typically greater than the market value of the securities loaned, leaving the lender with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterpartys bankruptcy or insolvency. Under the MSLA, absent an event of default, the borrower can resell or re-pledge the loaned securities, and the fund can reinvest cash collateral received in connection with loaned securities.
18 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Notes to Financial Statements (continued)
The following table is a summary of the securities lending agreements by counterparty which are subject to offset under an MSLA as of July 31, 2019:
Market Value of | Cash Collateral | Non-Cash Collateral | ||||||||||||||
BlackRock ETF and Counterparty |
Securities on Loan | Received | (a) | Received | Net Amount | |||||||||||
U.S. Equity Factor Rotation |
||||||||||||||||
BNP Paribas Securities Corp. |
$ | 3,963 | $ | 3,963 | $ | | $ | | ||||||||
BofA Securities, Inc. |
242 | 242 | | | ||||||||||||
Citigroup Global Markets Inc. |
12,460 | 12,460 | | | ||||||||||||
Credit Suisse AG Dublin Branch |
211 | 211 | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 16,876 | $ | 16,876 | $ | | $ | | |||||||||
|
|
|
|
|
|
|
|
(a) |
Collateral received in excess of the market value of securities on loan is not presented in this table. The total cash collateral received by the Fund is disclosed in the Funds statement of assets and liabilities. |
The risks of securities lending include the risk that the borrower may not provide additional collateral when required or may not return the securities when due. To mitigate these risks, the Fund benefits from a borrower default indemnity provided by BlackRock, Inc. (BlackRock). BlackRocks indemnity allows for full replacement of the securities loaned to the extent the collateral received does not cover the value of the securities loaned in the event of borrower default. The Fund could incur a loss if the value of an investment purchased with cash collateral falls below the market value of the loaned securities or if the value of an investment purchased with cash collateral falls below the value of the original cash collateral received. Such losses are borne entirely by the Fund.
5. |
INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES |
Investment Advisory Fees: Pursuant to an Investment Advisory Agreement with the Trust, BFA manages the investment of the Funds assets. BFA is a California corporation indirectly owned by BlackRock.
Pursuant to the Investment Advisory Agreement between BFA and the Trust (entered into on behalf of the Fund), BFA is responsible for substantially all expenses of the Fund, except the management fees, interest expenses, taxes, expenses incurred with respect to the acquisition and disposition of portfolio securities and the execution of portfolio transactions, including brokerage commissions, distribution fees or expenses, litigation expenses and extraordinary expenses (as determined by a majority of the Trustees who are not interested persons of the Trust).
For its investment advisory services to the Fund, BFA will be paid a management fee from the Fund based on a percentage of the Funds average daily net assets as follows:
Average Daily Net Assets | Investment Advisory Fee | |||
First $1 billion |
0.30 | % | ||
Over $1 billion, up to and including $3 billion |
0.28 | |||
Over $3 billion, up to and including $5 billion |
0.27 | |||
Over $5 billion, up to and including $10 billion |
0.26 | |||
Over $10 billion |
0.25 |
Expense Waivers: BFA has voluntarily agreed to waive its management fee payable by the Fund to limit the annual management fee paid by the Fund to 0.20%. BFA may also from time to time voluntarily waive and/or reimburse fees or expenses in order to limit total annual fund operating expenses (excluding acquired fund fees and expenses, if any). Any such voluntary waiver or reimbursement may be eliminated by BFA at any time.
For the year ended July 31, 2019, BFA voluntarily waived its investment advisory fee for the Fund in the amount of $7,565.
Distributor: BlackRock Investments, LLC, an affiliate of BFA, is the distributor for the Fund. Pursuant to the distribution agreement, BFA is responsible for any fees or expenses for distribution services provided to the Fund.
Securities Lending: The SEC has issued an exemptive order which permits BlackRock Institutional Trust Company, N.A. (BTC), an affiliate of BFA, to serve as securities lending agent for the Fund, subject to applicable conditions. As securities lending agent, BTC bears all operational costs directly related to securities lending.
The Fund is responsible for fees in connection with the investment of cash collateral received for securities on loan (the collateral investment fees). The cash collateral is invested in a money market fund managed by BFA or its affiliates. However, BTC has agreed to reduce the amount of securities lending income it receives in order to effectively limit the collateral investment fees the Fund bears to an annual rate of 0.04%. The shares of such money market fund will not be subject to a sales load, distribution fee or service fee. The money market fund in which the cash collateral has been invested may, under certain circumstances, impose a liquidity fee of up to 2% of the value redeemed or temporarily restrict redemptions for up to 10 business days during a 90 day period, in the event that the money market funds weekly liquid assets fall below certain thresholds.
Securities lending income is equal to the total of income earned from the reinvestment of cash collateral, net of fees and other payments to and from borrowers of securities, and less the collateral investment fees. The Fund retains a portion of securities lending income and remits a remaining portion to BTC as compensation for its services as securities lending agent.
N O T E S T O F I N A N C I A L S T A T E M E N T S | 19 |
Notes to Financial Statements (continued)
Pursuant to the current securities lending agreement, the Fund retains 73.5% of securities lending income (which excludes collateral investment fees) and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment fees.
In addition, commencing the business day following the date that the aggregate securities lending income plus the collateral investment fees earned across the BlackRock Multi-Asset Complex in a calendar year exceeds a specified threshold, the Fund, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income in an amount equal to 80% of securities lending income (which excludes collateral investment fees), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment fees.
The share of securities lending income earned by the Fund is shown as securities lending income affiliated net in its statement of operations. For the period ended July 31, 2019, the Fund paid BTC $3 for securities lending agent services.
Officers and Trustees: Certain officers and/or trustees of the Company are officers and/or trustees of BlackRock or its affiliates.
The Fund may invest its positive cash balances in certain money market funds managed by BFA or an affiliate. The income earned on these temporary cash investments is shown as dividends affiliated in the statement of operations.
6. |
PURCHASES AND SALES |
For the period ended July 31, 2019, purchases and sales of investments, excluding in-kind transactions and short-term investments, were as follows:
BlackRock ETF | Purchases | Sales | ||||||
U.S. Equity Factor Rotation |
$ | 8,758,574 | $ | 8,647,379 |
For the year ended July 31, 2019, in-kind transactions were as follows:
In-kind | In-kind | |||||||
BlackRock ETF | Purchases | Sales | ||||||
U.S. Equity Factor Rotation |
$ | 19,899,652 | $ | |
7. |
INCOME TAX INFORMATION |
The Fund is treated as an entity separate from the Trusts other funds for federal income tax purposes. It is the policy of the Fund to qualify as a regulated investment company by complying with the provisions applicable to regulated investment companies, as defined under Subchapter M of the Internal Revenue Code of 1986, as amended, and to annually distribute substantially all of its ordinary income and any net capital gains (taking into account any capital loss carryforwards) sufficient to relieve it from all, or substantially all, federal income and excise taxes. Accordingly, no provision for federal income taxes is required.
Management has analyzed tax laws and regulations and their application to the Fund as of July 31, 2019, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Funds financial statements.
The tax character of distributions paid was as follows:
Period Ended | ||||
BlackRock ETF | 07/31/19 | |||
U.S. Equity Factor Rotation |
||||
Ordinary income |
$ | 98,114 | ||
|
|
As of July 31, 2019, the tax components of accumulated net earnings (losses) were as follows:
Non-expiring | ||||||||||||||||
Undistributed | Capital Loss | Net Unrealized | ||||||||||||||
BlackRock ETF |
Ordinary Income | Carryforwards | (a) | Gains (Losses) | (b) | Total | ||||||||||
U.S. Equity Factor Rotation |
$ 33,463 | $ (11,052 | ) | $ 1,191,791 | $ | 1,214,202 |
(a) |
Amounts available to offset future realized capital gains. |
(b) |
The difference between book-basis and tax-basis unrealized gains (losses) was attributable primarily to the tax deferral of losses on wash sales. |
20 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Notes to Financial Statements (continued)
As of July 31, 2019, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes were as follows:
Net Unrealized | ||||||||||||||||
Gross Unrealized | Gross Unrealized | Appreciation | ||||||||||||||
BlackRock ETF | Tax Cost | Appreciation | Depreciation | (Depreciation) | ||||||||||||
U.S. Equity Factor Rotation |
$ | 20,060,095 | $ | 1,413,072 | $ | (221,281 | ) | $ | 1,191,791 |
8. |
PRINCIPAL RISKS |
In the normal course of business, the Fund invests in securities or other instruments and may enter into certain transactions, and such activities subject the Fund to various risks, including, among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation or international tax treaties between various countries; or (iv) currency, interest rate or price fluctuations. The Funds prospectus provides details of the risks to which the Fund is subject.
Market Risk: Market risk arises mainly from uncertainty about future values of financial instruments influenced by price, currency and interest rate movements. It represents the potential loss a fund may suffer through holding market positions in the face of market movements. A fund is exposed to market risk by its investment in equity, fixed income and/or financial derivative instruments or by its investment in underlying funds. The fair value of securities held by a fund may decline due to general market conditions, economic trends or events that are not specifically related to the issuers of the securities including local, regional or global political, social or economic instability or to factors that affect a particular industry or group of industries. The extent of a funds exposure to market risk is the market value of the investments held as shown in the funds schedule of investments.
Credit Risk: Credit risk is the risk that an issuer or guarantor of debt instruments or the counterparty to a financial transaction, including derivatives contracts, repurchase agreements or loans of portfolio securities, is unable or unwilling to make timely interest and/or principal payments or to otherwise honor its obligations. BFA and its affiliates manage counterparty credit risk by entering into transactions only with counterparties that they believe have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose a fund to issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of a funds exposure to credit and counterparty risks with respect to those financial assets is approximated by their value recorded in its statement of assets and liabilities.
Concentration Risk: A diversified portfolio, where this is appropriate and consistent with a funds objectives, minimizes the risk that a price change of a particular investment will have a material impact on the NAV of a fund. The investment concentrations within the Funds portfolio are disclosed in its schedule of investments.
When a fund concentrates its investments in securities within a single or limited number of market sectors, it assumes the risk that economic, regulatory, political and social conditions affecting such sectors may have a significant impact on the fund and could affect the income from, or the value or liquidity of, the funds portfolio.
9. |
CAPITAL SHARE TRANSACTIONS |
Capital shares are issued and redeemed by the Fund only in aggregations of a specified number of shares or multiples thereof (Creation Units) at NAV. Except when aggregated in Creation Units, shares of the Fund are not redeemable.
Transactions in capital shares were as follows:
|
||||||||
Period Ended | ||||||||
07/31/19 | ||||||||
|
|
|||||||
BlackRock ETF | Shares | Amount | ||||||
|
||||||||
U.S. Equity Factor Rotation |
||||||||
Shares sold |
800,000 | $ | 20,000,000 | |||||
|
|
|
|
The consideration for the purchase of Creation Units of the Fund generally consists of the in-kind deposit of a designated portfolio of securities and a specified amount of cash. The Fund may be offered in Creation Units solely or partially for cash in U.S. dollars. Investors purchasing and redeeming Creation Units may pay a purchase transaction fee and a redemption transaction fee directly to State Street Bank and Trust Company, the Trusts administrator, to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units, including Creation Units for cash. Investors transacting in Creation Units for cash may also pay an additional variable charge to compensate the Fund for certain transaction costs (i.e., stamp taxes, taxes on currency or other financial transactions, and brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in shares sold in the table above.
From time to time, settlement of securities related to in-kind contributions or in-kind redemptions may be delayed. In such cases, securities related to in-kind transactions are reflected as a receivable or a payable in the statement of assets and liabilities.
N O T E S T O F I N A N C I A L S T A T E M E N T S | 21 |
Notes to Financial Statements (continued)
10. |
SUBSEQUENT EVENTS |
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or additional disclosure in the financial statements.
22 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Report of Independent Registered Public Accounting Firm
To the Board of Trustees of BlackRock ETF Trust and Shareholders of BlackRock U.S. Equity Factor Rotation ETF
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlackRock U.S. Equity Factor Rotation ETF (the Fund) as of July 31, 2019, and the related statements of operations and changes in net assets, including the related notes, and the financial highlights for the period March 19, 2019 (commencement of operations) through July 31, 2019 (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of July 31, 2019, and the results of its operations, changes in net assets, and the financial highlights for the period March 19, 2019 (commencement of operations) through July 31, 2019 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of July 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
September 24, 2019
We have served as the auditor of one or more BlackRock investment companies since 2000.
R E P O R T O F I N D E P E N D E N T R E G I S T E R E D P U B L I C A C C O U N T I N G F I R M | 23 |
Important Tax Information (unaudited)
For corporate shareholders, the percentage of ordinary income distributions paid during the fiscal year ended July 31, 2019 that qualified for the dividends-received deduction were as follows:
BlackRock ETF |
Dividends-Received
Deduction |
|||
U.S. Equity Factor Rotation |
93.76 | % |
The following maximum amounts are hereby designated as qualified dividend income for individuals for the fiscal year ended July 31, 2019:
BlackRock ETF |
Qualified Dividend Income |
|||
U.S. Equity Factor Rotation |
$ | 128,626 |
24 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Board Review and Approval of Investment Advisory Contract
BlackRock ETF Trust
The Board of Trustees (the Board, the members of which are referred to as Board Members) of BlackRock ETF Trust (the Trust) met in person on February 20-21, 2019 (the Organizational Meeting) to consider the approval of the proposed investment advisory agreement (the Agreement) between the Trust, on behalf of BlackRock U.S. Equity Factor Rotation ETF (the Fund), a series of the Trust, and BlackRock Fund Advisors (the Manager or BlackRock), the Trusts investment advisor.
Activities and Composition of the Board
On the date of the Organizational Meeting, the Board consisted of fifteen individuals, thirteen of whom were not interested persons of the Trust as defined in the Investment Company Act of 1940, as amended (the 1940 Act) (the Independent Board Members). The Board Members are responsible for the oversight of the operations of the Trust and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Board Members have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Board Member. The Board has established five standing committees: an Audit Committee, a Governance and Nominating Committee, a Compliance Committee, a Performance Oversight Committee and an Ad Hoc Topics Committee, each of which is chaired by an Independent Board Member and composed of Independent Board Members (except for the Ad Hoc Topics Committee, which also has one interested Board Member).
The Agreement
Consistent with the requirements of the 1940 Act, the Board is required to consider the initial approval of the Agreement. In connection with this deliberative process, the Board assessed, among other things, the nature, extent and quality of the services to be provided to the Fund by BlackRock, BlackRocks personnel and affiliates, including (as applicable): investment management; accounting, administrative and shareholder services; oversight of the Funds service providers; risk management and oversight; legal and compliance services; and ability to meet applicable legal and regulatory requirements.
Board Considerations in Approving the Agreement
The Approval Process: At the Organizational Meeting, the Board reviewed materials relating to its consideration of the proposed Agreement. The Board considered all factors it believed relevant with respect to the Fund, including, among other factors: (a) the nature, extent and quality of the services to be provided by BlackRock; (b) the investment performance of BlackRock portfolio management; (c) the advisory fee and the estimated cost of the services and estimated profits to be realized by BlackRock and its affiliates from their relationship with the Fund; (d) the sharing of potential economies of scale; (e) fall-out benefits to BlackRock and its affiliates as a result of BlackRocks relationship with the Fund; (f) possible alternatives to the proposed Agreement; (g) the policies and practices of BlackRock with respect to portfolio transactions for the Fund; (h) BlackRocks portfolio compliance systems and capabilities; and (i) other factors deemed relevant by the Board Members.
In considering approval of the Agreement, the Board met with the relevant investment advisory personnel from BlackRock and considered all information it deemed reasonably necessary to evaluate the terms of the Agreement. The Board received materials in advance of the Organizational Meeting relating to its consideration of the Agreement, including (a) information independently compiled and prepared by Broadridge Financial Solutions, Inc. (Broadridge) regarding the Funds fees and estimated expense ratio as compared with a peer group of funds as determined by Broadridge (Expense Peers); (b) information regarding BlackRocks economic outlook for the Fund and its general investment outlook for the markets; (c) information regarding fees paid to service providers that are affiliates of BlackRock; and (d) information outlining the legal duties of the Board under the 1940 Act with respect to the consideration and approval of the Agreement. The Board also noted information received at prior Board meetings concerning compliance records and regulatory matters relating to BlackRock.
The Board also considered other matters it deemed important to the approval process, such as other payments made to BlackRock or its affiliates relating to securities lending and cash management and BlackRocks services related to the valuation and pricing of Fund portfolio holdings. The Board noted the willingness of BlackRock personnel to engage in open, candid discussions with the Board. The Board did not identify any particular information as determinative, and each Board Member may have attributed different weights to the various items considered.
A. Nature, Extent and Quality of the Services Provided by BlackRock
The Board, including the Independent Board Members, reviewed the nature, extent and quality of services to be provided by BlackRock, including the investment advisory services to be provided to the Fund. The Board received information concerning the investment philosophy and investment process to be used by BlackRock in managing the Fund, as well as a description of the capabilities, personnel and services of BlackRock. The Board considered the scope of the services provided by BlackRock to the Fund under the Agreement relative to services typically provided by third parties to other funds. The Board noted that the standard of care applicable under the Agreement was comparable to that found generally in investment company advisory agreements. The Board concluded that the scope of BlackRocks services to be provided to the Fund was consistent with the Funds operational requirements, including, in addition to seeking to meet the Funds investment objective, compliance with investment restrictions, and tax and reporting requirements and related shareholder services.
The Board, including the Independent Board Members, also considered the quality of the administrative and other non-investment advisory services to be provided by BlackRock and its affiliates to the Fund. The Board evaluated the procedures of BlackRock designed to fulfill its fiduciary duty to the Fund with respect to possible conflicts of interest, including BlackRocks code of ethics (regulating the personal trading of BlackRocks officers and employees), the procedures by which BlackRock allocates trades among its various investment advisory clients, the integrity of the systems in place to ensure compliance with the foregoing and the record of BlackRock in these matters. The Board also noted information received at prior Board meetings concerning standards of BlackRock with respect to the execution of portfolio transactions.
The Board considered, among other factors, with respect to BlackRock: the number, education and experience of investment personnel generally and the Funds portfolio management team; BlackRocks research capabilities; investments by portfolio managers in the funds they manage; portfolio trading capabilities; use of technology;
B O A R D R E V I E W A N D A P P R O V A L O F I N V E S T M E N T A D V I S O R Y C O N T R A C T | 25 |
Board Review and Approval of Investment Advisory Contract (continued)
commitment to compliance; credit analysis capabilities; risk analysis and oversight capabilities; and the approach to training and retaining portfolio managers and other research, advisory and management personnel. The Board also considered BlackRocks overall risk management program, including the continued efforts of BlackRock and its affiliates to address cybersecurity risks and the role of BlackRocks Risk & Quantitative Analysis Group. The Board engaged in a review of BlackRocks compensation structure with respect to the Funds portfolio management team and BlackRocks ability to attract and retain high-quality talent and create performance incentives. The Board also considered the business reputation of BlackRock and its financial resources and concluded that BlackRock would be able to meet any reasonably foreseeable obligation under the Agreement.
The Board also considered that BlackRock and its affiliates will provide the Fund with certain administrative, shareholder and other services (in addition to any such services provided to the Fund by third parties) and officers and other personnel as are necessary for the operations of the Fund, as applicable. In particular, BlackRock and its affiliates will provide the Fund with certain administrative services, including, among others: (i) responsibility for disclosure documents, such as the prospectus, the summary prospectus, the statement of additional information and periodic shareholder reports; (ii) oversight of daily accounting and pricing; (iii) responsibility for periodic filings with regulators; (iv) overseeing and coordinating the activities of other service providers, including, among others, the Funds administrator, custodian, fund accountant, transfer agent, and auditor; (v) organizing Board meetings and preparing the materials for such Board meetings; (vi) providing legal and compliance support; and (vii) performing or managing administrative functions necessary for the operation of the Fund, such as tax reporting, expense management, fulfilling regulatory filing requirements, overseeing the Funds distribution partners, and shareholder call center and other services. The Board considered the structure and duties of BlackRocks fund administration, shareholder services, and legal & compliance departments, and considered BlackRocks policies and procedures for assuring compliance with applicable laws and regulations.
B The Investment Performance of the Fund and BlackRock
The Board, including the Independent Board Members, previously received and considered information about BlackRocks investment performance for other funds. The Board, however, did not consider the performance history of the Fund because the Fund was newly organized and had not yet commenced operations as of the date of the Organizational Meeting.
C. Consideration of the Advisory/Management Fees and the Estimated Cost of the Services to be Provided and Estimated Profits to be Realized by BlackRock and its Affiliates from their Relationship with the Fund
The Board, including the Independent Board Members, reviewed the Funds contractual advisory fee rate compared with those of its Expense Peers, noting that the Agreement provides for a unitary fee structure that includes advisory and administration services. Under the unitary fee structure, the Fund pays a single fee to the Manager and the Manager will pay all operating expenses of the Fund, except the advisory fees, interest expenses, taxes, expenses incurred with respect to the acquisition and disposition of portfolio securities and the execution of portfolio transactions, including brokerage commissions, distribution fees or expenses, litigation expenses and extraordinary expenses. The contractual advisory fee rate does not take into account any reimbursements or fee waivers. The Board also compared the Funds estimated total expense ratio, as well as its estimated actual advisory fee rate, to those of its Expense Peers. The total expense ratio gives effect to any expense reimbursements or fee waivers that benefit a fund, and the actual advisory fee rate gives effect to any advisory fee reimbursements or waivers that benefit a fund. Additionally, the Board noted information received at prior Board meetings concerning the services provided and the fees charged by BlackRock and its affiliates to other types of clients with similar investment mandates, as applicable, including institutional accounts, exchange-traded funds, mutual funds and sub-advised mutual funds (including mutual funds sponsored by third parties).
The Board noted that the Funds contractual advisory fee rate ranked in the first quartile, and that the estimated actual advisory fee rate and the estimated total expense ratio each ranked in the first quartile, relative to the Funds Expense Peers. The Board further noted that the Fund has an advisory fee arrangement that includes breakpoints that adjust the fee rate downward as the size of the Fund increases above certain contractually specified levels. The Board noted that if the size of the Fund were to decrease, the Fund could lose the benefit of one or more breakpoints. The Board noted that BlackRock has voluntarily agreed to waive a portion of the advisory fee payable by the Fund.
Following consideration of this information, the Board, including the independent Board Members, concluded that the fees to be paid pursuant to the Agreement were fair and reasonable in light of the services provided.
As the Fund had not commenced operations as of the date of the Organizational Meeting, BlackRock was not able to provide the Board with specific information concerning the expected profits to be realized by BlackRock and its affiliates from their relationships with the Fund. BlackRock, however, will provide the Board with such information at future meetings.
D. Economies of Scale
The Board, including the Independent Board Members, considered the extent to which economies of scale might be realized as the assets of the Fund increase, including the existence of fee waivers and/or expense caps, as applicable, noting that any contractual fee waivers and expense caps had been approved by the Board.
E. Other Factors Deemed Relevant by the Board Members
The Board, including the Independent Board Members, also took into account other ancillary or fall-out benefits that BlackRock or its affiliates may derive from BlackRocks respective relationships with the Fund, both tangible and intangible, such as BlackRocks ability to leverage its investment professionals who manage other portfolios and risk management personnel, an increase in BlackRocks profile in the investment advisory community, and the engagement of BlackRocks affiliates as service providers to the Fund, including for distribution, securities lending and cash management services. The Board also considered BlackRocks overall operations and its efforts to expand
26 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Board Review and Approval of Investment Advisory Contract (continued)
the scale of, and improve the quality of, its operations. The Board also noted that, subject to applicable law, BlackRock may use and benefit from third-party research obtained by soft dollars generated by certain registered fund transactions to assist in managing all or a number of its other client accounts.
The Board, including the Independent Board Members, concluded that these ancillary benefits that BlackRock and its affiliates could receive with regard to providing investment advisory and other services to the Fund were consistent with those generally available to other exchange-traded-fund sponsors. The Board concluded that any such ancillary benefits would not be disadvantageous to the Fund and thus would not alter the Boards conclusion with respect to the appropriateness of approving the Agreement.
In connection with its consideration of the Agreement, the Board also received information regarding BlackRocks brokerage and soft dollar practices. The Board received reports from BlackRock which included information on brokerage commissions and trade execution practices that it had received at prior Board meetings.
Conclusion
The Board, including all the Independent Board Members, unanimously approved the Agreement between the Manager and the Trust, with respect to the Fund, for a two-year term beginning on the effective date of the Agreement. Based upon its evaluation of all of the aforementioned factors in their totality, as well as other information, the Board, including the Independent Board Members, was satisfied that the terms of the Agreement were fair and reasonable and in the best interest of the Fund and its shareholders. In arriving at its decision to approve the Agreement, the Board did not identify any single factor or group of factors as all-important or controlling, but considered all factors together, and different Board Members may have attributed different weights to the various factors considered. The Independent Board Members were also assisted by the advice of independent legal counsel in making this determination.
B O A R D R E V I E W A N D A P P R O V A L O F I N V E S T M E N T A D V I S O R Y C O N T R A C T | 27 |
Supplemental Information (unaudited)
Premium/Discount Information
The Premium/Discount Information section is intended to present information about the differences between the daily market price on secondary markets for shares of a fund and that funds NAV. NAV is the price at which a fund issues and redeems shares. It is calculated in accordance with the standard formula for valuing mutual fund shares. The Market Price of a fund generally is determined using the midpoint between the highest bid and the lowest ask on the primary securities exchange on which shares of such fund are listed for trading, as of the time that the funds NAV is calculated. A funds Market Price may be at, above or below its NAV. The NAV of a fund will fluctuate with changes in the value of its portfolio holdings. The Market Price of a fund will fluctuate in accordance with changes in its NAV, as well as market supply and demand.
Premiums or discounts are the differences (expressed as a percentage) between the NAV and Market Price of a fund on a given day, generally at the time the NAV is calculated. A premium is the amount that a fund is trading above the reported NAV, expressed as a percentage of the NAV. A discount is the amount that a fund is trading below the reported NAV, expressed as a percentage of the NAV.
Premium/discount information for the Fund covering the most recently completed calendar year and the most recently completed calendar quarters since that year (or since the Fund began trading, if shorter) is publicly accessible, free of charge, at www.blackrock.com.
The following information shows the frequency of distributions of premiums and discounts for the Fund for the immediately preceding five calendar years (or from the date the Fund began trading on the secondary market, if less than five years) through the date of the most recent calendar quarter-end. Each line in the table shows the number of trading days in which the Fund traded within the premium/discount range indicated. Premium/discount ranges with no trading days are omitted. The number of trading days in each premium/discount range is also shown as a percentage of the total number of trading days in the period covered by each table. All data presented here represents past performance, which cannot be used to predict future results.
BlackRock U.S. Equity Factor Rotation ETF
Period Covered: March 21, 2019 through June 30, 2019
Premium/Discount Range |
Number of Days |
Percentage of Total Days |
||||||||||||||
Greater than 0.0% and Less than 0.5% |
36 | 51.42 | % | |||||||||||||
At NAV |
10 | 14.29 | ||||||||||||||
Less than 0.0% and Greater than 0.5% |
24 | 34.29 | ||||||||||||||
|
|
|
|
|||||||||||||
70 | 100.00 | % | ||||||||||||||
|
|
|
|
28 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Trustee and Officer Information
Independent Trustees (a) | ||||||||
Name
Year of
Birth(b) |
Position(s) Held (Length of Service) |
Principal Occupation(s) During Past Five Years |
Number of BlackRock-Advised Registered Investment Companies (RICs) Consisting of Investment Portfolios (Portfolios) Overseen |
Public Company and
Investment Company
During Past Five Years |
||||
Mark Stalnecker 1951 |
Chair of the Board and Trustee
(Since 2019) |
Chief Investment Officer, University of Delaware from 1999 to 2013; Trustee and Chair of the Finance and Investment Committees, Winterthur Museum and Country Estate from 2005 to 2016; Member of the Investment Committee, Delaware Public Employees Retirement System since 2002; Member of the Investment Committee, Christiana Care Health System from 2009 to 2017; Member of the Investment Committee, Delaware Community Foundation from 2013 to 2014; Director and Chair of the Audit Committee, SEI Private Trust Co. from 2001 to 2014. | 38 RICs consisting of 182 Portfolios | None | ||||
Bruce R. Bond 1946 |
Trustee
(Since 2019) |
Board Member, Amsphere Limited (software) since 2018; Trustee and Member of the Governance Committee, State Street Research Mutual Funds from 1997 to 2005; Board Member of Governance, Audit and Finance Committee, Avaya Inc. (computer equipment) from 2003 to 2007. | 38 RICs consisting of 182 Portfolios | None | ||||
Susan J. Carter 1956 |
Trustee
(Since 2019) |
Director, Pacific Pension Institute from 2014 to 2018; Advisory Board Member, Center for Private Equity and Entrepreneurship at Tuck School of Business since 1997; Senior Advisor, Commonfund Capital, Inc. (CCI) (investment adviser) in 2015; Chief Executive Officer, CCI from 2013 to 2014; President & Chief Executive Officer, CCI from 1997 to 2013; Advisory Board Member, Girls Who Invest from 2015 to 2018 and Board Member thereof since 2018; Advisory Board Member, Bridges Fund Management since 2016; Trustee, Financial Accounting Foundation since 2017; Practitioner Advisory Board Member, Private Capital Research Institute (PCRI) since 2017. | 38 RICs consisting of 182 Portfolios | None | ||||
Collette Chilton 1958 |
Trustee
(Since 2019) |
Chief Investment Officer, Williams College since 2006; Chief Investment Officer, Lucent Asset Management Corporation from 1998 to 2006. | 38 RICs consisting of 182 Portfolios | None | ||||
Neil A. Cotty 1954 |
Trustee
(Since 2019) |
Bank of America Corporation from 1996 to 2015, serving in various senior finance leadership roles, including Chief Accounting Officer, from 2009 to 2015, Chief Financial Officer of Global Banking, Markets and Wealth Management from 2008 to 2009, Chief Accounting Officer from 2004 to 2008, Chief Financial Officer of Consumer Bank from 2003 to 2004, Chief Financial Officer of Global Corporate Investment Bank from 1999 to 2002. | 38 RICs consisting of 182 Portfolios | None | ||||
Lena G. Goldberg 1949 |
Trustee
(Since 2019) |
Senior Lecturer, Harvard Business School, since 2008; Director, Charles Stark Draper Laboratory, Inc. since 2013; FMR LLC/Fidelity Investments (financial services) from 1996 to 2008, serving in various senior roles including Executive Vice President Strategic Corporate Initiatives and Executive Vice President and General Counsel; Partner, Sullivan & Worcester LLP from 1985 to 1996 and Associate thereof from 1979 to 1985. | 38 RICs consisting of 182 Portfolios | None |
T R U S T E E A N D O F F I C E R I N F O R M A T I O N | 29 |
Trustee and Officer Information (continued)
Independent Trustees (a) (continued) | ||||||||
Name
Year of
Birth(b) |
Position(s) Held (Length of Service) |
Principal Occupation(s) During Past Five Years |
Number of BlackRock-Advised Registered Investment Companies (RICs) Consisting of Investment Portfolios (Portfolios) Overseen |
Public Company and
Investment Company
During Past Five Years |
||||
Robert M. Hernandez
1944 |
Trustee
(Since 2019) |
Director, Vice Chairman and Chief Financial Officer of USX Corporation (energy and steel business) from 1991 to 2001; Director and non-executive Chairman, RTI International Metals, Inc. from 1990 to 2015; Director, TE Connectivity (electronics) from 2006 to 2012. | 38 RICs consisting of 182 Portfolios | Chubb Limited (insurance company); Eastman Chemical Company | ||||
Henry R. Keizer
1956 |
Trustee
(Since 2019) |
Director, Park Indemnity Ltd. (captive insurer) since 2010; Director, MUFG Americas Holdings Corporation and MUFG Union Bank, N.A. (financial and bank holding company) from 2014 to 2016; Director, American Institute of Certified Public Accountants from 2009 to 2011; Director, KPMG LLP (audit, tax and advisory services) from 2004 to 2005 and 2010 to 2012; Director, KPMG International in 2012, Deputy Chairman and Chief Operating Officer thereof from 2010 to 2012 and U.S. Vice Chairman of Audit thereof from 2005 to 2010; Global Head of Audit, KPMGI (consortium of KPMG firms) from 2006 to 2010; Director, YMCA of Greater New York from 2006 to 2010. | 38 RICs consisting of 182 Portfolios | Hertz Global Holdings (car rental); Montpelier Re Holdings, Ltd. (publicly held property and casual reinsurance) from 2013 until 2015; Sealed Air Corp. (packaging); WABCO (commercial vehicle safety systems) | ||||
Cynthia A. Montgomery
1952 |
Trustee
(Since 2019) |
Professor, Harvard Business School since 1989. | 38 RICs consisting of 182 Portfolios | Newell Rubbermaid, Inc. (manufacturing) | ||||
Donald C. Opatrny
1952 |
Trustee
(Since 2019) |
Trustee, Vice Chair, Member of the Executive Committee and Chair of the Investment Committee, Cornell University since 2004; President, Trustee and Member of the Investment Committee, The Aldrich Contemporary Art Museum from 2007 to 2014; Member of the Board and Investment Committee, University School from 2007 to 2018; Member of the Investment Committee, Mellon Foundation from 2009 to 2015; Trustee, Artstor (a Mellon Foundation affiliate) from 2010 to 2015; President and Trustee, the Center for the Arts, Jackson Hole from 2011 to 2018; Director, Athena Capital Advisors LLC (investment management firm) since 2013; Trustee and Chair of the Investment Committee, Community Foundation of Jackson Hole since 2014; Member of Affordable Housing Supply Board of Jackson, Wyoming since 2018; Member, Investment Funds Committee, State of Wyoming since 2017; Trustee, Phoenix Art Museum since 2018. | 38 RICs consisting of 182 Portfolios | None | ||||
Joseph P. Platt
1947 |
Trustee
(Since 2019) |
General Partner, Thorn Partners, LP (private investments) since 1998; Director, WQED Multi-Media (public broadcasting not-for-profit) since 2001; Chair, Basic Health International (non-profit) since 2015. | 38 RICs consisting of 182 Portfolios | Greenlight Capital Re, Ltd. (reinsurance company); Consol Energy Inc. |
30 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
Trustee and Officer Information (continued)
Independent Trustees (a) (continued) | ||||||||
Name
Year of
Birth(b) |
Position(s) Held (Length of Service) |
Principal Occupation(s) During Past Five Years |
Number of BlackRock-Advised Registered Investment Companies (RICs) Consisting of Investment Portfolios (Portfolios) Overseen |
Public Company and
Investment Company
During Past Five Years |
||||
Kenneth L. Urish 1951 |
Trustee
(Since 2019) |
Managing Partner, Urish Popeck & Co., LLC (certified public accountants and consultants) since 1976; Past-Chairman of the Professional Ethics Committee of the Pennsylvania Institute of Certified Public Accountants and Committee Member thereof since 2007; Member of External Advisory Board, The Pennsylvania State University Accounting Department since founding in 2001; Principal, UP Strategic Wealth Investment Advisors, LLC since 2013; Trustee, The Holy Family Institute from 2001 to 2010; President and Trustee, Pittsburgh Catholic Publishing Associates from 2003 to 2008; Director, Inter-Tel from 2006 to 2007. | 38 RICs consisting of 182 Portfolios | None | ||||
Claire A. Walton 1957 |
Trustee
(Since 2019) |
Chief Operating Officer and Chief Financial Officer of Liberty Square Asset Management, LP from 1998 to 2015; General Partner of Neon Liberty Capital Management, LLC since 2003; Director, Boston Hedge Fund Group from 2009 to 2018; Director, Woodstock Ski Runners since 2013; Director, Massachusetts Council on Economic Education from 2013 to 2015. | 38 RICs consisting of 182 Portfolios | None |
(a) |
The address of each Trustee is c/o BlackRock, Inc., 55 East 52nd Street, New York, New York 10055. |
(b) |
Independent Trustees serve until their resignation, retirement, removal or death, or until December 31 of the year in which they turn 75. The Board may determine to extend the terms of Independent Trustees on a case-by-case basis, as appropriate. |
Interested Trustees (a) | ||||||||
Name Year of Birth(b) |
Position(s) Held (Length of Service) |
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 |
||||
Robert Fairbairn 1965 |
Trustee
(since 2019) |
Vice Chairman of BlackRock, Inc. since 2019; Member of BlackRocks Global Executive and Global Operating Committees; Co-Chair of BlackRocks Human Capital Committee; Senior Managing Director of BlackRock, Inc. from 2010 to 2019; oversaw BlackRocks 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 BlackRocks Retail and iShares® businesses from 2012 to 2016. | 125 RICs consisting of 293 Portfolios | None | ||||
John M. Perlowski(c) 1964 |
Trustee and President
(Since 2019) and Chief Executive Officer (since 2019) |
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. | 126 RICs consisting of 294 Portfolios | None |
(a) |
The address of each Trustee is c/o BlackRock, Inc., 55 East 52nd Street, New York, New York 10055. |
(b) |
Mr. Fairbairn and Mr. Perlowski are both interested persons, as defined in the 1940 Act, of the Trust based on their positions with BlackRock, Inc. and its affiliates. Mr. Fairbairn and Mr. Perlowski are also board members of the BlackRock Fixed-Income Complex. |
(c) |
Mr. Perlowski is also a board member of the BlackRock Credit Strategies Fund. |
T R U S T E E A N D O F F I C E R I N F O R M A T I O N | 31 |
Trustee and Officer Information (continued)
Officers Who Are Not Trustees (a) | ||||
Name Year of Birth(b) |
Position(s) Held (Length of Service) |
Principal Occupation(s) During Past Five Years | ||
Jennifer McGovern 1977 |
Vice President
(since 2019) |
Managing Director of BlackRock, Inc. since 2016; Director of BlackRock, Inc. from 2011 to 2015; Head of Product Development and Oversight for BlackRocks Strategic Product Management Group since 2019; Head of Product Structure and Oversight for BlackRocks U.S. Wealth Advisory Group from 2013 to 2019. | ||
Neal J. Andrews 1966 |
Chief Financial Officer
(since 2019) |
Chief Financial Officer of the iShares® exchange traded funds since 2019; Managing Director of BlackRock, Inc. since 2006. | ||
Jay M. Fife 1970 |
Treasurer
(since 2019) |
Managing Director of BlackRock, Inc. since 2007. | ||
Charles Park 1967 |
Chief Compliance Officer
(since 2019) |
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. | ||
John MacKessy 1972 |
Anti-Money Laundering Compliance Officer
(since 2019) |
Director of BlackRock, Inc. since 2017; Global Head of Anti-Money Laundering at BlackRock, Inc. since 2017; Director of AML Monitoring and Investigations Group of Citibank from 2015 to 2017; Global Anti-Money Laundering and Economic Sanctions Officer for MasterCard from 2011 to 2015. | ||
Benjamin Archibald 1975 |
Secretary
(since 2019) |
Managing Director of BlackRock, Inc. since 2014; Director of BlackRock, Inc. from 2010 to 2013; Secretary of the iShares® exchange traded funds since 2015; Secretary of the BlackRock-advised mutual funds since 2012. |
(a) |
The address of each Officer is c/o BlackRock, Inc., 55 East 52nd Street, New York, New York 10055. |
(b) |
Officers of the Trust serve at the pleasure of the Board. |
Further information about the Trusts Officers and Trustees is available in the Trusts Statement of Additional Information, which can be obtained without charge by calling (800) 441-7762.
Investment Adviser
BlackRock Fund Advisors
San Francisco, CA 94105
Administrator, Custodian and Transfer Agent
State Street Bank and Trust Company
Boston, MA, 02111
Distributor
BlackRock Investments, LLC
New York, NY 10022
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania 19103
Legal Counsel
Sidley Austin LLP
New York, NY 10019
Address of the Trust
100 Bellevue Parkway
Wilmington, DE 19809
32 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
General Information
Householding
The Fund will mail only one copy of its shareholder documents, including prospectuses, annual and semi-annual reports and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called householding and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Funds at (800) 441-7762.
Availability of Quarterly Schedule of Investments
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT, and for reporting periods ended prior to March 31, 2019, filed such information on Form N-Q. The Funds Forms N-PORT and N-Q are available on the SECs website at http://www.sec.gov. The Funds Forms N-PORT and N-Q may also be obtained upon request and without charge by calling (800) 537-4942.
Availability of Proxy Voting Policies and Procedures
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available upon request and without charge (1) by calling (800) 441-7762; (2) at http://www.blackrock.com; and (3) on the SECs website at http://www.sec.gov.
Availability of Proxy Voting Record
Information about how the Funds voted proxies relating to securities held in the Funds portfolios during the most recent 12-month period ended June 30 is available upon request and without charge (1) at http://www.blackrock.com; or by calling (800) 441-7762 and (2) on the SECs website at http://www.sec.gov.
BlackRocks Mutual Fund Family
BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed-income and tax-exempt investing. Visit http://www.blackrock.com for more information.
BlackRock Privacy Principles
BlackRock is committed to maintaining the privacy of its current and former fund investors and individual clients (collectively, Clients) and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in certain cases we share such information with select parties.
If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.
BlackRock obtains or verifies personal non-public information from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting agency; and (iv) from visits to our websites.
BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.
We may share information with our affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access to non-public personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains physical, electronic and procedural safeguards that are designed to protect the non-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.
A D D I T I O N A L I N F O R M A T I O N | 33 |
Glossary of Terms Used in this Report
Portfolio Abbreviations Equity | ||
NVS | Non-Voting Shares |
34 | 2 0 1 9 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S |
This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless preceded or accompanied by the Funds current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
iS-AR-716-0719 |
|
(a) Audit Fees | (b) Audit-Related Fees1 | (c) Tax Fees2 | (d) All Other Fees | |||||||||||||
Current | Previous | Current | Previous | Current | Previous | Current | Previous | |||||||||
Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | Fiscal Year | |||||||||
Entity Name | End | End | End | End | End | End | End | End | ||||||||
BlackRock U.S. Equity Factor Rotation ETF | $12,000 | N/A | $5,000 | N/A | $3,800 | N/A | $0 | N/A |
The following table presents fees billed by PwC that were required to be approved by the registrants audit committee (the Committee) for services that relate directly to the operations or financial reporting of the Fund and that are rendered on behalf of BlackRock Advisors, LLC (Investment Adviser or BlackRock) and entities controlling, controlled by, or under common control with BlackRock (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund (Affiliated Service Providers):
|
Current Fiscal Year End | Previous Fiscal Year End | |||
(b) Audit-Related Fees1 | $0 | $0 |
(c) Tax Fees2 | $0 | $0 | ||
(d) All Other Fees3 | $0 | $0 |
1 The nature of the services includes assurance and related services reasonably related to the performance of the audit or review of financial statements not included in Audit Fees, including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.
2 The nature of the services includes tax compliance and/or tax preparation, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, taxable income and tax distribution calculations.
3 Aggregate fees borne by BlackRock in connection with the review of compliance procedures and attestation thereto performed by PwC with respect to all of the registered closed-end funds and some of the registered open-end funds advised by BlackRock.
(e)(1) Audit Committee Pre-Approval Policies and Procedures:
The Committee has adopted policies and procedures with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the Investment Adviser and Affiliated Service Providers that relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the Committee believes are (a) consistent with the SECs auditor independence rules and (b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis (general pre-approval). The term of any general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period. Tax or other non-audit services provided to the registrant which have a direct impact on the operations or financial reporting of the registrant will only be deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 per project. For this purpose, multiple projects will be aggregated to determine if they exceed the previously mentioned cost levels.
Any proposed services exceeding the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to the Committee Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels.
(e)(2) None of the services described in each of Items 4(b) through (d) were approved by the Committee pursuant to the de minimus exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not Applicable
(g) The aggregate non-audit fees, defined as the sum of the fees shown under Audit-Related Fees, Tax Fees and All Other Fees, paid to the accountant for services rendered by the accountant to the registrant, the Investment Adviser and the Affiliated Service Providers were:
Entity Name |
Current Fiscal Year
End |
Previous Fiscal Year
End |
||||
BlackRock U.S. Equity Factor Rotation ETF | $8,800 | N/A |
(a)(4) Not Applicable |
||
(b) Certifications Attached hereto |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BlackRock ETF Trust | ||
By: | /s/ John M. Perlowski | |
John M. Perlowski | ||
Chief Executive Officer (principal executive officer) of | ||
BlackRock ETF Trust | ||
Date: October 4, 2019 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ John M. Perlowski | |
John M. Perlowski | ||
Chief Executive Officer (principal executive officer) of | ||
BlackRock ETF Trust | ||
Date: October 4, 2019 | ||
By: | /s/ Neal J. Andrews | |
Neal J. Andrews | ||
Chief Financial Officer (principal financial officer) of | ||
BlackRock ETF Trust | ||
Date: October 4, 2019 |
EX-99. CERT
CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, John M. Perlowski, Chief Executive Officer (principal executive officer) of BlackRock ETF Trust, certify that:
1. I have reviewed this report on Form N-CSR of BlackRock ETF Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4. The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
d) disclosed in this report any change in the registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and
5. The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting.
Date: October 4, 2019 |
/s/ John M. Perlowski |
John M. Perlowski |
Chief Executive Officer (principal executive officer) of |
BlackRock ETF Trust |
EX-99. CERT
CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Neal J. Andrews, Chief Financial Officer (principal financial officer) of BlackRock ETF Trust, certify that:
1. I have reviewed this report on Form N-CSR of BlackRock ETF Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4. The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
d) disclosed in this report any change in the registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and
5. The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting.
Date: October 4, 2019 |
/s/ Neal J. Andrews |
Neal J. Andrews |
Chief Financial Officer (principal financial officer) of |
BlackRock ETF Trust |
Exhibit 99.906CERT
Certification Pursuant to Rule 30a-2(b) under the 1940 Act and
Section 906 of the Sarbanes-Oxley Act of 2002
Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock ETF Trust (the registrant), hereby certifies, to the best of his knowledge, that the registrants Report on Form N-CSR for the period ended July 31, 2019 (the Report) fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.
Date: October 4, 2019 |
/s/ John M. Perlowski |
John M. Perlowski |
Chief Executive Officer (principal executive officer) of |
BlackRock ETF Trust |
Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock ETF Trust (the registrant), hereby certifies, to the best of his knowledge, that the registrants Report on Form N-CSR for the period ended July 31, 2019 (the Report) fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.
Date: October 4, 2019 |
/s/ Neal J. Andrews |
Neal J. Andrews |
Chief Financial Officer (principal financial officer) of |
BlackRock ETF Trust |
This certification is being furnished pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR with the Securities and Exchange Commission.