THE SECURITIES ACT OF 1933 | ☒ | |
Post-Effective Amendment No. 2,526 | ☒ |
THE INVESTMENT COMPANY ACT OF 1940 | ☒ | |||
Amendment No. 2,526 | ☒ |
MARGERY K. NEALE, ESQ. WILLKIE FARR & GALLAGHER LLP 787 SEVENTH AVENUE NEW YORK, NY 10019-6099 |
DEEPA DAMRE SMITH, ESQ. BLACKROCK FUND ADVISORS 400 HOWARD STREET SAN FRANCISCO, CA 94105 |
☐ | Immediately upon filing pursuant to paragraph (b) |
☒ | On March 1, 2022 pursuant to paragraph (b) |
☐ | 60 days after filing pursuant to paragraph (a)(1) |
☐ | On (date) pursuant to paragraph (a)(1) |
☐ | 75 days after filing pursuant to paragraph (a)(2) |
☐ | On (date) pursuant to paragraph (a)(2) |
☐ | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
March 1, 2022 | |
2022 Prospectus |
• | iShares iBonds 2029 Term High Yield and Income ETF* | IBHI | CBOE BZX |
Ticker: IBHI | Stock Exchange: Cboe BZX |
Annual Fund Operating Expenses (ongoing expenses that you pay each year as a percentage of the value of your investments) | ||||||||||||
Management Fees |
Distribution and Service (12b-1) Fees |
Other Expenses1 |
Acquired Fund Fees and Expenses1,2 |
Total Annual Fund Operating Expenses |
Fee Waiver1,2 | Total Annual Fund Operating Expenses After Fee Waiver | ||||||
0.35% | None | 0.00% | 0.00% | 0.35% | (0.00)% | 0.35% |
1 | The amount rounded to 0.00%. |
2 | BFA, the investment adviser to the Fund, has contractually agreed to waive a portion of its management fees in an amount equal to the Acquired Fund Fees and Expenses, if any, attributable to investments by the Fund in other funds advised by BFA or its affiliates through the termination date of the Fund, on or about December 15, 2029. The contractual waiver may be terminated prior to the Fund's termination only upon the written agreement of the Trust and BFA. |
1 Year | 3 Years | |||
$36 | $113 |
■ | High yield securities may be issued by less creditworthy issuers. Issuers of high yield securities may have a larger amount of outstanding debt relative to their assets than issuers of investment-grade bonds. In the event of an issuer’s bankruptcy, claims of other creditors may have priority over the claims of high yield securities holders, leaving few or no assets available to repay high yield securities holders. |
■ | Prices of high yield securities are subject to extreme price fluctuations. Adverse changes in an issuer’s industry and general economic conditions may have a greater impact on the prices of high yield securities than on other higher rated fixed-income securities. The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer. |
■ | Issuers of high yield securities may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing. |
■ | High yield securities frequently have redemption features that permit an issuer to repurchase the security from the Fund before it matures. If the issuer redeems high yield securities held by the Fund, the Fund may have to invest the proceeds in bonds with lower yields and may lose income. Such use of proceeds will occur when the Fund invests in BBB-rated bonds from the Corporate Index. |
■ | High yield securities may be less liquid than higher rated fixed-income securities, even under normal economic conditions. There are fewer dealers in the high yield securities market, and there may be significant differences in the prices quoted for high yield securities by the dealers. Because high yield securities may be less liquid than higher rated fixed-income securities, judgment may play a greater role in valuing certain of the Fund's securities than is the case with securities trading in a more liquid market. |
■ | The Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer. |
■ | General Impact. This outbreak has resulted in travel restrictions, closed international borders, enhanced health screenings at ports of entry and elsewhere, disruption of, and delays in, healthcare service preparation and delivery, prolonged quarantines, cancellations, supply chain disruptions, lower consumer demand, temporary and permanent closures of stores, restaurants and other commercial establishments, layoffs, defaults and other significant economic impacts, as well as general concern and uncertainty. |
■ | Market Volatility. The outbreak has also resulted in extreme volatility, severe losses, and disruptions in markets which can adversely impact the Fund and its investments, including impairing hedging activity to the extent the Fund engages in such activity, as expected correlations between related markets or instruments may no longer apply. In addition, to the extent the Fund invests in short-term instruments that have negative yields, the Fund’s value may be impaired as a result. Certain issuers of equity securities have cancelled or announced the suspension of dividends. The outbreak has, and may continue to, negatively affect the credit ratings of some fixed-income securities and their issuers. |
■ | Market Closures. Certain local markets have been or may be subject to closures, and there can be no assurance that trading will continue in any local markets in which the Fund may invest, when any resumption of trading will occur or, once such markets resume trading, whether they will face further closures. Any suspension of |
trading in markets in which the Fund invests will have an impact on the Fund and its investments and will impact the Fund’s ability to purchase or sell securities in such markets. | |
■ | Operational Risk. The outbreak could also impair the information technology and other operational systems upon which the Fund’s service providers, including BFA, rely, and could otherwise disrupt the ability of employees of the Fund's service providers to perform critical tasks relating to the Fund, for example, due to the service providers’ employees performing tasks in alternate locations than under normal operating conditions or the illness of certain employees of the Fund's service providers. |
■ | Governmental Interventions. Governmental and quasi-governmental authorities and regulators throughout the world have responded to the outbreak and the resulting economic disruptions with a variety of fiscal and monetary policy changes, including direct capital infusions into companies and other issuers, new monetary policy tools, and lower interest rates. An unexpected or sudden reversal of these policies, or the ineffectiveness of such policies, is likely to increase market volatility, which could adversely affect the Fund’s investments. |
■ | Pre-Existing Conditions. Public health crises caused by the outbreak may exacerbate other pre-existing political, social and economic risks in certain countries or globally, which could adversely affect the Fund and its investments and could result in increased premiums or discounts to the Fund's NAV. |
Call: | 1-800-iShares or 1-800-474-2737 (toll free) Monday through Friday, 8:30 a.m. to 6:30 p.m. (Eastern time) |
Email: | iSharesETFs@blackrock.com |
Write: | c/o BlackRock Investments, LLC 1 University Square Drive, Princeton, NJ 08540 |
Fund | Ticker | Listing Exchange | ||
iShares iBonds 2029 Term High Yield and Income ETF1 (the “Fund”) | IBHI | Cboe BZX |
1 | The iShares iBonds 2029 Term High Yield and Income ETF may also conduct business as the iBonds 2029 Term High Yield and Income ETF. |
• | High yield bonds may be issued by less creditworthy issuers. These securities are vulnerable to adverse changes in the issuer’s industry or to general economic conditions. Issuers of high yield bonds may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments or the unavailability of additional financing. |
• | The issuers of high yield bonds may have a larger amount of outstanding debt relative to their assets than issuers of investment grade bonds. If the issuer experiences financial stress, it may be unable to meet its debt obligations. The issuer’s ability to pay its debt obligations also may be lessened by specific issuer developments, or the unavailability of additional financing. Issuers of high yield securities are often in the growth stage of their development and/or involved in a reorganization or takeover. |
• | High yield bonds are frequently ranked junior to claims by other creditors. If the issuer cannot meet its obligations, the senior obligations are generally paid off before the junior obligations, which will potentially limit the Fund’s ability to fully recover principal, to receive interest payments when senior securities are in default or to receive restructuring benefits paid to holders of more senior classes of debt. Thus, investors in high yield securities frequently have a lower degree of protection with respect to principal and interest payments than do investors in higher rated securities. |
• | High yield bonds frequently have redemption features that permit an issuer to repurchase the security from the Fund before it matures. If an issuer redeems the high yield bonds, the Fund may have to invest the proceeds in bonds with lower yields and may lose income. Such use of proceeds will occur when the Fund invests in BBB-rated bonds from the Bloomberg U.S. Corporate Index (the “Corporate Index”). |
• | Prices of high yield bonds are subject to extreme fluctuations. Negative economic developments may have a greater impact on the prices of high yield bonds than on those of other higher rated fixed-income securities. |
• | Under certain economic and/or market conditions, the Fund may have difficulty disposing of certain high yield securities due to the limited number of investors in that sector of the market. There are fewer dealers in the high yield bond market, and there may be significant differences in the prices quoted for high yield bonds by dealers, and such quotations may not be the actual prices available for a purchase or sale. Judgment may play a greater role in the prices and values generated for such securities than in the case of securities trading in a more liquid market. |
• | The secondary markets for high yield securities are not as liquid as the secondary markets for higher rated securities. The secondary markets for high yield securities are concentrated in relatively few market makers and, participants in the markets are mostly institutional investors, including insurance companies, banks, other financial institutions and mutual funds. In addition, the trading volume for high yield securities is generally lower than that for higher rated securities and the secondary markets could contract under adverse market or economic conditions independent of any specific adverse changes in the condition of a particular issuer. Under certain economic and/or market conditions, the Fund may have difficulty disposing of certain high yield securities due to the limited number of investors in that sector of the market. An illiquid secondary market may adversely affect the market price of the high yield security, which may result in increased difficulty selling the particular issue and obtaining accurate market quotations on the issue when valuing the Fund's assets. Market quotations on high yield securities are available only from a limited number of dealers, and such quotations may not be the actual prices available for a purchase or sale. When the secondary market for high yield securities becomes more illiquid, or in the absence of readily available market quotations for such securities, the relative lack of reliable objective data makes it more difficult to value such securities, and judgment plays a more important role in determining such valuations. |
• | The Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer. |
• | The high yield bond markets may react strongly to adverse news about an issuer or the economy, or to the perception or expectation of adverse news, whether or not it is based on fundamental analysis. Additionally, prices for high yield securities may be affected by legislative and regulatory developments. These developments could adversely affect the Fund’s NAV and investment practices, the secondary market for high yield securities, the financial condition of issuers of these securities and the value and liquidity of outstanding high yield securities, especially in a thinly traded market. For example, federal legislation requiring the divestiture by federally insured savings and loan associations of their investments in high yield bonds and limiting the deductibility of interest by certain corporate issuers of high yield bonds adversely affected the market in the past. |
• | Communications of Data Files: The Fund may make available through the facilities of the National Securities Clearing Corporation (“NSCC”) or through posting on the www.iShares.com, prior to the opening of trading on each business day, a list of the Fund’s holdings (generally pro-rata) that Authorized Participants could deliver to the Fund to settle purchases of the Fund (i.e. Deposit Securities) or that Authorized Participants would receive from the Fund to settle redemptions of the Fund (i.e. Fund Securities). These files are known as the Portfolio Composition File and the Fund Data File (collectively, “Files”). The Files are applicable for the next trading day and are provided to the NSCC and/or posted on www.iShares.com after the close of markets in the U.S. |
• | Communications with Authorized Participants and Liquidity Providers: Certain employees of BFA are responsible for |
• | Communications with Listing Exchanges: From time to time, employees of BFA may discuss portfolio holdings information with the applicable primary listing exchange for the Fund as needed to meet the exchange listing standards. |
• | Communications with Other Portfolio Managers: Certain information may be provided to employees of BFA who manage funds that invest a significant percentage of their assets in shares of an underlying fund as necessary to manage the fund’s investment objective and strategy. |
• | Communication of Other Information: Certain explanatory information regarding the Files is released to Authorized Participants and liquidity providers on a daily basis, but is only done so after the Files are posted to www.iShares.com. |
• | Third-Party Service Providers: Certain portfolio holdings information may be disclosed to Fund Trustees and their counsel, outside counsel for the Fund, auditors and to certain third-party service providers (i.e., fund administrator, custodian, proxy voting service) for which a non-disclosure, confidentiality agreement or other obligation is in place with such service providers, as may be necessary to conduct business in the ordinary course in a manner consistent with applicable policies, agreements with the Fund, the terms of the current registration statements and federal securities laws and regulations thereunder. |
• | Liquidity Metrics: “Liquidity Metrics,” which seek to ascertain the Fund’s liquidity profile under BlackRock’s global liquidity risk methodology, include but are not limited to: (a) disclosure regarding the number of days needed to liquidate a portfolio or the portfolio’s underlying investments; and (b) the percentage of the Fund’s NAV invested in a particular liquidity tier under BlackRock’s global liquidity risk methodology. The dissemination of position-level liquidity metrics data and any non-public regulatory data pursuant to the Liquidity Rule (including SEC liquidity tiering) is not permitted unless pre-approved. Disclosure of portfolio-level liquidity metrics prior to 60 calendar days after calendar quarter-end requires a non-disclosure or confidentiality agreement and approval of the Trust’s Chief Compliance Officer. Portfolio-level liquidity metrics disclosure subsequent to 60 calendar days after calendar quarter-end requires the approval of portfolio management and must be disclosed to all parties requesting the information if disclosed to any party. |
1. | Concentrate its investments in a particular industry, as that term is used in the Investment Company Act, except that the Fund will concentrate to approximately the same extent that its Underlying Index concentrates in the securities of a particular industry or group of industries. |
2. | Borrow money, except as permitted under the Investment Company Act. |
3. | Issue senior securities to the extent such issuance would violate the Investment Company Act. |
4. | Purchase or hold real estate, except the Fund may purchase and hold securities or other instruments that are secured by, or linked to, real estate or interests therein, securities of REITs, mortgage-related securities and securities of issuers engaged in the real estate business, and the Fund may purchase and hold real estate as a result of the ownership of securities or other instruments. |
5. | Underwrite securities issued by others, except to the extent that the sale of portfolio securities by the Fund may be deemed to be an underwriting or as otherwise permitted by applicable law. |
6. | Purchase or sell commodities or commodity contracts, except as permitted by the Investment Company Act. |
7. | Make loans to the extent prohibited by the Investment Company Act. |
Name (Age) | Position | Principal Occupation(s) During the Past 5 Years |
Other Directorships Held by Trustee | |||
Robert S. Kapito1 (65) |
Trustee (since 2009). |
President, BlackRock, Inc. (since 2006); Vice Chairman of BlackRock, Inc. and Head of BlackRock’s Portfolio Management Group (since its formation in 1998) and BlackRock, Inc.’s predecessor entities (since 1988); Trustee, University of Pennsylvania (since 2009); President of Board of Directors, Hope & Heroes Children’s Cancer Fund (since 2002). | Director of BlackRock, Inc. (since 2006); Director of iShares, Inc. (since 2009); Trustee of iShares U.S. ETF Trust (since 2011). | |||
Salim Ramji2 (51) |
Trustee (since 2019). | Senior Managing Director, BlackRock, Inc. (since 2014); Global Head of BlackRock’s ETF and Index Investments Business (since 2019); Head of BlackRock’s U.S. Wealth Advisory Business (2015-2019); Global Head of Corporate Strategy, BlackRock, Inc. (2014-2015); Senior Partner, McKinsey & Company (2010-2014). | Director of iShares, Inc. (since 2019); Trustee of iShares U.S. ETF Trust (since 2019). |
1 | Robert S. Kapito is deemed to be an “interested person” (as defined in the 1940 Act) of the Trust due to his affiliations with BlackRock, Inc. and its affiliates. |
2 | Salim Ramji is deemed to be an “interested person” (as defined in the 1940 Act) of the Trust due to his affiliations with BlackRock, Inc. and its affiliates. |
Name (Age) | Position | Principal Occupation(s) During the Past 5 Years |
Other Directorships Held by Trustee | |||
John E. Kerrigan (66) |
Trustee (since 2005); Independent Board Chair (since 2022). |
Chief Investment Officer, Santa Clara University (since 2002). | Director of iShares, Inc. (since 2005); Trustee of iShares U.S. ETF Trust (since 2011). | |||
Jane D. Carlin (66) |
Trustee (since 2015); Risk Committee Chair (since 2016). |
Consultant (since 2012); Member of the Audit Committee (2012-2018), Chair of the Nominating and Governance Committee (2017-2018) and Director of PHH Corporation (mortgage solutions) (2012-2018); Managing Director and Global Head of Financial Holding Company Governance & Assurance and the Global Head of Operational Risk Management of Morgan Stanley (2006-2012). | Director of iShares, Inc. (since 2015); Trustee of iShares U.S. ETF Trust (since 2015); Member of the Audit Committee (since 2016), Chair of the Audit Committee (since 2020) and Director of The Hanover Insurance Group, Inc. (since 2016). |
Name (Age) | Position | Principal Occupation(s) During the Past 5 Years |
Other Directorships Held by Trustee | |||
Richard L. Fagnani (67) |
Trustee (since 2017); Audit Committee Chair (since 2019). |
Partner, KPMG LLP (2002-2016). | Director of iShares, Inc. (since 2017); Trustee of iShares U.S. ETF Trust (since 2017). | |||
Cecilia H. Herbert (72) |
Trustee (since 2005); Nominating and Governance and Equity Plus Committee Chairs (since 2022). |
Chair of the Finance Committee (since 2019) and Trustee and Member of the Finance, Audit and Quality Committees of Stanford Health Care (since 2016); Trustee of WNET, New York's public media company (since 2011) and Member of the Audit Committee (since 2018) and Investment Committee (since 2011); Chair (1994-2005) and Member (since 1992) of the Investment Committee, Archdiocese of San Francisco; Trustee of Forward Funds (14 portfolios) (2009-2018); Trustee of Salient MF Trust (4 portfolios) (2015-2018); Director (1998-2013) and President (2007-2011) of the Board of Directors, Catholic Charities CYO; Trustee (2002-2011) and Chair of the Finance and Investment Committee (2006-2010) of the Thacher School; Director of the Senior Center of Jackson Hole (since 2020). | Director of iShares, Inc. (since 2005); Trustee of iShares U.S. ETF Trust (since 2011); Independent Board Chair of iShares, Inc. and iShares U.S. ETF Trust (since 2016); Trustee of Thrivent Church Loan and Income Fund (since 2019). | |||
Drew E. Lawton (62) |
Trustee (since 2017); 15(c) Committee Chair (since 2017). |
Senior Managing Director of New York Life Insurance Company (2010-2015). | Director of iShares, Inc. (since 2017); Trustee of iShares U.S. ETF Trust (since 2017). | |||
John E. Martinez (60) |
Trustee (since 2003); Securities Lending Committee Chair (since 2019). |
Director of Real Estate Equity Exchange, Inc. (since 2005); Director of Cloudera Foundation (2017-2020); and Director of Reading Partners (2012-2016). | Director of iShares, Inc. (since 2003); Trustee of iShares U.S. ETF Trust (since 2011). |
Name (Age) | Position | Principal Occupation(s) During the Past 5 Years |
Other Directorships Held by Trustee | |||
Madhav V. Rajan (57) |
Trustee (since 2011); Fixed Income Plus Committee Chair (since 2019). |
Dean, and George Pratt Shultz Professor of Accounting, University of Chicago Booth School of Business (since 2017); Advisory Board Member (since 2016) and Director (since 2020) of C.M. Capital Corporation; Chair of the Board for the Center for Research in Security Prices, LLC (since 2020); Robert K. Jaedicke Professor of Accounting, Stanford University Graduate School of Business (2001-2017); Professor of Law (by courtesy), Stanford Law School (2005-2017); Senior Associate Dean for Academic Affairs and Head of MBA Program, Stanford University Graduate School of Business (2010-2016). | Director of iShares, Inc. (since 2011); Trustee of iShares U.S. ETF Trust (since 2011). |
Name (Age) | Position | Principal Occupation(s) During the Past 5 Years | ||
Armando Senra (50) |
President (since 2019). | Managing Director, BlackRock, Inc. (since 2007); Head of U.S., Canada and Latam iShares, BlackRock, Inc. (since 2019); Head of Latin America Region, BlackRock, Inc. (2006-2019); Managing Director, Bank of America Merrill Lynch (1994-2006). | ||
Trent Walker (47) |
Treasurer and Chief Financial Officer (since 2020). |
Managing Director of BlackRock, Inc. (since September 2019); Chief Financial Officer of iShares Delaware Trust Sponsor LLC, BlackRock Funds, BlackRock Funds II, BlackRock Funds IV, BlackRock Funds V and BlackRock Funds VI (since 2021); Executive Vice President of PIMCO (2016-2019); Senior Vice President of PIMCO (2008-2015); Treasurer (2013-2019) and Assistant Treasurer (2007-2017) of PIMCO Funds, PIMCO Variable Insurance Trust, PIMCO ETF Trust, PIMCO Equity Series, PIMCO Equity Series VIT, PIMCO Managed Accounts Trust, 2 PIMCO-sponsored interval funds and 21 PIMCO-sponsored closed-end funds. |
Name (Age) | Position | Principal Occupation(s) During the Past 5 Years | ||
Charles Park (54) |
Chief Compliance Officer (since 2006). | 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); Chief Compliance Officer of BFA (since 2006). | ||
Deepa Damre Smith (46) |
Secretary (since 2019). | Managing Director, BlackRock, Inc. (since 2014); Director, BlackRock, Inc. (2009-2013). | ||
Scott Radell (53) |
Executive Vice President (since 2012). |
Managing Director, BlackRock, Inc. (since 2009); Head of Portfolio Solutions, BlackRock, Inc. (since 2009). | ||
Alan Mason (61) |
Executive Vice President (since 2016). |
Managing Director, BlackRock, Inc. (since 2009). | ||
Marybeth Leithead (59) |
Executive Vice President (since 2019). |
Managing Director, BlackRock, Inc. (since 2017); Chief Operating Officer of Americas iShares (since 2017); Portfolio Manager, Municipal Institutional & Wealth Management (2009-2016). |
Name | Fund | Dollar Range of Equity Securities in Named Fund |
Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in Family of Investment Companies | |||
Robert S. Kapito | None | None | None | |||
Salim Ramji | iShares Broad USD Investment Grade Corporate Bond ETF | Over $100,000 | Over $100,000 | |||
iShares Commodity Curve Carry Strategy ETF | $50,001-$100,000 | |||||
iShares Core Dividend Growth ETF | Over $100,000 | |||||
iShares Core MSCI Emerging Markets ETF | Over $100,000 | |||||
iShares Core MSCI Total International Stock ETF | $1-$10,000 | |||||
iShares Core S&P 500 ETF | $1-$10,000 | |||||
iShares Core S&P Mid-Cap ETF | Over $100,000 | |||||
iShares Core S&P Small-Cap ETF | Over $100,000 | |||||
iShares Core S&P Total U.S. Stock Market ETF | $1-$10,000 | |||||
iShares Expanded Tech Sector ETF | $1-$10,000 | |||||
iShares Expanded Tech-Software Sector ETF | $1-$10,000 | |||||
iShares GSCI Commodity Dynamic Roll Strategy ETF | $50,001-$100,000 | |||||
iShares MSCI USA ESG Select ETF | $1-$10,000 | |||||
iShares Robotics and Artificial Intelligence Multisector ETF | $1-$10,000 | |||||
iShares TIPS Bond ETF | $50,001-$100,000 | |||||
John E. Kerrigan | iShares Core S&P 500 ETF | Over $100,000 | Over $100,000 | |||
iShares Core S&P Small-Cap ETF | $50,001-$100,000 | |||||
iShares ESG Advanced MSCI EAFE ETF | $1-$10,000 | |||||
iShares ESG Advanced MSCI USA ETF | $10,001-$50,000 | |||||
iShares ESG Aware MSCI EAFE ETF | $10,001-$50,000 | |||||
iShares ESG Aware MSCI EM ETF | $50,001-$100,000 | |||||
iShares ESG Aware MSCI USA ETF | Over $100,000 | |||||
iShares ESG Aware MSCI USA Small-Cap ETF | $10,001-$50,000 | |||||
iShares Exponential Technologies ETF | Over $100,000 |
Name | Fund | Dollar Range of Equity Securities in Named Fund |
Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in Family of Investment Companies | |||
iShares Genomics Immunology and Healthcare ETF | $10,001-$50,000 | |||||
iShares Global Clean Energy ETF | Over $100,000 | |||||
iShares Global Infrastructure ETF | Over $100,000 | |||||
iShares Global Tech ETF | $10,001-$50,000 | |||||
iShares MSCI ACWI ex U.S. ETF | Over $100,000 | |||||
iShares MSCI EAFE Growth ETF | Over $100,000 | |||||
iShares MSCI EAFE Value ETF | Over $100,000 | |||||
iShares MSCI KLD 400 Social ETF | $10,001-$50,000 | |||||
iShares MSCI USA ESG Select ETF | $1-$10,000 | |||||
iShares MSCI USA Min Vol Factor ETF | $10,001-$50,000 | |||||
iShares MSCI USA Value Factor ETF | $50,001-$100,000 | |||||
iShares U.S. Energy ETF | $10,001-$50,000 | |||||
iShares U.S. Financial Services ETF | $10,001-$50,000 | |||||
Jane D. Carlin | iShares Core MSCI EAFE ETF | Over $100,000 | Over $100,000 | |||
iShares Core MSCI Emerging Markets ETF | Over $100,000 | |||||
iShares Core S&P Mid-Cap ETF | $10,001-$50,000 | |||||
iShares Core S&P Small-Cap ETF | Over $100,000 | |||||
iShares Global Clean Energy ETF | $10,001-$50,000 | |||||
iShares MSCI ACWI ex U.S. ETF | Over $100,000 | |||||
iShares MSCI Global Metals & Mining Producers ETF | $10,001-$50,000 | |||||
iShares Select Dividend ETF | $10,001-$50,000 | |||||
Richard L. Fagnani | iShares 0-5 Year TIPS Bond ETF | $10,001-$50,000 | Over $100,000 | |||
iShares China Large-Cap ETF | $50,001-$100,000 | |||||
iShares Core Dividend Growth ETF | $10,001-$50,000 | |||||
iShares Core S&P 500 ETF | $50,001-$100,000 | |||||
iShares Core U.S. REIT ETF | $10,001-$50,000 | |||||
iShares Exponential Technologies ETF | $10,001-$50,000 | |||||
iShares Global Clean Energy ETF | $10,001-$50,000 | |||||
iShares GSCI Commodity Dynamic Roll Strategy ETF | $10,001-$50,000 | |||||
iShares MSCI All Country Asia ex Japan ETF | $10,001-$50,000 | |||||
iShares MSCI Japan ETF | $10,001-$50,000 | |||||
iShares MSCI Singapore ETF | $10,001-$50,000 |
Name | Fund | Dollar Range of Equity Securities in Named Fund |
Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in Family of Investment Companies | |||
iShares MSCI USA Equal Weighted ETF | $10,001-$50,000 | |||||
iShares MSCI USA Quality Factor ETF | $10,001-$50,000 | |||||
iShares Robotics and Artificial Intelligence Multisector ETF | $10,001-$50,000 | |||||
iShares TIPS Bond ETF | $10,001-$50,000 | |||||
iShares U.S. Infrastructure ETF | $10,001-$50,000 | |||||
iShares U.S. Regional Banks ETF | $10,001-$50,000 | |||||
Cecilia H. Herbert | iShares California Muni Bond ETF | Over $100,000 | Over $100,000 | |||
iShares Core Dividend Growth ETF | Over $100,000 | |||||
iShares Core MSCI Emerging Markets ETF | $1-$10,000 | |||||
iShares Core MSCI Total International Stock ETF | $10,001-$50,000 | |||||
iShares Core S&P 500 ETF | Over $100,000 | |||||
iShares Core S&P U.S. Growth ETF | Over $100,000 | |||||
iShares Core S&P U.S. Value ETF | Over $100,000 | |||||
iShares iBoxx $ High Yield Corporate Bond ETF | $10,001-$50,000 | |||||
iShares International Select Dividend ETF | $1-$10,000 | |||||
iShares MSCI EAFE ETF | $1-$10,000 | |||||
iShares MSCI Japan ETF | $10,001-$50,000 | |||||
iShares MSCI USA Value Factor ETF | Over $100,000 | |||||
iShares National Muni Bond ETF | $10,001-$50,000 | |||||
iShares Preferred and Income Securities ETF | $10,001-$50,000 | |||||
Drew E. Lawton | BlackRock Ultra Short-Term Bond ETF | Over $100,000 | Over $100,000 | |||
iShares 0-5 Year High Yield Corporate Bond ETF | $50,001-$100,000 | |||||
iShares Biotechnology ETF | Over $100,000 | |||||
iShares Core Dividend Growth ETF | Over $100,000 | |||||
iShares Core MSCI Total International Stock ETF | Over $100,000 | |||||
iShares Core S&P Total U.S. Stock Market ETF | Over $100,000 | |||||
iShares Expanded Tech Sector ETF | Over $100,000 | |||||
iShares Exponential Technologies ETF | Over $100,000 | |||||
iShares Global Financials ETF | $10,001-$50,000 | |||||
iShares U.S. Financial Services ETF | Over $100,000 | |||||
iShares U.S. Financials ETF | $50,001-$100,000 | |||||
iShares U.S. Healthcare ETF | Over $100,000 | |||||
Name | Fund | Dollar Range of Equity Securities in Named Fund |
Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in Family of Investment Companies | |||
John E. Martinez | iShares 1-5 Year Investment Grade Corporate Bond ETF | Over $100,000 | Over $100,000 | |||
iShares Core MSCI International Developed Markets ETF | $10,001-$50,000 | |||||
iShares Core S&P 500 ETF | Over $100,000 | |||||
iShares Core S&P Small-Cap ETF | Over $100,000 | |||||
iShares Core S&P Total U.S. Stock Market ETF | Over $100,000 | |||||
iShares Global Consumer Staples ETF | Over $100,000 | |||||
iShares Russell 1000 ETF | Over $100,000 | |||||
iShares Russell 1000 Value ETF | Over $100,000 | |||||
iShares Russell 2000 ETF | Over $100,000 | |||||
Madhav V. Rajan | None | None | None |
Name | iShares iBonds 2029 Term High Yield and Income ETF |
Pension or Retirement Benefits Accrued As Part of Trust Expenses1 |
Estimated Annual Benefits Upon Retirement1 |
Total Compensation From the Fund and Fund Complex2 | ||||
Independent Trustees: | ||||||||
Jane D. Carlin | $0 | Not Applicable | Not Applicable | $420,000 | ||||
Richard L. Fagnani | 0 | Not Applicable | Not Applicable | 446,764 | ||||
Cecilia H. Herbert | 0 | Not Applicable | Not Applicable | 475,000 | ||||
John E. Kerrigan | 0 | Not Applicable | Not Applicable | 445,000 | ||||
Drew E. Lawton | 0 | Not Applicable | Not Applicable | 431,764 | ||||
John E. Martinez | 0 | Not Applicable | Not Applicable | 420,000 |
Name | iShares iBonds 2029 Term High Yield and Income ETF |
Pension or Retirement Benefits Accrued As Part of Trust Expenses1 |
Estimated Annual Benefits Upon Retirement1 |
Total Compensation From the Fund and Fund Complex2 | ||||
Madhav V. Rajan | 0 | Not Applicable | Not Applicable | 420,000 | ||||
Interested Trustees: | ||||||||
Robert S. Kapito | $0 | Not Applicable | Not Applicable | $0 | ||||
Salim Ramji | 0 | Not Applicable | Not Applicable | 0 |
1 | No Trustee or officer is entitled to any pension or retirement benefits from the Trust. |
2 | Also includes compensation for service on the Board of Trustees of iShares U.S. ETF Trust and the Board of Directors of iShares, Inc. |
James Mauro | ||||
Types of Accounts | Number | Total Assets | ||
Registered Investment Companies | 113 | $510,272,000,000 | ||
Other Pooled Investment Vehicles | 43 | 147,989,000,000 | ||
Other Accounts | 34 | 37,208,000,000 |
Karen Uyehara | ||||
Types of Accounts | Number | Total Assets | ||
Registered Investment Companies | 56 | $286,122,000,000 | ||
Other Pooled Investment Vehicles | 50 | 117,123,000,000 | ||
Other Accounts | 57 | 85,854,000,000 |
James Mauro | ||||
Types of Accounts | Number of Other Accounts with Performance Fees Managed by Portfolio Manager |
Aggregate of Total Assets | ||
Registered Investment Companies | 0 | N/A | ||
Other Pooled Investment Vehicles | 0 | N/A | ||
Other Accounts | 0 | N/A |
Karen Uyehara | ||||
Types of Accounts | Number of Other Accounts with Performance Fees Managed by Portfolio Manager |
Aggregate of Total Assets | ||
Registered Investment Companies | 0 | N/A | ||
Other Pooled Investment Vehicles | 4 | $1,257,000,000 | ||
Other Accounts | 4 | 2,586,000,000 |
Shares Per Creation Unit |
Approximate Value Per Creation Unit (U.S.$) | |
100,000 | $2,500,000 |
Standard Creation Transaction Fee |
Maximum Additional Charge* | |
$1,250 | 3.0% |
* | As a percentage of the net asset value per Creation Unit. |
Standard Redemption Transaction Fee |
Maximum Additional Charge* | |
$1,250 | 2.0% |
* | As a percentage of the net asset value per Creation Unit, inclusive of the standard redemption transaction fee. |
• | Boards and directors |
• | Auditors and audit-related issues |
• | Capital structure, mergers, asset sales and other special transactions |
• | Compensation and benefits |
• | Environmental and social issues |
• | General corporate governance matters and shareholder protections |
• | establishing an appropriate corporate governance structure |
• | supporting and overseeing management in setting long-term strategic goals, applicable measures of value-creation and milestones that will demonstrate progress, and steps taken if any obstacles are anticipated or incurred |
• | ensuring the integrity of financial statements |
• | making independent decisions regarding mergers, acquisitions and disposals |
• | establishing appropriate executive compensation structures |
• | addressing business issues, including environmental and social issues, when they have the potential to materially impact company reputation and performance |
• | current or former employment at the company or a subsidiary within the past several years |
• | being, or representing, a shareholder with a substantial shareholding in the company |
• | interlocking directorships |
• | having any other interest, business or other relationship which could, or could reasonably be perceived to, materially interfere with the director’s ability to act in the best interests of the company |
1) | publish a disclosure in line with industry-specific SASB guidelines by year-end, if they have not already done so, or disclose a similar set of data in a way that is relevant to their particular business; and |
2) | disclose climate-related risks in line with the TCFD’s recommendations, if they have not already done so. This should include the company’s plan for operating under a scenario where the Paris Agreement’s goal of limiting global warming to less than two degrees is fully realized, as expressed by the TCFD guidelines. |
• | The company has already taken sufficient steps to address the concern |
• | The company is in the process of actively implementing a response |
• | There is a clear and material economic disadvantage to the company in the near-term if the issue is not addressed in the manner requested by the shareholder proposal |
• | BlackRock clients who may be issuers of securities or proponents of shareholder resolutions |
• | BlackRock business partners or third parties who may be issuers of securities or proponents of shareholder resolutions |
• | BlackRock employees who may sit on the boards of public companies held in Funds managed by BlackRock |
• | Significant BlackRock, Inc. investors who may be issuers of securities held in Funds managed by BlackRock |
• | Securities of BlackRock, Inc. or BlackRock investment funds held in Funds managed by BlackRock |
• | BlackRock, Inc. board members who serve as senior executives of public companies held in Funds managed by BlackRock |
• | Adopted the Guidelines which are designed to protect and enhance the economic value of the companies in which BlackRock invests on behalf of clients. |
• | Established a reporting structure that separates BIS from employees with sales, vendor management or business partnership roles. In addition, BlackRock seeks to ensure that all engagements with corporate issuers, dissident shareholders or shareholder proponents are managed consistently and without regard to BlackRock’s relationship with such parties. Clients or business partners are not given special treatment or differentiated access to BIS. BIS prioritizes engagements based on factors including but not limited to our need for additional information to make a voting decision or our view on the likelihood that an engagement could lead to positive outcome(s) over time for the economic value of the company. Within the normal course of business, BIS may engage directly with BlackRock clients, business partners and/or third parties, and/or with employees with sales, vendor management or business partnership roles, in discussions regarding our approach to stewardship, general corporate governance matters, client reporting needs, and/or to otherwise ensure that proxy-related client service levels are met. |
• | Determined to engage, in certain instances, an independent fiduciary to vote proxies as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance requirements, or as may be otherwise required by applicable law. In such circumstances, the independent fiduciary provides BlackRock’s proxy voting agent with instructions, in accordance with the Guidelines, as to how to vote such proxies, and BlackRock’s proxy voting agent votes the proxy in accordance with the independent fiduciary’s determination. BlackRock uses an independent fiduciary to vote proxies of (i) any company that is affiliated with BlackRock, Inc., (ii) any public company that includes BlackRock employees on its board of directors, (iii) The PNC Financial Services Group, Inc., (iv) any public company of which a BlackRock, Inc. board member serves as a senior executive, and (v) companies when legal or regulatory requirements compel BlackRock to use an independent fiduciary. In selecting an independent fiduciary, we assess several characteristics, including but not limited to: independence, an ability to analyze proxy issues and vote in the best economic interest of our clients, reputation for reliability and integrity, and operational capacity to accurately deliver the assigned votes in a timely manner. We may engage more than one independent fiduciary, in part in order to mitigate potential or perceived conflicts of interest at an independent fiduciary. The Global Committee appoints and reviews the performance of the independent fiduciar(ies), generally on an annual basis. |
Contents | |
Introduction | A-16 |
Voting guidelines | A-16 |
Boards and directors | A-16 |
- Director elections | A-16 |
- Independence | A-16 |
- Oversight | A-17 |
- Responsiveness to shareholders | A-17 |
- Shareholder rights | A-17 |
- Board composition and effectiveness | A-18 |
- Board size | A-19 |
- CEO and management succession planning | A-19 |
- Classified board of directors / staggered terms | A-19 |
- Contested director elections | A-19 |
- Cumulative voting | A-19 |
- Director compensation and equity programs | A-19 |
- Majority vote requirements | A-19 |
- Risk oversight | A-20 |
- Separation of chairman and CEO | A-20 |
Auditors and audit-related issues | A-20 |
Capital structure proposals | A-21 |
- Equal voting rights | A-21 |
- Blank check preferred stock | A-21 |
- Increase in authorized common shares | A-21 |
- Increase or issuance of preferred stock | A-21 |
- Stock splits | A-22 |
Mergers, asset sales, and other special transactions | A-22 |
- Poison pill plans | A-22 |
- Reimbursement of expenses for successful shareholder campaigns | A-22 |
Executive Compensation | A-22 |
- Advisory resolutions on executive compensation (“Say on Pay”) | A-23 |
- Advisory votes on the frequency of Say on Pay resolutions | A-23 |
- Claw back proposals | A-23 |
- Employee stock purchase plans | A-23 |
- Equity compensation plans | A-23 |
- Golden parachutes | A-23 |
- Option exchanges | A-24 |
- Pay-for-Performance plans | A-24 |
- Supplemental executive retirement plans | A-24 |
Environmental and social issues | A-24 |
- Climate risk | A-25 |
- Corporate political activities | A-26 |
General corporate governance matters | A-26 |
- Adjourn meeting to solicit additional votes | A-26 |
- Bundled proposals | A-26 |
- Exclusive forum provisions | A-26 |
- Multi-jurisdictional companies | A-26 |
- Other business | A-27 |
- Reincorporation | A-27 |
- IPO governance | A-27 |
Contents | |
Shareholder Protections | A-27 |
- Amendment to charter / articles / bylaws | A-27 |
- Proxy access | A-28 |
- Right to act by written consent | A-28 |
- Right to call a special meeting | A-28 |
- Simple majority voting | A-28 |
• | Boards and directors |
• | Auditors and audit-related issues |
• | Capital structure |
• | Mergers, asset sales, and other special transactions |
• | Executive compensation |
• | Environmental and social issues |
• | General corporate governance matters |
• | Shareholder protections |
• | Employment as a senior executive by the company or a subsidiary within the past five years |
• | An equity ownership in the company in excess of 20% |
• | Having any other interest, business, or relationship which could, or could reasonably be perceived to, materially interfere with the director’s ability to act in the best interests of the company |
• | Where the board has failed to exercise oversight with regard to accounting practices or audit oversight, we will consider voting against the current audit committee, and any other members of the board who may be responsible. For example, this may apply to members of the audit committee during a period when the board failed to facilitate quality, independent auditing if substantial accounting irregularities suggest insufficient oversight by that committee |
• | Members of the compensation committee during a period in which executive compensation appears excessive relative to performance and peers, and where we believe the compensation committee has not already substantially addressed this issue |
• | The chair of the nominating / governance committee, or where no chair exists, the nominating / governance committee member with the longest tenure, where the board is not comprised of a majority of independent directors. However, this would not apply in the case of a controlled company |
• | Where it appears the director has acted (at the company or at other companies) in a manner that compromises his / her reliability to represent the best long-term economic interests of shareholders |
• | Where a director has a pattern of poor attendance at combined board and applicable key committee meetings. Excluding exigent circumstances, BlackRock generally considers attendance at less than 75% of the combined board and applicable key committee meetings by a board member to be poor attendance |
• | Where a director serves on an excess number of boards, which may limit his / her capacity to focus on each board’s requirements. The following illustrates the maximum number of boards on which a director may serve, before he / she is considered to be over-committed: |
Public Company CEO |
# Outside Public Boards* |
Total # of Public Boards | |||
Director A | x | 1 | 2 | ||
Director B | 3 | 4 |
* | In addition to the company under review |
• | The independent chair or lead independent director, members of the nominating / governance committee, and / or the longest tenured director(s), where we observe a lack of board responsiveness to shareholders, evidence of board entrenchment, and / or failure to promote adequate board succession planning |
• | The chair of the nominating / governance committee, or where no chair exists, the nominating / governance committee member with the longest tenure, where board member(s) at the most recent election of directors have received withhold votes from more than 30% of shares voted and the board has not taken appropriate action to respond to shareholder concerns. This may not apply in cases where BlackRock did not support the initial withhold vote |
• | The independent chair or lead independent director and / or members of the nominating / governance committee, where a board fails to implement shareholder proposals that receive a majority of votes cast at a prior shareholder meeting, and the proposals, in our view, have a direct and substantial impact on shareholders’ fundamental rights or long-term economic interests |
• | The independent chair or lead independent director and members of the governance committee, where a board implements or renews a poison pill without shareholder approval |
• | The independent chair or lead independent director and members of the governance committee, where a board amends the charter / articles / bylaws such that the effect may be to entrench directors or to significantly reduce shareholder rights |
• | Members of the compensation committee where the company has repriced options without shareholder approval |
• | If a board maintains a classified structure, it is possible that the director(s) with whom we have a particular concern may not be subject to election in the year that the concern arises. In such situations, if we have a concern regarding a committee or committee chair that is not up for re-election, we will generally register our concern by withholding votes from all available members of the relevant committee |
• | The mix of competencies, experience, and other qualities required to effectively oversee and guide management in light of the stated long-term strategy of the company |
• | The process by which candidates are identified and selected, including whether professional firms or other sources outside of incumbent directors’ networks have been engaged to identify and / or assess candidates |
• | The process by which boards evaluate themselves and any significant outcomes of the evaluation process, without divulging inappropriate and / or sensitive details |
• | The consideration given to board diversity, including, but not limited to, gender, ethnicity, race, age, experience, geographic location, skills, and perspective in the nomination process |
Combined Chair / CEO Model |
Separate Chair Model | ||||
Chair / CEO | Lead Director | Chair | |||
Board Meetings | Authority to call full meetings of the board of directors | Attends full meetings of the board of directors Authority to call meetings of independent directors Briefs CEO on issues arising from executive sessions |
Authority to call full meetings of the board of directors | ||
Agenda | Primary responsibility for shaping board agendas, consulting with the lead director | Collaborates with chair / CEO to set board agenda and board information | Primary responsibility for shaping board agendas, in conjunction with CEO | ||
Board Communications | Communicates with all directors on key issues and concerns outside of full board meetings | Facilitates discussion among independent directors on key issues and concerns outside of full board meetings, including contributing to the oversight of CEO and management succession planning | Facilitates discussion among independent directors on key issues and concerns outside of full board meetings, including contributing to the oversight of CEO and management succession planning |
• | Appears to have a legitimate financing motive for requesting blank check authority |
• | Has committed publicly that blank check preferred shares will not be used for anti-takeover purposes |
• | Has a history of using blank check preferred stock for financings |
• | Has blank check preferred stock previously outstanding such that an increase would not necessarily provide further anti-takeover protection but may provide greater financing flexibility |
• | The degree to which the proposed transaction represents a premium to the company’s trading price. We consider the share price over multiple time periods prior to the date of the merger announcement. In most cases, business combinations should provide a premium. We may consider comparable transaction analyses provided by the parties’ financial advisors and our own valuation assessments. For companies facing insolvency or bankruptcy, a premium may not apply |
• | There should be clear strategic, operational, and / or financial rationale for the combination |
• | Unanimous board approval and arm’s-length negotiations are preferred. We will consider whether the transaction involves a dissenting board or does not appear to be the result of an arm’s-length bidding process. We may also consider whether executive and / or board members’ financial interests in a given transaction appear likely to affect their ability to place shareholders’ interests before their own |
• | We prefer transaction proposals that include the fairness opinion of a reputable financial advisor assessing the value of the transaction to shareholders in comparison to recent similar transactions |
• | Whether we believe that the triggering event is in the best interest of shareholders |
• | Whether management attempted to maximize shareholder value in the triggering event |
• | The percentage of total premium or transaction value that will be transferred to the management team, rather than shareholders, as a result of the golden parachute payment |
• | Whether excessively large excise tax gross-up payments are part of the pay-out |
• | Whether the pay package that serves as the basis for calculating the golden parachute payment was reasonable in light of performance and peers |
• | Whether the golden parachute payment will have the effect of rewarding a management team that has failed to effectively manage the company |
• | The company has experienced significant stock price decline as a result of macroeconomic trends, not individual company performance |
• | Directors and executive officers are excluded; the exchange is value neutral or value creative to shareholders; tax, accounting, and other technical considerations have been fully contemplated |
• | There is clear evidence that absent repricing, the company will suffer serious employee incentive or retention and recruiting problems |
• | Publish disclosures in line with industry specific SASB guidelines by year-end, if they have not already done so, or disclose a similar set of data in a way that is relevant to their particular business; and |
• | Disclose climate-related risks in line with the TCFD’s recommendations, if they have not already done so. This should include the company’s plan for operating under a scenario where the Paris Agreement’s goal of limiting global warming to less than two degrees is fully realized, as expressed by the TCFD guidelines. |
• | The company has already taken sufficient steps to address the concern |
• | The company is in the process of actively implementing a response |
• | There is a clear and material economic disadvantage to the company in the near-term if the issue is not addressed in the manner requested by the shareholder proposal |
iShares Trust
File Nos. 333-92935 and 811-09729
Part C
Other Information
Item 28. Exhibits:
PEA # 2,526
- 1 -
- 2 -
AllianceBernstein Global High Income Fund, Inc.
AllianceBernstein National Municipal Income Fund, Inc.
AB Multi-Manager Alternative Fund
AB Bond Fund, Inc.
AB Cap Fund, Inc.
AB Core Opportunities Fund, Inc.
AB Corporate Shares
AB Discovery Growth Fund, Inc.
AB Equity Income Fund, Inc.
AB Fixed-Income Shares, Inc.
AB Global Bond Fund, Inc.
AB Global Real Estate Investment Fund, Inc.
AB Global Risk Allocation Fund, Inc.
AB High Income Fund, Inc.
AB Institutional Funds, Inc.
AB Large Cap Growth Fund, Inc.
AB Municipal Income Fund, Inc.
AB Municipal Income Fund II
AB Relative Value Fund, Inc.
AB Sustainable Global Thematic Fund, Inc.
AB Sustainable International Thematic Fund, Inc.
AB Trust
AB Variable Products Series Fund, Inc.
Sanford C. Bernstein Fund, Inc.
Sanford C. Bernstein Fund II, Inc.
Bernstein Fund, Inc.
The AB Portfolios
Allspring Funds Trust
Alpha Architect ETF Trust
American Century Strategic Asset Allocations, Inc. |
Franklin Fund Allocator Series
Franklin Templeton ETF Trust
Franklin Templeton Variable Insurance Products Trust
Legg Mason Partners Variable Equity Trust
FundX Investment Trust
The Glenmede Fund, Inc.
GMO Trust
GMO Benchmark-Free Fund
GMO Emerging Domestic Opportunities Fund
GMO Climate Change Fund
GMO Tax-Managed International Equities Fund
GMO Strategic Opportunities Allocation Fund
GPS Funds I
GPS Funds II
Savos Investments Trust
Goldman Sachs Trust
Goldman Sachs Variable Insurance Trust
Goldman Sachs Trust II
Goldman Sachs ETF Trust
Goldman Sachs ETF Trust II
Goldman Sachs MLP and Energy Renaissance Fund
Rydex Dynamic Funds
Rydex Series Funds
Rydex Variable Trust
Guggenheim Funds Trust
Guggenheim Variable Funds Trust
Guggenheim Strategy Funds Trust
Transparent Value Trust
Guggenheim Active Allocation Fund
Guggenheim Energy & Income Fund |
- 3 -
AMG Funds
AMG Funds I
AMG Funds II
AMG Funds III
AMG Funds IV Series
ETF Series Solutions
Aspiriant Trust
Old Westbury Funds, Inc.
BlackRock Allocation Target Shares
BlackRock Balanced Capital Fund, Inc.
BlackRock Funds II
BlackRock Funds III
BlackRock Variable Series Funds, Inc.
BNY Mellon Absolute Insight Funds, Inc.
Brighthouse Funds Trust I
Calamos Investment Trust
Calamos Long/Short Equity & Dynamic Income Trust
Calvert Variable Products, Inc.
Calvert Social Investment Fund
Cambria ETF Trust
AdvisorOne Funds
Columbia Funds Series Trust
Columbia Funds Series Trust I
Columbia Funds Series Trust II
Columbia Funds Variable Series Trust II
Columbia Funds Variable Insurance Trust
Direxion Shares ETF Trus
Direxion Funds
Eaton Vance Growth Trust
Eaton Vance Mutual Funds Trust
EQ ADVISORS TRUST
1290 FUNDS
Exchange Listed Funds Trust
ETF Series Solutions
E-Valuator Funds Trust
Fidelity Advisor Series
Fidelity Advisor Series VI
Fidelity Advisor Series VII
Fidelity Beacon Street Trust
Fidelity Capital Trust
Fidelity Central Investment Portfolios LLC
Fidelity Concord Street Trust
Fidelity Congress Street Fund
Fidelity Contrafund
Fidelity Commonwealth Trust
Fidelity Commonwealth Trust I
Fidelity Covington Trust
Fidelity Destiny Portfolios
Fidelity Devonshire Trust
Fidelity Exchange Fund
Fidelity Financial Trust
Fidelity Hanover Street Trust
Fidelity Hastings Street Trust |
Guggenheim Strategic Opportunities Fund
Guggenheim Taxable Municipal Bond & Investment Grade Debt Trust
Guggenheim Unit Investment Trusts (Guggenheim Defined Portfolios)
Horizon Funds
INDEXIQ ETF TRUST
Innealta Capital, LLC on behalf of Northern Lights Fund Trust II
Invesco Growth Series
Invesco Investment Funds
Invesco Unit Trusts
JNL Series Trust
James Advantage Funds
Janus Henderson Clayton Street Trust
Janus Investment Fund
John Hancock Variable Insurance Trust
John Hancock Funds II
JPMorgan Trust I
JPMorgan Trust II
J.P. Morgan Fleming Mutual Fund Group, Inc.
JPMorgan Institutional Trust
JPMorgan Insurance Trust
J.P. Morgan Mutual Fund Investment Trust
Undiscovered Managers Funds
J.P. Morgan Exchange-Traded Fund Trust
JPMorgan Trust IV
The Lazard Funds, Inc.
Lincoln Variable Insurance Products Trust
Litman Gregory Funds Trust
Delaware Group Equity Funds IV
Delaware Group Equity Funds V
Delaware Group Foundation Funds
Delaware Pooled Trust
Delaware VIP Trust
Ivy Variable Insurance Portfolio
InvestEd Portfolios
Ivy Funds
Madison Funds
Ultra Series Fund
Northern Lights Fund Trust II
MML Series Investment Fund II
Morningstar Funds Trust
Milliman Variable Insurance Trust
Nationwide Mutual Funds
Nationwide Variable Insurance Trust
Natixis Funds Trust IV
Natixis Funds Trust II
Neuberger Berman Alternative Funds
Neuberger Berman Equity Funds
Neuberger Berman Income Funds
Neuberger Berman Advisers Management Trust
Neuberger Berman ETF Trust
North Square Funds |
- 4 -
Fidelity Investment Trust
Fidelity Magellan Fund
Fidelity Mt. Vernon Street Trust
Fidelity Puritan Trust
Fidelity Securities Fund
Fidelity Select Portfolios
Fidelity Summer Street Trust
Fidelity Trend Fund
Variable Insurance Products Fund
Variable Insurance Products Fund II
Variable Insurance Products Fund III
Variable Insurance Products Fund IV
Fidelity Aberdeen Street Trust
Fidelity Advisor Series II
Fidelity Advisor Series IV
Fidelity Boylston Street Trust
Fidelity California Municipal Trust
Fidelity California Municipal Trust II
Fidelity Central Investment Portfolios II LLC
Fidelity Charles Street Trust
Fidelity Colchester Street Trust
Fidelity Court Street Trust
Fidelity Court Street Trust II
Fidelity Garrison Street Trust
Fidelity Hereford Street Trust
Fidelity Income Fund
Fidelity Massachusetts Municipal Trust
Fidelity Merrimack Street Trust
Fidelity Money Market Trust
Fidelity Municipal Trust
Fidelity Municipal Trust II
Fidelity Newbury Street Trust
Fidelity New York Municipal Trust
Fidelity New York Municipal Trust II
Fidelity Oxford Street Trust
Fidelity Oxford Street Trust II
Fidelity Phillips Street Trust
Fidelity Revere Street Trust
Fidelity Salem Street Trust
Fidelity School Street Trust
Fidelity Union Street Trust
Fidelity Union Street Trust II
Variable Insurance Products Fund V
Federated Hermes Fixed Income Securities, Inc.
Federated Hermes MDT Series
Federated Hermes Global Allocation Fund
Federated Hermes Insurance Series
Fidelity Rutland Square Trust II
FT Series
First Trust Exchange-Traded Fund
First Trust Exchange-Traded Fund II
First Trust Exchange-Traded Fund III
First Trust Exchange-Traded Fund IV
First Trust Exchange-Traded Fund V
First Trust Exchange-Traded Fund VI
First Trust Exchange-Traded Fund VII
First Trust Exchange-Traded Fund VIII
First Trust Series Fund
First Trust Variable Insurance Trust |
Northern Lights Fund Trust III
Northwestern Mutual Series Fund, Inc.
FlexShares Trust
Northern Funds
MainStay Funds Trust
MainStay VP Funds Trust
Ohio National Fund, Inc.
Pax World Funds Series Trust I and Pax World Funds Series Trust III
PFM Multi-Manager Series Trust
PIMCO Equity Series
PIMCO Funds
PIMCO Variable Insurance Trust
Principal Variable Contracts Funds, Inc.
Principal Funds, Inc.
ProFunds
ProShares Trust
Prudential Investment Portfolios 3
Prudential Investment Portfolios 16
Advanced Series Trust
Salient MF Trust
Forward Funds
Salient Midstream & MLP Fund
Schwab Capital Trust
Schwab Annuity Portfolios
Securian Funds Trust
SEI Institutional Managed Trust
SEI Institutional Investments Trust
SEI Institutional International Trust
Adviser Managed Trust
SSGA Active Trust
Sterling Capital Funds
SunAmerica Series Trust
Symmetry Panoramic Trust
Thrivent Mutual Funds
Thrivent Series Fund, Inc.
Thrivent Core Funds
Transamerica Funds
Transamerica Series Trust
Transamerica ETF Trust
Northern Lights Fund Trust
Northern Lights Variable Trust
VanEck ETF Trust
Victory Portfolios
Victory Portfolios II
Victory Variable Insurance Funds
USAA Mutual Funds Trust
Virtus Strategy Trust
Voya Balanced Portfolio, Inc.
Voya Equity Trust
Voya Investors Trust
Voya Mutual Funds
Voya Partners, Inc.
Voya Separate Portfolios Trust
Voya Strategic Allocation Portfolios, Inc.
The Arbitrage Funds
AltShares Trust
Absolute Shares Trust
WesMark Funds
William Blair Funds
Wilmington Funds |
-5-
Item 29. Persons Controlled By or Under Common Control with Registrant:
None.
Item 30. Indemnification:
The Trust (also referred to in this section as the “Fund”) is organized as a Delaware statutory trust and is operated pursuant to an Amended and Restated Agreement and Declaration of Trust (the “Declaration of Trust”) that permits the Trust to indemnify its trustees and officers under certain circumstances. Such indemnification, however, is subject to the limitations imposed by the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940, as amended (the “1940 Act”).
Section 10.2 of the Declaration of Trust:
The Declaration of Trust provides that every person who is, or has been, a trustee or officer of the Trust (a “Covered Person”) shall be indemnified by the Trust to the fullest extent permitted by law against liability and against all expenses reasonably incurred or paid in connection with any claim, action, suit, proceeding in which he or she becomes involved as a party or otherwise by virtue of being or having been a trustee or officer and against amounts paid as incurred in the settlement thereof. However, no indemnification shall be provided to a Covered Person:
(i) who shall have been adjudicated by a court or body before which the proceeding was brought (a) to be liable to the Trust or its shareholders by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his office or (b) not to have acted in good faith in the reasonable belief that his action was in the best interest of the Trust; or
(ii) in the event of a settlement, unless there has been a determination that such trustee or officer did not engage in willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his office: (a) by the court or other body approving the settlement; (b) by at least a majority of those trustees who neither are “interested persons” (as defined in the 1940 Act) of the Trust nor are parties to the matter based upon a review of readily-available facts (as opposed to a full trial-type inquiry); or (c) by written opinion of independent legal counsel based upon a review of readily-available facts (as opposed to a full trial-type inquiry); provided, however, that any shareholder, by appropriate legal proceedings, may challenge any such determination by the trustees or by independent counsel.
Article IX of the Registrant’s Amended and Restated By-Laws:
The Amended and Restated By-Laws provides that the Trust may purchase and maintain insurance on behalf of any Covered Person or employee of the Trust, including any Covered Person or employee of the Trust who is or was serving at the request of the Trust as a trustee, officer, or employee of a corporation, partnership, association, joint venture, trust, or other enterprise, against any liability asserted against and incurred by such Covered Person or employee in any such capacity or arising out of his or her status as such, whether or not the trustees would have the power to indemnify him or her against such liability. The Trust may not acquire or obtain a contract for insurance that protects or purports to protect any trustee or officer of the Trust against any liability to the Trust or its Shareholders to which such trustee or officer otherwise would be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.
1933 Act:
Insofar as indemnification for liabilities arising under the 1933 Act may be permitted to directors, officers and controlling persons of the Fund pursuant to the foregoing provisions, or otherwise, the Fund has been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Fund of expenses incurred or paid by a director, officer or controlling person of the Fund in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Fund will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.
- 6 -
Section 17 of the Master Services Agreement between Registrant and State Street:
The Master Services Agreement provides that State Street will indemnify, defend and hold harmless the applicable Fund, its Affiliates, and its respective officers, directors, employees, agents and permitted successors and assigns from any and all damages, fines, penalties, deficiencies, losses, liabilities (including judgments and amounts reasonably paid in settlement) and expenses (including interest, court costs, reasonable fees and expenses of attorneys, accountants and other experts or other reasonable fees and expenses of litigation or other proceedings or of any claim, default or assessment) (“Losses”) arising from or in connection with any third party claim or threatened third party claim to the extent that such Losses are based on or arising out of any of the following: (a) breach by State Street or any State Street Personnel of any of its data protection, information security or confidentiality obligations hereunder or under a Service Module to which such Fund is a signatory; (b) any claim of infringement or misappropriation of any Intellectual Property Right alleged to have occurred because of systems or other Intellectual Property provided by or on behalf of State Street or based upon the performance of the Services (collectively, the “State Street Infringement Items”), except to the extent that such infringement or misappropriation relates to or results from; (i) changes made by any Fund or by a third party at the direction of a Fund to the State Street Infringement Items; (ii) changes to the State Street Infringement Items recommended by State Street and not made due to a request from any Fund, provided that State Street has notified such Fund that failure to implement such recommendation would result in infringement within a reasonable amount of time for such Fund to so implement following such notification; (iii) any Fund’s combination of the State Street Infringement Items with products or services not provided or approved in writing by State Street, except to the extent such combination arises out of any Fund’s use of the State Street Infringement Items in a manner consistent with the applicable business requirements documentation; (iv) designs or specifications that in themselves infringe and that are provided by or at the direction of any Fund (except in the event of a knowing infringement by State Street); or (v) use by a Fund of any of the State Street Infringement Items in a manner that is not consistent with the applicable business requirements documentation or otherwise not permitted under the Master Services Agreement or any Service Module; (c) any claim or action by, on behalf of, or related to, any prospective, then-current or former employees of State Street, arising from or in connection with a Service Module to which a Fund is a signatory, including: (i) any claim arising under occupational health and safety, worker’s compensation, ERISA or other applicable Law; (ii) any claim arising from the interview or hiring practices, actions or omissions of employees of State Street; (iii) any claim relating to any violation by employees of State Street, or its respective officers, directors, employees, representatives or agents, of any Law or any common law protecting persons or members of protected classes or categories, such laws or regulations prohibiting discrimination or harassment on the basis of a protected characteristic; and (iv) any claim based on a theory that such Fund is an employer or joint employer of any such prospective, then-current or former employees of State Street; (d) the failure by State Street to obtain, maintain, or comply with any governmental approvals as required under the Master Services Agreement and/or a Service Module to which such Fund is a signatory or such other failures as otherwise agreed by the Parties from time to time; (e) claims by third parties arising from claims by governmental authorities against such Customer for fines, penalties, sanctions, late fees or other remedies to the extent arising from or in connection with State Street’s failure to perform its responsibilities under the Master Services Agreement or any Service Module (except to the extent a Fund is not permitted as a matter of public policy to have such an indemnity for financial penalties arising from criminal actions); (f) claims by clients of State Street relating to services, products or systems provided by State Street or a Subcontractor to such client(s) in a shared or leveraged environment; (g) any claim initiated by an Affiliate or potential or actual Subcontractor of State Street asserting rights in connection with a Service Module to which such Fund is a signatory; or (h) other claims as otherwise agreed by the Parties from time to time.
Each Party will indemnify, defend and hold harmless the other Party and their respective officers, directors, employees, agents, successors and assigns from any and all Losses arising from or in connection with any of the following, including Losses arising from or in connection with any third party claim or threatened third party claim: (a) the death or bodily injury of an agent, employee, customer, business invitee or business visitor or other person caused by the tortious or criminal conduct of the other Party; or (b) the damage, loss or destruction of real or tangible personal property caused by the tortious or criminal conduct of the other Party.
Section 8.02 of the Distribution Agreement between Registrant and BRIL:
The Distribution Agreement provides that the Trust agrees to indemnify, defend and hold harmless, BRIL, each of its directors, officers, principals, representatives, employees and each person, if any, who controls BRIL within the meaning of Section 15 of the 1933 Act (collectively, the “BRIL Indemnified Parties”) on an as-incurred basis from and against any and all losses, claims, damages or liabilities whatsoever (including any investigation, legal or other expenses incurred in connection with, and any amount paid in settlement of, any action, suit or proceeding or any claim asserted) (collectively, “Losses”) to which the BRIL Indemnified Parties become subject, arising out of or based upon (i) any untrue statement or alleged untrue statement of a material fact contained in any Prospectus or the omission or alleged omission therefrom of a material fact required to be stated therein or necessary to make the statements therein not misleading and (ii) any breach of any representation, warranty or covenant made by the Trust in this Agreement; provided, however, that the Trust shall not be liable in any such case to the extent that any Loss arises out of or is based upon (A) an untrue statement or alleged untrue statement or omission or alleged omission made in the Prospectus about BRIL in reliance upon and in conformity with written information furnished to the Trust by BRIL expressly for use therein; (B) BRIL’s own willful misfeasance, willful misconduct or gross negligence or BRIL’s reckless disregard of its obligations under this Agreement or arising out of the failure of BRIL to deliver a current Prospectus; or (C) BRIL’s material breach of this Agreement.
- 7 -
The Distribution Agreement also provides that BRIL agrees to indemnify and hold harmless the Trust, each of its trustees, officers, employees and each person, if any, who controls the Trust within the meaning of Section 15 of the 1933 Act (collectively, the “Trust Indemnified Parties”) from and against any and all losses to which the Trust Indemnified Parties become subject, arising out of or based upon (i) any untrue statement or alleged untrue statement of a material fact contained in the Prospectus or the omission or alleged omission therefrom of a material fact required to be stated therein or necessary to make the statements therein not misleading, in reliance upon and in conformity with written information furnished to the Trust by BRIL about BRIL expressly for use therein; (ii) any breach of any representation, warranty or covenant made by BRIL in the Distribution Agreement; and (iii) the actions or omissions of any person acting under the supervision of BRIL in providing services under the Distribution Agreement; provided, however, that BRIL shall not be liable in any such case to the extent that any loss arises out of or is based upon (A) the Trust’s own willful misfeasance, willful misconduct or gross negligence or the Trust’s reckless disregard of its obligations under the Distribution Agreement or (B) the Trust’s material breach of the Distribution Agreement.
The Authorized Participant Agreement:
The Authorized Participant Agreement provides that the Authorized Participant (the “Participant”) agrees to indemnify and hold harmless the Fund and its respective subsidiaries, affiliates, directors, officers, employees and agents, and each person, if any, who controls such persons within the meaning of Section 15 of the 1933 Act (each an “Indemnified Party”) from and against any loss, liability, cost and expense (including attorneys’ fees) incurred by such Indemnified Party as a result of (i) any breach by the Participant of any provision of the Authorized Participant Agreement that relates to the Participant; (ii) any failure on the part of the Participant to perform any of its obligations set forth in the Authorized Participant Agreement; (iii) any failure by the Participant to comply with applicable laws, including rules and regulations of self-regulatory organizations; or (iv) actions of such Indemnified Party in reliance upon any instructions issued in accordance with Annex II, III or IV (as each may be amended from time to time) of the Authorized Participant Agreement reasonably believed by the distributor and/or the transfer agent to be genuine and to have been given by the Participant.
Section 5.1 of the Fifth Amended and Restated Securities Lending Agency Agreement:
The Fifth Amended and Restated Securities Lending Agency Agreement provides that the Trust on behalf of each Fund agrees to indemnify BTC and to hold it harmless from and against any and all costs, expenses, damages, liabilities or claims (including reasonable fees and expenses of counsel) which BTC may sustain or incur or which may be asserted against BTC by reason of or as a result of any action taken or omitted by BTC in connection with or arising out of BTC’s operating under and in compliance with this Agreement, except those costs, expenses, damages, liabilities or claims arising out of BTC’s negligence, bad faith, willful misconduct, or reckless disregard of its obligations and duties hereunder. Actions taken or omitted in reasonable reliance upon Oral Instructions or Written Instructions, any Certificate, or upon any information, order, indenture, stock certificate, power of attorney, assignment, affidavit or other instrument reasonably believed by BTC to be genuine or bearing the signature of a person or persons reasonably believed by BTC to be genuine or bearing the signature of a person or persons reasonably believed to be authorized to sign, countersign or execute the same, shall be presumed to have been taken or omitted in good faith.
The Fifth Amended and Restated Securities Lending Agency Agreement also provides that BTC shall indemnify and hold harmless the Trust and each Fund, its Board of Trustees and its agents and BFA and any investment adviser for the Funds from any and all loss, liability, costs, damages, actions, and claims (“Loss”) to the extent that any such Loss arises out of the material breach of this Agreement by or negligent acts or omissions or willful misconduct of BTC, its officers, directors or employees or any of its agents or subcustodians in connection with the securities lending activities undertaken pursuant to this Agreement, provided that BTC’s indemnification obligation with respect to the acts or omissions of its subcustodians shall not exceed the indemnification provided by the applicable subcustodian to BTC.
The Participation Agreement:
The Form of Participation Agreement generally provides that each Investing Fund agrees to hold harmless and indemnify the iShares Funds, including any of their principals, directors or trustees, officers, employees and agents, against and from any and all losses, expenses or liabilities incurred by or claims or actions (“Claims”) asserted against the iShares Funds, including any of their principals, directors or trustees, officers, employees and agents, to the extent such Claims result from (i) a violation or alleged violation by such Investing Fund of any provision of this Agreement or (ii) a violation or alleged violation by such Investing Fund of the terms and conditions of the iShares Order, such indemnification to include any reasonable counsel fees and expenses incurred in connection with investigating and/or defending such Claims.
- 8 -
The iShares Funds agree to hold harmless and indemnify an Investing Fund, including any of its directors or trustees, officers, employees and agents, against and from any Claims asserted against the Investing Fund, including any of its directors or trustees, officers, employees and agents, to the extent such Claims result from (i) a violation or alleged violation by the iShares Fund of any provision of this Agreement or (ii) a violation or alleged violation by the iShares Fund of the terms and conditions of the iShares Order, such indemnification to include any reasonable counsel fees and expenses incurred in connection with investigating and/or defending such Claims; provided that no iShares Fund shall be liable for indemnifying any Investing Fund for any Claims resulting from violations that occur as a result of incomplete or inaccurate information provided by the Investing Fund to such iShares Fund pursuant to terms and conditions of the iShares Order or this Agreement.
Sublicense Agreements between the Registrant and BFA:
The Sublicense Agreements generally provide that the Trust shall indemnify and hold harmless BFA, its officers, employees, agents, successors, and assigns against all judgments, damages, costs or losses of any kind (including reasonable attorneys’ and experts’ fees) resulting from any claim, action or proceeding (collectively “claims”) that arises out of or relates to (a) the creation, marketing, advertising, selling, and operation of the Trust or interests therein, (b) any breach by BFA of its covenants, representations, and warranties under the “License Agreement” caused by the actions or inactions of the Trust, or (c) any violation of applicable laws (including, but not limited to, banking, commodities, and securities laws) arising out of the offer, sale, operation, or trading of the Trust or interests therein, except to the extent such claims result from the negligence, gross negligence or willful misconduct of BFA or an affiliate of BFA. The provisions of this section shall survive termination of this Sublicense Agreement.
Item 31. Business and Other Connections of the Investment Adviser:
The Trust is advised by BFA, an indirect wholly owned subsidiary of BlackRock, Inc., 400 Howard Street, San Francisco, CA 94105. BFA’s business is that of a registered investment adviser to certain open-end, management investment companies and various other institutional investors.
The directors and officers of BFA consist primarily of persons who during the past two years have been active in the investment management business. To the knowledge of the Registrant, except as set forth below, none of the directors or executive officers of BFA is or has been at any time during the past two fiscal years engaged in any other business, profession, vocation or employment of a substantial nature. Information as to the executive officers and directors of BFA is included in its Form ADV filed with the SEC (File No. 801-22609) and is incorporated herein by reference.
Director or Officer | Capacity with BFA | Principal Business(es) During Last Two Fiscal Years | ||
FINK, LAURENCE DOUGLAS | CHIEF EXECUTIVE OFFICER | Chairman and Chief Executive Officer of BlackRock, Inc. | ||
GOLDSTEIN, ROBERT LAWRENCE | CHIEF OPERATING OFFICER AND DIRECTOR | Senior Managing Director and Chief Operating Officer of BlackRock, Inc. | ||
KAPITO, ROBERT STEVEN | PRESIDENT | President and Director of BlackRock, Inc. | ||
MEADE, CHRISTOPHER JOSEPH | GENERAL COUNSEL AND CHIEF LEGAL OFFICER | Senior Managing Director and Chief Legal Officer of BlackRock, Inc. | ||
PARK, CHARLES CHOON SIK | CHIEF COMPLIANCE OFFICER | Managing Director of BlackRock, Inc. and Chief Compliance Officer of BlackRock’s registered investment companies | ||
SHEDLIN, GARY STEPHEN | CHIEF FINANCIAL OFFICER AND DIRECTOR | Senior Managing Director and Chief Financial Officer of BlackRock Inc. | ||
WALTCHER, DANIEL RUSSELL | DIRECTOR | Managing Director and Deputy General Counsel of BlackRock, Inc. |
BIL acts as sub-adviser for a number of affiliated registered investment companies advised by BFA. The address of each of these registered investment companies is 400 Howard Street, San Francisco, CA 94105. The address of BIL is Exchange Place One, 1 Semple Street, Edinburgh, EH3 8BL, United Kingdom. To the knowledge of the Registrant, except as set forth below, none of the directors or executive officers of BIL is or has been at any time during the past two fiscal years engaged in any other business, profession, vocation or employment of a substantial nature. Information as to the executive officers and directors of BIL is included in its Form ADV filed with the SEC (File No. 801-51087) and is incorporated herein by reference.
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Director or Officer | Capacity with BIL | Principal Business(es) During Last Two Fiscal Years | ||
CHARRINGTON, NICHOLAS JAMES | DIRECTOR | Senior Adviser and Non-Executive Chairman of EMEA of BlackRock, Inc., Non-Executive Director of BlackRock Group Limited BlackRock Investment Management (UK) Limited, BlackRock Advisors (UK) Limited and BIL (collectively, the “Joint Boards”) | ||
CLAUSEN, CHRISTIAN | DIRECTOR | Senior Advisor of BlackRock, Inc. | ||
DE FREITAS, ELEANOR JUDITH | DIRECTOR | Managing Director of BlackRock, Inc. | ||
FISHWICK, JAMES EDWARD | DIRECTOR | Managing Director of BlackRock, Inc. | ||
ARCHIBALD, ARTHUR, BENJAMIN | GENERAL COUNSEL | Managing Director of BlackRock, Inc. | ||
LORD, RACHEL | CHIEF EXECUTIVE OFFICER AND DIRECTOR | Senior Managing Director of BlackRock, Inc. | ||
GIBSON, NICHOLAS, JOHN | CHIEF COMPLIANCE OFFICER | Managing Director of BlackRock, Inc. | ||
MULLIN, STACEY JANE | CHIEF OPERATING OFFICER AND DIRECTOR | Managing Director of BlackRock, Inc. | ||
MCDONALD, COLIN, ALISTAIR | CHIEF FINANCIAL OFFICER | Managing Director of BlackRock, Inc., Director of BlackRock Inc. | ||
YOUNG, MARGARET ANNE | DIRECTOR | Non-Executive Director of the Joint Boards |
Item 32. Principal Underwriters:
(a) | Furnish the name of each investment company (other than the Registrant) for which each principal underwriter currently distributing the securities of the Registrant also acts as a principal underwriter, distributor or investment adviser. |
BRIL, the distributor of certain funds, acts as the principal underwriter or placement agent, as applicable, for each of the following open-end registered investment companies including certain funds of the Registrant:
BlackRock Advantage Global Fund, Inc. | BlackRock Large Cap Series Funds, Inc. | |
BlackRock Advantage SMID Cap Fund, Inc. | BlackRock Latin America Fund, Inc. | |
BlackRock Allocation Target Shares | BlackRock Liquidity Funds | |
BlackRock Balanced Capital Fund, Inc. | BlackRock Long-Horizon Equity Fund | |
BlackRock Bond Fund, Inc. | BlackRock Mid-Cap Value Series, Inc. | |
BlackRock California Municipal Series Trust | BlackRock Multi-State Municipal Series Trust | |
BlackRock Capital Appreciation Fund, Inc. | BlackRock Municipal Bond Fund, Inc. | |
BlackRock Emerging Markets Fund, Inc. | BlackRock Municipal Series Trust | |
BlackRock Equity Dividend Fund | BlackRock Natural Resources Trust | |
BlackRock ETF Trust | BlackRock Series Fund, Inc. | |
BlackRock ETF Trust II | BlackRock Series Fund II, Inc. | |
BlackRock Series, Inc. |
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BlackRock EuroFund | BlackRock Strategic Global Bond Fund, Inc. | |
BlackRock Financial Institutions Series Trust | BlackRock Variable Series Funds, Inc. | |
BlackRock FundsSM | BlackRock Variable Series Funds II, Inc. | |
BlackRock Funds II | iShares, Inc. | |
BlackRock Funds III | iShares U.S. ETF Trust | |
BlackRock Funds IV | Managed Account Series | |
BlackRock Funds V | Managed Account Series II | |
BlackRock Funds VI | Master Bond LLC | |
BlackRock Funds VII, Inc. | Master Investment Portfolio | |
BlackRock Global Allocation Fund, Inc. | Master Investment Portfolio II | |
BlackRock Index Funds, Inc. | Master Large Cap Series LLC | |
BlackRock Large Cap Focus Growth Fund, Inc. | Quantitative Master Series LLC | |
BlackRock Large Cap Focus Value Fund, Inc. |
BRIL also acts as the distributor or placement agent for the following closed-end registered investment companies:
BlackRock Corporate High Yield Fund, Inc. |
BlackRock Credit Strategies Fund |
BlackRock Health Sciences Trust |
BlackRock Hedge Fund Guided Portfolio Solution |
BlackRock MuniAssets Fund, Inc. |
BlackRock Municipal Income Trust II |
BlackRock Private Investments Fund |
BlackRock Science and Technology Trust |
BlackRock Taxable Municipal Bond Trust |
BlackRock Utilities, Infrastructure & Power Opportunities Trust |
BRIL provides numerous financial services to BlackRock-advised funds and is the distributor of BlackRock’s open-end funds. These services include coordinating and executing Authorized Participation Agreements, preparing, reviewing and providing advice with respect to all sales literature and responding to Financial Industry Regulatory Authority comments on marketing materials.
(b) | Set forth below is information concerning each director and officer of BRIL. The principal business address for each such person is 55 East 52nd Street, New York, NY 10055. |
Name |
Position(s) and Office(s) with BRIL |
Position(s) and Office(s) with Registrant | ||
Abigail Reynolds | Chairman and Member, Board of Managers, and Chief Executive Officer | None | ||
Christopher Meade | Chief Legal Officer, General Counsel and Senior Managing Director | None | ||
Lauren Bradley | Chief Financial Officer and Vice President | None | ||
Gregory Rosta | Chief Compliance Officer and Director | None | ||
Jon Maro | Chief Operating Officer and Director | None | ||
Andrew Dickson | Secretary and Managing Director | None | ||
Terri Slane | Assistant Secretary and Director | None | ||
Anne Ackerley | Member, Board of Managers, and Managing Director | None | ||
Michael Bishopp | Managing Director | None | ||
Thomas Callahan | Member, Board of Managers, and Managing Director | None | ||
Samara Cohen | Managing Director | None | ||
Jonathan Diorio | Managing Director | None | ||
Lisa Hill | Managing Director | None | ||
Brendan Kyne | Managing Director | None | ||
Paul Lohrey | Managing Director | None | ||
Martin Small | Member, Board of Managers, and Managing Director | None | ||
Jonathan Steel | Managing Director | None |
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Ariana Brown |
Director |
None | ||
Chris Nugent |
Director |
None | ||
Lourdes Sanchez |
Vice President |
None | ||
Lisa Belle |
Anti-Money Laundering Officer |
Anti-Money Laundering Compliance Officer | ||
Zach Buchwald |
Member, Board of Managers |
None | ||
Gerald Pucci |
Member, Board of Managers |
None | ||
Philip Vasan |
Member, Board of Managers |
None |
(c) Not applicable.
Item 33. Location of Accounts and Records:
(a) | The Trust maintains accounts, books and other documents required by Section 31(a) of the 1940 Act and the rules thereunder (collectively, the “Records”) at the offices of BlackRock, 60 State Street, Boston, MA 02109. |
(b) | BFA and/or its affiliates maintains all Records relating to its services as investment adviser at 400 Howard Street, San Francisco, CA 94105. |
(c) | BRIL maintains all Records relating to its services as distributor of certain Funds at 1 University Square Drive, Princeton, NJ 08540. |
(d) | State Street maintains all Records relating to its services as transfer agent at 1 Heritage Drive, North Quincy, MA 02171. State Street maintains all Records relating to its services as fund accountant and custodian at 1 Lincoln Street, Mail Stop SFC0805, Boston, MA 02111. |
(e) | BlackRock International Limited maintains all Records relating to its functions as current or former sub-adviser at Exchange Place One, 1 Semple Street, Edinburgh, EH3 8BL, United Kingdom. |
Item 34. Management Services:
Not applicable.
Item 35. Undertakings:
Not applicable.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all the requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933, as amended, and has duly caused this Post-Effective Amendment No. 2,526 to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of San Francisco and the State of California on the 28th day of February, 2022.
iSHARES TRUST
By: |
| |
Armando Senra* | ||
President | ||
Date: | February 28, 2022 |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 2,526 to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
By: | ||
Salim Ramji* | ||
Trustee | ||
Date: | February 28, 2022 | |
| ||
John E. Martinez* | ||
Trustee | ||
Date: | February 28, 2022 | |
| ||
Cecilia H. Herbert* | ||
Trustee | ||
Date: | February 28, 2022 | |
| ||
John E. Kerrigan* | ||
Trustee | ||
Date: | February 28, 2022 | |
| ||
Robert S. Kapito* | ||
Trustee | ||
Date: | February 28, 2022 |
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* |
Exhibit Index
- 15 -
Exhibit (d.2)
Schedule A
to the
Investment Advisory Agreement dated December 1, 2009
between
iShares Trust
and
BlackRock Fund Advisors
Pursuant to Section 6, the Trust shall pay the Adviser compensation at the following annual rates:
Fund |
Annual Fee | |||
iShares 0-3 Month Treasury Bond ETF |
0.12 | % | ||
iShares 0-5 Year High Yield Corporate Bond ETF |
0.30 | % | ||
iShares 0-5 Year Investment Grade Corporate Bond ETF |
0.06 | % | ||
iShares 0-5 Year TIPS Bond ETF |
0.03 | % | ||
iShares 1-3 Year International Treasury Bond ETF |
0.35 | % | ||
iShares 1-3 Year Treasury Bond ETF |
0.15 | % | ||
iShares 3-7 Year Treasury Bond ETF |
0.15 | % | ||
iShares 7-10 Year Treasury Bond ETF |
0.15 | % | ||
iShares 10-20 Year Treasury Bond ETF |
0.15 | % | ||
iShares 20+ Year Treasury Bond ETF |
0.15 | % | ||
iShares 25+ Year Treasury STRIPS Bond ETF |
0.15 | % | ||
iShares Aaa - A Rated Corporate Bond ETF |
0.15 | % | ||
iShares Agency Bond ETF |
0.20 | % | ||
iShares Asia 50 ETF |
0.50 | % | ||
iShares BBB Rated Corporate Bond ETF |
0.15 | % | ||
iShares BB Rated Corporate Bond ETF |
0.25 | % | ||
iShares Broad USD High Yield Corporate Bond ETF |
0.22 | % | ||
iShares Broad USD Investment Grade Corporate Bond ETF |
0.04 | % | ||
iShares California Muni Bond ETF |
0.25 | % | ||
iShares Cloud 5G and Tech ETF |
0.47 | % | ||
iShares CMBS ETF |
0.25 | % | ||
iShares Convertible Bond ETF |
0.20 | % | ||
iShares Core 1-5 Year USD Bond ETF |
0.06 | % | ||
iShares Core 5-10 Year USD Bond ETF |
0.06 | % | ||
iShares Core 10+ Year USD Bond ETF |
0.06 | % | ||
iShares Core Aggressive Allocation ETF |
0.15 | % | ||
iShares Core Conservative Allocation ETF |
0.15 | % | ||
iShares Core Dividend Growth ETF |
0.08 | % | ||
iShares Core Growth Allocation ETF |
0.15 | % | ||
iShares Core High Dividend ETF |
0.08 | % | ||
iShares Core International Aggregate Bond ETF |
0.08 | % | ||
iShares Core Moderate Allocation ETF |
0.15 | % | ||
iShares Core MSCI EAFE ETF |
0.07 | % | ||
iShares Core MSCI Europe ETF iShares Core MSCI International Developed Markets ETF |
|
0.09 0.05 |
% % | |
iShares Core MSCI Pacific ETF |
0.09 | % | ||
iShares Core MSCI Total International Stock ETF |
0.09 | % | ||
iShares Core S&P 500 ETF |
0.03 | % | ||
iShares Core S&P Mid-Cap ETF |
0.05 | % | ||
iShares Core S&P Small-Cap ETF |
0.06 | % |
iShares Core S&P Total U.S. Stock Market ETF |
0.03 | % | ||
iShares Core S&P U.S. Growth ETF |
0.04 | % | ||
iShares Core S&P U.S. Value ETF |
0.04 | % | ||
iShares Core Total USD Bond Market ETF |
0.06 | % | ||
iShares Core U.S. Aggregate Bond ETF |
0.04 | % | ||
iShares Core U.S. REIT ETF |
0.08 | % | ||
iShares Currency Hedged JPX-Nikkei 400 ETF |
0.59 | % | ||
iShares Currency Hedged MSCI ACWI ex U.S. ETF |
0.38 | % | ||
iShares Currency Hedged MSCI Canada ETF |
0.62 | % | ||
iShares Currency Hedged MSCI EAFE ETF |
0.38 | % | ||
iShares Currency Hedged MSCI EAFE Small-Cap ETF |
0.43 | % | ||
iShares Currency Hedged MSCI Eurozone ETF |
0.62 | % | ||
iShares Currency Hedged MSCI Germany ETF |
0.53 | % | ||
iShares Currency Hedged MSCI Japan ETF |
0.53 | % | ||
iShares Currency Hedged MSCI United Kingdom ETF |
0.62 | % | ||
iShares Cybersecurity and Tech ETF |
0.47 | % | ||
iShares Dow Jones U.S. ETF |
0.20 | % | ||
iShares Emerging Markets Infrastructure ETF |
0.60 | % | ||
iShares ESG Advanced High Yield Corporate Bond ETF |
0.35 | % | ||
iShares ESG Advanced Investment Grade Corporate Bond ETF |
0.18 | % | ||
iShares ESG Advanced MSCI EAFE ETF |
0.12 | % | ||
iShares ESG Advanced MSCI EM ETF |
0.16 | % | ||
iShares ESG Advanced MSCI USA ETF |
0.10 | % | ||
iShares ESG Advanced Total USD Bond Market ETF |
0.12 | % | ||
iShares ESG Aware 1-5 Year USD Corporate Bond ETF |
0.12 | % | ||
iShares ESG Aware Aggressive Allocation ETF |
0.18 | % | ||
iShares ESG Aware Conservative Allocation ETF |
0.18 | % | ||
iShares ESG Aware Growth Allocation ETF |
0.18 | % | ||
iShares ESG Aware Moderate Allocation ETF |
0.18 | % | ||
iShares ESG Aware MSCI EAFE ETF |
0.20 | % | ||
iShares ESG Aware MSCI USA ETF |
0.15 | % | ||
iShares ESG Aware MSCI USA Small-Cap ETF |
0.17 | % | ||
iShares ESG Aware U.S. Aggregate Bond ETF |
0.10 | % | ||
iShares ESG Aware USD Corporate Bond ETF |
0.18 | % | ||
iShares ESG MSCI EM Leaders ETF |
0.16 | % | ||
iShares ESG MSCI USA Leaders ETF |
0.10 | % | ||
iShares ESG MSCI USA Min Vol Factor ETF |
0.18 | % | ||
iShares ESG Screened S&P 500 ETF |
0.08 | % | ||
iShares ESG Screened S&P Mid-Cap ETF |
0.12 | % | ||
iShares ESG Screened S&P Small-Cap ETF |
0.12 | % | ||
iShares Factors US Growth Style ETF |
0.25 | % | ||
iShares Factors US Value Style ETF |
0.25 | % | ||
iShares Fallen Angels USD Bond ETF |
0.25 | % | ||
iShares Floating Rate Bond ETF |
0.15 | % | ||
iShares Focused Value Factor ETF |
0.25 | % | ||
iShares Genomics Immunology and Healthcare ETF |
0.47 | % | ||
iShares Global 100 ETF |
0.40 | % | ||
iShares Global REIT ETF |
0.14 | % | ||
iShares GNMA Bond ETF |
0.10 | % | ||
iShares Government/Credit Bond ETF |
0.20 | % | ||
iShares High Yield Bond Factor ETF |
0.35 | % | ||
iShares iBonds 2022 Term High Yield and Income ETF |
0.35 | % |
iShares iBonds 2023 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds 2024 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds 2025 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds 2026 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds 2027 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds 2028 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds 2029 Term High Yield and Income ETF |
0.35 | % | ||
iShares iBonds Dec 2022 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2022 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2022 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2023 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2023 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2023 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2024 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2024 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2024 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2025 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2025 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2025 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2026 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2026 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2026 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2027 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2027 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2027 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2028 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2028 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2028 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2029 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2029 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2030 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2030 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Dec 2031 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2031 Term Treasury ETF |
0.07 | % | ||
iShares iBonds Mar 2023 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF |
0.10 | % | ||
iShares India 50 ETF |
0.89 | % | ||
iShares Intermediate Government/Credit Bond ETF |
0.20 | % | ||
iShares International Developed Property ETF |
0.48 | % | ||
iShares International Developed Real Estate ETF iShares International Developed Small Cap Value Factor ETF |
|
0.48 0.40 |
% % | |
iShares International Dividend Growth ETF |
0.15 | % | ||
iShares International Treasury Bond ETF |
0.35 | % | ||
iShares Investment Grade Bond Factor ETF |
0.18 | % | ||
iShares JPX-Nikkei 400 ETF |
0.48 | % | ||
iShares Micro-Cap ETF |
0.60 | % | ||
iShares Morningstar Growth ETF |
0.04 | % | ||
iShares Morningstar Mid-Cap ETF |
0.04 | % | ||
iShares Morningstar Mid-Cap Growth ETF |
0.06 | % | ||
iShares Morningstar Mid-Cap Value ETF |
0.06 | % | ||
iShares Morningstar Multi-Asset Income ETF |
0.25 | % | ||
iShares Morningstar Small-Cap ETF |
0.04 | % |
iShares Morningstar Small-Cap Growth ETF |
0.06 | % | ||
iShares Morningstar Small-Cap Value ETF |
0.06 | % | ||
iShares Morningstar U.S. Equity ETF |
0.03 | % | ||
iShares Morningstar Value ETF |
0.04 | % | ||
iShares Mortgage Real Estate ETF |
0.48 | % | ||
iShares MSCI ACWI Low Carbon Target ETF iShares MSCI Argentina and Global Exposure ETF |
|
0.20 0.59 |
% % | |
iShares MSCI China A ETF |
0.60 | % | ||
iShares MSCI China Multisector Tech ETF |
0.59 | % | ||
iShares MSCI Denmark ETF |
0.53 | % | ||
iShares MSCI Europe Financials ETF |
0.48 | % | ||
iShares MSCI Europe Small-Cap ETF |
0.40 | % | ||
iShares MSCI Finland ETF |
0.53 | % | ||
iShares MSCI Germany Small-Cap ETF |
0.59 | % | ||
iShares MSCI Global Sustainable Development Goals ETF |
0.49 | % | ||
iShares MSCI Global Multifactor ETF |
0.35 | % | ||
iShares MSCI India Small-Cap ETF |
0.74 | % | ||
iShares MSCI Intl Momentum Factor ETF |
0.30 | % | ||
iShares MSCI Intl Multifactor ETF |
0.30 | % | ||
iShares MSCI Intl Quality Factor ETF |
0.30 | % | ||
iShares MSCI Intl Size Factor ETF |
0.30 | % | ||
iShares MSCI Intl Small-Cap Multifactor ETF |
0.40 | % | ||
iShares MSCI Intl Value Factor ETF |
0.30 | % | ||
iShares MSCI Japan Equal Weighted ETF |
0.15 | % | ||
iShares MSCI Japan Value ETF |
0.15 | % | ||
iShares MSCI KLD 400 Social ETF |
0.25 | % | ||
iShares MSCI Kokusai ETF |
0.25 | % | ||
iShares MSCI Kuwait ETF |
0.74 | % | ||
iShares MSCI Norway ETF |
0.53 | % | ||
iShares MSCI Saudi Arabia ETF |
0.74 | % | ||
iShares MSCI United Kingdom Small-Cap ETF |
0.59 | % | ||
iShares MSCI USA ESG Select ETF |
0.25 | % | ||
iShares MSCI USA Mid-Cap Multifactor ETF |
0.25 | % | ||
iShares MSCI USA Min Vol Factor ETF |
0.15 | % | ||
iShares MSCI USA Momentum Factor ETF |
0.15 | % | ||
iShares MSCI USA Multifactor ETF |
0.20 | % | ||
iShares MSCI USA Quality Factor ETF |
0.15 | % | ||
iShares MSCI USA Size Factor ETF |
0.15 | % | ||
iShares MSCI USA Small-Cap Min Vol Factor ETF |
0.20 | % | ||
iShares MSCI USA Small-Cap Multifactor ETF |
0.30 | % | ||
iShares MSCI USA Value Factor ETF |
0.15 | % | ||
iShares National Muni Bond ETF |
0.07 | % | ||
iShares New York Muni Bond ETF |
0.25 | % | ||
iShares Paris-Aligned Climate MSCI USA ETF |
0.15 | % | ||
iShares Residential and Multisector Real Estate ETF |
0.48 | % | ||
iShares Robotics and Artificial Intelligence Multisector ETF |
0.47 | % | ||
iShares Russell 1000 ETF |
0.15 | % | ||
iShares Russell 2500 ETF |
0.15 | % | ||
iShares Russell 3000 ETF |
0.20 | % | ||
iShares Russell Top 200 ETF |
0.15 | % | ||
iShares Russell Top 200 Growth ETF |
0.20 | % |
iShares Russell Top 200 Value ETF |
0.20 | % | ||
iShares S&P 100 ETF |
0.20 | % | ||
iShares S&P 500 Growth ETF |
0.18 | % | ||
iShares S&P 500 Value ETF |
0.18 | % | ||
iShares S&P Mid-Cap 400 Value ETF |
0.18 | % | ||
iShares S&P Small-Cap 600 Growth ETF |
0.18 | % | ||
iShares S&P Small-Cap 600 Value ETF |
0.18 | % | ||
iShares Self-Driving EV and Tech ETF |
0.47 | % | ||
iShares Short-Term National Muni Bond ETF |
0.07 | % | ||
iShares Short Treasury Bond ETF |
0.15 | % | ||
iShares Treasury Floating Rate Bond ETF |
0.15 | % | ||
iShares U.S. Dividend and Buyback ETF |
0.25 | % | ||
iShares U.S. Fixed Income Balanced Risk Factor ETF |
0.25 | % | ||
iShares U.S. Infrastructure ETF |
0.30 | % | ||
iShares U.S. Tech Breakthrough Multisector ETF |
0.40 | % | ||
iShares U.S. Treasury Bond ETF |
0.05 | % | ||
iShares US Small Cap Value Factor ETF |
0.30 | % | ||
iShares USD Bond Factor ETF |
0.18 | % | ||
iShares USD Green Bond ETF |
0.20 | % | ||
iShares Virtual Work and Life Multisector ETF |
0.47 | % | ||
iShares Yield Optimized Bond ETF |
0.28 | % |
Advisory Fee for iShares (S&P Global Sectors) Funds: iShares Expanded Tech Sector ETF iShares Expanded Tech-Software Sector ETF iShares Global Clean Energy ETF iShares Global Comm Services ETF iShares Global Consumer Discretionary ETF iShares Global Consumer Staples ETF iShares Global Energy ETF iShares Global Financials ETF iShares Global Healthcare ETF iShares Global Industrials ETF iShares Global Infrastructure ETF iShares Global Materials ETF iShares Global Tech ETF iShares Global Timber & Forestry ETF iShares Global Utilities ETF iShares North American Natural Resources ETF iShares North American Tech-Multimedia Networking ETF iShares Semiconductor ETF |
0.4800% per annum of the aggregate net assets less than or equal to $10.0 billion plus 0.4300% per annum of the aggregate net assets over $10.0 billion, up to and including $20.0 billion plus 0.3800% per annum of the aggregate net assets over $20.0 billion, up to and including $30.0 billion, plus 0.3420% per annum of the aggregate net assets over $30.0 billion, up to and including $40.0 billion plus 0.3078% per annum of the aggregate net assets in excess of $40.0 billion |
Advisory Fee for iShares China Large-Cap ETF (Group VII) iShares China Large-Cap ETF |
0.74% per annum of net assets less than or equal to $6.0 billion plus 0.67% per annum of net assets over $6.0 billion, up to and including $9.0 billion plus 0.60% per annum of net assets over $9.0 billion, up to and including $12.0 billion plus 0.54% per annum of net assets in excess of $12.0 billion |
Advisory Fee for iShares Group VIII (Dow Jones Sector) Funds: |
iShares U.S. Aerospace & Defense ETF |
iShares U.S. Basic Materials ETF |
iShares U.S. Broker-Dealers & Securities Exchanges ETF |
iShares U.S. Consumer Discretionary ETF |
iShares U.S. Consumer Staples ETF |
iShares U.S. Energy ETF |
iShares U.S. Financial Services ETF |
iShares U.S. Financials ETF |
iShares U.S. Healthcare ETF |
iShares U.S. Healthcare Providers ETF |
iShares U.S. Home Construction ETF |
iShares U.S. Industrials ETF |
iShares U.S. Insurance ETF |
iShares U.S. Medical Devices ETF |
iShares U.S. Oil & Gas Exploration & Production ETF |
iShares U.S. Oil Equipment & Services ETF |
iShares U.S. Pharmaceuticals ETF |
iShares U.S. Real Estate ETF |
iShares U.S. Regional Banks ETF |
iShares U.S. Technology ETF |
iShares U.S. Telecommunications ETF |
iShares U.S. Transportation ETF |
iShares U.S. Utilities ETF |
0.4800% per annum of the aggregate net assets less than or equal to $10.0 billion plus 0.4300% per annum of the aggregate net assets over $10.0 billion, up to and including $20.0 billion plus 0.3800% per annum of the aggregate net assets over $20.0 billion, up to and including $30.0 billion plus 0.3400% per annum of the aggregate net assets over $30.0 billion, up to and including $40.0 billion plus 0.3300% per annum of the aggregate net assets over $40.0 billion, up to and including $50.0 billion plus 0.3100% per annum of the aggregate net assets over $50.0 billion, up to and including $60.0 billion plus 0.2945% per annum of the aggregate net assets in excess of $60.0 billion |
Advisory Fee for iShares MSCI EAFE Value ETF iShares MSCI EAFE Value ETF
0.4000% per annum of net assets less than or equal to $3.0 billion plus 0.3800% per annum of net assets over $3.0 billion, up to and including $4.5 billion plus 0.3610% per annum of net assets over $4.5 billion, up to and including $6.0 billion plus 0.3430% per annum of net assets over $6.0 billion, up to and including $7.5 billion plus 0.3258% per annum of net assets over $7.5 billion, up to and including $9.0 billion plus 0.3096% per annum of net assets over $9.0 billion, up to and including $10.5 billion plus 0.2941% per annum of net assets over $10.5 billion, up to and including $12.0 billion plus 0.2793% per annum of net assets over $12.0 billion, up to and including $13.5 billion plus 0.2653% per annum of net assets in excess of $13.5 billion |
Advisory Fee for iShares MSCI EAFE Growth ETF iShares MSCI EAFE Growth ETF
0.4000% per annum of net assets less than or equal to $3.0 billion plus 0.3800% per annum of net assets over $3.0 billion, up to and including $4.5 billion plus 0.3610% per annum of net assets over $4.5 billion, up to and including $6.0 billion plus 0.3430% per annum of net assets over $6.0 billion, up to and including $7.5 billion plus 0.3258% per annum of net assets over $7.5 billion, up to and including $9.0 billion plus 0.3095% per annum of net assets over $9.0 billion, up to and including $10.5 billion plus 0.2940% per annum of net assets in excess of $10.5 billion |
Advisory Fee for iShares MSCI India ETF iShares MSCI India ETF
0.6500% per annum of net assets less than or equal to $4.0 billion plus 0.6175% per annum of net assets over $4.0 billion, up to and including $6.0 billion plus 0.5867% per annum of net assets over $6.0 billion, up to and including $8.0 billion plus 0.5573% per annum of net assets in excess of $8.0 billion |
Advisory Fee for iShares Exponential Technologies ETF iShares Exponential Technologies ETF
0.4700% per annum of net assets less than or equal to $2.0 billion plus 0.4465% per annum of net assets over $2.0 billion, up to and including $3.0 billion plus 0.4242% per annum of net assets over $3.0 billion, up to and including $4.0 billion plus 0.4030% per annum of net assets in excess of $4.0 billion |
Advisory Fee for iShares Category VI (MSCI International/Global Multi Country) Funds: |
iShares MSCI ACWI ETF iShares MSCI ACWI ex U.S. ETF iShares MSCI EAFE ETF iShares MSCI EAFE Min Vol Factor ETF iShares MSCI Global Min Vol Factor ETF*
0.3500% per annum of the aggregate net assets less than or equal to $30.0 billion plus 0.3200% per annum of the aggregate net assets over $30.0 billion, up to and including $60.0 billion plus 0.2800% per annum of the aggregate net assets over $60.0 billion, up to and including $90.0 billion plus 0.2520% per annum of the aggregate net assets over $90.0 billion, up to and including $120.0 billion plus 0.2270% per annum of the aggregate net assets over $120.0 billion, up to and including $150.0 billion plus 0.2040% per annum of the aggregate net assets in excess of $150.0 billion |
Advisory Fee for Category I (MSCI Developed Markets Single Country) Funds: |
iShares MSCI Australia ETF* iShares MSCI Austria ETF* iShares MSCI Belgium ETF* iShares MSCI Canada ETF* iShares MSCI Eurozone ETF* |
iShares MSCI France ETF* iShares MSCI Germany ETF* iShares MSCI Hong Kong ETF* iShares MSCI Ireland ETF iShares MSCI Italy ETF* iShares MSCI Japan ETF* iShares MSCI Japan Small-Cap ETF* iShares MSCI Malaysia ETF* iShares MSCI Mexico ETF* iShares MSCI Netherlands ETF* iShares MSCI New Zealand ETF iShares MSCI Singapore ETF* iShares MSCI Spain ETF* iShares MSCI Sweden ETF* iShares MSCI Switzerland ETF* iShares MSCI United Kingdom ETF
0.59% per annum of the aggregate net assets of the Category I Funds less than or equal to $7.0 billion plus 0.54% per annum of the aggregate net assets of the Category I Funds over $7.0 billion, up to and including $11.0 billion plus 0.49% per annum of the aggregate net assets of the Category I Funds over $11.0 billion, up to and including $24.0 billion plus 0.44% per annum of the aggregate net assets of the Category I Funds over $24.0 billion, up to and including $48.0 billion plus 0.40% per annum of the aggregate net assets of the Category I Funds over $48.0 billion, up to and including $72.0 billion plus 0.36% per annum of the aggregate net assets of the Category I Funds over $72.0 billion, up to and including $96.0 billion plus 0.32% per annum of the aggregate net assets of the Category I Funds in excess of $96.0 billion |
Advisory Fee for Category II (MSCI Emerging Markets Single Country) Funds: |
iShares MSCI Brazil ETF* iShares MSCI Brazil Small-Cap ETF iShares MSCI Chile ETF* iShares MSCI China ETF iShares MSCI China Small-Cap ETF iShares MSCI Indonesia ETF iShares MSCI Israel ETF* iShares MSCI Peru ETF iShares MSCI Philippines ETF iShares MSCI Poland ETF iShares MSCI Qatar ETF iShares MSCI Russia ETF* iShares MSCI South Africa ETF* iShares MSCI South Korea ETF* iShares MSCI Taiwan ETF* iShares MSCI Thailand ETF* iShares MSCI Turkey ETF* iShares MSCI UAE ETF |
0.7400% per annum of the aggregate net assets of the Category II Funds less than or equal to $2.0 billion plus 0.6900% per annum of the aggregate net assets of the Category II Funds over $2.0 billion, up to and including $4.0 billion plus 0.6400% per annum of the aggregate net assets of the Category II Funds over $4.0 billion, up to and including $8.0 billion |
plus 0.5700% per annum of the aggregate net assets of the Category II Funds over $8.0 billion, up to and including $16.0 billion plus 0.5100% per annum of the aggregate net assets of the Category II Funds over $16.0 billion, up to and including $24.0 billion plus 0.4800% per annum of the aggregate net assets of the Category II Funds over $24.0 billion, up to and including $32.0 billion plus 0.4500% per annum of the aggregate net assets of the Category II Funds over $32.0 billion, up to and including $40.0 billion plus 0.4275% per annum of the aggregate net assets of the Category II Funds in excess of $40.0 billion |
Advisory Fee for Category IV (MSCI Emerging Markets Multi Country) Funds: |
iShares MSCI All Country Asia ex Japan ETF iShares MSCI BRIC ETF* iShares MSCI Emerging Markets ETF* iShares MSCI Emerging Markets Min Vol Factor ETF* iShares MSCI Emerging Markets Small-Cap ETF*
0.75% per annum of the aggregate net assets of the Category IV Funds less than or equal to $14.0 billion plus 0.68% per annum of the aggregate net assets of the Category IV Funds over $14.0 billion, up to and including $28.0 billion plus 0.61% per annum of the aggregate net assets of the Category IV Funds over $28.0 billion, up to and including $42.0 billion plus 0.54% per annum of the aggregate net assets of the Category IV Funds over $42.0 billion, up to and including $56.0 billion plus 0.47% per annum of the aggregate net assets of the Category IV Funds over $56.0 billion, up to and including $70.0 billion plus 0.41% per annum of the aggregate net assets of the Category IV Funds over $70.0 billion, up to and including $84.0 billion plus 0.35% per annum of the aggregate net assets of the Category IV Funds in excess of $84.0 billion |
Advisory Fee for Group X (2012 Equity) Funds:
First $46 billion |
Greater than $46 billion Up to $81 billion |
Greater than $81 billion Up to $111 billion |
Greater than $111 billion Up to $141 billion |
Greater than $141 billion Up to $171 billion |
Greater than $171 billion |
|||||||||||||||||||
iShares Latin America 40 ETF |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | 0.4073 | % | 0.3869 | % | ||||||||||||
iShares MSCI Pacific ex Japan ETF* |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | 0.4073 | % | 0.3869 | % | ||||||||||||
iShares Preferred and Income Securities ETF |
0.4800 | % | 0.4560 | % | 0.4332 | % | 0.4116 | % | 0.3910 | % | 0.3714 | % | ||||||||||||
iShares Russell 2000 ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | 0.1548 | % | ||||||||||||
iShares Russell 2000 Growth ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | 0.1935 | % | ||||||||||||
iShares Russell 2000 Value ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | 0.1935 | % | ||||||||||||
iShares Select Dividend ETF |
0.4000 | % | 0.3800 | % | 0.3610 | % | 0.3430 | % | 0.3259 | % | 0.3096 | % |
Advisory Fee for Group XI (2012 Fixed Income) Funds:
First $19 billion |
Greater than $19 billion Up to $33 billion |
Greater than $33 billion Up to $47 billion |
Greater than $47 billion |
|||||||||||||
iShares iBoxx $ High Yield Corporate Bond ETF |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | ||||||||
iShares J.P. Morgan USD Emerging Markets Bond ETF |
0.4000 | % | 0.3800 | % | 0.3610 | % | 0.3430 | % |
Advisory Fee for Group XII (2013) Funds
First $121 billion |
Greater than $121 billion Up to $181 billion |
Greater than $181 billion Up to $231 billion |
Greater than $231 billion Up to $281 billion |
Greater than $281 billion |
||||||||||||||||
iShares 1-5 Year Investment Grade Corporate Bond ETF |
0.0600 | % | 0.0570 | % | 0.0542 | % | 0.0515 | % | 0.0489 | % | ||||||||||
iShares 5-10 Year Investment Grade Corporate Bond ETF |
0.0600 | % | 0.0570 | % | 0.0542 | % | 0.0515 | % | 0.0489 | % | ||||||||||
iShares 10+ Year Investment Grade Corporate Bond ETF |
0.0600 | % | 0.0570 | % | 0.0542 | % | 0.0515 | % | 0.0489 | % | ||||||||||
iShares Biotechnology ETF |
0.4800 | % | 0.4560 | % | 0.4332 | % | 0.4116 | % | 0.3910 | % | ||||||||||
iShares Cohen & Steers REIT ETF |
0.3500 | % | 0.3325 | % | 0.3159 | % | 0.3001 | % | 0.2851 | % | ||||||||||
iShares iBoxx $ Investment Grade Corporate Bond ETF |
0.1500 | % | 0.1425 | % | 0.1354 | % | 0.1287 | % | 0.1222 | % | ||||||||||
iShares MBS ETF |
0.0400 | % | 0.0380 | % | 0.0361 | % | 0.0343 | % | 0.0326 | % | ||||||||||
iShares Russell 1000 Growth ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Russell 1000 Value ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Russell Mid-Cap ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Russell Mid-Cap Growth ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares Russell Mid-Cap Value ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares S&P Mid-Cap 400 Growth ETF |
0.1800 | % | 0.1710 | % | 0.1624 | % | 0.1543 | % | 0.1465 | % | ||||||||||
iShares TIPS Bond ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % |
Advisory Fee for Group XIII (2014) Funds
First $12 billion |
Greater than $12 billion Up to $18 billion |
Greater than $18 billion Up to $24 billion |
Greater than $24 billion Up to $30 billion |
Greater than $30 billion |
||||||||||||||||
iShares Europe ETF |
0.6000 | % | 0.5700 | % | 0.5415 | % | 0.5145 | % | 0.4888 | % | ||||||||||
iShares International Select Dividend ETF |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | 0.4073 | % | ||||||||||
iShares MSCI EAFE Small-Cap ETF |
0.4000 | % | 0.3800 | % | 0.3610 | % | 0.3430 | % | 0.3259 | % |
* | This Fund is a fund of iShares, Inc. |
Amended and Approved by the Board of Trustees of iShares Trust on December 10, 2021.
Exhibit (e.2)
Distribution Agreement
Exhibit A
Index Series
iShares Trust
iShares 0-3 Month Treasury Bond ETF |
iShares 0-5 Year High Yield Corporate Bond ETF |
iShares 0-5 Year Investment Grade Corporate Bond ETF |
iShares 0-5 Year TIPS Bond ETF |
iShares 1-3 Year International Treasury Bond ETF |
iShares 1-3 Year Treasury Bond ETF |
iShares 1-5 Year Investment Grade Corporate Bond ETF |
iShares 3-7 Year Treasury Bond ETF |
iShares 5-10 Year Investment Grade Corporate Bond ETF |
iShares 7-10 Year Treasury Bond ETF |
iShares 10+ Year Investment Grade Corporate Bond ETF |
iShares 10-20 Year Treasury Bond ETF |
iShares 20+ Year Treasury Bond ETF |
iShares 25+ Year Treasury STRIPS Bond ETF |
iShares AaaA Rated Corporate Bond ETF |
iShares Agency Bond ETF |
iShares Asia 50 ETF |
iShares BBB Rated Corporate Bond ETF |
iShares BB Rated Corporate Bond ETF |
iShares Biotechnology ETF |
iShares Broad USD High Yield Corporate Bond ETF |
iShares Broad USD Investment Grade Corporate Bond ETF |
iShares California Muni Bond ETF |
iShares China Large-Cap ETF |
iShares Cloud 5G and Tech ETF |
iShares CMBS ETF |
iShares Cohen & Steers REIT ETF |
iShares Convertible Bond ETF |
iShares Core 1-5 Year USD Bond ETF |
iShares Core 5-10 Year USD Bond ETF |
iShares Core 10+ Year USD Bond ETF |
iShares Core Aggressive Allocation ETF |
iShares Core Conservative Allocation ETF |
iShares Core Dividend Growth ETF |
iShares Core Growth Allocation ETF |
iShares Core High Dividend ETF |
iShares Core International Aggregate Bond ETF |
iShares Core Moderate Allocation ETF |
iShares Core MSCI EAFE ETF |
iShares Core MSCI Europe ETF |
iShares Core MSCI International Developed Markets ETF |
iShares Core MSCI Pacific ETF |
iShares Core MSCI Total International Stock ETF |
iShares Core S&P 500 ETF |
iShares Core S&P Mid-Cap ETF |
iShares Core S&P Small-Cap ETF |
iShares Core S&P Total U.S. Stock Market ETF |
iShares Core S&P U.S. Growth ETF |
iShares Core S&P U.S. Value ETF |
iShares Core Total USD Bond Market ETF |
iShares Core U.S. Aggregate Bond ETF |
Distribution Agreement
Exhibit A (continued)
Index Series
iShares Core U.S. REIT ETF |
iShares Currency Hedged JPX-Nikkei 400 ETF |
iShares Currency Hedged MSCI ACWI ex U.S. ETF |
iShares Currency Hedged MSCI Canada ETF |
iShares Currency Hedged MSCI EAFE ETF |
iShares Currency Hedged MSCI EAFE Small-Cap ETF |
iShares Currency Hedged MSCI Eurozone ETF |
iShares Currency Hedged MSCI Germany ETF |
iShares Currency Hedged MSCI Japan ETF |
iShares Currency Hedged MSCI United Kingdom ETF |
iShares Cybersecurity and Tech ETF |
iShares Dow Jones U.S. ETF |
iShares Emerging Markets Infrastructure ETF |
iShares ESG Advanced High Yield Corporate Bond ETF |
iShares ESG Advanced Investment Grade Corporate Bond ETF |
iShares ESG Advanced MSCI EAFE ETF |
iShares ESG Advanced MSCI EM ETF |
iShares ESG Advanced MSCI USA ETF |
iShares ESG Advanced Total USD Bond Market ETF |
iShares ESG Aware 1-5 Year USD Corporate Bond ETF |
iShares ESG Aware Aggressive Allocation ETF |
iShares ESG Aware Conservative Allocation ETF |
iShares ESG Aware Growth Allocation ETF |
iShares ESG Aware Moderate Allocation ETF |
iShares ESG Aware MSCI EAFE ETF |
iShares ESG Aware MSCI USA ETF |
iShares ESG Aware MSCI USA Small-Cap ETF |
iShares ESG Aware U.S. Aggregate Bond ETF |
iShares ESG Aware USD Corporate Bond ETF |
iShares ESG MSCI EM Leaders ETF |
iShares ESG MSCI USA Leaders ETF |
iShares ESG MSCI USA Min Vol Factor ETF |
iShares ESG Screened S&P 500 ETF |
iShares ESG Screened S&P Mid-Cap ETF |
iShares ESG Screened S&P Small-Cap ETF |
iShares Europe ETF |
iShares Expanded Tech Sector ETF |
iShares Expanded Tech-Software Sector ETF |
iShares Exponential Technologies ETF |
iShares Factors US Growth Style ETF |
iShares Factors US Value Style ETF |
iShares Fallen Angels USD Bond ETF |
iShares Floating Rate Bond ETF |
iShares Focused Value Factor ETF |
iShares Genomics Immunology and Healthcare ETF |
iShares Global 100 ETF |
iShares Global Clean Energy ETF |
iShares Global Comm Services ETF |
iShares Global Consumer Discretionary ETF |
iShares Global Consumer Staples ETF |
iShares Global Energy ETF |
iShares Global Financials ETF |
iShares Global Healthcare ETF |
iShares Global Industrials ETF |
iShares Global Infrastructure ETF |
Distribution Agreement
Exhibit A (continued)
Index Series
iShares Global Materials ETF |
iShares Global REIT ETF |
iShares Global Tech ETF |
iShares Global Timber & Forestry ETF |
iShares Global Utilities ETF |
iShares GNMA Bond ETF |
iShares Government/Credit Bond ETF |
iShares High Yield Bond Factor ETF |
iShares iBonds 2022 Term High Yield and Income ETF |
iShares iBonds 2023 Term High Yield and Income ETF |
iShares iBonds 2024 Term High Yield and Income ETF |
iShares iBonds 2025 Term High Yield and Income ETF |
iShares iBonds 2026 Term High Yield and Income ETF |
iShares iBonds 2027 Term High Yield and Income ETF |
iShares iBonds 2028 Term High Yield and Income ETF |
iShares iBonds 2029 Term High Yield and Income ETF |
iShares iBonds Dec 2022 Term Corporate ETF |
iShares iBonds Dec 2022 Term Muni Bond ETF |
iShares iBonds Dec 2022 Term Treasury ETF |
iShares iBonds Dec 2023 Term Corporate ETF |
iShares iBonds Dec 2023 Term Muni Bond ETF |
iShares iBonds Dec 2023 Term Treasury ETF |
iShares iBonds Dec 2024 Term Corporate ETF |
iShares iBonds Dec 2024 Term Muni Bond ETF |
iShares iBonds Dec 2024 Term Treasury ETF |
iShares iBonds Dec 2025 Term Corporate ETF |
iShares iBonds Dec 2025 Term Muni Bond ETF |
iShares iBonds Dec 2025 Term Treasury ETF |
iShares iBonds Dec 2026 Term Corporate ETF |
iShares iBonds Dec 2026 Term Muni Bond ETF |
iShares iBonds Dec 2026 Term Treasury ETF |
iShares iBonds Dec 2027 Term Corporate ETF |
iShares iBonds Dec 2027 Term Muni Bond ETF |
iShares iBonds Dec 2027 Term Treasury ETF |
iShares iBonds Dec 2028 Term Corporate ETF |
iShares iBonds Dec 2028 Term Muni Bond ETF |
iShares iBonds Dec 2028 Term Treasury ETF |
iShares iBonds Dec 2029 Term Corporate ETF |
iShares iBonds Dec 2029 Term Treasury ETF |
iShares iBonds Dec 2030 Term Corporate ETF |
iShares iBonds Dec 2030 Term Treasury ETF |
iShares iBonds Dec 2031 Term Corporate ETF |
iShares iBonds Dec 2031 Term Treasury ETF |
iShares iBonds Mar 2023 Term Corporate ETF |
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF |
iShares iBoxx $ High Yield Corporate Bond ETF |
iShares iBoxx $ Investment Grade Corporate Bond ETF |
iShares India 50 ETF |
iShares Intermediate Government/Credit Bond ETF |
iShares International Developed Property ETF |
iShares International Developed Real Estate ETF |
iShares International Developed Small Cap Value Factor ETF |
iShares International Dividend Growth ETF |
iShares International Select Dividend ETF |
iShares International Treasury Bond ETF |
iShares Investment Grade Bond Factor ETF |
Distribution Agreement
Exhibit A (continued)
Index Series
iShares J.P. Morgan USD Emerging Markets Bond ETF |
iShares JPX-Nikkei 400 ETF |
iShares Latin America 40 ETF |
iShares MBS ETF |
iShares Micro-Cap ETF |
iShares Morningstar Growth ETF |
iShares Morningstar Mid-Cap ETF |
iShares Morningstar Mid-Cap Growth ETF |
iShares Morningstar Mid-Cap Value ETF |
iShares Morningstar Multi-Asset Income ETF |
iShares Morningstar Small-Cap ETF |
iShares Morningstar Small-Cap Growth ETF |
iShares Morningstar Small-Cap Value ETF |
iShares Morningstar U.S. Equity ETF |
iShares Morningstar Value ETF |
iShares Mortgage Real Estate ETF |
iShares MSCI ACWI ETF |
iShares MSCI ACWI ex U.S. ETF |
iShares MSCI ACWI Low Carbon Target ETF |
iShares MSCI All Country Asia ex Japan ETF |
iShares MSCI Argentina and Global Exposure ETF |
iShares MSCI Brazil Small-Cap ETF |
iShares MSCI China A ETF |
iShares MSCI China ETF |
iShares MSCI China Multisector Tech ETF |
iShares MSCI China Small-Cap ETF |
iShares MSCI Denmark ETF |
iShares MSCI EAFE ETF |
iShares MSCI EAFE Growth ETF |
iShares MSCI EAFE Min Vol Factor ETF |
iShares MSCI EAFE Small-Cap ETF |
iShares MSCI EAFE Value ETF |
iShares MSCI Europe Financials ETF |
iShares MSCI Europe Small-Cap ETF |
iShares MSCI Finland ETF |
iShares MSCI Germany Small-Cap ETF |
iShares MSCI Global Multifactor ETF |
iShares MSCI Global Sustainable Development Goals ETF iShares MSCI India ETF |
iShares MSCI India Small-Cap ETF |
iShares MSCI Indonesia ETF |
iShares MSCI Intl Momentum Factor ETF |
iShares MSCI Intl Multifactor ETF |
iShares MSCI Intl Quality Factor ETF |
iShares MSCI Intl Size Factor ETF |
iShares MSCI Intl Small-Cap Multifactor ETF |
iShares MSCI Intl Value Factor ETF |
iShares MSCI Ireland ETF |
iShares MSCI Japan Equal Weighted ETF |
iShares MSCI Japan Value ETF |
iShares MSCI KLD 400 Social ETF |
iShares MSCI Kokusai ETF |
iShares MSCI Kuwait ETF |
iShares MSCI New Zealand ETF |
iShares MSCI Norway ETF |
Distribution Agreement
Exhibit A (continued)
Index Series
iShares MSCI Peru ETF |
iShares MSCI Philippines ETF |
iShares MSCI Poland ETF |
iShares MSCI Qatar ETF |
iShares MSCI Saudi Arabia ETF |
iShares MSCI UAE ETF |
iShares MSCI United Kingdom ETF |
iShares MSCI United Kingdom Small-Cap ETF |
iShares MSCI USA ESG Select ETF |
iShares MSCI USA Mid-Cap Multifactor ETF |
iShares MSCI USA Min Vol Factor ETF |
iShares MSCI USA Momentum Factor ETF |
iShares MSCI USA Multifactor ETF |
iShares MSCI USA Quality Factor ETF |
iShares MSCI USA Size Factor ETF |
iShares MSCI USA Small-Cap Min Vol Factor ETF |
iShares MSCI USA Small-Cap Multifactor ETF |
iShares MSCI USA Value Factor ETF |
iShares National Muni Bond ETF |
iShares New York Muni Bond ETF |
iShares North American Natural Resources ETF |
iShares North American Tech-Multimedia Networking ETF |
iShares Paris-Aligned Climate MSCI USA ETF |
iShares Preferred and Income Securities ETF |
iShares Residential and Multisector Real Estate ETF |
iShares Robotics and Artificial Intelligence Multisector ETF |
iShares Russell 1000 ETF |
iShares Russell 1000 Growth ETF |
iShares Russell 1000 Value ETF |
iShares Russell 2000 ETF |
iShares Russell 2000 Growth ETF |
iShares Russell 2000 Value ETF |
iShares Russell 2500 ETF |
iShares Russell 3000 ETF |
iShares Russell Mid-Cap ETF |
iShares Russell Mid-Cap Growth ETF |
iShares Russell Mid-Cap Value ETF |
iShares Russell Top 200 ETF |
iShares Russell Top 200 Growth ETF |
iShares Russell Top 200 Value ETF |
iShares S&P 100 ETF |
iShares S&P 500 Growth ETF |
iShares S&P 500 Value ETF |
iShares S&P Mid-Cap 400 Growth ETF |
iShares S&P Mid-Cap 400 Value ETF |
iShares S&P Small-Cap 600 Growth ETF |
iShares S&P Small-Cap 600 Value ETF |
iShares Select Dividend ETF |
iShares Self-Driving EV and Tech ETF |
iShares Semiconductor ETF |
iShares Short-Term National Muni Bond ETF |
iShares Short Treasury Bond ETF |
iShares TIPS Bond ETF |
iShares Treasury Floating Rate Bond ETF |
iShares U.S. Aerospace & Defense ETF |
Distribution Agreement
Exhibit A (continued)
Index Series
iShares U.S. Basic Materials ETF |
iShares U.S. Broker-Dealers & Securities Exchanges ETF |
iShares U.S. Consumer Discretionary ETF |
iShares U.S. Consumer Staples ETF |
iShares U.S. Dividend and Buyback ETF |
iShares U.S. Energy ETF |
iShares U.S. Financial Services ETF |
iShares U.S. Financials ETF |
iShares U.S. Fixed Income Balanced Risk Factor ETF |
iShares U.S. Healthcare ETF |
iShares U.S. Healthcare Providers ETF |
iShares U.S. Home Construction ETF |
iShares U.S. Industrials ETF |
iShares U.S. Infrastructure ETF |
iShares U.S. Insurance ETF |
iShares U.S. Medical Devices ETF |
iShares U.S. Oil & Gas Exploration & Production ETF |
iShares U.S. Oil Equipment & Services ETF |
iShares U.S. Pharmaceuticals ETF |
iShares U.S. Real Estate ETF |
iShares U.S. Regional Banks ETF |
iShares U.S. Technology ETF |
iShares U.S. Tech Breakthrough Multisector ETF |
iShares U.S. Telecommunications ETF |
iShares U.S. Transportation ETF |
iShares U.S. Treasury Bond ETF |
iShares U.S. Utilities ETF |
iShares US Small Cap Value Factor ETF |
iShares USD Bond Factor ETF |
iShares USD Green Bond ETF |
iShares Virtual Work and Life Multisector ETF |
iShares Yield Optimized Bond ETF |
Amended and Approved by the Board of Trustees of iShares Trust on October 1, 2021.
Exhibit (g.3)
EXHIBIT ALENDING FUNDS
iShares Trust |
iShares 0-3 Month Treasury Bond ETF |
iShares 0-5 Year High Yield Corporate Bond ETF |
iShares 0-5 Year Investment Grade Corporate Bond ETF |
iShares 0-5 Year TIPS Bond ETF |
iShares 10+ Year Investment Grade Corporate Bond ETF |
iShares 10-20 Year Treasury Bond ETF |
iShares 1-3 Year International Treasury Bond ETF |
iShares 1-3 Year Treasury Bond ETF |
iShares 1-5 Year Investment Grade Corporate Bond ETF |
iShares 20+ Year Treasury Bond ETF |
iShares 25+ Year Treasury STRIPS Bond ETF |
iShares 3-7 Year Treasury Bond ETF |
iShares 5-10 Year Investment Grade Corporate Bond ETF |
iShares 7-10 Year Treasury Bond ETF |
iShares AaaA Rated Corporate Bond ETF |
iShares Agency Bond ETF |
iShares Asia 50 ETF |
iShares BB Rated Corporate Bond ETF |
iShares BBB Rated Corporate Bond ETF |
iShares Biotechnology ETF |
iShares Broad USD High Yield Corporate Bond ETF |
iShares Broad USD Investment Grade Corporate Bond ETF |
iShares China Large-Cap ETF |
iShares Cloud 5G and Tech ETF |
iShares Cohen & Steers REIT ETF |
iShares Convertible Bond ETF |
iShares Core 10+ Year USD Bond ETF |
iShares Core 1-5 Year USD Bond ETF |
iShares Core 5-10 Year USD Bond ETF |
iShares Core Aggressive Allocation ETF |
iShares Core Conservative Allocation ETF |
iShares Core Dividend Growth ETF |
iShares Core Growth Allocation ETF |
iShares Core High Dividend ETF |
iShares Core Moderate Allocation ETF |
iShares Core MSCI EAFE ETF |
iShares Core MSCI Europe ETF |
iShares Core MSCI International Developed Markets ETF |
iShares Core MSCI Pacific ETF |
iShares Core MSCI Total International Stock ETF |
iShares Core S&P 500 ETF |
iShares Core S&P Mid-Cap ETF |
iShares Core S&P Small-Cap ETF |
iShares Core S&P Total U.S. Stock Market ETF |
iShares Core S&P U.S. Growth ETF |
iShares Core S&P U.S. Value ETF |
iShares Core Total USD Bond Market ETF |
iShares Core U.S. Aggregate Bond ETF |
iShares Core U.S. REIT ETF |
iShares Currency Hedged JPX-Nikkei 400 ETF |
iShares Currency Hedged MSCI ACWI ex U.S. ETF |
iShares Currency Hedged MSCI Canada ETF |
iShares Currency Hedged MSCI EAFE ETF |
iShares Currency Hedged MSCI EAFE Small-Cap ETF |
iShares Currency Hedged MSCI Eurozone ETF |
iShares Currency Hedged MSCI Germany ETF |
iShares Currency Hedged MSCI Japan ETF |
iShares Currency Hedged MSCI United Kingdom ETF |
iShares Cybersecurity and Tech ETF |
iShares Dow Jones U.S. ETF |
iShares Emerging Markets Infrastructure ETF |
iShares ESG Advanced High Yield Corporate Bond ETF |
iShares ESG Advanced MSCI EAFE ETF |
iShares ESG Advanced MSCI EM ETF |
iShares ESG Advanced MSCI USA ETF |
iShares ESG Advanced Total USD Bond Market ETF |
iShares ESG Aware 1-5 Year USD Corporate Bond ETF |
iShares ESG Aware Aggressive Allocation ETF |
iShares ESG Aware Conservative Allocation ETF |
iShares ESG Aware Growth Allocation ETF |
iShares ESG Aware Moderate Allocation ETF |
iShares ESG Aware MSCI EAFE ETF |
iShares ESG Aware MSCI USA ETF |
iShares ESG Aware MSCI USA Small-Cap ETF |
iShares ESG Aware U.S. Aggregate Bond ETF |
iShares ESG Aware USD Corporate Bond ETF |
iShares ESG MSCI EM Leaders ETF |
iShares ESG MSCI USA Leaders ETF |
iShares ESG Screened S&P 500 ETF |
iShares ESG Screened S&P Mid-Cap ETF |
iShares ESG Screened S&P Small-Cap ETF |
iShares Europe ETF |
iShares Expanded Tech Sector ETF |
iShares Expanded Tech-Software Sector ETF |
iShares Exponential Technologies ETF |
iShares Factors US Growth Style ETF |
iShares Factors US Value Style ETF |
iShares Fallen Angels USD Bond ETF |
iShares Floating Rate Bond ETF |
iShares Focused Value Factor ETF |
iShares Genomics Immunology and Healthcare ETF |
iShares Global 100 ETF |
iShares Global Clean Energy ETF |
iShares Global Comm Services ETF |
iShares Global Consumer Discretionary ETF |
iShares Global Consumer Staples ETF |
iShares Global Energy ETF |
iShares Global Financials ETF |
iShares Global Healthcare ETF |
iShares Global Industrials ETF |
iShares Global Infrastructure ETF |
iShares Global Materials ETF |
iShares Global REIT ETF |
iShares Global Tech ETF |
iShares Global Timber & Forestry ETF |
iShares Global Utilities ETF |
iShares Government/Credit Bond ETF |
iShares High Yield Bond Factor ETF |
iShares iBonds 2022 Term High Yield and Income ETF |
iShares iBonds 2023 Term High Yield and Income ETF |
iShares iBonds 2024 Term High Yield and Income ETF |
iShares iBonds 2025 Term High Yield and Income ETF |
iShares iBonds 2026 Term High Yield and Income ETF |
iShares iBonds 2027 Term High Yield and Income ETF |
iShares iBonds 2028 Term High Yield and Income ETF |
iShares iBonds 2029 Term High Yield and Income ETF |
iShares iBonds Dec 2022 Term Corporate ETF |
iShares iBonds Dec 2022 Term Treasury ETF |
iShares iBonds Dec 2023 Term Corporate ETF |
iShares iBonds Dec 2023 Term Treasury ETF |
iShares iBonds Dec 2024 Term Corporate ETF |
iShares iBonds Dec 2024 Term Treasury ETF |
iShares iBonds Dec 2025 Term Corporate ETF |
iShares iBonds Dec 2025 Term Treasury ETF |
iShares iBonds Dec 2026 Term Corporate ETF |
iShares iBonds Dec 2026 Term Treasury ETF |
iShares iBonds Dec 2027 Term Corporate ETF |
iShares iBonds Dec 2027 Term Treasury ETF |
iShares iBonds Dec 2028 Term Corporate ETF |
iShares iBonds Dec 2028 Term Treasury ETF |
iShares iBonds Dec 2029 Term Corporate ETF |
iShares iBonds Dec 2029 Term Treasury ETF |
iShares iBonds Dec 2030 Term Corporate ETF |
iShares iBonds Dec 2030 Term Treasury ETF |
iShares iBonds Dec 2031 Term Corporate ETF |
iShares iBonds Dec 2031 Term Treasury ETF |
iShares iBonds Mar 2023 Term Corporate ETF |
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF |
iShares iBoxx $ High Yield Corporate Bond ETF |
iShares iBoxx $ Investment Grade Corporate Bond ETF |
iShares India 50 ETF |
iShares Intermediate Government/Credit Bond ETF |
iShares International Developed Property ETF |
iShares International Developed Real Estate ETF |
iShares International Developed Small Cap Value Factor ETF |
iShares International Dividend Growth ETF |
iShares International Select Dividend ETF |
iShares Investment Grade Bond Factor ETF |
iShares JPX-Nikkei 400 ETF |
iShares Latin America 40 ETF |
iShares Micro-Cap ETF |
iShares Morningstar Growth ETF |
iShares Morningstar Mid-Cap ETF |
iShares Morningstar Mid-Cap Growth ETF |
iShares Morningstar Mid-Cap Value ETF |
iShares Morningstar Multi-Asset Income ETF |
iShares Morningstar Small-Cap ETF |
iShares Morningstar Small-Cap Growth ETF |
iShares Morningstar Small-Cap Value ETF |
iShares Morningstar U.S. Equity ETF |
iShares Morningstar Value ETF |
iShares Mortgage Real Estate ETF |
iShares MSCI ACWI ETF |
iShares MSCI ACWI ex U.S. ETF |
iShares MSCI ACWI Low Carbon Target ETF |
iShares MSCI All Country Asia ex Japan ETF |
iShares MSCI Argentina and Global Exposure ETF |
iShares MSCI Brazil Small-Cap ETF |
iShares MSCI China ETF |
iShares MSCI China Small-Cap ETF |
iShares MSCI Denmark ETF |
iShares MSCI EAFE ETF |
iShares MSCI EAFE Growth ETF |
iShares MSCI EAFE Min Vol Factor ETF |
iShares MSCI EAFE Small-Cap ETF |
iShares MSCI EAFE Value ETF |
iShares MSCI Europe Financials ETF |
iShares MSCI Europe Small-Cap ETF |
iShares MSCI Finland ETF |
iShares MSCI Germany Small-Cap ETF |
iShares MSCI Global Multifactor ETF |
iShares MSCI Global Sustainable Development Goals ETF |
iShares MSCI India ETF |
iShares MSCI India Small-Cap ETF |
iShares MSCI Indonesia ETF |
iShares MSCI Intl Momentum Factor ETF |
iShares MSCI Intl Multifactor ETF |
iShares MSCI Intl Quality Factor ETF |
iShares MSCI Intl Size Factor ETF |
iShares MSCI Intl Small-Cap Multifactor ETF |
iShares MSCI Intl Value Factor ETF |
iShares MSCI Ireland ETF |
iShares MSCI Japan Equal Weighted ETF |
iShares MSCI Japan Value ETF |
iShares MSCI KLD 400 Social ETF |
iShares MSCI Kokusai ETF |
iShares MSCI New Zealand ETF |
iShares MSCI Norway ETF |
iShares MSCI Philippines ETF |
iShares MSCI Poland ETF |
iShares MSCI UAE ETF |
iShares MSCI United Kingdom ETF |
iShares MSCI United Kingdom Small-Cap ETF |
iShares MSCI USA ESG Select ETF |
iShares MSCI USA Mid-Cap Multifactor ETF |
iShares MSCI USA Min Vol Factor ETF |
iShares MSCI USA Momentum Factor ETF |
iShares MSCI USA Multifactor ETF |
iShares MSCI USA Quality Factor ETF |
iShares MSCI USA Size Factor ETF |
iShares MSCI USA Small-Cap Min Vol Factor ETF |
iShares MSCI USA Small-Cap Multifactor ETF |
iShares MSCI USA Value Factor ETF |
iShares North American Natural Resources ETF |
iShares North American Tech-Multimedia Networking ETF |
iShares Preferred and Income Securities ETF |
iShares Residential and Multisector Real Estate ETF |
iShares Robotics and Artificial Intelligence Multisector ETF |
iShares Russell 1000 ETF |
iShares Russell 1000 Growth ETF |
iShares Russell 1000 Value ETF |
iShares Russell 2000 ETF |
iShares Russell 2000 Growth ETF |
iShares Russell 2000 Value ETF |
iShares Russell 2500 ETF |
iShares Russell 3000 ETF |
iShares Russell Mid-Cap ETF |
iShares Russell Mid-Cap Growth ETF |
iShares Russell Mid-Cap Value ETF |
iShares Russell Top 200 ETF |
iShares Russell Top 200 Growth ETF |
iShares Russell Top 200 Value ETF |
iShares S&P 100 ETF |
iShares S&P 500 Growth ETF |
iShares S&P 500 Value ETF |
iShares S&P Mid-Cap 400 Growth ETF |
iShares S&P Mid-Cap 400 Value ETF |
iShares S&P Small-Cap 600 Growth ETF |
iShares S&P Small-Cap 600 Value ETF |
iShares Select Dividend ETF |
iShares Self-Driving EV and Tech ETF |
iShares Semiconductor ETF |
iShares Short Treasury Bond ETF |
iShares TIPS Bond ETF |
iShares Treasury Floating Rate Bond ETF |
iShares U.S. Aerospace & Defense ETF |
iShares U.S. Basic Materials ETF |
iShares U.S. Broker-Dealers & Securities Exchanges ETF |
iShares U.S. Consumer Goods ETF |
iShares U.S. Consumer Services ETF |
iShares U.S. Dividend and Buyback ETF |
iShares U.S. Energy ETF |
iShares U.S. Financial Services ETF |
iShares U.S. Financials ETF |
iShares U.S. Fixed Income Balanced Risk Factor ETF |
iShares U.S. Healthcare ETF |
iShares U.S. Healthcare Providers ETF |
iShares U.S. Home Construction ETF |
iShares U.S. Industrials ETF |
iShares U.S. Infrastructure ETF |
iShares U.S. Insurance ETF |
iShares U.S. Medical Devices ETF |
iShares U.S. Oil & Gas Exploration & Production ETF |
iShares U.S. Oil Equipment & Services ETF |
iShares U.S. Pharmaceuticals ETF |
iShares U.S. Real Estate ETF |
iShares U.S. Regional Banks ETF |
iShares U.S. Tech Breakthrough Multisector ETF |
iShares U.S. Technology ETF |
iShares U.S. Telecommunications ETF |
iShares U.S. Transportation ETF |
iShares U.S. Treasury Bond ETF |
iShares U.S. Utilities ETF |
iShares US Small Cap Value Factor ETF |
iShares USD Green Bond ETF |
iShares Virtual Work and Life Multisector ETF |
iShares Yield Optimized Bond ETF |
iShares U.S. ETF Trust |
BlackRock Short Maturity Bond ETF |
BlackRock Ultra Short-Term Bond ETF |
iShares Evolved U.S. Consumer Staples ETF |
iShares Evolved U.S. Discretionary Spending ETF |
iShares Evolved U.S. Financials ETF |
iShares Evolved U.S. Healthcare Staples ETF |
iShares Evolved U.S. Innovative Healthcare ETF |
iShares Evolved U.S. Media and Entertainment ETF |
iShares Evolved U.S. Technology ETF |
iShares Inflation Hedged Corporate Bond ETF |
iShares Interest Rate Hedged Corporate Bond ETF |
iShares Interest Rate Hedged Emerging Mkts Bond ETF |
iShares Interest Rate Hedged High Yield Bond ETF |
iShares Interest Rate Hedged Long-Term Corp Bond ETF |
iShares Inc. |
iShares Asia/Pacific Dividend ETF |
iShares Core MSCI Emerging Markets ETF |
iShares Currency Hedged MSCI Emerging Markets ETF |
iShares Emerging Markets Dividend ETF |
iShares ESG Aware MSCI EM ETF |
iShares J.P. Morgan EM Corporate Bond ETF |
iShares J.P. Morgan EM High Yield Bond ETF |
iShares MSCI Australia ETF |
iShares MSCI Austria ETF |
iShares MSCI Belgium ETF |
iShares MSCI Brazil ETF |
iShares MSCI BRIC ETF |
iShares MSCI Canada ETF |
iShares MSCI Chile ETF |
iShares MSCI Colombia ETF |
iShares MSCI Emerging Markets Asia ETF |
iShares MSCI Emerging Markets ETF |
iShares MSCI Emerging Markets ex China ETF |
iShares MSCI Emerging Markets Min Vol Factor ETF |
iShares MSCI Emerging Markets Multifactor ETF |
iShares MSCI Emerging Markets Small-Cap ETF |
iShares MSCI Eurozone ETF |
iShares MSCI France ETF |
iShares MSCI Frontier and Select EM ETF |
iShares MSCI Germany ETF |
iShares MSCI Global Agriculture Producers ETF |
iShares MSCI Global Energy Producers ETF |
iShares MSCI Global Gold Miners ETF |
iShares MSCI Global Metals & Mining Producers ETF |
iShares MSCI Global Min Vol Factor ETF |
iShares MSCI Global Silver and Metals Miners ETF |
iShares MSCI Hong Kong ETF |
iShares MSCI Israel ETF |
iShares MSCI Italy ETF |
iShares MSCI Japan ETF |
iShares MSCI Japan Small-Cap ETF |
iShares MSCI Malaysia ETF |
iShares MSCI Mexico ETF |
iShares MSCI Netherlands ETF |
iShares MSCI Pacific ex Japan ETF |
iShares MSCI Russia ETF |
iShares MSCI Singapore ETF |
iShares MSCI South Africa ETF |
iShares MSCI South Korea ETF |
iShares MSCI Spain ETF |
iShares MSCI Sweden ETF |
iShares MSCI Switzerland ETF |
iShares MSCI Taiwan ETF |
iShares MSCI Thailand ETF |
iShares MSCI Turkey ETF |
iShares MSCI USA Equal Weighted ETF |
iShares MSCI World ETF |
iShares US & Intl High Yield Corp Bond ETF |
Exhibit (h.2)
EXHIBIT A
LIST OF BFA RECIPIENTS
LIST OF BFA RECIPIENTS
iShares, Inc. |
iShares Asia/Pacific Dividend ETF |
iShares Core MSCI Emerging Markets ETF |
iShares Currency Hedged MSCI Emerging Markets ETF |
iShares Emerging Markets Dividend ETF |
iShares ESG Aware MSCI EM ETF |
iShares International High Yield Bond ETF |
iShares J.P. Morgan EM Corporate Bond ETF |
iShares J.P. Morgan EM High Yield Bond ETF |
iShares J.P. Morgan EM Local Currency Bond ETF |
iShares MSCI Australia ETF |
iShares MSCI Austria ETF |
iShares MSCI Belgium ETF |
iShares MSCI Brazil ETF |
iShares MSCI BRIC ETF |
iShares MSCI Canada ETF |
iShares MSCI Chile ETF |
iShares MSCI Colombia ETF |
iShares MSCI Emerging Markets Asia ETF |
iShares MSCI Emerging Markets ETF |
iShares MSCI Emerging Markets ex China ETF |
iShares MSCI Emerging Markets Min Vol Factor ETF |
iShares MSCI Emerging Markets Multifactor ETF |
iShares MSCI Emerging Markets Small-Cap ETF |
iShares MSCI Eurozone ETF |
iShares MSCI France ETF |
iShares MSCI Frontier and Select EM ETF |
iShares MSCI Germany ETF |
iShares MSCI Global Agriculture Producers ETF |
iShares MSCI Global Energy Producers ETF |
iShares MSCI Global Gold Miners ETF |
iShares MSCI Global Metals & Mining Producers ETF |
iShares MSCI Global Min Vol Factor ETF |
iShares MSCI Global Silver and Metals Miners ETF |
iShares MSCI Hong Kong ETF |
iShares MSCI Israel ETF |
iShares MSCI Italy ETF |
iShares MSCI Japan ETF |
iShares MSCI Japan Small-Cap ETF |
iShares MSCI Malaysia ETF |
iShares MSCI Mexico ETF |
iShares MSCI Netherlands ETF |
iShares MSCI Pacific ex Japan ETF |
iShares MSCI Russia ETF |
iShares MSCI Singapore ETF |
iShares MSCI South Africa ETF |
iShares MSCI South Korea ETF |
iShares MSCI Spain ETF |
iShares MSCI Sweden ETF |
iShares MSCI Switzerland ETF |
iShares MSCI Taiwan ETF |
iShares MSCI Thailand ETF |
iShares MSCI Turkey ETF |
iShares MSCI USA Equal Weighted ETF |
iShares MSCI World ETF |
iShares US & Intl High Yield Corp Bond ETF |
iShares Trust |
iShares 0-3 Month Treasury Bond ETF |
iShares 0-5 Year High Yield Corporate Bond ETF |
iShares 0-5 Year Investment Grade Corporate Bond ETF |
iShares 0-5 Year TIPS Bond ETF |
iShares 1-3 Year International Treasury Bond ETF |
iShares 1-3 Year Treasury Bond ETF |
iShares 1-5 Year Investment Grade Corporate Bond ETF |
iShares 3-7 Year Treasury Bond ETF |
iShares 5-10 Year Investment Grade Corporate Bond ETF |
iShares 7-10 Year Treasury Bond ETF |
iShares 10+ Year Investment Grade Corporate Bond ETF |
iShares 10-20 Year Treasury Bond ETF |
iShares 20+ Year Treasury Bond ETF |
iShares 25+ Year Treasury STRIPS Bond ETF |
iShares Aaa - A Rated Corporate Bond ETF |
iShares Agency Bond ETF |
iShares Asia 50 ETF |
iShares BBB Rated Corporate Bond ETF |
iShares BB Rated Corporate Bond ETF |
iShares Biotechnology ETF |
iShares Broad USD High Yield Corporate Bond ETF |
iShares Broad USD Investment Grade Corporate Bond ETF |
iShares California Muni Bond ETF |
iShares China Large-Cap ETF |
iShares Cloud 5G and Tech ETF |
iShares CMBS ETF |
iShares Cohen & Steers REIT ETF |
iShares Convertible Bond ETF |
iShares Core 1-5 Year USD Bond ETF |
iShares Core 5-10 Year USD Bond ETF |
iShares Core 10+ Year USD Bond ETF |
iShares Core Aggressive Allocation ETF |
iShares Core Conservative Allocation ETF |
iShares Core Dividend Growth ETF |
iShares Core Growth Allocation ETF |
iShares Core High Dividend ETF |
iShares Core International Aggregate Bond ETF |
iShares Core Moderate Allocation ETF |
iShares Core MSCI EAFE ETF |
iShares Core MSCI Europe ETF |
iShares Core MSCI International Developed Markets ETF |
iShares Core MSCI Pacific ETF |
iShares Core MSCI Total International Stock ETF |
iShares Core S&P 500 ETF |
iShares Core S&P Mid-Cap ETF |
iShares Core S&P Small-Cap ETF |
iShares Core S&P Total U.S. Stock Market ETF |
iShares Core S&P U.S. Growth ETF |
iShares Core S&P U.S. Value ETF |
iShares Core Total USD Bond Market ETF |
iShares Core U.S. Aggregate Bond ETF |
iShares Core U.S. REIT ETF |
iShares Currency Hedged JPX-Nikkei 400 ETF |
iShares Currency Hedged MSCI ACWI ex U.S. ETF |
iShares Currency Hedged MSCI Canada ETF |
iShares Currency Hedged MSCI EAFE ETF |
iShares Currency Hedged MSCI EAFE Small-Cap ETF |
iShares Currency Hedged MSCI Eurozone ETF |
iShares Currency Hedged MSCI Germany ETF |
iShares Currency Hedged MSCI Japan ETF |
iShares Currency Hedged MSCI United Kingdom ETF |
iShares Cybersecurity and Tech ETF |
iShares Dow Jones U.S. ETF |
iShares Emerging Markets Infrastructure ETF |
iShares ESG Advanced High Yield Corporate Bond ETF |
iShares ESG Advanced Investment Grade Corporate Bond ETF |
iShares ESG Advanced MSCI EAFE ETF |
iShares ESG Advanced MSCI EM ETF |
iShares ESG Advanced MSCI USA ETF |
iShares ESG Advanced Total USD Bond Market ETF |
iShares ESG Aware 1-5 Year USD Corporate Bond ETF |
iShares ESG Aware Aggressive Allocation ETF |
iShares ESG Aware Conservative Allocation ETF |
iShares ESG Aware Growth Allocation ETF |
iShares ESG Aware Moderate Allocation ETF |
iShares ESG Aware MSCI EAFE ETF |
iShares ESG Aware MSCI USA ETF |
iShares ESG Aware MSCI USA Small-Cap ETF |
iShares ESG Aware U.S. Aggregate Bond ETF |
iShares ESG Aware USD Corporate Bond ETF |
iShares ESG MSCI EM Leaders ETF |
iShares ESG MSCI USA Leaders ETF |
iShares ESG MSCI USA Min Vol Factor ETF |
iShares ESG Screened S&P 500 ETF |
iShares ESG Screened S&P Mid-Cap ETF |
iShares ESG Screened S&P Small-Cap ETF |
iShares Europe ETF |
iShares Expanded Tech Sector ETF |
iShares Expanded Tech-Software Sector ETF |
iShares Exponential Technologies ETF |
iShares Factors US Growth Style ETF |
iShares Factors US Value Style ETF |
iShares Fallen Angels USD Bond ETF |
iShares Floating Rate Bond ETF |
iShares Focused Value Factor ETF |
iShares Genomics Immunology and Healthcare ETF |
iShares Global 100 ETF |
iShares Global Clean Energy ETF |
iShares Global Comm Services ETF |
iShares Global Consumer Discretionary ETF |
iShares Global Consumer Staples ETF |
iShares Global Energy ETF |
iShares Global Financials ETF |
iShares Global Healthcare ETF |
iShares Global Industrials ETF |
iShares Global Infrastructure ETF |
iShares Global Materials ETF |
iShares Global REIT ETF |
iShares Global Tech ETF |
iShares Global Timber & Forestry ETF |
iShares Global Utilities ETF |
iShares GNMA Bond ETF |
iShares Government/Credit Bond ETF |
iShares High Yield Bond Factor ETF |
iShares iBonds 2022 Term High Yield and Income ETF |
iShares iBonds 2023 Term High Yield and Income ETF |
iShares iBonds 2024 Term High Yield and Income ETF |
iShares iBonds 2025 Term High Yield and Income ETF |
iShares iBonds 2026 Term High Yield and Income ETF |
iShares iBonds 2027 Term High Yield and Income ETF |
iShares iBonds 2028 Term High Yield and Income ETF |
iShares iBonds 2029 Term High Yield and Income ETF |
iShares iBonds Dec 2022 Term Corporate ETF |
iShares iBonds Dec 2022 Term Muni Bond ETF |
iShares iBonds Dec 2022 Term Treasury ETF |
iShares iBonds Dec 2023 Term Corporate ETF |
iShares iBonds Dec 2023 Term Muni Bond ETF |
iShares iBonds Dec 2023 Term Treasury ETF |
iShares iBonds Dec 2024 Term Corporate ETF |
iShares iBonds Dec 2024 Term Muni Bond ETF |
iShares iBonds Dec 2024 Term Treasury ETF |
iShares iBonds Dec 2025 Term Corporate ETF |
iShares iBonds Dec 2025 Term Muni Bond ETF |
iShares iBonds Dec 2025 Term Treasury ETF |
iShares iBonds Dec 2026 Term Corporate ETF |
iShares iBonds Dec 2026 Term Muni Bond ETF |
iShares iBonds Dec 2026 Term Treasury ETF |
iShares iBonds Dec 2027 Term Corporate ETF |
iShares iBonds Dec 2027 Term Muni Bond ETF |
iShares iBonds Dec 2027 Term Treasury ETF |
iShares iBonds Dec 2028 Term Corporate ETF |
iShares iBonds Dec 2028 Term Muni Bond ETF |
iShares iBonds Dec 2028 Term Treasury ETF |
iShares iBonds Dec 2029 Term Corporate ETF |
iShares iBonds Dec 2029 Term Treasury ETF |
iShares iBonds Dec 2030 Term Corporate ETF |
iShares iBonds Dec 2030 Term Treasury ETF |
iShares iBonds Dec 2031 Term Corporate ETF |
iShares iBonds Dec 2031 Term Treasury ETF |
iShares iBonds Mar 2023 Term Corporate ETF |
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF |
iShares iBoxx $ High Yield Corporate Bond ETF |
iShares iBoxx $ Investment Grade Corporate Bond ETF |
iShares India 50 ETF |
iShares Intermediate Government/Credit Bond ETF |
iShares International Developed Property ETF |
iShares International Developed Real Estate ETF |
iShares International Developed Small Cap Value Factor ETF |
iShares International Dividend Growth ETF |
iShares International Select Dividend ETF |
iShares International Treasury Bond ETF |
iShares Investment Grade Bond Factor ETF |
iShares J.P. Morgan USD Emerging Markets Bond ETF |
iShares JPX-Nikkei 400 ETF |
iShares Latin America 40 ETF |
iShares MBS ETF |
iShares Micro-Cap ETF |
iShares Morningstar Growth ETF |
iShares Morningstar Mid-Cap ETF |
iShares Morningstar Mid-Cap Growth ETF |
iShares Morningstar Mid-Cap Value ETF |
iShares Morningstar Multi-Asset Income ETF |
iShares Morningstar Small-Cap ETF |
iShares Morningstar Small-Cap Growth ETF |
iShares Morningstar Small-Cap Value ETF |
iShares Morningstar U.S. Equity ETF |
iShares Morningstar Value ETF |
iShares Mortgage Real Estate ETF |
iShares MSCI ACWI ETF |
iShares MSCI ACWI ex U.S. ETF |
iShares MSCI ACWI Low Carbon Target ETF |
iShares MSCI All Country Asia ex Japan ETF |
iShares MSCI Argentina and Global Exposure ETF |
iShares MSCI Brazil Small-Cap ETF |
iShares MSCI China A ETF |
iShares MSCI China ETF |
iShares MSCI China Multisector Tech ETF |
iShares MSCI China Small-Cap ETF |
iShares MSCI Denmark ETF |
iShares MSCI EAFE ETF |
iShares MSCI EAFE Growth ETF |
iShares MSCI EAFE Min Vol Factor ETF |
iShares MSCI EAFE Small-Cap ETF |
iShares MSCI EAFE Value ETF |
iShares MSCI Europe Financials ETF |
iShares MSCI Europe Small-Cap ETF |
iShares MSCI Finland ETF |
iShares MSCI Germany Small-Cap ETF |
iShares MSCI Global Multifactor ETF |
iShares MSCI Global Sustainable Development Goals ETF |
iShares MSCI India ETF |
iShares MSCI India Small-Cap ETF |
iShares MSCI Indonesia ETF |
iShares MSCI Intl Momentum Factor ETF |
iShares MSCI Intl Multifactor ETF |
iShares MSCI Intl Quality Factor ETF |
iShares MSCI Intl Size Factor ETF |
iShares MSCI Intl Small-Cap Multifactor ETF |
iShares MSCI Intl Value Factor ETF |
iShares MSCI Ireland ETF |
iShares MSCI Japan Equal Weighted ETF |
iShares MSCI Japan Value ETF |
iShares MSCI KLD 400 Social ETF |
iShares MSCI Kokusai ETF |
iShares MSCI Kuwait ETF |
iShares MSCI New Zealand ETF |
iShares MSCI Norway ETF |
iShares MSCI Peru ETF |
iShares MSCI Philippines ETF |
iShares MSCI Poland ETF |
iShares MSCI Qatar ETF |
iShares MSCI Saudi Arabia ETF |
iShares MSCI UAE ETF |
iShares MSCI United Kingdom ETF |
iShares MSCI United Kingdom Small-Cap ETF |
iShares MSCI USA ESG Select ETF |
iShares MSCI USA Mid-Cap Multifactor ETF |
iShares MSCI USA Min Vol Factor ETF |
iShares MSCI USA Momentum Factor ETF |
iShares MSCI USA Multifactor ETF |
iShares MSCI USA Quality Factor ETF |
iShares MSCI USA Size Factor ETF |
iShares MSCI USA Small-Cap Min Vol Factor ETF |
iShares MSCI USA Small-Cap Multifactor ETF |
iShares MSCI USA Value Factor ETF |
iShares National Muni Bond ETF |
iShares New York Muni Bond ETF |
iShares North American Natural Resources ETF |
iShares North American Tech-Multimedia Networking ETF |
iShares Paris-Aligned Climate MSCI USA ETF |
iShares Preferred and Income Securities ETF |
iShares Residential and Multisector Real Estate ETF |
iShares Robotics and Artificial Intelligence Multisector ETF |
iShares Russell 1000 ETF |
iShares Russell 1000 Growth ETF |
iShares Russell 1000 Value ETF |
iShares Russell 2000 ETF |
iShares Russell 2000 Growth ETF |
iShares Russell 2000 Value ETF |
iShares Russell 2500 ETF |
iShares Russell 3000 ETF |
iShares Russell Mid-Cap ETF |
iShares Russell Mid-Cap Growth ETF |
iShares Russell Mid-Cap Value ETF |
iShares Russell Top 200 ETF |
iShares Russell Top 200 Growth ETF |
iShares Russell Top 200 Value ETF |
iShares S&P 100 ETF |
iShares S&P 500 Growth ETF |
iShares S&P 500 Value ETF |
iShares S&P Mid-Cap 400 Growth ETF |
iShares S&P Mid-Cap 400 Value ETF |
iShares S&P Small-Cap 600 Growth ETF |
iShares S&P Small-Cap 600 Value ETF |
iShares Select Dividend ETF |
iShares Self-Driving EV and Tech ETF |
iShares Semiconductor ETF |
iShares Short-Term National Muni Bond ETF |
iShares Short Treasury Bond ETF |
iShares TIPS Bond ETF |
iShares Treasury Floating Rate Bond ETF |
iShares U.S. Aerospace & Defense ETF |
iShares U.S. Basic Materials ETF |
iShares U.S. Broker-Dealers & Securities Exchanges ETF |
iShares U.S. Consumer Discretionary ETF |
iShares U.S. Consumer Staples ETF |
iShares U.S. Dividend and Buyback ETF |
iShares U.S. Energy ETF |
iShares U.S. Financial Services ETF |
iShares U.S. Financials ETF |
iShares U.S. Fixed Income Balanced Risk Factor ETF |
iShares U.S. Healthcare ETF |
iShares U.S. Healthcare Providers ETF |
iShares U.S. Home Construction ETF |
iShares U.S. Industrials ETF |
iShares U.S. Infrastructure ETF |
iShares U.S. Insurance ETF |
iShares U.S. Medical Devices ETF |
iShares U.S. Oil & Gas Exploration & Production ETF |
iShares U.S. Oil Equipment & Services ETF |
iShares U.S. Pharmaceuticals ETF |
iShares U.S. Real Estate ETF |
iShares U.S. Regional Banks ETF |
iShares U.S. Technology ETF |
iShares U.S. Tech Breakthrough Multisector ETF |
iShares U.S. Telecommunications ETF |
iShares U.S. Transportation ETF |
iShares U.S. Treasury Bond ETF |
iShares U.S. Utilities ETF |
iShares US Small Cap Value Factor ETF |
iShares USD Bond Factor ETF |
iShares USD Green Bond ETF |
iShares Virtual Work and Life Multisector ETF |
iShares Yield Optimized Bond ETF |
iShares U.S. ETF Trust |
BlackRock Short Maturity Bond ETF |
BlackRock Short Maturity Municipal Bond ETF |
BlackRock Ultra Short-Term Bond ETF |
iShares Bloomberg Roll Select Commodity Strategy ETF |
iShares Commodity Curve Carry Strategy ETF |
iShares Evolved U.S. Consumer Staples ETF |
iShares Evolved U.S. Discretionary Spending ETF |
iShares Evolved U.S. Financials ETF |
iShares Evolved U.S. Healthcare Staples ETF |
iShares Evolved U.S. Innovative Healthcare ETF |
iShares Evolved U.S. Media and Entertainment ETF |
iShares Evolved U.S. Technology ETF |
iShares Gold Strategy ETF |
iShares GSCI Commodity Dynamic Roll Strategy ETF |
iShares Inflation Hedged Corporate Bond ETF |
iShares Interest Rate Hedged Corporate Bond ETF |
iShares Interest Rate Hedged Emerging Markets Bond ETF |
iShares Interest Rate Hedged High Yield Bond ETF |
iShares Interest Rate Hedged Long-Term Corporate Bond ETF |
Exhibit (h.6)
Schedule A
Funds
iShares, Inc. |
iShares Asia/Pacific Dividend ETF |
iShares Core MSCI Emerging Markets ETF |
iShares Currency Hedged MSCI Emerging Markets ETF |
iShares Emerging Markets Dividend ETF |
iShares ESG Aware MSCI EM ETF |
iShares International High Yield Bond ETF |
iShares J.P. Morgan EM Corporate Bond ETF |
iShares J.P. Morgan EM High Yield Bond ETF |
iShares J.P. Morgan EM Local Currency Bond ETF |
iShares MSCI Australia ETF |
iShares MSCI Austria ETF |
iShares MSCI Belgium ETF |
iShares MSCI Brazil ETF |
iShares MSCI BRIC ETF |
iShares MSCI Canada ETF |
iShares MSCI Chile ETF |
iShares MSCI Colombia ETF |
iShares MSCI Emerging Markets Asia ETF |
iShares MSCI Emerging Markets ETF |
iShares MSCI Emerging Markets ex China ETF |
iShares MSCI Emerging Markets Min Vol Factor ETF |
iShares MSCI Emerging Markets Multifactor ETF |
iShares MSCI Emerging Markets Small-Cap ETF |
iShares MSCI Eurozone ETF |
iShares MSCI France ETF |
iShares MSCI Frontier and Select EM ETF |
iShares MSCI Germany ETF |
iShares MSCI Global Agriculture Producers ETF |
iShares MSCI Global Energy Producers ETF |
iShares MSCI Global Gold Miners ETF |
iShares MSCI Global Metals & Mining Producers ETF |
iShares MSCI Global Min Vol Factor ETF |
iShares MSCI Global Silver and Metals Miners ETF |
iShares MSCI Hong Kong ETF |
iShares MSCI Israel ETF |
iShares MSCI Italy ETF |
iShares MSCI Japan ETF |
iShares MSCI Japan Small-Cap ETF |
iShares MSCI Malaysia ETF |
iShares MSCI Mexico ETF |
iShares MSCI Netherlands ETF |
iShares MSCI Pacific ex Japan ETF |
iShares MSCI Russia ETF |
iShares MSCI Singapore ETF |
iShares MSCI South Africa ETF |
iShares MSCI South Korea ETF |
iShares MSCI Spain ETF |
iShares MSCI Sweden ETF |
iShares MSCI Switzerland ETF |
iShares MSCI Taiwan ETF |
iShares MSCI Thailand ETF |
iShares MSCI Turkey ETF |
iShares MSCI USA Equal Weighted ETF |
iShares MSCI World ETF |
iShares US & Intl High Yield Corp Bond ETF |
iShares Trust |
iShares 0-3 Month Treasury Bond ETF |
iShares 0-5 Year High Yield Corporate Bond ETF |
iShares 0-5 Year Investment Grade Corporate Bond ETF |
iShares 0-5 Year TIPS Bond ETF |
iShares 1-3 Year International Treasury Bond ETF |
iShares 1-3 Year Treasury Bond ETF |
iShares 1-5 Year Investment Grade Corporate Bond ETF |
iShares 3-7 Year Treasury Bond ETF |
iShares 5-10 Year Investment Grade Corporate Bond ETF |
iShares 7-10 Year Treasury Bond ETF |
iShares 10+ Year Investment Grade Corporate Bond ETF |
iShares 10-20 Year Treasury Bond ETF |
iShares 20+ Year Treasury Bond ETF |
iShares 25+ Year Treasury STRIPS Bond ETF |
iShares AaaA Rated Corporate Bond ETF |
iShares Agency Bond ETF |
iShares Asia 50 ETF |
iShares BBB Rated Corporate Bond ETF |
iShares BB Rated Corporate Bond ETF |
iShares Biotechnology ETF |
iShares Broad USD High Yield Corporate Bond ETF |
iShares Broad USD Investment Grade Corporate Bond ETF |
iShares California Muni Bond ETF |
iShares China Large-Cap ETF |
iShares Cloud 5G and Tech ETF |
iShares CMBS ETF |
iShares Cohen & Steers REIT ETF |
iShares Convertible Bond ETF |
iShares Core 1-5 Year USD Bond ETF |
iShares Core 5-10 Year USD Bond ETF |
iShares Core 10+ Year USD Bond ETF |
iShares Core Aggressive Allocation ETF |
iShares Core Conservative Allocation ETF |
iShares Core Dividend Growth ETF |
iShares Core Growth Allocation ETF |
iShares Core High Dividend ETF |
iShares Core International Aggregate Bond ETF |
iShares Core Moderate Allocation ETF |
iShares Core MSCI EAFE ETF |
iShares Core MSCI Europe ETF |
iShares Core MSCI International Developed Markets ETF |
iShares Core MSCI Pacific ETF |
iShares Core MSCI Total International Stock ETF |
iShares Core S&P 500 ETF |
iShares Core S&P Mid-Cap ETF |
iShares Core S&P Small-Cap ETF |
iShares Core S&P Total U.S. Stock Market ETF |
iShares Core S&P U.S. Growth ETF |
iShares Core S&P U.S. Value ETF |
iShares Core Total USD Bond Market ETF |
iShares Core U.S. Aggregate Bond ETF |
iShares Core U.S. REIT ETF |
iShares Currency Hedged JPX-Nikkei 400 ETF |
iShares Currency Hedged MSCI ACWI ex U.S. ETF |
iShares Currency Hedged MSCI Canada ETF |
iShares Currency Hedged MSCI EAFE ETF |
iShares Currency Hedged MSCI EAFE Small-Cap ETF |
iShares Currency Hedged MSCI Eurozone ETF |
iShares Currency Hedged MSCI Germany ETF |
iShares Currency Hedged MSCI Japan ETF |
iShares Currency Hedged MSCI United Kingdom ETF |
iShares Cybersecurity and Tech ETF |
iShares Dow Jones U.S. ETF |
iShares Emerging Markets Infrastructure ETF |
iShares ESG Advanced High Yield Corporate Bond ETF |
iShares ESG Advanced Investment Grade Corporate Bond ETF |
iShares ESG Advanced MSCI EAFE ETF |
iShares ESG Advanced MSCI EM ETF |
iShares ESG Advanced MSCI USA ETF |
iShares ESG Advanced Total USD Bond Market ETF |
iShares ESG Aware 1-5 Year USD Corporate Bond ETF |
iShares ESG Aware Aggressive Allocation ETF |
iShares ESG Aware Conservative Allocation ETF |
iShares ESG Aware Growth Allocation ETF |
iShares ESG Aware Moderate Allocation ETF |
iShares ESG Aware MSCI EAFE ETF |
iShares ESG Aware MSCI USA ETF |
iShares ESG Aware MSCI USA Small-Cap ETF |
iShares ESG Aware U.S. Aggregate Bond ETF |
iShares ESG Aware USD Corporate Bond ETF |
iShares ESG MSCI EM Leaders ETF |
iShares ESG MSCI USA Leaders ETF |
iShares ESG MSCI USA Min Vol Factor ETF |
iShares ESG Screened S&P 500 ETF |
iShares ESG Screened S&P Mid-Cap ETF |
iShares ESG Screened S&P Small-Cap ETF |
iShares Europe ETF |
iShares Expanded Tech Sector ETF |
iShares Expanded Tech-Software Sector ETF |
iShares Exponential Technologies ETF |
iShares Factors US Growth Style ETF |
iShares Factors US Value Style ETF |
iShares Fallen Angels USD Bond ETF |
iShares Floating Rate Bond ETF |
iShares Focused Value Factor ETF |
iShares Genomics Immunology and Healthcare ETF |
iShares Global 100 ETF |
iShares Global Clean Energy ETF |
iShares Global Comm Services ETF |
iShares Global Consumer Discretionary ETF |
iShares Global Consumer Staples ETF |
iShares Global Energy ETF |
iShares Global Financials ETF |
iShares Global Healthcare ETF |
iShares Global Industrials ETF |
iShares Global Infrastructure ETF |
iShares Global Materials ETF |
iShares Global REIT ETF |
iShares Global Tech ETF |
iShares Global Timber & Forestry ETF |
iShares Global Utilities ETF |
iShares GNMA Bond ETF |
iShares Government/Credit Bond ETF |
iShares High Yield Bond Factor ETF |
iShares iBonds 2022 Term High Yield and Income ETF |
iShares iBonds 2023 Term High Yield and Income ETF |
iShares iBonds 2024 Term High Yield and Income ETF |
iShares iBonds 2025 Term High Yield and Income ETF |
iShares iBonds 2026 Term High Yield and Income ETF |
iShares iBonds 2027 Term High Yield and Income ETF |
iShares iBonds 2028 Term High Yield and Income ETF |
iShares iBonds 2029 Term High Yield and Income ETF |
iShares iBonds Dec 2022 Term Corporate ETF |
iShares iBonds Dec 2022 Term Muni Bond ETF |
iShares iBonds Dec 2022 Term Treasury ETF |
iShares iBonds Dec 2023 Term Corporate ETF |
iShares iBonds Dec 2023 Term Muni Bond ETF |
iShares iBonds Dec 2023 Term Treasury ETF |
iShares iBonds Dec 2024 Term Corporate ETF |
iShares iBonds Dec 2024 Term Muni Bond ETF |
iShares iBonds Dec 2024 Term Treasury ETF |
iShares iBonds Dec 2025 Term Corporate ETF |
iShares iBonds Dec 2025 Term Muni Bond ETF |
iShares iBonds Dec 2025 Term Treasury ETF |
iShares iBonds Dec 2026 Term Corporate ETF |
iShares iBonds Dec 2026 Term Muni Bond ETF |
iShares iBonds Dec 2026 Term Treasury ETF |
iShares iBonds Dec 2027 Term Corporate ETF |
iShares iBonds Dec 2027 Term Muni Bond ETF |
iShares iBonds Dec 2027 Term Treasury ETF |
iShares iBonds Dec 2028 Term Corporate ETF |
iShares iBonds Dec 2028 Term Muni Bond ETF |
iShares iBonds Dec 2028 Term Treasury ETF |
iShares iBonds Dec 2029 Term Corporate ETF |
iShares iBonds Dec 2029 Term Treasury ETF |
iShares iBonds Dec 2030 Term Corporate ETF |
iShares iBonds Dec 2030 Term Treasury ETF |
iShares iBonds Dec 2031 Term Corporate ETF |
iShares iBonds Dec 2031 Term Treasury ETF |
iShares iBonds Mar 2023 Term Corporate ETF |
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF |
iShares iBoxx $ High Yield Corporate Bond ETF |
iShares iBoxx $ Investment Grade Corporate Bond ETF |
iShares India 50 ETF |
iShares Intermediate Government/Credit Bond ETF |
iShares International Developed Property ETF |
iShares International Developed Real Estate ETF |
iShares International Developed Small Cap Value Factor ETF |
iShares International Dividend Growth ETF |
iShares International Select Dividend ETF |
iShares International Treasury Bond ETF |
iShares Investment Grade Bond Factor ETF |
iShares J.P. Morgan USD Emerging Markets Bond ETF |
iShares JPX-Nikkei 400 ETF |
iShares Latin America 40 ETF |
iShares MBS ETF |
iShares Micro-Cap ETF |
iShares Morningstar Growth ETF |
iShares Morningstar Mid-Cap ETF |
iShares Morningstar Mid-Cap Growth ETF |
iShares Morningstar Mid-Cap Value ETF |
iShares Morningstar Multi-Asset Income ETF |
iShares Morningstar Small-Cap ETF |
iShares Morningstar Small-Cap Growth ETF |
iShares Morningstar Small-Cap Value ETF |
iShares Morningstar U.S. Equity ETF |
iShares Morningstar Value ETF |
iShares Mortgage Real Estate ETF |
iShares MSCI ACWI ETF |
iShares MSCI ACWI ex U.S. ETF |
iShares MSCI ACWI Low Carbon Target ETF |
iShares MSCI All Country Asia ex Japan ETF |
iShares MSCI Argentina and Global Exposure ETF |
iShares MSCI Brazil Small-Cap ETF |
iShares MSCI China A ETF |
iShares MSCI China ETF |
iShares MSCI China Multisector Tech ETF |
iShares MSCI China Small-Cap ETF |
iShares MSCI Denmark ETF |
iShares MSCI EAFE ETF |
iShares MSCI EAFE Growth ETF |
iShares MSCI EAFE Min Vol Factor ETF |
iShares MSCI EAFE Small-Cap ETF |
iShares MSCI EAFE Value ETF |
iShares MSCI Europe Financials ETF |
iShares MSCI Europe Small-Cap ETF |
iShares MSCI Finland ETF |
iShares MSCI Germany Small-Cap ETF |
iShares MSCI Global Multifactor ETF |
iShares MSCI Global Sustainable Development Goals ETF |
iShares MSCI India ETF |
iShares MSCI India Small-Cap ETF |
iShares MSCI Indonesia ETF |
iShares MSCI Intl Momentum Factor ETF |
iShares MSCI Intl Multifactor ETF |
iShares MSCI Intl Quality Factor ETF |
iShares MSCI Intl Size Factor ETF |
iShares MSCI Intl Small-Cap Multifactor ETF |
iShares MSCI Intl Value Factor ETF |
iShares MSCI Ireland ETF |
iShares MSCI Japan Equal Weighted ETF |
iShares MSCI Japan Value ETF |
iShares MSCI KLD 400 Social ETF |
iShares MSCI Kokusai ETF |
iShares MSCI Kuwait ETF |
iShares MSCI New Zealand ETF |
iShares MSCI Norway ETF |
iShares MSCI Peru ETF |
iShares MSCI Philippines ETF |
iShares MSCI Poland ETF |
iShares MSCI Qatar ETF |
iShares MSCI Saudi Arabia ETF |
iShares MSCI UAE ETF |
iShares MSCI United Kingdom ETF |
iShares MSCI United Kingdom Small-Cap ETF |
iShares MSCI USA ESG Select ETF |
iShares MSCI USA Mid-Cap Multifactor ETF |
iShares MSCI USA Min Vol Factor ETF |
iShares MSCI USA Momentum Factor ETF |
iShares MSCI USA Multifactor ETF |
iShares MSCI USA Quality Factor ETF |
iShares MSCI USA Size Factor ETF |
iShares MSCI USA Small-Cap Min Vol Factor ETF |
iShares MSCI USA Small-Cap Multifactor ETF |
iShares MSCI USA Value Factor ETF |
iShares National Muni Bond ETF |
iShares New York Muni Bond ETF |
iShares North American Natural Resources ETF |
iShares North American Tech-Multimedia Networking ETF |
iShares Paris-Aligned Climate MSCI USA ETF |
iShares Preferred and Income Securities ETF |
iShares Residential and Multisector Real Estate ETF |
iShares Robotics and Artificial Intelligence Multisector ETF |
iShares Russell 1000 ETF |
iShares Russell 1000 Growth ETF |
iShares Russell 1000 Value ETF |
iShares Russell 2000 ETF |
iShares Russell 2000 Growth ETF |
iShares Russell 2000 Value ETF |
iShares Russell 2500 ETF |
iShares Russell 3000 ETF |
iShares Russell Mid-Cap ETF |
iShares Russell Mid-Cap Growth ETF |
iShares Russell Mid-Cap Value ETF |
iShares Russell Top 200 ETF |
iShares Russell Top 200 Growth ETF |
iShares Russell Top 200 Value ETF |
iShares S&P 100 ETF |
iShares S&P 500 Growth ETF |
iShares S&P 500 Value ETF |
iShares S&P Mid-Cap 400 Growth ETF |
iShares S&P Mid-Cap 400 Value ETF |
iShares S&P Small-Cap 600 Growth ETF |
iShares S&P Small-Cap 600 Value ETF |
iShares Select Dividend ETF |
iShares Self-Driving EV and Tech ETF |
iShares Semiconductor ETF |
iShares Short-Term National Muni Bond ETF |
iShares Short Treasury Bond ETF |
iShares TIPS Bond ETF |
iShares Treasury Floating Rate Bond ETF |
iShares U.S. Aerospace & Defense ETF |
iShares U.S. Basic Materials ETF |
iShares U.S. Broker-Dealers & Securities Exchanges ETF |
iShares U.S. Consumer Discretionary ETF |
iShares U.S. Consumer Staples ETF |
iShares U.S. Dividend and Buyback ETF |
iShares U.S. Energy ETF |
iShares U.S. Financial Services ETF |
iShares U.S. Financials ETF |
iShares U.S. Fixed Income Balanced Risk Factor ETF |
iShares U.S. Healthcare ETF |
iShares U.S. Healthcare Providers ETF |
iShares U.S. Home Construction ETF |
iShares U.S. Industrials ETF |
iShares U.S. Infrastructure ETF |
iShares U.S. Insurance ETF |
iShares U.S. Medical Devices ETF |
iShares U.S. Oil & Gas Exploration & Production ETF |
iShares U.S. Oil Equipment & Services ETF |
iShares U.S. Pharmaceuticals ETF |
iShares U.S. Real Estate ETF |
iShares U.S. Regional Banks ETF |
iShares U.S. Technology ETF |
iShares U.S. Tech Breakthrough Multisector ETF |
iShares U.S. Telecommunications ETF |
iShares U.S. Transportation ETF |
iShares U.S. Treasury Bond ETF |
iShares U.S. Utilities ETF |
iShares US Small Cap Value Factor ETF |
iShares USD Bond Factor ETF |
iShares USD Green Bond ETF |
iShares Virtual Work and Life Multisector ETF |
iShares Yield Optimized Bond ETF |
iShares U.S. ETF Trust |
BlackRock Short Maturity Bond ETF |
BlackRock Short Maturity Municipal Bond ETF |
BlackRock Ultra Short-Term Bond ETF |
iShares Bloomberg Roll Select Commodity Strategy ETF |
iShares Commodity Curve Carry Strategy ETF |
iShares Evolved U.S. Consumer Staples ETF |
iShares Evolved U.S. Discretionary Spending ETF |
iShares Evolved U.S. Financials ETF |
iShares Evolved U.S. Healthcare Staples ETF |
iShares Evolved U.S. Innovative Healthcare ETF |
iShares Evolved U.S. Media and Entertainment ETF |
iShares Evolved U.S. Technology ETF |
iShares Gold Strategy ETF |
iShares GSCI Commodity Dynamic Roll Strategy ETF |
iShares Inflation Hedged Corporate Bond ETF |
iShares Interest Rate Hedged Corporate Bond ETF |
iShares Interest Rate Hedged Emerging Markets Bond ETF |
iShares Interest Rate Hedged High Yield Bond ETF |
iShares Interest Rate Hedged Long-Term Corporate Bond ETF |
Approved by the Board of Trustees of iShares Trust and iShares U.S. ETF Trust and the Board of Directors of iShares, Inc. on October 1, 2021.
Exhibit (i)
February 28, 2022
iShares Trust
c/o BlackRock Fund Advisors
400 Howard Street
San Francisco, CA 94105
Re: | iShares iBonds 2029 Term High Yield and Income ETF |
Ladies and Gentlemen:
We have acted as special Delaware counsel for iShares Trust, a Delaware statutory trust (the Trust), in connection with the matters set forth herein. At your request, this opinion is being furnished to you.
For purposes of giving the opinions hereinafter set forth, our examination of documents has been limited to the examination of originals or copies of the following:
(a) | The Certificate of Trust of the Trust, as filed with the office of the Secretary of State of the State of Delaware (the Secretary of State) on December 16, 1999, as amended and restated by the Restated Certificate of Trust of the Trust (as amended and restated, the Certificate of Trust), as filed with the Secretary of State on September 15, 2006; |
iShares Trust
February 28, 2022
Page 2
(b) | The Agreement and Declaration of Trust, dated December 16, 1999, made by the trustee named therein, as amended and restated by the Agreement and Declaration of Trust, dated September 13, 2006, made by the trustees named therein, as further amended and restated by the Amended and Restated Agreement and Declaration of Trust, dated September 24, 2008, made by the trustees named therein, as further amended and restated by the Amended and Restated Agreement and Declaration of Trust, dated September 17, 2009 (as amended and restated on such date, the Trust Instrument), made by the trustees named therein; |
(c) | Post-Effective Amendment No. 2,526 (the Amendment), to be filed with the U.S. Securities and Exchange Commission (the SEC) on or about the date hereof, to the Trusts Registration Statement on Form N-1A (File Nos. 333-92935 and 811-09729), filed with the SEC on December 16, 1999 (as amended by the Amendment, the Registration Statement); |
(d) | The Amended and Restated By-Laws of the Trust, as approved by the Board of Trustees of the Trust (the Board) on December 8, 2006, as further amended and restated by the Amended and Restated By-Laws of the Trust, as approved by the Board on August 13, 2009, as further amended and restated by the Amended and Restated By-Laws of the Trust in effect on the date hereof as approved by the Board on April 20, 2010 (as amended and restated on such date, the By-laws); |
(e) | The Policy and Procedures Regarding the Naming of iShares Funds delegating naming determinations for series of the Trust to BlackRock Fund Advisors and its affiliated investment advisors; |
(f) | Copies of certain resolutions adopted by the Board (the Resolutions) on December 9-10, 2021 with respect to the creation of that certain series of the Trust known as iShares iBonds 2029 Term High Yield and Income ETF (the Fund) and the issuance of certain shares of beneficial interest in the Fund (each, a Share and collectively, the Shares); |
(g) | A certificate of an officer of the Trust with respect to certain matters, dated February 28, 2022; and |
(h) | A Certificate of Good Standing for the Trust, dated February 25, 2022, obtained from the Secretary of State. |
Initially capitalized terms used herein and not otherwise defined are used as defined in the Trust Instrument.
iShares Trust
February 28, 2022
Page 3
For purposes of this opinion, we have not reviewed any documents other than the documents listed in paragraphs (a) through (h) above. In particular, we have not reviewed any document (other than the documents listed in paragraphs (a) through (h) above) that is referred to in or incorporated by reference into the documents reviewed by us. We have assumed that there exists no provision in any document that we have not reviewed that is inconsistent with the opinions stated herein. We have conducted no independent factual investigation of our own but rather have relied solely upon the foregoing documents, the statements and information set forth therein and the additional matters recited or assumed herein, all of which we have assumed to be true, complete and accurate in all material respects.
With respect to all documents examined by us, we have assumed (i) the authenticity of all documents submitted to us as authentic originals, (ii) the conformity with the originals of all documents submitted to us as copies or forms, and (iii) the genuineness of all signatures.
For purposes of this opinion, we have assumed (i) that the Trust Instrument constitutes the entire agreement among the parties thereto with respect to the subject matter thereof, including with respect to the creation, operation and termination of the Trust, and that the Trust Instrument, the By-laws and the Certificate of Trust are in full force and effect and will not be amended, (ii) except to the extent provided in paragraph 1 below, the due organization or due formation, as the case may be, and valid existence in good standing of each party to the documents examined by us under the laws of the jurisdiction governing its organization or formation, (iii) the legal capacity of natural persons who are parties to the documents examined by us, (iv) that each of the parties (other than the Trust) to the documents examined by us has the power and authority to execute and deliver, and to perform its obligations under, such documents, (v) the due authorization, execution and delivery by all parties thereto of all documents examined by us, (vi) the payment by each Person to whom a Share has been or is to be issued by the Trust (collectively, the Shareholders) for such Share, in accordance with the Trust Instrument, the Resolutions and as contemplated by the Registration Statement, (vii) that the officers of the Trust acted within their authority when registering the name of the Fund as such name appears in the Registration Statement, and (viii) that the Shares have been and are issued and sold to the Shareholders in accordance with the Trust Instrument, the Resolutions and as contemplated by the Registration Statement. We have not participated in the preparation of the Registration Statement and assume no responsibility for its contents.
This opinion is limited to the laws of the State of Delaware (excluding the securities laws of the State of Delaware), and we have not considered and express no opinion on the laws of any other jurisdiction, including federal laws and rules and regulations relating thereto. Our opinions are rendered only with respect to Delaware laws and rules, regulations and orders thereunder which are currently in effect.
iShares Trust
February 28, 2022
Page 4
Based upon the foregoing, and upon our examination of such questions of law and statutes of the State of Delaware as we have considered necessary or appropriate, and subject to the assumptions, qualifications, limitations and exceptions set forth herein, we are of the opinion that:
1. The Trust has been duly created and is validly existing in good standing as a statutory trust under the Delaware Statutory Trust Act, 12 Del. C. § 3801, et seq.
2. The Shares of the Trust have been duly authorized and, when issued, will be validly issued, fully paid and nonassessable beneficial interests in the Trust.
We consent to the filing of this opinion with the SEC as an exhibit to the Registration Statement. In giving the foregoing consent, we do not thereby admit that we come within the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the SEC thereunder.
Very truly yours, |
/s/ Richards, Layton & Finger, P.A. |
RJF/SS