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BlackRock Advantage Global Fund, Inc. BlackRock Advantage SMID Cap Fund, Inc. BlackRock Allocation Target Shares BlackRock Balanced Fund, Inc. BlackRock Bond Fund, Inc. BlackRock California Municipal Series Trust BlackRock Capital Appreciation Fund, Inc. BlackRock Emerging Markets Fund, Inc. BlackRock Equity Dividend Fund BlackRock Financial Institutions Series Trust BlackRock Funds SM BlackRock Funds II BlackRock Funds III BlackRock Funds IV BlackRock Funds V BlackRock Funds VI BlackRock Global Allocation Fund, Inc. BlackRock Index Funds, Inc.
BlackRock International Select Equity Fund BlackRock Large Cap Focus Growth Fund, Inc. BlackRock Large Cap Focus Value Fund, Inc. BlackRock Large Cap Series Funds, Inc. BlackRock Liquidity Funds BlackRock Mid-Cap Value Series, Inc. BlackRock Multi-State Municipal Series Trust BlackRock Municipal Bond Fund, Inc. BlackRock Municipal Series Trust BlackRock Natural Resources Trust BlackRock Series Fund, Inc. BlackRock Series Fund II, Inc. BlackRock Series, Inc. BlackRock Strategic Global Bond Fund, Inc. BlackRock Unconstrained Equity Fund BlackRock Variable Series Funds, Inc. BlackRock Variable Series Funds II, Inc.
Supplement dated October 16, 2026 to the Statement of Additional Information (“SAI”) of each of the funds listed in Appendix A (each, a “Fund”), as amended from time to time.
Each Fund’s SAI is amended as follows:
The list in the section entitled “Purchase of Shares - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” in Part II, or in the section entitled “Miscellaneous Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” “Investment Advisory Arrangements - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” or “Investment Adviser and Other Service Providers - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” as applicable, of each Fund’s current SAI, is deleted in its entirety and replaced with the following:
&Partners AccuTech Systems Corporation ADP Broker-Dealer, Inc. Advisor Credit Exchange, LLC Advisor Group, Inc. AE Wealth Management, LLC Alight Solutions LLC Allianz Life Financial Services, LLC Allianz Life Insurance Company of New York Allianz Life Insurance Company of North America Altruist Financial LLC American Enterprise Investment Services, Inc. American General Life Insurance Company American United Life Insurance Company Annuity Investors Life Insurance Company Anthem Securities LLC Argent Institutional Trust Company Ascensus Broker Dealer Services, Inc. Ascensus, Inc. Atomic Brokerage LLC Avantax Investment Services, LLC Bancroft Capital LLC
Bank of America, N.A. Bank of New York Mellon Barclays Capital Inc. Benefit Plans Administrative Services, Inc. Benefit Trust Company Beta Capital Securities LLC bfinance US Ltd. BlackRock Advisors, LLC BMO Capital Markets Corp. BNP Paribas BNP Paribas Investment Partners UK Limited BNY Mellon, N.A. BofA Securities, Inc. BOKF, N.A. Brighthouse Life Insurance Company Brighthouse Life Insurance Company of NY Broadridge Business Process Outsourcing, LLC Brown Brothers Harriman & Co. Cabrera Capital Markets, LLC Capital One, N.A. Cetera Advisor Networks LLC Cetera Advisors LLC
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Cetera Financial Group Cetera Financial Specialists LLC Cetera Investment Services LLC CF Secured, LLC Charles Schwab & Co., Inc. Charles Schwab Trust Bank Chicago Mercantile Exchange Inc. CIM Investment Management, Inc. Citco Securities, LLC CitiBank, National Association Citigroup Global Markets, Inc. Citizens Bank Citizens Business Bank CME Shareholder Servicing LLC CMFG Life Insurance Company Comerica Bank Commonwealth Financial Network Computershare Trust Company Conduent HR Services, LLC Delaware Life Insurance Company Delaware Trust Company Deutsche Bank AG Deutsche Bank Trust Company Americas Digital Retirement Solutions, Inc. Dunham & Associates Investment Counsel, Inc. Dynasty Financial Partners LLC Edward D. Jones & Co., L.P. Empire Fidelity Investments Life Insurance Company Empower Annuity Insurance Company of America Empower Financial Services, Inc. Empower Life & Annuity Insurance Company of New York Empower Plan Services, LLC Envestnet Asset Management, Inc. Equitable Advisors, LLC Equitable Life Insurance Company E*trade Savings Bank Federal Deposit Insurance Corporation Fidelity Brokerage Services LLC Fidelity Investments Institutional Operations Company, Inc. Fidelity Investments Life Insurance Company Fifth Third Securities, Inc. First Allied Securities, Inc. First Command Financial Planning, Inc. First Hawaiian Bank First Republic Bank First Security Benefit Life Insurance and Annuity Company of New York First Symetra National Life Insurance Company of New York First-Citizens Bank & Trust Company FIS Brokerage & Securities Services LLC
FNEX Capital, LLC Forethought Life Insurance Company FSC Securities Corporation Genworth Life and Annuity Insurance Company Genworth Life Insurance Company of New York Global Atlantic Distributors, LLC Goldman Sachs & Co. Great Pacific Securities, LLC Guardian Insurance & Annuity Co., Inc. Hancock Whitney Bank Hartford Funds Management Company Hartford Securities Distribution Company, Inc. Hazeltree Fund Services, Inc. Hightower Securities, Inc. Hilltop Securities Inc. HSBC Bank USA, N.A. Huntington Securities, Inc. Institutional Cash Distributors, LLC Integrity Life Insurance Company Interactive Brokers, LLC Investment Trust of California J.P. Morgan Institutional Investments Inc. J.P. Morgan Securities LLC Jefferies LLC Jefferson National Life Insurance Company Jefferson National Life Insurance Company of New York John Hancock Life Insurance Company (U.S.A.) John Hancock Life Insurance Company of New York John Hancock Trust Company JPMorgan Chase Bank, N.A. Kestra Investment Services, LLC Lincoln Financial Advisors Corporation Lincoln Financial Securities Corporation Lincoln Life & Annuity Company of New York Lincoln National Life Insurance Company Lincoln Retirement Services LLC Lombard International Life Assurance Company LPL Financial LLC M&T Securities Inc. Manufacturers and Traders Trust Company Massachusetts Mutual Life Insurance Company Members Life Insurance Company Merrill Lynch, Pierce, Fenner & Smith Incorporated Metavante Corporation Metropolitan Life Insurance Company Mid Atlantic Clearing & Settlement Corporation Midland Life Insurance Company Minnesota Life Insurance Company Mischler Financial Group Mizuho Securities USA Inc. MML Distributors, LLC MML Investors Services, LLC Morgan Stanley & Co. LLC
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Morgan Stanley Distribution, Inc. Morgan Stanley Smith Barney LLC MUFG Union Bank, National Association Nassau Life Insurance Company National Financial Services LLC National Integrity Life Insurance Company National Life Insurance Company Nationwide Financial Services, Inc. Nationwide Fund Distributors LLC Nationwide Retirement Solutions NCB Federal Savings Bank New England Pension Plan Systems, LLC New York Life Insurance and Annuity Corporation Newport Retirement Services, Inc. Northbrook Bank & Trust Company Northern Trust Company Northwestern Mutual Investment Services, LLC Northwestern Mutual Life Insurance Company NYLife Distributors LLC Oppenheimer & Co., Inc. Orion Advisor Services, LLC Osaic Wealth, Inc. Pacific Life & Annuity Company Pacific Life Insurance Company Pacific Select Distributors, LLC Park Avenue Securities LLC Penserra Securities LLC Pershing LLC PFPC Inc. Piper Jaffray & Co. PNC Bank, National Association PNC Capital Markets LLC PNC Investments LLC Principal Bank Principal Life Insurance Company Protective Life and Annuity Insurance Company Protective Life Insurance Company Pruco Life Insurance Company Pruco Life Insurance Company of New Jersey Prudential Annuities Distributors, Inc. Prudential Insurance Company of America Raymond James & Associates, Inc. Raymond James Financial Services, Inc. RBC Capital Markets, LLC Regions Bank Reliance Trust Company Reliastar Life Insurance Company Reliastar Life Insurance Company of New York RiverSource Distributors, Inc. RiverSource Life Insurance Co. of New York RiverSource Life Insurance Company SagePoint Financial, Inc. Sammons Retirement Solutions, Inc. Sanctuary Wealth Group, LLC
Santander Bank, N.A. Saturna Trust Company Securities America, Inc. Securities Finance Trust Company Security Benefit Life Insurance Company Security Financial Resources, Inc. Security Life of Denver Insurance Company SEI Private Trust Company SG Americas Securities, LLC Silicon Valley Bank Standard Insurance Company Standard Retirement Services, Inc. State Farm Life and Accident Assurance Company State Farm Life Insurance Company State Farm VP Management Corp. State Street Bank and Trust Company State Street Global Markets, LLC Stern Brothers & Co. Stifel, Nicolaus & Company, Incorporated Summit Brokerage Services, Inc. SVB Asset Management Symetra Life Insurance Company Syntal Capital Partners, LLC T. Rowe Price Retirement Plan Services, Inc. Talcott Resolution Life and Annuity Insurance Company Talcott Resolution Life Insurance Company TD Ameritrade Clearing, Inc. TD Ameritrade, Inc. TD Prime Services (US) LLC Teachers Insurance and Annuity Association of America Tigress Financial Partners, LLC Transamerica Financial Life Insurance Company Transamerica Life Insurance Company Treasury Brokerage Triad Advisors, LLC Truist Bank U.S. Bancorp Investments, Inc. U.S. Bank, National Association UBATCO & Co. UBS Financial Services, Inc. UBS Securities LLC Ultimus Fund Solutions, LLC UMB Bank, National Association United States Life Insurance Company in the City of New York VALIC Retirement Services Company Vanguard Group, Inc. Vanguard Marketing Corporation Voya Financial Advisors, Inc. Voya Financial Partners, LLC Voya Institutional Plan Services, LLC Voya Insurance and Annuity Company
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Voya Investments Distributor, LLC Voya Retirement Insurance and Annuity Company Waddell & Reed, Inc. Wells Fargo Advisors, LLC Wells Fargo Advisors Financial Network, LLC Wells Fargo Bank, N.A.
Wells Fargo Clearing Services, LLC Wells Fargo Investments, LLC Wells Fargo Securities, LLC Wilmington Trust, National Association Woodbury Financial Services, Inc. ZB, National Association
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Appendix A
BlackRock Advantage Global Fund, Inc.
BlackRock Advantage SMID Cap Fund, Inc.
BlackRock Allocation Target Shares BATS: Securitized Total Return Series BATS: Corporate Credit Total Return Series BATS: High Income Municipal Series BATS: High Income Taxable Series BATS: Mortgage Total Return Series BATS: Interest Rate Hedge Series BATS: Short Duration Taxable Total Return Series BATS: Short Term Municipal Income Series
BlackRock Balanced Fund, Inc.
BlackRock Bond Fund, Inc. BlackRock Total Return Fund
BlackRock California Municipal Series Trust BlackRock California Municipal Opportunities Fund
BlackRock Capital Appreciation Fund, Inc.
BlackRock Emerging Markets Fund, Inc.
BlackRock Equity Dividend Fund
BlackRock Financial Institutions Series Trust BlackRock Summit Cash Reserves Fund
BlackRock Funds SM BlackRock Advantage Emerging Markets Fund BlackRock Advantage International Fund BlackRock Advantage Large Cap Growth Fund BlackRock Advantage Small Cap Core Fund BlackRock Advantage Small Cap Growth Fund BlackRock China A Opportunities Fund BlackRock Commodity Strategies Fund BlackRock Daily Reinvestment Stablecoin Reserve Vehicle BlackRock Defensive Advantage Emerging Markets Fund BlackRock Emerging Markets ex-China Fund BlackRock Energy Opportunities Fund BlackRock Exchange Portfolio BlackRock Global Equity Market Neutral Fund BlackRock Health Sciences Opportunities Portfolio BlackRock High Equity Income Fund
BlackRock Mid-Cap Growth Equity Portfolio BlackRock Real Estate Securities Fund BlackRock Short Obligations Fund BlackRock Sustainable Aware Advantage Emerging Markets Equity Fund BlackRock Sustainable Aware Advantage Large Cap Core Fund BlackRock Tactical Opportunities Fund BlackRock Technology Opportunities Fund BlackRock Wealth Liquid Environmentally Aware Fund Circle Reserve Fund iShares Developed Real Estate Index Fund iShares Enhanced Roll Yield Index Fund iShares FTSE NAREIT All Equity REIT Index Fund iShares Municipal Bond Index Fund iShares Russell Mid-Cap Index Fund iShares Russell Small/Mid-Cap Index Fund iShares Short-Term TIPS Bond Index Fund iShares Total U.S. Stock Market Index Fund iShares U.S. Intermediate Credit Bond Index Fund iShares U.S. Intermediate Government Bond Index Fund iShares U.S. Long Credit Bond Index Fund iShares U.S. Long Government Bond Index Fund iShares U.S. Securitized Bond Index Fund
BlackRock Funds II BlackRock 20/80 Target Allocation Fund BlackRock 40/60 Target Allocation Fund BlackRock 60/40 Target Allocation Fund BlackRock 80/20 Target Allocation Fund BlackRock Dynamic High Income Portfolio BlackRock Global Dividend Portfolio BlackRock Managed Income Fund BlackRock Multi-Asset Income Portfolio BlackRock Retirement Income 2030 Fund
BlackRock Funds III BlackRock Cash Funds: Institutional BlackRock Cash Funds: Treasury BlackRock Diversified Equity Alpha Fund BlackRock Diversified Fixed Income Fund BlackRock LifePath ® Dynamic Retirement Fund BlackRock LifePath ® Dynamic 2030 Fund BlackRock LifePath ® Dynamic 2035 Fund BlackRock LifePath ® Dynamic 2040 Fund BlackRock LifePath ® Dynamic 2045 Fund
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BlackRock LifePath ® Dynamic 2050 Fund BlackRock LifePath ® Dynamic 2055 Fund BlackRock LifePath ® Dynamic 2060 Fund BlackRock LifePath ® Dynamic 2065 Fund BlackRock LifePath ® Dynamic 2070 Fund BlackRock LifePath ® Index Retirement Fund BlackRock LifePath ® Index 2030 Fund BlackRock LifePath ® Index 2035 Fund BlackRock LifePath ® Index 2040 Fund BlackRock LifePath ® Index 2045 Fund BlackRock LifePath ® Index 2050 Fund BlackRock LifePath ® Index 2055 Fund BlackRock LifePath ® Index 2060 Fund BlackRock LifePath ® Index 2065 Fund BlackRock LifePath ® Index 2070 Fund iShares MSCI Total International Index Fund iShares Russell 1000 Large-Cap Index Fund iShares S&P 500 Index Fund iShares U.S. Aggregate Bond Index Fund
BlackRock Funds IV BlackRock Credit Relative Value Fund BlackRock Systematic Multi-Strategy Fund
BlackRock Funds V BlackRock Core Bond Portfolio BlackRock Floating Rate Income Portfolio BlackRock High Yield Portfolio BlackRock Income Fund BlackRock Inflation Protected Bond Portfolio BlackRock Low Duration Bond Portfolio BlackRock Strategic Income Opportunities Portfolio
BlackRock Funds VI BlackRock Advantage CoreAlpha Bond Fund
BlackRock Global Allocation Fund, Inc.
BlackRock Index Funds, Inc. iShares MSCI EAFE International Index Fund iShares Russell 2000 Small-Cap Index Fund
BlackRock International Select Equity Fund
BlackRock Large Cap Focus Growth Fund, Inc.
BlackRock Large Cap Focus Value Fund, Inc.
BlackRock Large Cap Series Funds, Inc. BlackRock Advantage Large Cap Core Fund BlackRock Advantage Large Cap Value Fund BlackRock Event Driven Equity Fund
BlackRock Liquidity Funds FedFund MuniCash TempCash BlackRock Select Treasury Based Liquidity Fund T-Fund Treasury Trust Fund
BlackRock Mid-Cap Value Series, Inc. BlackRock Mid-Cap Value Fund
BlackRock Multi-State Municipal Series Trust BlackRock New Jersey Municipal Bond Fund BlackRock New York Municipal Opportunities Fund BlackRock Pennsylvania Municipal Bond Fund
BlackRock Municipal Bond Fund, Inc. BlackRock National Municipal Fund BlackRock Short Duration Muni Fund
BlackRock Municipal Series Trust BlackRock Strategic Municipal Opportunities Fund
BlackRock Natural Resources Trust
BlackRock Series Fund, Inc. BlackRock Advantage Large Cap Core Portfolio BlackRock Balanced Portfolio BlackRock Capital Appreciation Portfolio BlackRock Global Allocation Portfolio BlackRock Government Money Market Portfolio
BlackRock Series Fund II, Inc. BlackRock High Yield Portfolio
BlackRock Series, Inc. BlackRock International Fund
BlackRock Strategic Global Bond Fund, Inc.
BlackRock Unconstrained Equity Fund
BlackRock Variable Series Funds, Inc. BlackRock 60/40 Target Allocation ETF V.I. Fund BlackRock Advantage Large Cap Core V.I. Fund BlackRock Advantage Large Cap Value V.I. Fund BlackRock Advantage SMID Cap V.I. Fund
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BlackRock Basic Value V.I. Fund BlackRock Capital Appreciation V.I. Fund BlackRock Equity Dividend V.I. Fund BlackRock Global Allocation V.I. Fund BlackRock Government Money Market V.I. Fund BlackRock International Index V.I. Fund BlackRock International V.I. Fund
BlackRock Large Cap Focus Growth V.I. Fund BlackRock Managed Volatility V.I. Fund BlackRock S&P 500 Index V.I. Fund BlackRock Small Cap Index V.I. Fund
BlackRock Variable Series Funds II, Inc. BlackRock High Yield V.I. Fund BlackRock Total Return V.I. Fund
Shareholders should retain this Supplement for future reference.
SAI-GLOBAL-1026SUP
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BlackRock Advantage Global Fund, Inc. BlackRock Advantage SMID Cap Fund, Inc. BlackRock Allocation Target Shares BlackRock Balanced Fund, Inc. BlackRock Bond Fund, Inc. BlackRock California Municipal Series Trust BlackRock Capital Appreciation Fund, Inc. BlackRock Emerging Markets Fund, Inc. BlackRock Equity Dividend Fund BlackRock Financial Institutions Series Trust BlackRock Funds SM BlackRock Funds II BlackRock Funds III BlackRock Funds IV BlackRock Funds V BlackRock Funds VI BlackRock Global Allocation Fund, Inc. BlackRock Index Funds, Inc.
BlackRock International Select Equity Fund BlackRock Large Cap Focus Growth Fund, Inc. BlackRock Large Cap Focus Value Fund, Inc. BlackRock Large Cap Series Funds, Inc. BlackRock Liquidity Funds BlackRock Mid-Cap Value Series, Inc. BlackRock Multi-State Municipal Series Trust BlackRock Municipal Bond Fund, Inc. BlackRock Municipal Series Trust BlackRock Natural Resources Trust BlackRock Series Fund, Inc. BlackRock Series Fund II, Inc. BlackRock Series, Inc. BlackRock Strategic Global Bond Fund, Inc. BlackRock Unconstrained Equity Fund BlackRock Variable Series Funds, Inc. BlackRock Variable Series Funds II, Inc.
Supplement dated September 11, 2026 to the Statement of Additional Information (“SAI”) of each of the funds listed in Appendix A (each, a “Fund”), as amended from time to time.
Each Fund’s SAI is amended as follows:
The list in the section entitled “Purchase of Shares - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” in Part II, or in the section entitled “Miscellaneous Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” “Investment Advisory Arrangements - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” or “Investment Adviser and Other Service Providers - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” as applicable, of each Fund’s current SAI, is deleted in its entirety and replaced with the following:
&Partners AccuTech Systems Corporation ADP Broker-Dealer, Inc. Advisor Credit Exchange, LLC Advisor Group, Inc. AE Wealth Management, LLC Alight Solutions LLC Allianz Life Financial Services, LLC Allianz Life Insurance Company of New York Allianz Life Insurance Company of North America Altruist Financial LLC American Enterprise Investment Services, Inc. American General Life Insurance Company American United Life Insurance Company Annuity Investors Life Insurance Company Anthem Securities LLC Argent Institutional Trust Company Ascensus Broker Dealer Services, Inc. Ascensus, Inc. Atomic Brokerage LLC Avantax Investment Services, LLC
Bancroft Capital LLC Bank of America, N.A. Bank of New York Mellon Barclays Capital Inc. Benefit Plans Administrative Services, Inc. Benefit Trust Company Beta Capital Securities LLC bfinance US Ltd. BlackRock Advisors, LLC BMO Capital Markets Corp. BNP Paribas BNP Paribas Investment Partners UK Limited BNY Mellon, N.A. BofA Securities, Inc. BOKF, N.A. Brighthouse Life Insurance Company Brighthouse Life Insurance Company of NY Broadridge Business Process Outsourcing, LLC Brown Brothers Harriman & Co. Cabrera Capital Markets, LLC Capital One, N.A.
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Cetera Advisor Networks LLC Cetera Advisors LLC Cetera Financial Group Cetera Financial Specialists LLC Cetera Investment Services LLC CF Secured, LLC Charles Schwab & Co., Inc. Charles Schwab Trust Bank Chicago Mercantile Exchange Inc. CIM Investment Management, Inc. Citco Securities, LLC CitiBank, National Association Citigroup Global Markets, Inc. Citizens Bank Citizens Business Bank CME Shareholder Servicing LLC CMFG Life Insurance Company Comerica Bank Commonwealth Financial Network Computershare Trust Company Conduent HR Services, LLC Delaware Life Insurance Company Delaware Trust Company Deutsche Bank AG Deutsche Bank Trust Company Americas Digital Retirement Solutions, Inc. Dunham & Associates Investment Counsel, Inc. Dynasty Financial Partners LLC Edward D. Jones & Co., L.P. Empire Fidelity Investments Life Insurance Company Empower Annuity Insurance Company of America Empower Financial Services, Inc. Empower Life & Annuity Insurance Company of New York Empower Plan Services, LLC Envestnet Asset Management, Inc. Equitable Advisors, LLC Equitable Life Insurance Company E*trade Savings Bank Federal Deposit Insurance Corporation Fidelity Brokerage Services LLC Fidelity Investments Institutional Operations Company, Inc. Fidelity Investments Life Insurance Company Fifth Third Securities, Inc. First Allied Securities, Inc. First Command Financial Planning, Inc. First Hawaiian Bank First Republic Bank First Security Benefit Life Insurance and Annuity Company of New York
First Symetra National Life Insurance Company of New York First-Citizens Bank & Trust Company FIS Brokerage & Securities Services LLC FNEX Capital, LLC Forethought Life Insurance Company FSC Securities Corporation Genworth Life and Annuity Insurance Company Genworth Life Insurance Company of New York Global Atlantic Distributors, LLC Goldman Sachs & Co. Great Pacific Securities, LLC Guardian Insurance & Annuity Co., Inc. Hancock Whitney Bank Hartford Funds Management Company Hartford Securities Distribution Company, Inc. Hazeltree Fund Services, Inc. Hightower Securities, Inc. Hilltop Securities Inc. HSBC Bank USA, N.A. Huntington Securities, Inc. Institutional Cash Distributors, LLC Integrity Life Insurance Company Interactive Brokers, LLC Investment Trust of California J.P. Morgan Institutional Investments Inc. J.P. Morgan Securities LLC Jefferies LLC Jefferson National Life Insurance Company Jefferson National Life Insurance Company of New York John Hancock Life Insurance Company (U.S.A.) John Hancock Life Insurance Company of New York John Hancock Trust Company JPMorgan Chase Bank, N.A. Kestra Investment Services, LLC Lincoln Financial Advisors Corporation Lincoln Financial Securities Corporation Lincoln Life & Annuity Company of New York Lincoln National Life Insurance Company Lincoln Retirement Services LLC Lombard International Life Assurance Company LPL Financial LLC M&T Securities Inc. Manufacturers and Traders Trust Company Massachusetts Mutual Life Insurance Company Members Life Insurance Company Merrill Lynch, Pierce, Fenner & Smith Incorporated Metavante Corporation Metropolitan Life Insurance Company Mid Atlantic Clearing & Settlement Corporation Midland Life Insurance Company
2
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Minnesota Life Insurance Company Mischler Financial Group Mizuho Securities USA Inc. MML Distributors, LLC MML Investors Services, LLC Morgan Stanley & Co. LLC Morgan Stanley Distribution, Inc. Morgan Stanley Smith Barney LLC MUFG Union Bank, National Association Nassau Life Insurance Company National Financial Services LLC National Integrity Life Insurance Company National Life Insurance Company Nationwide Financial Services, Inc. Nationwide Fund Distributors LLC Nationwide Retirement Solutions NCB Federal Savings Bank New England Pension Plan Systems, LLC New York Life Insurance and Annuity Corporation Newport Retirement Services, Inc. Northbrook Bank & Trust Company Northern Trust Company Northwestern Mutual Investment Services, LLC Northwestern Mutual Life Insurance Company NYLife Distributors LLC Oppenheimer & Co., Inc. Orion Advisor Services, LLC Osaic Wealth, Inc. Pacific Life & Annuity Company Pacific Life Insurance Company Pacific Select Distributors, LLC Park Avenue Securities LLC Penserra Securities LLC Pershing LLC PFPC Inc. Piper Jaffray & Co. PNC Bank, National Association PNC Capital Markets LLC PNC Investments LLC Principal Bank Principal Life Insurance Company Protective Life and Annuity Insurance Company Protective Life Insurance Company Pruco Life Insurance Company Pruco Life Insurance Company of New Jersey Prudential Annuities Distributors, Inc. Prudential Insurance Company of America Raymond James & Associates, Inc. Raymond James Financial Services, Inc. RBC Capital Markets, LLC Regions Bank Reliance Trust Company
Reliastar Life Insurance Company Reliastar Life Insurance Company of New York RiverSource Distributors, Inc. RiverSource Life Insurance Co. of New York RiverSource Life Insurance Company SagePoint Financial, Inc. Sammons Retirement Solutions, Inc. Sanctuary Wealth Group, LLC Santander Bank, N.A. Saturna Trust Company Securities America, Inc. Securities Finance Trust Company Security Benefit Life Insurance Company Security Financial Resources, Inc. Security Life of Denver Insurance Company SEI Private Trust Company SG Americas Securities, LLC Silicon Valley Bank Standard Insurance Company State Farm Life and Accident Assurance Company State Farm Life Insurance Company State Farm VP Management Corp. State Street Bank and Trust Company State Street Global Markets, LLC Stern Brothers & Co. Stifel, Nicolaus & Company, Incorporated Summit Brokerage Services, Inc. SVB Asset Management Symetra Life Insurance Company Syntal Capital Partners, LLC T. Rowe Price Retirement Plan Services, Inc. Talcott Resolution Life and Annuity Insurance Company Talcott Resolution Life Insurance Company TD Ameritrade Clearing, Inc. TD Ameritrade, Inc. TD Prime Services (US) LLC Teachers Insurance and Annuity Association of America Tigress Financial Partners, LLC Transamerica Financial Life Insurance Company Transamerica Life Insurance Company Treasury Brokerage Triad Advisors, LLC Truist Bank U.S. Bancorp Investments, Inc. U.S. Bank, National Association UBATCO & Co. UBS Financial Services, Inc. UBS Securities LLC Ultimus Fund Solutions, LLC UMB Bank, National Association
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United States Life Insurance Company in the City of New York VALIC Retirement Services Company Vanguard Group, Inc. Vanguard Marketing Corporation Voya Financial Advisors, Inc. Voya Financial Partners, LLC Voya Institutional Plan Services, LLC Voya Insurance and Annuity Company Voya Investments Distributor, LLC Voya Retirement Insurance and Annuity Company
Waddell & Reed, Inc. Wells Fargo Advisors, LLC Wells Fargo Advisors Financial Network, LLC Wells Fargo Bank, N.A. Wells Fargo Clearing Services, LLC Wells Fargo Investments, LLC Wells Fargo Securities, LLC Wilmington Trust, National Association Woodbury Financial Services, Inc. ZB, National Association
4
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Appendix A
BlackRock Advantage Global Fund, Inc.
BlackRock Advantage SMID Cap Fund, Inc.
BlackRock Allocation Target Shares BATS: Securitized Total Return Series BATS: Corporate Credit Total Return Series BATS: High Income Municipal Series BATS: High Income Taxable Series BATS: Mortgage Total Return Series BATS: Interest Rate Hedge Series BATS: Short Duration Taxable Total Return Series BATS: Short Term Municipal Income Series
BlackRock Balanced Fund, Inc.
BlackRock Bond Fund, Inc. BlackRock Total Return Fund
BlackRock California Municipal Series Trust BlackRock California Municipal Opportunities Fund
BlackRock Capital Appreciation Fund, Inc.
BlackRock Emerging Markets Fund, Inc.
BlackRock Equity Dividend Fund
BlackRock Financial Institutions Series Trust BlackRock Summit Cash Reserves Fund
BlackRock Funds SM BlackRock Advantage Emerging Markets Fund BlackRock Advantage International Fund BlackRock Advantage Large Cap Growth Fund BlackRock Advantage Small Cap Core Fund BlackRock Advantage Small Cap Growth Fund BlackRock China A Opportunities Fund BlackRock Commodity Strategies Fund BlackRock Daily Reinvestment Stablecoin Reserve Vehicle BlackRock Defensive Advantage Emerging Markets Fund BlackRock Emerging Markets ex-China Fund BlackRock Energy Opportunities Fund BlackRock Exchange Portfolio BlackRock Global Equity Market Neutral Fund BlackRock Health Sciences Opportunities Portfolio
BlackRock High Equity Income Fund BlackRock Mid-Cap Growth Equity Portfolio BlackRock Real Estate Securities Fund BlackRock Short Obligations Fund BlackRock Sustainable Aware Advantage Emerging Markets Equity Fund BlackRock Sustainable Aware Advantage Large Cap Core Fund BlackRock Tactical Opportunities Fund BlackRock Technology Opportunities Fund BlackRock Wealth Liquid Environmentally Aware Fund Circle Reserve Fund iShares Developed Real Estate Index Fund iShares Enhanced Roll Yield Index Fund iShares FTSE NAREIT All Equity REIT Index Fund iShares Municipal Bond Index Fund iShares Russell Mid-Cap Index Fund iShares Russell Small/Mid-Cap Index Fund iShares Short-Term TIPS Bond Index Fund iShares Total U.S. Stock Market Index Fund iShares U.S. Intermediate Credit Bond Index Fund iShares U.S. Intermediate Government Bond Index Fund iShares U.S. Long Credit Bond Index Fund iShares U.S. Long Government Bond Index Fund iShares U.S. Securitized Bond Index Fund
BlackRock Funds II BlackRock 20/80 Target Allocation Fund BlackRock 40/60 Target Allocation Fund BlackRock 60/40 Target Allocation Fund BlackRock 80/20 Target Allocation Fund BlackRock Dynamic High Income Portfolio BlackRock Global Dividend Portfolio BlackRock Managed Income Fund BlackRock Multi-Asset Income Portfolio BlackRock Retirement Income 2030 Fund
BlackRock Funds III BlackRock Cash Funds: Institutional BlackRock Cash Funds: Treasury BlackRock Diversified Equity Alpha Fund BlackRock Diversified Fixed Income Fund BlackRock LifePath ® Dynamic Retirement Fund BlackRock LifePath ® Dynamic 2030 Fund BlackRock LifePath ® Dynamic 2035 Fund BlackRock LifePath ® Dynamic 2040 Fund BlackRock LifePath ® Dynamic 2045 Fund
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BlackRock LifePath ® Dynamic 2050 Fund BlackRock LifePath ® Dynamic 2055 Fund BlackRock LifePath ® Dynamic 2060 Fund BlackRock LifePath ® Dynamic 2065 Fund BlackRock LifePath ® Dynamic 2070 Fund BlackRock LifePath ® ESG Index Retirement Fund BlackRock LifePath ® ESG Index 2030 Fund BlackRock LifePath ® ESG Index 2035 Fund BlackRock LifePath ® ESG Index 2040 Fund BlackRock LifePath ® ESG Index 2045 Fund BlackRock LifePath ® ESG Index 2050 Fund BlackRock LifePath ® ESG Index 2055 Fund BlackRock LifePath ® ESG Index 2060 Fund BlackRock LifePath ® ESG Index 2065 Fund BlackRock LifePath ® ESG Index 2070 Fund BlackRock LifePath ® Index Retirement Fund BlackRock LifePath ® Index 2030 Fund BlackRock LifePath ® Index 2035 Fund BlackRock LifePath ® Index 2040 Fund BlackRock LifePath ® Index 2045 Fund BlackRock LifePath ® Index 2050 Fund BlackRock LifePath ® Index 2055 Fund BlackRock LifePath ® Index 2060 Fund BlackRock LifePath ® Index 2065 Fund BlackRock LifePath ® Index 2070 Fund iShares MSCI Total International Index Fund iShares Russell 1000 Large-Cap Index Fund iShares S&P 500 Index Fund iShares U.S. Aggregate Bond Index Fund
BlackRock Funds IV BlackRock Credit Relative Value Fund BlackRock Systematic Multi-Strategy Fund
BlackRock Funds V BlackRock Core Bond Portfolio BlackRock Floating Rate Income Portfolio BlackRock High Yield Portfolio BlackRock Income Fund BlackRock Inflation Protected Bond Portfolio BlackRock Low Duration Bond Portfolio BlackRock Strategic Income Opportunities Portfolio
BlackRock Funds VI BlackRock Advantage CoreAlpha Bond Fund
BlackRock Global Allocation Fund, Inc.
BlackRock Index Funds, Inc. iShares MSCI EAFE International Index Fund iShares Russell 2000 Small-Cap Index Fund
BlackRock International Select Equity Fund
BlackRock Large Cap Focus Growth Fund, Inc.
BlackRock Large Cap Focus Value Fund, Inc.
BlackRock Large Cap Series Funds, Inc. BlackRock Advantage Large Cap Core Fund BlackRock Advantage Large Cap Value Fund BlackRock Event Driven Equity Fund
BlackRock Liquidity Funds FedFund MuniCash TempCash BlackRock Select Treasury Based Liquidity Fund T-Fund Treasury Trust Fund
BlackRock Mid-Cap Value Series, Inc. BlackRock Mid-Cap Value Fund
BlackRock Multi-State Municipal Series Trust BlackRock New Jersey Municipal Bond Fund BlackRock New York Municipal Opportunities Fund BlackRock Pennsylvania Municipal Bond Fund
BlackRock Municipal Bond Fund, Inc. BlackRock National Municipal Fund BlackRock Short Duration Muni Fund
BlackRock Municipal Series Trust BlackRock Strategic Municipal Opportunities Fund
BlackRock Natural Resources Trust
BlackRock Series Fund, Inc. BlackRock Advantage Large Cap Core Portfolio BlackRock Balanced Portfolio BlackRock Capital Appreciation Portfolio BlackRock Global Allocation Portfolio BlackRock Government Money Market Portfolio
BlackRock Series Fund II, Inc. BlackRock High Yield Portfolio
BlackRock Series, Inc. BlackRock International Fund
BlackRock Strategic Global Bond Fund, Inc.
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BlackRock Unconstrained Equity Fund
BlackRock Variable Series Funds, Inc. BlackRock 60/40 Target Allocation ETF V.I. Fund BlackRock Advantage Large Cap Core V.I. Fund BlackRock Advantage Large Cap Value V.I. Fund BlackRock Advantage SMID Cap V.I. Fund BlackRock Basic Value V.I. Fund BlackRock Capital Appreciation V.I. Fund BlackRock Equity Dividend V.I. Fund BlackRock Global Allocation V.I. Fund
BlackRock Government Money Market V.I. Fund BlackRock International Index V.I. Fund BlackRock International V.I. Fund BlackRock Large Cap Focus Growth V.I. Fund BlackRock Managed Volatility V.I. Fund BlackRock S&P 500 Index V.I. Fund BlackRock Small Cap Index V.I. Fund
BlackRock Variable Series Funds II, Inc. BlackRock High Yield V.I. Fund BlackRock Total Return V.I. Fund
Shareholders should retain this Supplement for future reference.
SAI-GLOBAL-0926SUP
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STATEMENT OF ADDITIONAL INFORMATION
BlackRock Funds III
BlackRock LifePath ® Index Retirement Fund BlackRock LifePath ® Index 2030 Fund BlackRock LifePath ® Index 2035 Fund BlackRock LifePath ® Index 2040 Fund BlackRock LifePath ® Index 2045 Fund BlackRock LifePath ® Index 2050 Fund BlackRock LifePath ® Index 2055 Fund BlackRock LifePath ® Index 2060 Fund BlackRock LifePath ® Index 2065 Fund BlackRock LifePath ® Index 2070 Fund
400 Howard Street, San Francisco, California 94105 • Phone No. (800) 4417762
BlackRock Funds III (the “Trust”) is an open-end, series management investment company. This combined Statement of Additional Information contains additional information about Investor A, Institutional, Investor P and Class K Shares of the Trust’s BlackRock LifePath ® Index Retirement Fund, BlackRock LifePath ® Index 2030 Fund, BlackRock LifePath ® Index 2035 Fund, BlackRock LifePath ® Index 2040 Fund, BlackRock LifePath ® Index 2045 Fund, BlackRock LifePath ® Index 2050 Fund, BlackRock LifePath ® Index 2055 Fund, BlackRock LifePath ® Index 2060 Fund, BlackRock LifePath ® Index 2065 Fund and BlackRock LifePath ® Index 2070 Fund (each, a “Fund” and collectively, the “Funds”).
Each Fund invests in a combination of equity and bond index funds and money market funds (the “Underlying Funds”). BlackRock Fund Advisors (“BFA”) serves as investment adviser to the Funds, and BFA or its affiliates serves as investment adviser to the Underlying Funds.
This Statement of Additional Information of the Funds is not a prospectus and should be read in conjunction with the prospectuses of the Funds, dated April 30, 2026, as they may be amended or supplemented from time to time (each, a “Prospectus” and collectively, the “Prospectuses”), which have been filed with the Securities and Exchange Commission (the “Commission”) and can be obtained, without charge, by calling (800) 441-7762 or by writing to the Funds at the above address. Part I of this Statement of Additional Information and the portions of Part II of this Statement of Additional Information that relate to the Funds have been incorporated by reference into the Funds’ Prospectuses. The portions of Part II of this Statement of Additional Information that do not relate to the Funds do not form a part of the Funds’ Statement of Additional Information, have not been incorporated by reference into the Funds’ Prospectuses and should not be relied upon by investors in the Funds. The audited financial statements of the Funds are incorporated into this Statement of Additional Information by reference to each Fund’s Annual Financial Statements and Additional Information for the fiscal year ended December 31, 2025, as filed with the SEC on Form N-CSR (the “2025 Annual Financial Statements”). You may request a copy of the 2025 Annual Financial Statements at no charge by calling (800) 441-7762 between 8:00 a.m. and 6:00 p.m. Eastern time on any business day.
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References to the Investment Company Act of 1940, as amended (the “1940 Act”), or other applicable law, will include any rules promulgated thereunder and any guidance, interpretations or modifications by the Commission, Commission staff or other authority with appropriate jurisdiction, including court interpretations, and exemptive, no action or other relief or permission from the Commission, Commission staff or other authority.
LifePath ® is a registered service mark of BlackRock Institutional Trust Company, N.A. and the LifePath products are covered by U.S. Patents 5,812,987 and 6,336,102.
Class
BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Investor A Shares .... LIRAX LINAX LIJAX LIKAX LIHAX Institutional Shares . . LIRIX LINIX LIJIX LIKIX LIHIX Investor P Shares .... LIRPX LIDPX LIJPX LIKPX LIHPX Class K Shares ....... LIRKX LINKX LIJKX LIKKX LIHKX
Class
BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Investor A Shares ..... LIPAX LIVAX LIZAX LIWAX LIYAX Institutional Shares . . LIPIX LIVIX LIZIX LIWIX LIYIX Investor P Shares .... LIPPX LIVPX LIZPX LIWPX LIYPX Class K Shares ....... LIPKX LIVKX LIZKX LIWKX LIYKX
BlackRock Fund Advisors — Manager
BlackRock Investments, LLC — Distributor
The date of this Statement of Additional Information is April 30, 2026.
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TABLE OF CONTENTS
Page
PART I
Investment Objectives and Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-2
Investment Restrictions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-11
Information on Trustees and Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-13
Management, Advisory and Other Service Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-23 Information on Sales Charges and Distribution Related Expenses . . . . . . . . . . . . . . . . . . . . . . . . . I-32
Computation of Offering Price Per Share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-34
Portfolio Transactions and Brokerage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-35 Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-38
Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-44
Disclaimers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-44
PART II
Investment Risks and Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-1 Management and Other Service Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 104
Selective Disclosure of Portfolio Holdings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 108
Purchase of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 126 Redemption of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 146
Shareholder Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 150
Pricing of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 155 Portfolio Transactions and Brokerage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 158
Dividends and Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 164
Performance Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 174 Proxy Voting Policies and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 176 General Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II- 177
Appendix A — Description of Bond Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-1
Appendix B — Proxy Voting Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . B-1
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P ART I: I NFORMATION A BOUT T HE F UNDS
Part I of this Statement of Additional Information (the “SAI”) sets forth information about BlackRock LifePath ® Index Retirement Fund, BlackRock LifePath ® Index 2030 Fund, BlackRock LifePath ® Index 2035 Fund, BlackRock LifePath ® Index 2040 Fund, BlackRock LifePath ® Index 2045 Fund, BlackRock LifePath ® Index 2050 Fund, BlackRock LifePath ® Index 2055 Fund, BlackRock LifePath ® Index 2060 Fund, BlackRock LifePath ® Index 2065 Fund and BlackRock LifePath ® Index 2070 Fund (each, a “Fund” and collectively, the “Funds”), each a series of BlackRock Funds III (the “Trust”). It includes information about the Trust’s Board of Trustees (the “Board” or the “Board of Trustees”), the advisory and management services provided to and the management fees paid by t the Funds, and information about other fees applicable to and services provided to the Funds. This Part I of this SAI should be read in conjunction with the Funds’ Prospectuses and those portions of Part II of this SAI that pertain to the Funds.
I. Investment Objectives and Policies
Please see the Funds’ Prospectuses for more information about each Fund’s investment objective and policies. Each Fund invests in a combination of equity and bond index funds and money market funds (the “Underlying Funds”) and may also invest in U.S. Government securities and short-term paper. BlackRock Fund Advisors (“BFA” or the “Manager”) serves as the investment adviser to the Funds. BlackRock Institutional Trust Company, N.A. (“BTC”) has granted the Trust a non-exclusive license to use the name “LifePath.” If the license agreement is terminated, the Trust, at BTC’s request, will cease using the “LifePath” name.
The investment objective and policies of a Fund determin e the allocation of assets to the Underlying Funds, the degree of risk to which the Fund is subject and, ultimately, its performance. As with all investment companies, there can be no assurance that the in vestment objective of any Fund will be achieved.
In implementing each Fund’s investment strategy, from t time to time, BFA, each Fund’s investment manager, may consider and employ techniques and strategies design ed to minimize and defer the U.S. federal income taxes which may be incurred by shareholders in c connection with their investment in such Fund.
Set forth below is a listing of some of the types of in vestments and investment strategies that a Fund and its Underlying Funds may use, and the risks and considerati ons associated with those investments and investment strategies. Please see Part II of this SAI for further in formation on these investments and investment strategies. Information contained in Part II about the risks a nd considerations associated with investments and/or investment strategies applies only to the extent a Fund ma kes each type of investment or uses each investment strategy. Also set forth below is a listing of the proxy v voting policy and related guidelines applicable to each Fund. Please see “Proxy Voting Policies and Procedures” in P Part II of this SAI for further information about these policies. A copy of each policy is included in A Appendix B. Information that does not apply to a Fund does not form a part of that Fund’s SAI and should not be relied on by investors in that Fund.
Only information that is clearly identifie d as applicable to a Fund is considered t to form a part of that Fund’s SAI.
BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Asset-Backed Securities X X X X X Asset-Based Securities X X X X X Precious Metal-Related Securities X X X X X Borrowing and Leverage X X X X X Cash Management X X X X X Collateralized Debt Obligations X X X X X Collateralized Bond Obligations X X X X X Collateralized Loan Obligations X X X X X
I-2
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BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Commercial Paper X X X X X Commodity-Linked Derivative Instruments and Hybrid Instruments X X X X X Qualifying Hybrid Instruments X X X X X Hybrid Instruments Without Principal Protection X X X X X Limitations on Leverage X X X X X Counterparty Risk X X X X X Convertible Securities X X X X X Corporate Loans X X X X X Direct Lending Credit Linked Securities X X X X X Debt Securities X X X X X Floating and Variable Rate Securities X X X X X Inflation-Indexed Bonds X X X X X Investment Grade Debt Obligations X X X X X High Yield Investments (“Junk Bonds”) X X X X X Mezzanine Investments X X X X X Pay-in-kind Bonds X X X X X Supranational Entities X X X X X Depositary Receipts (ADRs, EDRs and GDRs) X X X X X Derivatives X X X X X Hedging X X X X X Speculation X X X X X Risk Factors in Derivatives X X X X X Correlation Risk X X X X X Counterparty Risk X X X X X Credit Risk X X X X X Currency Risk X X X X X Illiquidity Risk X X X X X Index Risk X X X X X Legal Risk X X X X X Leverage Risk X X X X X Market Risk X X X X X Operational Risk X X X X X Valuation Risk X X X X X Volatility Risk X X X X X Futures X X X X X Swap Agreements X X X X X Credit Default Swaps and Similar Instruments X X X X X Interest Rate Swaps, Floors and Caps X X X X X Total Return Swaps X X X X X Options X X X X X Options on Securities and Securities Indices X X X X X
I-3
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BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Call Options X X X X X Put Options X X X X X Options on Government National Mortgage Association (“GNMA”) Certificates X X X X X Options on Swaps (“Swaptions”) X X X X X FLEX Options Foreign Exchange Transactions X X X X X Spot Transactions and FX Forwards X X X X X Currency Futures X X X X X Currency Options X X X X X Currency Swaps X X X X X Distressed Securities X X X X X Environmental, Social and Governance (“ESG”) Integration Equity Securities X X X X X Real Estate-Related Securities X X X X X Securities of Smaller or Emerging Growth Companies X X X X X Tracking Stocks Exchange-Traded Notes (“ETNs”) X X X X X Foreign Investments X X X X X Foreign Investment Risks X X X X X Foreign Market Risk X X X X X Foreign Economy Risk X X X X X Currency Risk and Exchange Risk X X X X X Governmental Supervision and Regulation/Accounting Standards X X X X X Certain Risks of Holding Fund Assets Outside the United States X X X X X Publicly Available Information X X X X X Settlement Risk X X X X X Sovereign Debt X X X X X Withholding Tax Reclaims Risk X X X X X U.S. Economic Trading Partners Risk X X X X X Funding Agreements X X X X X Guarantees X X X X X Illiquid Investments X X X X X Index Funds X X X X X Cash Flows; Expenses X X X X X Tracking Error Risk X X X X X S&P 500 Index X X X X X Russell Indexes X X X X X MSCI Indexes X X X X X FTSE Indexes X X X X X Bloomberg Indexes X X X X X ICE BofA Indexes X X X X X
I-4
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BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Indexed and Inverse Securities X X X X X Inflation Risk X X X X X Initial Public Offering (“IPO”) Risk X X X X X Investment in Emerging Markets X X X X X Brady Bonds X X X X X China Investments Risk X X X X X Investment in Other Investment Companies X X X X X Exchange-Traded Funds X X X X X Issuer Insolvency Risk X X X X X Lease Obligations X X X X X Life Settlement Investments X X X X X Liquidity Risk Management X X X X X Master Limited Partnerships X X X X X Market Risks/Recent Market Events X X X X X Merger Transaction Risk X X X X X Money Market Obligations of Domestic Banks, Foreign Banks and Foreign Branches of U.S. Banks X X X X X Money Market Securities X X X X X Mortgage-Related Securities X X X X X Mortgage-Backed Securities X X X X X Collateralized Mortgage Obligations (“CMOs”) X X X X X Adjustable Rate Mortgage Securities X X X X X CMO Residuals X X X X X Stripped Mortgage-Backed Securities X X X X X Tiered Index Bonds X X X X X TBA Commitments X X X X X Mortgage Dollar Rolls X X X X X Net Interest Margin (NIM) Securities X X X X X Municipal Investments X X X X X Risk Factors and Special Considerations Relating to Municipal Bonds X X X X X Description of Municipal Bonds X X X X X General Obligation Bonds X X X X X Revenue Bonds X X X X X Private Activity Bonds (“PABs”) X X X X X Moral Obligation Bonds X X X X X Municipal Notes X X X X X Municipal Commercial Paper X X X X X Municipal Lease Obligations X X X X X Tender Option Bonds X X X X X Yields X X X X X Variable Rate Demand Obligations (“VRDOs”) X X X X X Transactions in Financial Futures Contracts on Municipal Indexes X X X X X
I-5
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BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Call Rights X X X X X Municipal Interest Rate Swap Transactions X X X X X Insured Municipal Bonds X X X X X Build America Bonds X X X X X Tax-Exempt Municipal Investments X X X X X Operational and Technology Risks X X X X X Participation Notes X X X X X Portfolio Turnover Rates X X X X X Preferred Stock X X X X X Tax-Exempt Preferred Shares X X X X X Trust Preferred Securities X X X X X Proxy Voting Policies X X X X X Open-End Active and Fixed Income Index Fund Proxy Voting Policy X X X X X BlackRock Active Investment Stewardship Climate and Decarbonization Stewardship Guidelines Index Equity Fund Proxy Voting Policy BlackRock Investment Stewardship Climate and Decarbonization Stewardship Guidelines Real Estate Investment Trusts (“REITs”) X X X X X Reference Rate Replacement Risk X X X X X Repurchase Agreements and Purchase and Sale Contracts X X X X X Restricted Securities X X X X X Reverse Repurchase Agreements X X X X X Rights Offerings and Warrants to Purchase X X X X X Rule 144A Securities X X X X X Securities Lending X X X X X Short Sales X X X X X Special Purpose Acquisition Companies X X X X X Standby Commitment Agreements X X X X X Stripped Securities X X X X X Structured Notes X X X X X Taxability Risk X X X X X Temporary Defensive Measures X X X X X U.S. Government Obligations X X X X X U.S. Treasury Obligations X X X X X U.S. Treasury Rolls X X X X X Utility Industries X X X X X When-Issued Securities, Delayed Delivery Securities and Forward Commitments X X X X X Yields and Ratings X X X X X Zero Coupon Securities X X X X X
I-6
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BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Asset-Backed Securities X X X X X Asset-Based Securities X X X X X Precious Metal-Related Securities X X X X X Borrowing and Leverage X X X X X Cash Management X X X X X Collateralized Debt Obligations X X X X X Collateralized Bond Obligations X X X X X Collateralized Loan Obligations X X X X X Commercial Paper X X X X X Commodity-Linked Derivative Instruments and Hybrid Instruments X X X X X Qualifying Hybrid Instruments X X X X X Hybrid Instruments Without Principal Protection X X X X X Limitations on Leverage X X X X X Counterparty Risk X X X X X Convertible Securities X X X X X Corporate Loans X X X X X Direct Lending Credit Linked Securities X X X X X Debt Securities X X X X X Floating and Variable Rate Securities X X X X X Inflation-Indexed Bonds X X X X X Investment Grade Debt Obligations X X X X X High Yield Investments (“Junk Bonds”) X X X X X Mezzanine Investments X X X X X Pay-in-kind Bonds X X X X X Supranational Entities X X X X X Depositary Receipts (ADRs, EDRs and GDRs) X X X X X Derivatives X X X X X Hedging X X X X X Speculation X X X X X Risk Factors in Derivatives X X X X X Correlation Risk X X X X X Counterparty Risk X X X X X Credit Risk X X X X X Currency Risk X X X X X Illiquidity Risk X X X X X Index Risk X X X X X Legal Risk X X X X X Leverage Risk X X X X X Market Risk X X X X X Operational Risk X X X X X Valuation Risk X X X X X
I-7
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BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Volatility Risk X X X X X Futures X X X X X Swap Agreements X X X X X Credit Default Swaps and Similar Instruments X X X X X Interest Rate Swaps, Floors and Caps X X X X X Total Return Swaps X X X X X Options X X X X X Options on Securities and Securities Indices X X X X X Call Options X X X X X Put Options X X X X X Options on Government National Mortgage Association (“GNMA”) Certificates X X X X X Options on Swaps (“Swaptions”) X X X X X FLEX Options Foreign Exchange Transactions X X X X X Spot Transactions and FX Forwards X X X X X Currency Futures X X X X X Currency Options X X X X X Currency Swaps X X X X X Distressed Securities X X X X X Environmental, Social and Governance (“ESG”) Integration Equity Securities X X X X X Real Estate-Related Securities X X X X X Securities of Smaller or Emerging Growth Companies X X X X X Tracking Stocks Exchange-Traded Notes (“ETNs”) X X X X X Foreign Investments X X X X X Foreign Investment Risks X X X X X Foreign Market Risk X X X X X Foreign Economy Risk X X X X X Currency Risk and Exchange Risk X X X X X Governmental Supervision and Regulation/Accounting Standards X X X X X Certain Risks of Holding Fund Assets Outside the United States X X X X X Publicly Available Information X X X X X Settlement Risk X X X X X Sovereign Debt X X X X X Withholding Tax Reclaims Risk X X X X X U.S. Economic Trading Partners Risk X X X X X Funding Agreements X X X X X Guarantees X X X X X Illiquid Investments X X X X X Index Funds X X X X X
I-8
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BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Cash Flows; Expenses X X X X X Tracking Error Risk X X X X X S&P 500 Index X X X X X Russell Indexes X X X X X MSCI Indexes X X X X X FTSE Indexes X X X X X Bloomberg Indexes X X X X X ICE BofA Indexes X X X X X Indexed and Inverse Securities X X X X X Inflation Risk X X X X X Initial Public Offering (“IPO”) Risk X X X X X Investment in Emerging Markets X X X X X Brady Bonds X X X X X China Investments Risk X X X X X Investment in Other Investment Companies X X X X X Exchange-Traded Funds X X X X X Issuer Insolvency Risk X X X X X Lease Obligations X X X X X Life Settlement Investments X X X X X Liquidity Risk Management X X X X X Market Risks/Recent Market Events X X X X X Master Limited Partnerships X X X X X Merger Transaction Risk X X X X X Money Market Obligations of Domestic Banks, Foreign Banks and Foreign Branches of U.S. Banks X X X X X Money Market Securities X X X X X Mortgage-Related Securities X X X X X Mortgage-Backed Securities X X X X X Collateralized Mortgage Obligations (“CMOs”) X X X X X Adjustable Rate Mortgage Securities X X X X X CMO Residuals X X X X X Stripped Mortgage-Backed Securities X X X X X Tiered Index Bonds X X X X X TBA Commitments X X X X X Mortgage Dollar Rolls X X X X X Net Interest Margin (NIM) Securities X X X X X Municipal Investments X X X X X Risk Factors and Special Considerations Relating to Municipal Bonds X X X X X Description of Municipal Bonds X X X X X General Obligation Bonds X X X X X Revenue Bonds X X X X X Private Activity Bonds (“PABs”) X X X X X
I-9
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BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Moral Obligation Bonds X X X X X Municipal Notes X X X X X Municipal Commercial Paper X X X X X Municipal Lease Obligations X X X X X Tender Option Bonds X X X X X Yields X X X X X Variable Rate Demand Obligations (“VRDOs”) X X X X X Transactions in Financial Futures Contracts on Municipal Indexes X X X X X Call Rights X X X X X Municipal Interest Rate Swap Transactions X X X X X Insured Municipal Bonds X X X X X Build America Bonds X X X X X Tax-Exempt Municipal Investments X X X X X Operational and Technology Risks X X X X X Participation Notes X X X X X Portfolio Turnover Rates X X X X X Preferred Stock X X X X X Tax-Exempt Preferred Shares X X X X X Trust Preferred Securities X X X X X Proxy Voting Policies X X X X X Open-End Active and Fixed Income Index Fund Proxy Voting Policy X X X X X BlackRock Active Investment Stewardship Climate and Decarbonization Stewardship Guidelines Index Equity Fund Proxy Voting Policy BlackRock Investment Stewardship Climate and Decarbonization Stewardship Guidelines Real Estate Investment Trusts (“REITs”) X X X X X Reference Rate Replacement Risk X X X X X Repurchase Agreements and Purchase and Sale Contracts X X X X X Restricted Securities X X X X X Reverse Repurchase Agreements X X X X X Rights Offerings and Warrants to Purchase X X X X X Rule 144A Securities X X X X X Securities Lending X X X X X Short Sales X X X X X Special Purpose Acquisition Companies X X X X X Standby Commitment Agreements X X X X X Stripped Securities X X X X X Structured Notes X X X X X Taxability Risk X X X X X Temporary Defensive Measures X X X X X U.S. Government Obligations X X X X X U.S. Treasury Obligations X X X X X U.S. Treasury Rolls X X X X X
I-10
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BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Utility Industries X X X X X When-Issued Securities, Delayed Delivery Securities and Forward Commitments X X X X X Yields and Ratings X X X X X Zero Coupon Securities X X X X X
Regulation Regarding Derivatives. The Commodity Futures Trading Commission (“CFTC”) subjects advisers to registered investment companies to regulation by t the CFTC if a fund that is advised by the investment adviser either (i) invests, directly or indirectly, more than a prescribed level of its liquidation value in CFTC regulated futures, options and swaps (“CFTC Derivativ es”), or (ii) markets itself as providing investment exposure to such instruments. The CFTC also subj ects advisers to registered investment companies to regulation by the CFTC if the registered investment co mpany invests in one or more commodity pools. To the extent a Fund uses CFTC Derivatives, it intends to do so below such prescribed levels and will not market itself as a “commodity pool” or a vehicle for trading such instruments.
The Funds may have investments in “underlying funds” (and such underlying funds themselves may invest in underlying funds) not advised by BFA (which for p purposes of the no-action letter referenced below may include certain securitized vehicles, mortgage real estate in vestment trusts and/or investment companies that may invest in CFTC Derivatives), and therefore may be viewed by the CFTC as a commodity pool. BFA has no transparency into the holdings of these underlying fu funds because they are not advised by BFA. To address this issue of lack of transparency, the CFTC sta ff issued a no-action letter on November 29, 2012 permitting the adviser of a fund that invests in such underlying funds and that would otherwise have filed a claim of exclusion pursuant to Rule 4.5 to delay registration as a “commodity pool operator” until six months from the date on which the CFTC issues additional guidan ce on the treatment of CFTC Derivatives held by underlying funds. BFA, the adviser of the Funds, has file d a claim with the CFTC for the Funds to rely on this no-action relief. Accordingly, BFA is not subject to regis tration or regulation as a “commodity pool operator” under the Commodity Exchange Act in respect of the Funds.
II. Investment Restrictions
The Trust, on behalf of the Funds, has adopted restrictions and policies relating to investment of the Funds’ assets and their activities. Certain of the restrictions are fundamental policies of a Fund and may not be changed without the approval of the holders of a majo rity of the Fund’s outstanding voting securities (which for this purpose and under the 1940 Act, means the lesser of f (i) 67% of the shares represented at a meeting at which more than 50% of the outstanding shares are r represented or (ii) more than 50% of the outstanding shares). The Trust, on behalf of the Funds, has also a dopted certain non-fundamental investment restrictions, which may be changed by the Board without sharehold er approval. None of the following fundamental or non-fundamental investment restrictions shall prevent a Fund from investing all of its assets in shares of another registered investment company with the same investment objective and fundamental policies (in a master/feeder structure).
The Funds are subject to the following investment restri ctions, all of which are fundamental policies. Each Fund may not:
(1) Purchase the securities of issuers conducting their principal business activity in the same industry if, immediately after the purchase and as a result thereof, th e value of a Fund’s investments in that industry would equal or exceed 25% of the current value of the F und’s total assets, provided that this restriction does not limit a Fund’s: (i) investments in securities of oth er investment companies, (ii) investments in securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, or (iii) investments in repurchase agreements collateralized by U.S. government securities;
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(2) Purchase the securities of any single issuer if, as a result, with respect to 75% of a Fund’s total assets, more than 5% of the value of its total assets would be in vested in the securities of such issuer or the Fund’s ownership would be more than 10% of the outstanding v voting securities of such issuer, provided that this restriction does not limit a Fund’s cash or cash items, in vestments in securities issued or guaranteed by the U.S. Government, its agencies and instrumentalities, or investments in securities of other investment companies;
(3) Borrow money or issue senior securities, except to the extent permitted under the 1940 Act, including the rules, regulations and any orders obtained thereunder;
(4) Make loans to other parties, except to the ex tent permitted under the 1940 Act, including the rules, regulations and any orders obtained thereunder. For the p purposes of this limitation, entering into repurchase agreements, lending securities and acquiring any debt secur ities are not deemed to be the making of loans;
(5) Underwrite securities of other issuers, except to th e extent that the purchase of permitted investments directly from the issuer thereof or from an underwriter fo r an issuer and the later disposition of such securities in accordance with a Fund’s investment program may be d eemed to be an underwriting; and provided further, that the purchase by the Fund of securities issued by an open-end management investment company, or a series thereof, with substantially the same investment objec tive, policies and restrictions as the Fund shall not constitute an underwriting for purposes of this paragraph;
(6) Purchase or sell real estate unless acquired as a result of f ownership of securities or other instruments (but this shall not prevent the Fund from investing in secu rities or other instruments backed by real estate or securities of companies engaged in the real estate business); and
(7) Purchase or sell commodities, provided that (i) currency will not be deemed to be a commodity for purposes of this restriction, (ii) this restriction does not lim it the purchase or sale of futures contracts, forward contracts or options, and (iii) this restriction does not limit the purchase or sale of securities or other instruments backed by commodities or the purchase or sale of commodities acquired as a result of ownership of securities or other instruments.
Notations Regarding the Funds’ Fundamental Investment Restrictions
The following notations are not considered to be part of the Funds’ fundamental investment restrictions and are subject to change without shareholder approval.
For purposes of investment restriction (1) above, with respect to a Fund’s industry classifications, each Fund currently utilizes any one or more of the industry sub-cl assifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by Fund management. The policy also will be interpreted to give broad authority to each Fund as t to how to classify issuers within or among industries.
With respect to paragraph (3) above, the 1940 Act curren tly allows a Fund to borrow up to one-third of the value of its total assets (including the amount borrowed) valued at the lesser of cost or market, less liabilities (not including the amount borrowed) at the time the bo rrowing is made. With respect to paragraph (4) above, the 1940 Act and regulatory interpretations currently lim it the percentage of a Fund’s securities that may be loaned to one-third of the value of its total assets.
Under its non-fundamental investment restrictions, whic h may be changed by the Board without shareholder approval, each Fund may not:
1. Purchase securities of other investment companies, except to the extent permitted by the 1940 Act. As a matter of policy, however, each Fund will not purchase shares of any registered open-end investment company or registered unit investment trust, in re liance on Section 12(d)(1)(F) or (G) (the “fund of funds” provisions) of the 1940 Act, at any time a Fund has kno wledge that its shares are purchased by another investment company investor in reliance on the provisions of subparagraph (G) of Section 12(d)(1).
2. Make short sales of securities or maintain a short p position, except to the extent permitted by each Fund’s Prospectus and Statement of Additional Information, as amended from time to time, and applicable law.
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Notwithstanding any other investment policy or restri ction (whether or not fundamental), the Underlying Funds in which the Funds may invest have adopted certai n investment restrictions that may be different from those listed above, thereby permitting the Funds to en gage indirectly in investment strategies that are prohibited under the restrictions listed above. The invest ment restrictions of each Underlying Fund are set forth in its respective statemen t of additional information.
III. Information on Trustees and Officers
The Board consists of thirteen individuals (each, a “Tr ustee”), eleven of whom are not “interested persons” of the Trust as defined in the 1940 Act (the “Independent t Trustees”). The registered investment companies advised by the Manager or its affiliates (the “BlackRock- advised Funds”) are organized into the BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Comp lex, and the iShares Complex (each, a “BlackRock Fund Complex”). The Trust is included in the BlackR ock Fund Complex referred to as the BlackRock Multi Asset Complex. The Trustees also oversee as board members the operations of the other open-end registered investment companies included in the BlackRock Multi-Asset Complex.
The Board has overall responsibility for the oversight of th e Trust and each Fund. The Chair of the Board is an Independent Trustee, and the Chair of each Board d committee (each, a “Committee”) is an Independent Trustee. The Board has five standing Committees: an Audit Committee, a Governance and Nominating Committee, a Compliance Committee, a Perfor mance Oversight Committee and an Ad Hoc Topics Committee. The role of the Chair of the Board is to presi de at all meetings of the Board and to act as a liaison with service providers, officers, attorneys and other Trus tees generally between meetings. The Chair of each Committee performs a similar role with respect to the Co mmittee. The Chair of the Board or the Chair of a Committee may also perform such other functions as m ay be delegated by the Board or the Committee from time to time. The Independent Trustees meet regularly y outside the presence of Fund management, in executive session or with other service providers to each Fund. The Board has regular meetings five times a year, and may hold special meetings if required before its next regular meeting. Each Committee meets regularly to conduct the oversight functions delegated to that Comm ittee by the Board and reports its findings to the Board. The Board and each standing Committee conduct annual assessments of their oversight function and structure. The Board has determined that the Board’s le adership structure is appropriate because it allows the Board to exercise independent judgment over management and to allocate areas of responsibility among Committees and the full Board to enhance effective oversight.
The Board has engaged the Manager to manage each Fund on a day-to-day basis. The Board is responsible for overseeing the Manager, other service providers, the op erations of each Fund and associated risks in accordance with the provisions of the 1940 Act, state law, ot her applicable laws, the Trust’s charter, and each Fund’s investment objective and strategies. The Board rev iews, on an ongoing basis, each Fund’s performance, operations and investment strategies and techniques. The Board also conducts reviews of the Manager and its role in running the operations of each Fund.
Day-to-day risk management with respect to each Fund is the responsibility of the Manager or of sub-advisers or other service providers (depending on the nature of the ri sk), subject to the supervision of the Manager. Each Fund is subject to a number of risks, including invest ment, compliance, operational and valuation risks, among others. While there are a number of risk management functions performed by the Manager and the sub-advisers or other service providers, as applicable, it is not possible to eliminate all of the risk s applicable to the Funds. Risk oversight forms part of the Board’s general oversigh t of each Fund and is addressed as part of various Board and Committee activities. The Board, directly or th rough a Committee, also reviews reports from, among others, management, the independent registered public a ccounting firm for each Fund, sub-advisers and internal auditors for the investment adviser or its affiliates, as appropriate, regarding risks faced by each Fund and management’s or the service provider’s risk functions. The Committee system facilitates the timely and efficient consideration of matters by the Trustees, and facilitates effective oversight of compliance with legal and regulatory requirements and of each Fund’s activities and associated risks. The Board has appointed a Chief Compliance Officer, who oversees the implementation and t testing of the Trust’s compliance program and
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reports to the Board regarding compliance matters for t the Funds and their service providers. The Independent Trustees have engaged independent legal counsel to assi st them in performing their oversight responsibilities.
Audit Committee. The members of the Audit Committee (the “Audit Committee”) are Henry R. Keizer (Chair), Neil A. Cotty, Lori Richards, Kenneth L. Urish and Claire A. Walton, all of whom are Independent Trustees. The principal responsibilities of the Audit Committee are to approve, and recommend to the full Board for approval, the selection, retention, termin ation and compensation of each Fund’s independent registered public accounting firm (the “Independent Re gistered Public Accounting Firm”) and to oversee the Independent Registered Public Accounting Firm’s work. The Audit Committee’s responsibilities include, without limitation, to (1) evaluate the qualifications a nd independence of the Independent Registered Public Accounting Firm; (2) approve all audit engagement term s and fees for each Fund; (3) review the conduct and results of each independent audit of each Fund’s annual financial statements; (4) review any issues raised by the Independent Registered Public Accounting Firm or Fund management regarding the accounting or financial reporting policies and practices of each Fund and the internal controls of each Fund and certain service providers; (5) oversee the performance of each Fund’s Independent Registered Public Accounting Firm; (6) review and discuss with management and each Fund’ s Independent Registered Public Accounting Firm the performance and findings of each Fund’s internal a uditors; (7) discuss with Fund management its policies regarding risk assessment and risk management as such h matters relate to each Fund’s financial reporting and controls; (8) resolve any disagreements between Fund m management and the Independent Registered Public Accounting Firm regarding financial reporting; and (9 ) undertake such other duties and responsibilities as may from time to time be delegated by the Board to t the Audit Committee. The Board has adopted a written charter for the Audit Committee. During the fiscal y year ended December 31, 2025, the Audit Committee met four times.
Governance and Nominating Committee. The members of the Governance and Nominating Committee (the “Governance Committee”) are Cynthia A. Montgomery (Chair), Christopher J. Ailman, Susan J. Carter, Collette Chilton and Henry R. Keizer, all of whom a re Independent Trustees. The principal responsibilities of the Governance Committee are to (1) identify individua ls qualified to serve as Independent Trustees of the Trust and recommend Independent Trustee nominees for el ection by shareholders or appointment by the Board; (2) advise the Board with respect to Board co mposition, procedures and committees (other than the Audit Committee); (3) oversee periodic self-assessments of th e Board and committees of the Board (other than the Audit Committee); (4) review and make recommendations regarding Independent Trustee compensation; (5) monitor corporate governance matters and develop appropriate recommendations to the Board; (6) act as the administrative committee with respect to Board p policies and procedures, committee policies and procedures (other than the Audit Committee) and codes of ethics as they relate to Independent Trustees; and (7) undertake such other duties and responsibilities as may fr om time to time be delegated by the Board to the Governance Committee. The Governance Committee may c onsider nominations for Trustees made by each Fund’s shareholders as it deems appropriate. Fund shareholders who wish to recommend a nominee should send nominations to the Secretary of the Trust that include biographical information and set forth the qualifications of the proposed nominee. The Board has adopted a written charter for the Governance Committee. During the fiscal year ended December 31, 2025, the Governance Committee met eleven times.
Compliance Committee. The members of the Compliance Comm ittee (the “Compliance Committee”) are Claire A. Walton (Chair), Cynthia A. Montgomery, Donald C. Opatrny, Lori Richards and Kenneth L. Urish, all of whom are Independent Trustees. The Compliance Committee’s purpose is to assist the Board in fulfilling its responsibility to oversee regulatory and fiduciary comp liance matters involving the Trust, the fund-related activities of BFA and any sub-adviser and the Trust’s third-party service providers. The Compliance Committee’s responsibilities include, without limitation, to (1) oversee the compliance policies and procedures of the Trust and its service providers and recommend changes or additions to such policies and procedures; (2) review information on and, where appropriate, recommend policies concerning the Trust’s compliance with applicable law; (3) review reports from, oversee t the annual performance review of, and make certain recommendations and determinations regarding the Tr ust’s Chief Compliance Officer (the “CCO”), including determining the amount and structure of the CC O’s compensation and recommending such amount and
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structure to the full Board for approval and ra tification; and (4) undertake such other duties and responsibilities as may from time to time be delegated by y the Board to the Compliance Committee. The Board has adopted a written charter for the Compliance Comm ittee. During the fiscal year ended December 31, 2025, the Compliance Committee met four times.
Performance Oversight Committee. The members of the Performance Oversight Committee (the “Performance Oversight Committee”) are Donald C. Opatrn y (Chair), Christopher J. Ailman, Susan J. Carter, Collette Chilton and Neil A. Cotty, all of whom are Independent Trustees. The Performance Oversight Committee’s purpose is to assist the Board in fulfillin g its responsibility to oversee each Fund’s investment performance relative to its agreed-upon performance objectiv es and to assist the Independent Trustees in their consideration of investment advisory agreements . The Performance Oversight Committee’s responsibilities include, without limitation, to (1) review information on, and make recommendations to the full Board in respect of, each Fund’s investment objective, policies and practices; (2) review information on each Fund’s investment performance; (3) review information on appropriate benchmarks and competitive universes and unusual or exceptional investment matters; (4) review personnel and other resources devoted to management of each Fund and evaluate the nature and quality of information furnished to the Performance Oversight Committee; (5) recommend any required action regarding g changes in fundamental and non-fundamental investment policies and restrictions, fund mergers or li quidations; (6) request and review information on the nature, extent and quality of services provided to th e shareholders; (7) make recommendations to the Board concerning the approval or renewal of investment ad visory agreements; and (8) undertake such other duties and responsibilities as may from time to time be dele gated by the Board to the Performance Oversight Committee. The Board has adopted a written charter fo r the Performance Oversight Committee. During the fiscal year ended December 31, 2025, the Performance Oversight Committee met five times.
Ad Hoc Topics Committee. The members of the Ad Hoc Topics Committee (the “Ad Hoc Topics Committee”) are Mark Stalnecker (Chair) and Claire A. W Walton, both of whom are Independent Trustees, and John M. Perlowski, who serves as an interested Trustee. The principal responsibilities of the Ad Hoc Topics Committee are to (1) act on routine matters between m meetings of the Board; (2) act on such matters as may require urgent action between meetings of the Board ; and (3) exercise such other authority as may from time to time be delegated to the Ad Hoc Topics Comm ittee by the Board. The Board has adopted a written charter for the Ad Hoc Topics Committee. During th e fiscal year ended December 31, 2025, the Ad Hoc Topics Committee did not meet.
The Governance Committee has adopted a statement of policy that describes the experience, qualifications, skills and attributes that are necessary and desirable for poten tial Independent Trustee candidates (the “Statement of Policy”). The Board believes that each Independent Trustee sa tisfied, at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. Furthermore, in determining that a particular Independent Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Independent Trustees have balanced and diverse experience, skills, attributes and qualifications, which allow the Board to operate effectively in governing the Trust and protecting the interests of shareholders. Among the attributes common to all Independent Trustees are their ability to review critically, evaluate, question and discuss information provided to th em, to interact effectively with each Fund’s investment adviser, sub-advisers, other service providers, counsel and the Independent Registered Public Accounting Firm, and to exercise effective business judgment in the performance of their duties as Trustees.
Each Trustee’s ability to perform his or her duties e ffectively is evidenced by his or her educational background or professional training; business, consulting, public service or academic positions; experience from service as a board member of the Trust and the other funds in the BlackRock Fund Complexes (and any predecessor funds), other investment funds, public comp anies, non-profit entities or other organizations; ongoing commitment to and participation in Board and Committee meetings, as well as his or her leadership of standing and ad hoc committees throughout the years; or other relevant life experiences.
Trustees Elect. Jeffrey Jarczyk and Marc D. Stern have been appointed as Trustees of the Trust effective July 1, 2026 (each, a “Trustee Elect”). Each Trustee Elect is expected to qualify as an Independent Trustee at
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the time of his service. Each Trustee Elect has been ret ained as a consultant to the Independent Trustees to assist the Independent Trustees in the performance of thei r duties to the Trust and is expected to serve in that capacity until July 1, 2026.
The table below discusses some of the experiences, qualific ations and skills of each of the Trustees that support the conclusion that each Trustee should serve on the Board.
Trustees Experience, Qualifications and Skills
Independent Trustees Christopher J. Ailman Christopher Ailman has more than 30 years of experience in the financial services industry, including most recently serving as Chief Investment Officer of the California State Teachers Retirement System (CalSTRS) from 2000 to June 2024 where he led its investment program. Mr. Ailman currently is a principal at Ailman Advisers. In addition, he has held various roles in the industry, including as member and chair of the asset owner committee of the Kroner Center for Financial Research, chairman of the North American Chapter of the 300 Club of Global CIOs, and co-chair of the Milken Global Capital Markets Advisory Council. These positions have provided Mr. Ailman with considerable investment expertise across asset classes and strategies, and insight and perspective on the markets and the economy. In addition, Mr. Ailman serves as a member of the Governance Committee and the Performance Oversight Committee. Susan J. Carter Susan J. Carter has over 35 years of experience in investment management. She has served as President & Chief Executive Officer of Commonfund Capital, Inc. (“CCI”), a registered investment adviser focused on non-profit investors, from 1997 to 2013, Chief Executive Officer of CCI from 2013 to 2014 and Senior Advisor to CCI in 2015. Ms. Carter also served as director of the Pacific Pension Institute from 2014 to 2018, trustee to the Financial Accounting Foundation from 2017 to 2021, Advisory Board Member for the Center for Private Equity and Entrepreneurship at Tuck School of Business from 1997 to 2021, Advisory Board Member for Bridges Fund Management from 2016 to 2018, Advisory Board Member for Girls Who Invest from 2015 to 2018 and Board Member thereof from 2018 to 2022, and Practitioner Advisory Board Member for Private Capital Research Institute (“PCRI”) from 2017 to 2024. She currently serves as Member of the President’s Counsel for Commonfund. These positions have provided her with insight and perspective on the markets and the economy. Collette Chilton Collette Chilton has over 20 years of experience in investment management. She held the position of Chief Investment Officer of Williams College from October 2006 to June 2023. Prior to that she was President and Chief Investment Officer of Lucent Asset Management Corporation, where she oversaw
$ gp
approximately $40 billion in pension and retirement savings assets for the company. These positions have provided her with insight and perspective on the markets and the economy. Neil A. Cotty Neil A. Cotty has more than 30 years of experience in the financial services industry, including 19 years at Bank of America Corporation and its affiliates, where he served, at different times, as the Chief Financial Officer of various businesses including Investment Banking, Global Markets, Wealth Management and Consumer and also served ten years as the Chief Accounting Officer for Bank of America Corporation. Mr. Cotty has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Henry R. Keizer Henry R. Keizer brings over 40 years of executive, financial, operational, strategic and global expertise gained through his 35 year career at KPMG, a global professional services organization and by his service as a director to both publicly and privately held organizations. He has extensive experience with issues facing complex, global companies and expertise in financial reporting, accounting, auditing, risk management, and regulatory affairs for such companies. Mr. Keizer’s experience also includes service as an audit committee chair to both publicly and privately held organizations across numerous industries including professional services, property and casualty reinsurance, insurance, diversified financial services, banking, direct to consumer, business to business and technology. Mr. Keizer is a certified public accountant and also served on the board of the American Institute of Certified Public Accountants. Mr. Keizer has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Cynthia A. Montgomery Cynthia A. Montgomery has served for over 20 years on the boards of registered investment companies, most recently as a member of the boards of certain BlackRock-advised Funds and predecessor funds, including the legacy Merrill Lynch Investment Managers, L.P. (“MLIM”) funds. The Board benefits from Ms. Montgomery’s more than 20 years of academic experience as a professor at Harvard Business School where she taught courses on corporate strategy and corporate governance. Ms. Montgomery also has business management and corporate governance experience through her service on the corporate boards of a variety of public companies. She has also authored numerous articles and books on these topics. Donald C. Opatrny Donald C. Opatrny has more than 40 years of business, oversight and executive experience, including through his service as president, director and investment committee chair for academic and not-for-profit organizations, and his experience as a partner, managing director and advisory director at Goldman Sachs for 32 years. He also has investment management experience as a board member of Athena Capital Advisors LLC. Lori Richards Lori Richards has more than 30 years of experience in the financial services industry, most notably as the first Director of the Office of Compliance Inspections and Examinations (“OCIE”) of the Securities and Exchange Commission (“SEC”) from 1995 to 2009. During 14 years as the Director of OCIE, she led the SEC’s nationwide examination oversight program for advisers, mutual funds, hedge funds, broker-dealers, stock exchanges, and other industry firms. Prior to that, from 1985 to 1995, she held various roles at the SEC, including Associate Director for Enforcement for the SEC’s Pacific Regional Office and executive
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Trustees Experience, Qualifications and Skills assistant and senior advisor to then SEC Chairman Arthur Levitt. More recently, Ms. Richards served as Chief Compliance Officer of the Asset and Wealth Management global lines of business at JPMorgan Chase & Co. from 2013 to 2018 where she led its global compliance program, advised business leaders on compliance issues, oversaw risk assessment, monitoring, testing and training, and maintained relationships with regulators. In addition, Ms. Richards served as a member of the National Adjudicatory Council of the Financial Industry Regulatory Authority (FINRA) from 2019 to 2022 and held the chair and vice chair posts during her tenure. Prior thereto, from 2010 to 2013, she was a Principal at PricewaterhouseCoopers LLP (“PwC”) and co-leader of its Asset Management Regulatory group. At PwC, she assisted a broad range of financial services clients in designing and implementing risk management and compliance programs, and preparing for new regulatory expectations. These positions have provided her with insight and perspective on the markets and the economy, as well as asset management regulation and compliance. In addition, Ms. Richards serves as a member of the Audit Committee and the Compliance Committee. Mark Stalnecker Mark Stalnecker has gained a wealth of experience in investing and asset management from his over 13 years of service as the Chief Investment Officer of the University of Delaware as well as from his various positions with First Union Corporation, including Senior Vice President and State Investment Director of First Investment Advisors. The Board benefits from his experience and perspective as the Chief Investment Officer of a university endowment and from the oversight experience he gained from service on various private and non-profit boards. Kenneth L. Urish Kenneth L. Urish has served for over 15 years on the boards of registered investment companies, most recently as a member of the boards of certain BlackRock-advised Funds and predecessor funds, including the legacy BlackRock funds. He has over 30 years of experience in public accounting. Mr. Urish has served as a managing member of an accounting and consulting firm. Mr. Urish has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Claire A. Walton Claire A. Walton has over 25 years of experience in investment management. She has served as the Chief Operating Officer and Chief Financial Officer of Liberty Square Asset Management, LP from 1998 to 2015, an investment manager that specialized in long/short non-U.S. equity investments, and was an owner and General Partner of Neon Liberty Capital Management, LLC from 2003 to 2023, a firm focusing on long/short equities in global emerging and frontier markets. These positions have provided her with insight and perspective on the markets and the economy. Ms. Walton has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Trustees Elect Jeffrey Jarczyk Mr. Jarczyk is a CPA and has more than 30 years of experience in the financial services industry, including over 19 years at Fidelity Investments, where he served, at different times, as the Chief Auditor and the Chief Accounting Officer of Fidelity Investments’ parent company, FMR LLC. Prior to working at Fidelity, Mr. Jarczyk was a partner at Deloitte and Arthur Andersen for approximately 17 years. These positions have allowed him to work extensively with audit and risk committees and company executives helping to identify, manage and mitigate risks for financial services companies. Marc D. Stern Mr. Stern has more than 30 years of experience in investing and asset management. Mr. Stern served as the Chief Executive Officer at Bessemer Trust, a wealth management business, for 13 years. During his tenure at Bessemer Trust, Mr. Stern served on the firm’s board of directors, chaired the board’s trust and investment committee, and led the firm’s executive committee. He also served as Bessemer’s Chief Investment Officer for 8 years, where he was Chair of the Investment Policy and Strategy Committee with responsibility for overall asset allocation and investment strategy. Mr. Stern also served as Chair of the Private Clients Investment group at AllianceBernstein. These positions provide Mr. Stern with insight and perspective into investment management, the economy, and fiduciary governance. Interested Trustees Robert Fairbairn Robert Fairbairn has more than 25 years of experience with BlackRock, Inc. and over 30 years of experience in finance and asset management. In particular, Mr. Fairbairn’s positions as Vice Chairman of BlackRock, Inc., Member of BlackRock’s Global Operating Committee and Co-Chair of BlackRock’s Human Capital Committee provide the Board with a wealth of practical business knowledge and leadership. In addition, Mr. Fairbairn has global investment management and oversight experience through his former positions as Member of BlackRock’s Global Executive Committee, Global Head of
® BlackRock’s Retail and iShares ® businesses, Head of BlackRock’s Global Client Group, Chairman of BlackRock’s international businesses and his previous oversight over BlackRock’s Strategic Partner Program and Strategic Product Management Group. Mr. Fairbairn also serves as a board member for the funds in the BlackRock Fixed-Income Complex. John M. Perlowski John M. Perlowski’s experience as Managing Director of BlackRock, Inc. since 2009, as the Head of BlackRock Global Accounting and Product Services since 2009, and as President and Chief Executive Officer of the BlackRock-advised Funds provides him with a strong understanding of the BlackRock advised Funds, their operations, and the business and regulatory issues facing the BlackRock-advised Funds. Mr. Perlowski’s prior position as Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, and his former service as Treasurer and Senior Vice President of the Goldman Sachs Mutual Funds and as Director of the Goldman Sachs Offshore Funds provides the Board with the benefit of his experience with the management practices of other financial companies. Mr. Perlowski also serves as a board member for the funds in the BlackRock Fixed-Income Complex. Mr. Perlowski is a member of BlackRock’s Global Executive Committee.
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Biographical Information
Certain biographical and other information relating to th e Trustees of the Trust is set forth below, including their address and year of birth, principal occupations for at least the last five years, length of time served, total number of registered investment companies and inv estment portfolios overseen in the BlackRock-advised Funds and any currently held public company a nd other investment company directorships.
Name and Year of Birth 1,2
Position(s) Held (Length of Service) 3
Principal Occupation(s) During Past Five Years
Number of BlackRock Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen
Public Company and Other Investment Company Directorships Held During Past Five Years
Independent Trustees Mark Stalnecker 1951
Chair of the Board (Since 2019) and Trustee (Since 2015)
Chief Investment Officer, University of Delaware from 1999 to 2013; Trustee and Chair of the Finance and Investment Committees, Winterthur Museum and Country Estate from 2005 to 2016; Member of the Investment Committee, Delaware Public Employees’ Retirement System from 2002 to 2024; Member of the Investment Committee, Christiana Care Health System from 2009 to 2017; Member of the Investment Committee, Delaware Community Foundation from 2013 to 2014; Director and Chair of the Audit Committee, SEI Private Trust Co. from 2001 to 2014.
26 RICs consisting of 169 Portfolios
None
Christopher J. Ailman 1958
Trustee (Since 2024)
Principal, Ailman Advisers, since 2024; Chief Investment Officer, California State Teachers Retirement System (CalSTRS) from 2000 to 2024.
26 RICs consisting of 169 Portfolios
None
Susan J. Carter 1956 Trustee (Since 2016)
Trustee, Financial Accounting Foundation from 2017 to 2021; Advisory Board Member, Center for Private Equity and Entrepreneurship at Tuck School of Business from 1997 to 2021; Director, Pacific Pension Institute from 2014 to 2018; Senior Advisor, CCI (investment adviser) in 2015; Chief Executive Officer, CCI from 2013 to 2014; President & Chief Executive Officer, CCI from 1997 to 2013; Advisory Board Member, Girls Who Invest from 2015 to 2018 and Board Member thereof from 2018 to 2022; Advisory Board Member, Bridges Fund Management from 2016 to 2018; Practitioner Advisory Board Member, PCRI from 2017 to 2024; Lecturer in the Practice of Management, Yale School of Management since 2019; Advisor to Finance Committee, Altman Foundation from 2020 to 2024; Investment Committee Member, Tostan since 2021; Member of the President’s Counsel, Commonfund since 2023.
26 RICs consisting of 169 Portfolios
None
Collette Chilton 1958 Trustee (Since 2015)
Trustee, UC Berkeley Foundation Board since 2024; Committee member, Oxford University Endowment Management since 2024; Senior advisor, Insignia since 2024; Chief Investment Officer, Williams College from 2006 to 2023; Chief Investment Officer, Lucent Asset Management Corporation from 1998 to 2006; Director, Boys and Girls Club of Boston since 2017; Director, B1 Capital since 2018; Director, David and Lucile Packard Foundation since 2020.
26 RICs consisting of 169 Portfolios
None
Neil A. Cotty 1954 Trustee (Since 2016) Bank of America Corporation from 1996 to 2015, serving in various senior finance leadership roles, including Chief Accounting Officer from 2009 to 2015, Chief Financial Officer of Global Banking, Markets and Wealth Management from 2008 to 2009, Chief Accounting Officer from 2004 to 2008, Chief Financial Officer of Consumer Bank from 2003 to 2004, Chief Financial Officer of Global Corporate Investment Bank from 1999 to 2002.
26 RICs consisting of 169 Portfolios
None
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Name and Year of Birth 1,2
Position(s) Held (Length of Service) 3
Principal Occupation(s) During Past Five Years
Number of BlackRock Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen
Public Company and Other Investment Company Directorships Held During Past Five Years Henry R. Keizer 1956 Trustee (Since 2019)
Director, Park Indemnity Ltd. (captive insurer) from 2010 to 2022. 26 RICs consisting of
fl g
169 Portfolios
GrafTech International Ltd. (materials manufacturing); WABCO (commercial vehicle safety
f y
systems) from 2015 to 2020; Sealed Air Corp.
k (packaging);
lb pgg
Hertz Global Holdings (car
lf g
rental) from 2015 to 2021. Cynthia A. Montgomery 1952
Trustee (Since 2009) Professor, Harvard Business School since 1989. 26 RICs consisting of
fl g
169 Portfolios
None
Donald C. Opatrny 1952
Trustee (Since 2019)
Chair of the Board of Phoenix Art Museum since 2022 and Trustee thereof since 2018; Chair of the Investment Committee of The Arizona Community Foundation
d hf y
since 2022 and Trustee thereof since 2020; Director, Athena Capital Advisors LLC (investment management
ffhb pg
firm) from 2013 to 2020; Trustee, Vice Chair, Member of the Executive Committee and Chair of the Investment Committee, Cornell University from 2004 to 2019;
bf ffdblld f y
Member of Affordable Housing Supply Board of
kfb g ppy
Jackson, Wyoming from 2017 to 2022; Member,
df Jyg
Investment Funds Committee, State of Wyoming from
bf h yg
2017 to 2023; Member of the Investment Committee, Mellon Foundation from 2009 to 2015; President, Trustee and Member of the Investment Committee, The Aldrich Contemporary Art Museum from 2007 to 2014;
d hf h py
Trustee and Chair of the Investment Committee, Community Foundation of Jackson Hole since 2014.
26 RICs consisting of
fl g
169 Portfolios
None
Lori Richards 1960 Trustee (Since 2024) Trustee, SEC Historical Society since 2018; Trustee,
lld y
Garrett College Foundation since 2019; Director,
hf g
PharmaCann, Inc. from 2021 to 2024; Director, Wahed Invest from 2022 to 2024.
26 RICs consisting of
fl g
169 Portfolios
None
Kenneth L. Urish 1951
Trustee (Since 2009) Managing Partner, Urish Popeck & Co., LLC (certified
bld l gg p
public accountants and consultants) since 1976; Past
hf hfl hf h p
Chairman of the Professional Ethics Committee of the Pennsylvania Institute of Certified Public Accountants
d bhf b y
and Committee Member thereof since 2007; Member of External Advisory Board, The Pennsylvania State University Accounting Department since 2001, Emeritus
llh y g p
since 2022; Principal, UP Strategic Wealth Investment
dhll pg
Advisors, LLC since 2013; Trustee, The Holy Family
fdd y
Institute from 2001 to 2010; President and Trustee, Pittsburgh Catholic Publishing Associates from 2003 to
l fb gg
2008; Director, Inter-Tel from 2006 to 2007; Member, Advisory Board, ESG Competent Boards since 2020.
26 RICs consisting of
fl g
169 Portfolios
None
Claire A. Walton 1957 Trustee (Since 2016)
Director/Treasurer, Reading Community Trust since
dd bhl f g y
2024; Advisory Board Member, Grossman School of
hf y
Business at the University of Vermont since 2023;
dd bfl y
Advisory Board Member, Scientific Financial Systems
l f bl y y
since 2022; General Partner of Neon Liberty Capital
fhf y p
Management, LLC from 2003 to 2023; Chief Operating
ffd hf l fff b gp
Officer and Chief Financial Officer of Liberty Square
f y q
Asset Management, LP from 1998 to 2015; Director,
dd f g
Boston Hedge Fund Group from 2009 to 2018;
hl gp
Director, Massachusetts Council on Economic Education from 2013 to 2015; Director, Woodstock Ski Runners from 2013 to 2022.
26 RICs consisting of
fl g
169 Portfolios
None
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Name and Year of Birth 1,2
Position(s) Held (Length of Service) 3
Principal Occupation(s) During Past Five Years
Number of BlackRock Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen
Public Company and Other Investment Company Directorships Held During Past Five Years
Trustees Elect4 t4 Jeffrey Jarczyk 1964
Trustee Elect Director, the Friends of the Public Garden since 2021; Executive Vice President, Chief Auditor, Fidelity Investments from 2016 to 2021; Executive Vice President, Chief Accounting Officer, Fidelity Investments from 2007 to 2016
26 RICs consisting of 169 Portfolios
None
Marc D. Stern 1962
Trustee Elect Chief Executive Officer and Director, Bessemer Trust from 2013 to 2026. 26 RICs consisting of 169 Portfolios
None
Interested Trustees 5 Robert Fairbairn 1965
Trustee (Since 2018)
Vice Chairman of BlackRock, Inc. since 2019; Member of BlackRock’s Global Operating Committee; Co-Chair of BlackRock’s Human Capital Committee; Senior Managing Director of BlackRock, Inc. from 2010 to 2019; oversaw BlackRock’s Strategic Partner Program and Strategic Product Management Group from 2012 to 2019; Member of the Board of Managers of BlackRock Investments, LLC from 2011 to 2018; Global Head of BlackRock’s Retail and iShares ® businesses from 2012 to 2016.
76 RICs consisting of 252 Portfolios
None
John M. Perlowski 6 1964 Trustee (Since 2015) President (Since 2018) and Chief Executive Officer (Since 2010)
Managing Director of BlackRock, Inc. since 2009; Head of BlackRock Global Accounting and Product Services since 2009; Advisory Director of Family Resource Network (charitable foundation) since 2009; Member of BlackRock’s Global Executive Committee since 2025.
78 RICs consisting of 254 Portfolios
None
1 The address of each Trustee is c/o BlackRock, Inc., 50 Hudson Yards, New York, New York 10001. 2 Independent Trustees serve until their resignation, retirement, removal or death, or until December 31 of the year in which they turn 75. The Board may determine to extend the terms of Independent Trustees on a case-by-case basis, as appropriate. 3 In connection with the acquisition of Barclays Global Investors by BlackRock, Inc. in December 2009, certain Independent Trustees were elected to the Board. Furthermore, effective January 1, 2019, three BlackRock Fund Complexes were realigned and consolidated into two BlackRock Fund Complexes. As a result, although the chart shows the year that each Independent Trustee joined the Board, certain Independent Trustees first became members of the boards of other BlackRock-advised Funds as follows: Cynthia A. Montgomery, 1994; Kenneth L. Urish, 1999; Henry R. Keizer, 2016; Donald C. Opatrny, 2015. 4 Jeffrey Jarczyk and Marc D. Stern have been appointed as Trustees of the Trust effective July 1, 2026. Each Trustee Elect is expected to qualify as an Independent Trustee at the time of his service. Each Trustee Elect has been retained as a consultant to the Independent Trustees to assist the Independent Trustees in the performance of their duties to the Trust and is expected to serve in that capacity until July 1, 2026. 5 Mr. Fairbairn and Mr. Perlowski are both “interested persons,” as defined in the 1940 Act, of the Trust based on their positions with BlackRock, Inc. and its affiliates. Mr. Fairbairn and Mr. Perlowski are also board members of the BlackRock Fixed-Income Complex. 6 Mr. Perlowski is also a trustee of the BlackRock Credit Strategies Fund and BlackRock Private Investments Fund.
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Certain biographical and other information relating to t the officers of the Trust who are not Trustees is set forth below, including their address and year of birth, pr incipal occupations for at least the last five years and length of time served.
Name and Year of Birth 1,2
Position(s) Held (Length of Service)
Principal Occupation(s) During Past Five Years
Officers Who Are Not Trustees Roland Villacorta 1971 Vice President (Since 2022) Managing Director of BlackRock, Inc. since 2002; Head of Global Cash Management
d d f dhlkklbl k gg , ; g
and Head of Securities Lending within BlackRock’s Global Markets Group since 2022;
bf lkklbl d l g p
Member of BlackRock’s Global Operating Committee since 2016 and Human Capital Committee since 2023. Jennifer McGovern 1977
Vice President (Since 2014) Managing Director of BlackRock, Inc. since 2016.
Trent Walker 1974 Chief Financial Officer (Since 2021)
Managing Director of BlackRock, Inc. since 2019; Executive Vice President of PIMCO
f gg
from 2016 to 2019.
Jay M. Fife 1970 Treasurer (Since 2009)
Managing Director of BlackRock, Inc. since 2007.
Aaron Wasserman 1974
Chief Compliance
ff p
Officer (Since 2023)
Managing Director of BlackRock, Inc. since 2018; Chief Compliance Officer of the
lkkdd fdhlkk lAlhlkk gg , ; p
BlackRock-advised funds in the BlackRock Multi-Asset Complex, the BlackRock Fixed
ld hhlhf lff p,
Income Complex and the iShares Complex since 2023; Deputy Chief Compliance Officer
fhlkkdd fdhlkk lAlhlkk pp; py p
for the BlackRock-advised funds in the BlackRock Multi-Asset Complex, the BlackRock
dld hhlf p
Fixed-Income Complex and the iShares Complex from 2014 to 2023. Lisa Belle 1968 Anti-Money
d y
Laundering
l g
Compliance
ff p
Officer (Since 2019)
Managing Director of BlackRock, Inc. since 2019; Global Financial Crime Head for
Ad lh f f gg , ;
Asset and Wealth Management of JP Morgan from 2013 to 2019.
Janey Ahn 1975 Secretary (Since 2019) Managing Director of BlackRock, Inc. since 2018.
1 The address of each Officer is c/o BlackRock, Inc., 50 Hudson Yards, New York, New York 10001. 2 Officers of the Trust serve at the pleasure of the Board.
Share Ownership
Information relating to each Trustee’s share ownership in the Funds and in all BlackRock-advised Funds that are currently overseen by the respective Trustee (“Supervi sed Funds”) as of December 31, 2025 is set forth in the chart below. Amounts shown may include shares as to which a Trustee has indirect beneficial ownership, such as through participation in certain family acc ounts, 529 college savings plan interests, or similar arrangements where the Trustee has beneficial econom ic interest but not a direct ownership interest.
Name
Dollar Range of Equity Securities in the Funds (except for BlackRock LifePath ® Index 2040 Fund)
Dollar Range of Equity Securities in
® BlackRock LifePath ® Index 2040 Fund
Aggregate Dollar Range of Equity Securities in Supervised Funds
Independent Trustees Christopher J. Ailman None None Over $100,000 Susan J. Carter None Over $100,000 Over $100,000 Collette Chilton None None Over $100,000 Neil A. Cotty None None Over $100,000 Henry R. Keizer None None Over $100,000 Cynthia A. Montgomery None None Over $100,000 Donald C. Opatrny None None Over $100,000 Lori Richards None None None Mark Stalnecker None None Over $100,000 Kenneth L. Urish None None Over $100,000 Claire A. Walton None None Over $100,000
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Name
Dollar Range of Equity Securities in the Funds (except for BlackRock LifePath ® Index 2040 Fund)
Dollar Range of Equity Securities in
® BlackRock LifePath ® Index 2040 Fund
Aggregate Dollar Range of Equity Securities in Supervised Funds
Interested Trustees Robert Fairbairn None None Over $100,000 John M. Perlowski None None Over $100,000
As of April 2, 2026, the Trustees and officers of the Trust as a group directly or indirectly beneficially owned an aggregate of less than 1% of any class of the outst anding shares of each Fund. As of December 31, 2025, none of the Independent Trustees of the Trust or thei r immediate family members owned beneficially or of record any securities of each Fund’s investment adviser, principal underwriter, or any person directly or indirectly controlling, controlled by, or under common control with such entities.
Compensation of Trustees
Each Trustee who is an Independent Trustee is paid d as compensation an annual retainer of $375,000 per year for his or her services as a board member of the Bl ackRock-advised Funds in the BlackRock Multi-Asset Complex, including the Trust, and a $20,000 board meetin g fee to be paid for each in-person board meeting attended (and may receive a board meeting fee for tele phonic attendance at board meetings), for up to five board meetings held in a calendar year (compensation fo r meetings in excess of this number to be determined on a case-by-case basis), together with out-of-pocket e xpenses in accordance with a board policy on travel and other business expenses relating to attendance at mee tings. The Chairs of the Audit Committee, Compliance Committee, Governance Committee and Performance Ov ersight Committee are paid as compensation an additional annual retainer of $45,000, respectively. The Chair of the Board is paid an additional annual retainer of $150,000.
Each Trustee Elect currently serves as a consultant to t the Independent Trustees in the performance of the Independent Trustees’ duties to the Trust and is paid co mpensation at the same rate as the compensation paid to any Independent Trustees who are not the Chai r of the Board or a Chair of a Committee. This compensation arrangement will continue until July 1, 2026, when each Trustee Elect is expected to begin serving as an Independent Trustee and will be compen sated in a manner similar to other Independent Trustees.
The following table sets forth the compensation the Trust paid to the Trustees, on behalf of the Funds, for the fiscal year ended December 31, 2025 and the aggregate comp ensation paid to them by all BlackRock-advised Funds for the calendar year ended December 31, 2025.
Name
Compensation from BlackRock LifePath ® Index Retirement Fund
Compensation from BlackRock LifePath ® Index 2030 Fund
Compensation from BlackRock LifePath ® Index 2035 Fund
Compensation from BlackRock LifePath ® Index 2040 Fund
Compensation from BlackRock LifePath ® Index 2045 Fund
Compensation from BlackRock LifePath ® Index 2050 Fund
Independent Trustees Christopher J. Ailman $7,994 $7,752 $6,466 $7,966 $5,866 $6,145 Susan J. Carter $7,994 $7,752 $6,466 $7,966 $5,866 $6,145 Collette Chilton $7,994 $7,752 $6,466 $7,966 $5,866 $6,145 Neil A. Cotty $8,259 $8,023 $6,698 $8,258 $6,079 $6,372 Henry R. Keizer 2 $8,954 $8,680 $7,226 $8,923 $6,548 $6,864 Cynthia A. Montgomery 3 $8,954 $8,680 $7,226 $8,923 $6,548 $6,864 Donald C. Opatrny 4 $8,954 $8,680 $7,226 $8,923 $6,548 $6,864 Lori Richards $7,994 $7,752 $6,466 $7,966 $5,866 $6,145 Mark Stalnecker 5 $11,194 $10,847 $9,001 $11,154 $8,141 $8,542 Kenneth L. Urish $7,994 $7,752 $6,466 $7,966 $5,866 $6,145 Claire A. Walton 6 $8,954 $8,680 $7,226 $8,923 $6,548 $6,864
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Name
Compensation from BlackRock LifePath ® Index Retirement Fund
Compensation from BlackRock LifePath ® Index 2030 Fund
Compensation from BlackRock LifePath ® Index 2035 Fund
Compensation from BlackRock LifePath ® Index 2040 Fund
Compensation from BlackRock LifePath ® Index 2045 Fund
Compensation from BlackRock LifePath ® Index 2050 Fund
Interested Trustees Robert Fairbairn None None None None None None John M. Perlowski None None None None None None
Name
Compensation from BlackRock LifePath ® Index 2055 Fund
Compensation from BlackRock LifePath ® Index 2060 Fund
Compensation from BlackRock LifePath ® Index 2065 Fund
Compensation from BlackRock LifePath ® Index 2070 Fund
Estimated Annual Benefits upon Retirement
Aggregate Compensation from the Funds and Other BlackRock-Advised Funds 1 Independent Trustees Christopher J. Ailman $4,357 $2,870 $1,262 $640 None $445,000 Susan J. Carter $4,357 $2,870 $1,262 $640 None $445,000 Collette Chilton $4,357 $2,870 $1,262 $640 None $445,000 Neil A. Cotty $4,514 $2,969 $1,292 $641 None $467,500 Henry R. Keizer 2 $4,843 $3,162 $1,343 $641 None $490,000 Cynthia A. Montgomery 3 $4,843 $3,162 $1,343 $641 None $490,000 Donald C. Opatrny 4 $4,843 $3,162 $1,343 $641 None $490,000 Lori Richards $4,357 $2,870 $1,262 $640 None $445,000 Mark Stalnecker 5 $5,976 $3,843 $1,535 $643 None $595,000 Kenneth L. Urish $4,357 $2,870 $1,262 $640 None $445,000 Claire A. Walton 6 $4,843 $3,162 $1,343 $641 None $490,000 Interested Trustees Robert Fairbairn None None None None None None John M. Perlowski None None None None None None
1 For the number of BlackRock-advised Funds from which each Trustee receives compensation, see “Biographical Information” beginning on page I-18. 2 Chair of the Audit Committee. 3 Chair of the Governance Committee. 4 Chair of the Performance Oversight Committee. 5 Chair of the Board and Chair of the Ad Hoc Topics Committee. 6 Chair of the Compliance Committee.
IV. Management, Advisory and Other Service Arrangements
Investment Adviser
BFA provides investment advisory services to each Fund p pursuant to an investment advisory contract (the “Advisory Contract”) with the Trust. Pursuant to the Adv isory Contract, BFA furnishes to the Board periodic reports on the investment strategy and performance of each Fund.
BFA is an indirect wholly-owned subsidiary of BlackRock, Inc.
The Advisory Contract is subject to annual approval by (i) the Board or (ii) vote of a majority (as defined in the 1940 Act) of the outstanding voting securities of a Fund, provided that in either event the continuance also is approved by a majority of Independent Trustees of th e Trust, by a vote cast in person at a meeting called for the purpose of voting on such approval. The Advisory Contract is terminable without penalty on 60 days’ written notice by either party. The Advisory Contract will terminate automatically, as to each Fund, in the event of its assignment (as defined in the 1940 Act).
BFA is entitled to receive monthly fees at the annual rate of 0.05% of the average daily net assets of each Fund.
BlackRock Advisors, LLC (“BAL”) and BFA have cont ractually agreed to reimburse the Fund for Acquired Fund Fees and Expenses up to a maximum amount equal to the combined Management Fee and Administration Fee of each share class of the Fund, th rough June 30, 2027. In addition, BFA has contractually
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agreed to waive its management fees by the amount of f investment advisory fees the Fund pays to BFA indirectly through its investment in money market funds managed by BFA or its affiliates, through June 30, 2027. The contractual agreements may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund.
The fees and expenses of the Independent Trustees, coun sel to the Independent Trustees and the independent registered public accounting firm that provides audit services in connection with the Funds (collectively referred to as the “Independent Expenses”) are paid directly by the Funds. Each of BAL and BFA has contractually undertaken, through June 30, 2036, to rei mburse or provide an offsetting credit to each Fund for such Independent Expenses. The contractual agreem ents may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund.
For the past three fiscal years, each Fund paid BFA ma nagement fees, and BFA waived management fees and/ or reimbursed expenses, as follows:
Fiscal Year Ended December 31, 2025
Fund
Fees Paid to BFA
Fees Waived by BFA
Expenses Reimbursed by BFA BlackRock LifePath ® Index Retirement Fund $6,671,030 $3,235,944 $117,432 BlackRock LifePath ® Index 2030 Fund $6,538,927 $3,898,100 $119,571 BlackRock LifePath ® Index 2035 Fund $5,419,759 $3,711,857 $104,703 BlackRock LifePath ® Index 2040 Fund $6,795,123 $5,393,425 $123,603 BlackRock LifePath ® Index 2045 Fund $4,876,623 $3,757,695 $97,500 BlackRock LifePath ® Index 2050 Fund $5,141,117 $4,256,653 $101,498 BlackRock LifePath ® Index 2055 Fund $3,500,816 $3,054,878 $78,726 BlackRock LifePath ® Index 2060 Fund $2,129,979 $1,874,279 $62,109 BlackRock LifePath ® Index 2065 Fund $615,211 $541,797 $38,670 BlackRock LifePath ® Index 2070 Fund 1 $9,828 $8,739 $28,102
Fiscal Year Ended December 31, 2024
Fund Fees Paid to BFA
Fees Waived by BFA
Expenses Reimbursed by BFA BlackRock LifePath ® Index Retirement Fund $ 4,442,061 $3,201,822 $77,299 BlackRock LifePath ® Index 2030 Fund $ 6,207,034 $4,762,250 $132,394 BlackRock LifePath ® Index 2035 Fund $ 4,812,570 $4,063,039 $109,990 BlackRock LifePath ® Index 2040 Fund $ 6,124,826 $5,539,600 $131,767 BlackRock LifePath ® Index 2045 Fund $ 4,216,839 $3,938,240 $100,573 BlackRock LifePath ® Index 2050 Fund $ 4,406,393 $4,160,920 $103,803 BlackRock LifePath ® Index 2055 Fund $ 2,881,873 $2,716,430 $78,565 BlackRock LifePath ® Index 2060 Fund $ 1,625,413 $1,526,954 $57,540 BlackRock LifePath ® Index 2065 Fund $ 380,564 $356,525 $36,858 BlackRock LifePath ® Index 2070 Fund 1 $ 135 $122 $23,418
Fiscal Year Ended December 31, 2023
Fund
Fees Paid to BFA
Fees Waived by BFA
Expenses Reimbursed by BFA BlackRock LifePath ® Index Retirement Fund $3,629,887 $2,565,016 $78,346 BlackRock LifePath ® Index 2030 Fund $5,459,877 $4,591,526 $104,048 BlackRock LifePath ® Index 2035 Fund $3,870,372 $3,554,488 $82,563 BlackRock LifePath ® Index 2040 Fund $4,991,871 $4,892,062 $97,907 BlackRock LifePath ® Index 2045 Fund $3,195,292 $3,195,292 $135,866 BlackRock LifePath ® Index 2050 Fund $3,315,641 $3,315,641 $161,799
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Fiscal Year Ended December 31, 2023
Fund Fees Paid to BFA
Fees Waived by BFA
Expenses Reimbursed by BFA BlackRock LifePath ® Index 2055 Fund $2,063,296 $2,063,296 $103,491 BlackRock LifePath ® Index 2060 Fund $1,043,626 $1,043,626 $60,773 BlackRock LifePath ® Index 2065 Fund $193,359 $193,359 $33,906
1 For the period September 24, 2024 (commencement of operations) to December 31, 2024.
Underlying Funds. BFA or its affiliate serves as investment advi ser to certain Underlying Funds. Each Fund, as a shareholder of the Underlying Funds, bears a p pro rata share of the Underlying Funds’ management fees, which are based on aggregate net assets. As discussed above, BFA and BAL have contractually agreed to reimburse each Fund for Acquired Fund Fees and Expenses up to a maximum amount equal to the combined management fee and administration fee of each share class through June 30, 2027.
Administrator
The Trust has engaged BlackRock Advisors, LLC (previously defined as “BAL”) to provide certain administration services to the Funds. BAL and its affilia tes provide the Funds with administration services, including management reporting and treasury admini stration services, financial reporting, legal and tax services, and supervision of the Funds’ administrativ e operations, preparation of proxy statements and shareholder reports. BAL and its affiliates also furnish office space and certain facilities to conduct the Funds’ business and compensate the Trust’s Trustees, officers and employees who are affiliated with BAL. BAL is entitled to receive an annual administration fee of 0.09% of f the average daily net assets of Investor A Shares, Institutional Shares and Investor P Shares of each Fund and 0.04% of the average daily net assets of Class K Shares of each Fund for providing administrative services.
BFA and BAL have contractually agreed to reimburse each Fund for Acquired Fund Fees and Expenses up to a maximum amount equal to the combined management fee and administration fee of each share class through June 30, 2027.
The Independent Expenses are paid directly by the Funds. Each of BAL and BFA has contractually undertaken, through June 30, 2036, to reimburse or pr ovide an offsetting credit to each Fund for such Independent Expenses.
For the past three fiscal years, each Fund paid to BAL administration fees, and BAL waived administration fees and/or reimbursed expenses, as follows:
Fiscal Year Ended December 31, 2025
Fund
Fees Paid to BAL
Fees Waived by BAL
Expenses Reimbursed by BAL BlackRock LifePath ® Index Retirement Fund $6,618,936 $0 $0 BlackRock LifePath ® Index 2030 Fund $6,494,471 $0 $0 BlackRock LifePath ® Index 2035 Fund $4,527,164 $0 $0 BlackRock LifePath ® Index 2040 Fund $6,759,473 $0 $0 BlackRock LifePath ® Index 2045 Fund $4,057,510 $0 $0 BlackRock LifePath ® Index 2050 Fund $4,587,890 $0 $0 BlackRock LifePath ® Index 2055 Fund $2,924,458 $0 $0 BlackRock LifePath ® Index 2060 Fund $1,773,185 $0 $0 BlackRock LifePath ® Index 2065 Fund $525,766 $0 $0 BlackRock LifePath ® Index 2070 Fund 1 $8,075 $0 $0
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Fiscal Year Ended December 31, 2024
Fund Fees Paid to BAL
Fees Waived by BAL
Expenses Reimbursed by BAL BlackRock LifePath ® Index Retirement Fund $4,769,257 $0 $0 BlackRock LifePath ® Index 2030 Fund $6,235,855 $0 $0 BlackRock LifePath ® Index 2035 Fund $4,048,370 $0 $0 BlackRock LifePath ® Index 2040 Fund $6,163,822 $0 $0 BlackRock LifePath ® Index 2045 Fund $3,530,332 $0 $0 BlackRock LifePath ® Index 2050 Fund $3,973,754 $0 $0 BlackRock LifePath ® Index 2055 Fund $2,434,513 $0 $0 BlackRock LifePath ® Index 2060 Fund $1,359,216 $0 $0 BlackRock LifePath ® Index 2065 Fund $325,706 $0 $0 BlackRock LifePath ® Index 2070 Fund 1 $148 $0 $0
1 For the period September 24, 2024 (commencement of operations) to December 31, 2024.
Fiscal Year Ended December 31, 2023
Fund Fees Paid to BAL Fees Waived by BAL
Expenses Reimbursed by BAL BlackRock LifePath ® Index Retirement Fund $4,115,226 $0 $0 BlackRock LifePath ® Index 2030 Fund $5,589,481 $0 $0 BlackRock LifePath ® Index 2035 Fund $3,281,403 $0 $0 BlackRock LifePath ® Index 2040 Fund $5,135,450 $0 $0 BlackRock LifePath ® Index 2045 Fund $2,702,153 $0 $0 BlackRock LifePath ® Index 2050 Fund $3,043,829 $0 $0 BlackRock LifePath ® Index 2055 Fund $1,762,293 $0 $0 BlackRock LifePath ® Index 2060 Fund $878,228 $0 $0 BlackRock LifePath ® Index 2065 Fund $166,480 $0 $0
In addition, pursuant to a Shareholders’ Administr ative Services Agreement, BAL provides certain shareholder liaison services in connection with the Trust’s investor service center. The Trust, on behalf of the Funds, reimburses BAL for its costs in maintaining the service c center, which costs include, among other things, employee salaries, leasehold expenses, and other out-of-pocket expenses.
For the past three fiscal years, the Funds did not t reimburse BAL fees for services it provided under this agreement. Information Regarding the Portfolio Managers
Chris Chung, CFA, Michael Pensky, CFA, Peter Tsang, t the portfolio managers, are jointly and primarily responsible for the day-to-day management of each Fund’s portfolio.
Other Funds and Accounts Managed
The following table sets forth information about the funds and accounts other than the Funds, as applicable, for which the portfolio managers are primarily responsib le for the day-to-day portfolio management as of December 31, 2025.
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BlackRock LifePath ® Index Retirement Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $80.14 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $97.47 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $85.38 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2030 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $79.77 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $97.10 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $85.01 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2035 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $81.70 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $99.03 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $86.94 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2040 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $78.68 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $96.02 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $83.93 Billion $15.80 Billion $9.61 Billion $0 $0 $0
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BlackRock LifePath ® Index 2045 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $82.62 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $99.96 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $87.87 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2050 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $82.03 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $99.37 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $87.28 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2055 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $85.44 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $102.8 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $90.69 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2060 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $88.39 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $105.7 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $93.63 Billion $15.80 Billion $9.61 Billion $0 $0 $0
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BlackRock LifePath ® Index 2065 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $91.81 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $109.1 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $97.05 Billion $15.80 Billion $9.61 Billion $0 $0 $0
BlackRock LifePath ® Index 2070 Fund
Number of Other Accounts Managed and Assets by Account Type
Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Chris Chung, CFA 29 11 0 0 0 0
$$$$$$ $93.31 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0
$$$$$$ $110.6 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0 Peter Tsang 35 101 33 0 0 0
$$$$$$ $98.56 Billion $15.80 Billion $9.61 Billion $0 $0 $0
Portfolio Manager Compensation Overview
The discussion below describes the portfolio man agers’ compensation as of December 31, 2025.
BlackRock’s financial arrangements with its portfolio managers, its competitive compensation and its career path emphasis at all levels reflect the value senior management places on key resources. Compensation may include a variety of components and may vary from year to year based on a number of factors. The principal components of compensation include a base salary, a performance-based discretionary bonus, participation in various benefits programs and one or more of the incentive compensation programs established by BlackRock.
Base Compensation. Generally, portfolio managers receive base compensation based on their position with the firm.
Discretionary Incentive Compensation — Mr. Tsang
Discretionary incentive compensation is a function of several components: the performance of BlackRock, Inc., the performance of the portfolio manager’s gr oup within BlackRock, the investment performance, including risk-adjusted returns, of the firm’s assets under management or supervision by that portfolio manager relative to pre-determined benchmarks, and the individual’s performance and contribution to the overall performance of these portfolios and BlackRock. In most cases, these benchmarks are the same as the benchmark or benchmarks against which the performan ce of the Funds or other accounts managed by the portfolio managers are measured. Among other thin gs, BlackRock’s Chief Investment Officers make a subjective determination with respect to each portfolio manager’s compensation based on the performance of the Funds and other accounts managed by each portfolio manager relative to the various benchmarks. Performance of fixed income and multi-asset class funds is measured on a pre-tax and/or after-tax basis over various time periods including 1-, 3- and 5- year periods , as applicable. Performance of index funds is based on the performance of such funds relative to pre- determined tolerance bands around a benchmark, as applicable. The performance of Mr. Tsang is not measured against a specific benchmark.
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Discretionary Incentive Compensation — Mr. Chung
Discretionary incentive compensation is a function of several components: the performance of BlackRock, Inc., the performance of the portfolio manager’s gr oup within BlackRock, the investment performance, including risk-adjusted returns, of the firm’s assets under management or supervision by that portfolio manager relative to predetermined benchmarks, and th e individual’s performance and contribution to the overall performance of these portfolios and BlackRock. Among other things, BlackRock’s Chief Investment Officers make a subjective determination with respect to each portfolio manager’s compensation based on the performance of the Funds and other accounts managed by each portfolio manager relative to the various benchmarks. Performance is generally assessed over trailin g 1-, 3-, and 5-year periods relative to applicable benchmarks. The relative benchmarks for Mr. Chung a re: A combination of market-based indices (Russell 1000, MSCI All-Country World, Bloomberg U.S. Agg regate Bond Index), certain customized indices and certain fund industry peer groups.
Discretionary Incentive Compensation — Mr. Pensky
Discretionary incentive compensation is a function of several components: the commercial performance of BlackRock, Inc., the commercial performance of the por tfolio manager’s group, client investment performance relative to predetermined benchmarks for which t the portfolio manager’s group is responsible, and the individual’s contribution to the overall performan ce of these portfolios and BlackRock. Commercial and investment performance is generally assessed over trailin g 1-,3-, and 5-year periods. The relative benchmarks for Mr. Pensky are: A combination of market-ba sed indices (MSCI EAFE, Russell 3000, Bloomberg U.S. Aggregate Bond Index, ICE BofA 3-Month US T Bill), c certain customized indices and certain fund industry peer groups.
Distribution of Discretionary Incentive Compensation. Discretionary incentive compensation is distributed to portfolio managers in a combination of cash, deferred Bl ackRock, Inc. stock awards, and/or deferred cash awards that notionally track the return of certain BlackRock investment products.
Portfolio managers receive their annual discretionary incen tive compensation in the form of cash. Portfolio managers whose total compensation is above a specified t threshold also receive deferred BlackRock, Inc. stock awards annually as part of their discretionary incen tive compensation. Paying a portion of discretionary incentive compensation in the form of deferred BlackRoc k, Inc. stock puts compensation earned by a portfolio manager for a given year “at risk” based on BlackRock’s ability to sustain and improve its performance over future periods. In some cases, additional deferred Blac kRock, Inc. stock may be granted to certain key employees as part of a long-term incentive award to aid in retention, align interests with long-term shareholders and motivate performance. Deferred BlackRoc k, Inc. stock awards are generally granted in the form of BlackRock, Inc. restricted stock units that vest t pursuant to the terms of the applicable plan and, once vested, settle in BlackRock, Inc. common stock. T The portfolio managers of these Funds have deferred BlackRock, Inc. stock awards.
For certain portfolio managers, a portion of the discretionary incentive compensation is also distributed in the form of deferred cash awards that notionally track th e returns of select BlackRock investment products they manage, which provides direct alignment of portfolio manager discretionary incentive compensation with investment product results. Deferred cash awards vest ra tably over a number of years and, once vested, settle in the form of cash. Only portfolio managers who man age specified products and whose total compensation is above a specified threshold are eligible to participate in the deferred cash award program.
Other Compensation Benefits. In addition to base salary and discretionary incentive compensation, portfolio managers may be eligible to receive or par ticipate in one or more of the following:
Incentive Savings Plans — BlackRock, Inc. has created a variety of incentive savings plans in which BlackRock employees are eligible to participate, in cluding a 401(k) plan, the BlackRock Retirement Savings Plan (“RSP”), and the BlackRock Employee Stock Purchase Plan (“ESPP”). The employer contribution components of the RSP include a company match equal to 50% of the first 8% of eligible pay contributed to
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the plan capped at $5,000 per year, and a company retirement contribution equal to 3-5% of eligible compensation up to the Internal Revenue Service limit ($350,000 for 2025). The RSP offers a range of investment options, including registered investment co mpanies and collective investment funds managed by the firm. BlackRock contributions follow the invest ment direction set by participants for their own contributions or, absent participant investment direction, are invested into a target date fund that corresponds to, or is closest to, the year in which the particip ant attains age 65. The ESPP allows for investment in BlackRock common stock at a 5% discount on the fair market value of the stock on the purchase date. Annual participation in the ESPP is limited to the purchase of 1,000 shares of common stock or a dollar value of $25,000 based on its fair market value on the purcha se date. All of the eligible portfolio managers are eligible to participate in these plans.
Portfolio Manager Beneficial Ownership
As of December 31, 2025, the portfolio managers benefic ially owned no interests in any of the Funds for which they are primarily responsible for the day-to-day management.
Portfolio Manager Potential Material Conflicts of Interest
BlackRock has built a professional working envir onment, firm-wide compliance culture and compliance procedures and systems designed to protect against p potential incentives that may favor one account over another. BlackRock has adopted policies and procedures that address the allocation of investment opportunities, execution of portfolio transactions, persona l trading by employees and other potential conflicts of interest that are designed to ensure that all client t accounts are treated equitably over time. Nevertheless, BlackRock furnishes investment management and advi sory services to numerous clients in addition to the Funds, and BlackRock may, consistent with applicable law, make investment recommendations to other clients or accounts (including accounts which are hedge funds or have performance or higher fees paid to BlackRock, or in which portfolio managers have a persona l interest in the receipt of such fees), which may be the same as or different from those made to a Fund. In addition, BlackRock, its affiliates and significant shareholders and any officer, director, shareholder or employee may or may not have an interest in the securities whose purchase and sale BlackRock recommends to a Fund. BlackRock, or any of its affiliates or significant shareholders, or any officer, director, share holder, employee or any member of their families may take different actions than those recommended to a F und by BlackRock with respect to the same securities. Moreover, BlackRock may refrain from rendering any advice or services concerning securities of companies of which any of BlackRock’s (or its affiliates’ or sign ificant shareholders’) officers, directors or employees are directors or officers, or companies as to which BlackRoc k or any of its affiliates or significant shareholders or the officers, directors and employees of any of them m has any substantial economic interest or possesses material non-public information. Certain portfolio ma nagers also may manage accounts whose investment strategies may at times be opposed to the strategy utilized for a Fund. It should also be noted that a portfolio manager may be managing hedge fund and/or long only a ccounts, or may be part of a team managing hedge fund and/or long only accounts, subject to incentive fe fees. Such portfolio managers may therefore be entitled to receive a portion of any incentive fees earned on such accounts. Currently, the portfolio managers of these Funds are not entitled to receive a portion of incentive fees of other accounts.
As a fiduciary, BlackRock owes a duty of loyalty to its clients and must treat each client fairly. When BlackRock purchases or sells securities for more than one account, the trades must be allocated in a manner consistent with its fiduciary duties. BlackRock attempts to allocate investments in a fair and equitable manner among client accounts, with no account receiving preferen tial treatment. To this end, BlackRock has adopted policies that are intended to ensure reasonable efficienc y in client transactions and provide BlackRock with sufficient flexibility to allocate investments in a mann er that is consistent with the particular investment discipline and client base, as appropriate.
Accounting Services
State Street Bank and Trust Company (“State Street”), serves as the accounting services provider for the Funds. State Street maintains the books of account and other financial records (oth er than those maintained
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by the Funds’ custodian); records general ledger entries; c calculates daily net income; reconciles activity to the trial balance; calculates and publishes daily net asset t value; prepares account balances; and provides such other accounting services as may be required. In conn ection with its accounting services, State Street also provides certain administration services.
Custodian
State Street, which has its principal place of business at One Congress Street, Suite 1, Boston, Massachusetts 02114-2016, is the custodian for each Fund. The custodi an, among other responsibilities, maintains a custody account or accounts in the name of each Fund, receives and delivers all assets for each Fund upon purchase and upon sale or maturity, and collects and receives all income and other payments and distributions on account of the assets of each Fund.
Transfer and Dividend Disbursing Agent
BNY Mellon Investment Servicing (US) Inc., which ha s its principal place of business at 118 Flanders Road, Westborough, Massachusetts 01581, acts as each Fund’s transfer and dividend disbursing agent.
Credit Agreement
The Trust, on behalf of the Funds, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a 364-day, $2.4 billion credit agreement with a group of lenders, which facility terminates on April 8, 2027, unless otherwise extended or renewed (the “Credit Agreement”). Excluding commitments designated for certain Participating Funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the Credit Agreement. The Funds may borrow under the Credit Agreement to meet shareholder redemptions and for other lawful purposes. However, each Fund may not borrow under the Credit Agreement for leverage. Each Fund may borrow up to the maximum amount allowable under its current Prospectuses and SAI, subject to various other legal, regulatory or contractual limits. Borrowing results in interest expense and other fees and expenses for a Fund which may impact the Fund’s net expenses. The costs of borrowing may reduce a Fund’s return. Each Fund is charged its pro rata share of upfront fees and commitment fees on the aggregate commitment amount based on its net assets. If a Fund borrows pursuant to the Credit Agreement, the Fund will be charged interest at a variable rate.
V. Information on Sales Charges and Distribution Related Expenses
BlackRock Investments, LLC (“BRIL”) is the distribut or for the Funds’ shares. BRIL is a registered broker dealer located at 50 Hudson Yards, New York, New York 10001.
The Trust has entered into a distribution agreement with BRIL in connection with the continuous offering of shares of the Funds.
The Trust, on behalf of each Fund, has adopted Distribution Plans for Investor A Shares and Investor P Shares pursuant to Rule 12b-1 under the 1940 Act (the “Plans” ) pursuant to which the Investor A Shares and Investor P Shares of each Fund pay the Distributor an ong oing service fee, accrued daily and paid monthly, at the annual rate of 0.25% of the average daily net assets attributable to such shares. The Independent Trustees believe that there is reasonable likelihood that the Plans will benefit each Fund and its Investor A and Investor P shareholders.
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Set forth below is information on sales charges (includi ng any contingent deferred sales charges (“CDSCs”)) received by the Funds’ Investor P Shares, including th e amounts paid to affiliates of BFA, for the periods indicated. Fiscal Year Ended December 31, 2025
Fund
Gross Sales Charges Collected
Sales Charges Retained by BRIL
Sales Charges Paid to Affiliates
CDSCs Received on Redemption of Load-Waived Shares BlackRock LifePath ® Index Retirement Fund $1,083,475 $86,048 $86,048 $2,631 BlackRock LifePath ® Index 2030 Fund $1,285,665 $97,916 $97,916 $869 BlackRock LifePath ® Index 2035 Fund $253,382 $20,074 $20,074 $0 BlackRock LifePath ® Index 2040 Fund $1,551,116 $112,985 $112,985 $11 BlackRock LifePath ® Index 2045 Fund $192,948 $13,891 $13,891 $101 BlackRock LifePath ® Index 2050 Fund $866,958 $59,792 $59,792 $0 BlackRock LifePath ® Index 2055 Fund $111,374 $7,421 $7,421 $0 BlackRock LifePath ® Index 2060 Fund $140,851 $9,605 $9,605 $0 BlackRock LifePath ® Index 2065 Fund $116,080 $7,914 $7,914 $0 BlackRock LifePath ® Index 2070 Fund $3,138 $158 $158 $0
Fiscal Year Ended December 31, 2024
Fund
Gross Sales Charges Collected
Sales Charges Retained by BRIL
Sales Charges Paid to Affiliates
CDSCs Received on Redemption of Load-Waived Shares BlackRock LifePath ® Index Retirement Fund $986,428 $79,410 $79,410 $934 BlackRock LifePath ® Index 2030 Fund $1,435,463 $107,634 $107,634 $421 BlackRock LifePath ® Index 2035 Fund $225,507 $17,092 $17,092 $20 BlackRock LifePath ® Index 2040 Fund $1,610,759 $112,363 $112,363 $1 BlackRock LifePath ® Index 2045 Fund $130,602 $9,073 $9,073 $416 BlackRock LifePath ® Index 2050 Fund $834,070 $55,329 $55,329 $3 BlackRock LifePath ® Index 2055 Fund $100,871 $6,991 $6,991 $0 BlackRock LifePath ® Index 2060 Fund $110,841 $7,470 $7,470 $0 BlackRock LifePath ® Index 2065 Fund $93,088 $5,840 $5,840 $0 BlackRock LifePath ® Index 2070 Fund 1 $0 $0 $0 $0
1 For the period September 24, 2024 (commencement of operations) to December 31, 2024.
Fiscal Year Ended December 31, 2023
Fund
Gross Sales Charges Collected
Sales Charges Retained by BRIL
Sales Charges Paid to Affiliates
CDSCs Received on Redemption of Load-Waived Shares BlackRock LifePath ® Index Retirement Fund $951,511 $72,094 $72,094 $1,028 BlackRock LifePath ® Index 2030 Fund $1,362,502 $99,936 $99,936 $24 BlackRock LifePath ® Index 2035 Fund $224,791 $16,285 $16,285 $458 BlackRock LifePath ® Index 2040 Fund $1,570,636 $103,488 $103,488 $119 BlackRock LifePath ® Index 2045 Fund $130,068 $8,895 $8,895 $5 BlackRock LifePath ® Index 2050 Fund $858,452 $55,399 $55,399 $70 BlackRock LifePath ® Index 2055 Fund $97,876 $6,566 $6,566 $0 BlackRock LifePath ® Index 2060 Fund $91,017 $6,041 $6,041 $0 BlackRock LifePath ® Index 2065 Fund $58,517 $3,588 $3,588 $0
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The table below provides information for the fiscal year ended December 31, 2025 about the 12b-1 fees each Fund paid to BRIL under each Plan. A portion of the fees collected by BRIL was paid to affiliates for providing shareholder servicing activities for Investor A and Investor P Shares.
Fund Investor A Shares Investor P Shares BlackRock LifePath ® Index Retirement Fund $421,619 $4,749,448 BlackRock LifePath ® Index 2030 Fund $342,307 $4,539,901 BlackRock LifePath ® Index 2035 Fund $210,228 $194,832 BlackRock LifePath ® Index 2040 Fund $314,914 $4,361,199 BlackRock LifePath ® Index 2045 Fund $204,718 $97,335 BlackRock LifePath ® Index 2050 Fund $248,101 $1,642,460 BlackRock LifePath ® Index 2055 Fund $190,685 $53,657 BlackRock LifePath ® Index 2060 Fund $59,769 $67,184 BlackRock LifePath ® Index 2065 Fund $14,609 $36,075 BlackRock LifePath ® Index 2070 Fund $356 $408
VI. Computation of Offering Price Per Share
An illustration of the computation of the offering pri ce of the Investor P Shares of the Funds based on the value of the Funds’ Investor P Shares’ net assets and the number of Investor P Shares outstanding on December 31, 2025 is set forth below.
BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Net Assets $1,904,696,015 $1,857,989,003 $86,926,532 $1,853,216,828 $46,698,793 Number of Shares Outstanding 128,041,211 98,451,201 4,103,656 79,827,370 1,826,851 Net Asset Value Per Share (net assets divided by number of shares y
outstanding) $14.88 $18.87 $21.18 $23.22 $25.56 Sales Charge (5.25% of offering price; 5.54% of net asset value per share) 1 $0.82 $1.05 $1.17 $1.29 $1.42 Offering Price $15.70 $19.92 $22.36 $24.50 $26.98
BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Net Assets $714,668,255 $26,367,404 $32,093,451 $18,195,550 $559,129 Number of Shares Outstanding 26,288,996 928,082 1,255,173 1,005,297 47,057 Net Asset Value Per Share (net assets divided by number of shares y
outstanding) $27.19 $28.41 $25.57 $18.10 $11.88 Sales Charge (5.25% of offering price; 5.54% of net asset value per share) 1 $1.51 $1.57 $1.42 $1.00 $0.66 Offering Price $28.69 $29.98 $26.99 $19.10 $12.54
1 Rounded to the nearest one-hundredth percent; assumes maximum sales charge is applicable.
The offering price for each Fund’s other share classes is equal to the share class’ net asset value computed as set forth above for Investor P Shares. Though not subject to a sales charge, certain share classes may be subject to a CDSC on redemption. For more informati on on the purchasing and valuation of shares, please see “Purchase of Shares” and “Pricing of Shares” in Part II of this SAI.
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VII. Portfolio Transactions and Brokerage
See “Portfolio Transactions and Brokerage” in Part II of this SAI for more information.
Information about the brokerage commissions paid by ea ch Fund during the past three fiscal years is set forth in the following table:
Fiscal Year Ended December 31, Fund 2025 2024 2023 BlackRock LifePath ® Index Retirement Fund 1 $198,592 $199,026 $71,679 BlackRock LifePath ® Index 2030 Fund 1 $188,097 $218,068 $118,120 BlackRock LifePath ® Index 2035 Fund $156,209 $159,449 $121,790 BlackRock LifePath ® Index 2040 Fund $200,072 $197,651 $133,255 BlackRock LifePath ® Index 2045 Fund $169,668 $144,923 $124,144 BlackRock LifePath ® Index 2050 Fund $162,996 $166,785 $142,832 BlackRock LifePath ® Index 2055 Fund $128,705 $128,935 $108,229 BlackRock LifePath ® Index 2060 Fund $85,576 $79,841 $73,098 BlackRock LifePath ® Index 2065 Fund $34,247 $26,968 $19,474 BlackRock LifePath ® Index 2070 Fund 2 $2,366 $44 N/A
1 LifePath ® Index Retirement Fund and LifePath ® Index 2030 Fund each experienced significant variation in its brokerage commission in the most recent fiscal year ended December 31, 2025 when compared to the fiscal year ended December 31, 2023. The increase in the brokerage commission for each Fund was primarily due to increased portfolio transactions in connection with implementation of certain changes in the portfolio. 2 The Fund commenced operations on September 24, 2024.
None of the Funds owned securities of their “regular brokers or dealers” (as defined in Rule 10b-1 under the 1940 Act) or their parents as of December 31, 2025, w whose shares were purchased during the fiscal year ended December 31, 2025.
The following table shows the dollar amount of brok erage commissions paid to brokers for providing Section 28(e) research/brokerage services under Section 28(e) of the Securities Exchange Act of 1934, as amended, and the approximate dollar amount of the t transactions involved for the fiscal year ended December 31, 2025. The provision of Section 28(e) research/brokerage services was not necessarily a factor in the placement of all brokerage business with such brokers.
Fund
Amount of Commissions Paid to Brokers for Providing 28(e) Eligible Research Services Amount of Brokerage Transactions Involved BlackRock LifePath ® Index Retirement Fund $0 $0 BlackRock LifePath ® Index 2030 Fund $0 $0 BlackRock LifePath ® Index 2035 Fund $0 $0 BlackRock LifePath ® Index 2040 Fund $0 $0 BlackRock LifePath ® Index 2045 Fund $0 $0 BlackRock LifePath ® Index 2050 Fund $0 $0 BlackRock LifePath ® Index 2055 Fund $0 $0 BlackRock LifePath ® Index 2060 Fund $0 $0 BlackRock LifePath ® Index 2065 Fund $0 $0 BlackRock LifePath ® Index 2070 Fund $0 $0
Securities Lending
To the extent that a Fund engages in securities lending, the Fund conducts its securities lending pursuant to an exemptive order from the Commission permitting it to lend portfolio securities to borrowers affiliated with the Fund and to retain an affiliate of the Fund as secur ities lending agent. To the extent that a Fund engages in securities lending, BlackRock Institutional Trust Compan y, N.A. (previously defined as “BTC”) acts as
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securities lending agent for the Fund, subject to th e overall supervision of BFA, pursuant to a written agreement (the “Securities Lending Agency Agreement”). BTC administers the lending program in accordance with guidelines approved by the Board.
The Funds retain a portion of the securities lending income and remit the remaining portion to BTC as compensation for its services as securities lending agent. S ecurities lending income is generally equal to the total of income earned from the reinvestment of cash h collateral (and excludes collateral investment fees as defined below), and any fees or other payments to a nd from borrowers of securities. As securities lending agent, BTC bears all operational costs directly related to securities lending. Each Fund is responsible for fees in connection with the investment of cash collateral received for securities on loan in money market funds advised by BFA or its affiliates, and such fees will not be subject to any waivers (the “collateral investment fees”); however, BTC has agreed to reduce the amount of f securities lending income it receives in order to effectively limit the collateral investment fees each Fund bears to an annual rate of 0.04%. Such money market fund shares will not be subject to a sales load, di stribution fee or service fee. To the extent that a Fund invests cash collateral in a non-government money mark et fund, the Fund may be subject to a discretionary liquidity fee of up to 2% on all redemptions. Discretionary y liquidity fees, may be imposed or terminated at any time at the discretion of the board of directors of the money market fund, or its delegate, if it is determined that such fee would be, or would not be, r respectively, in the best interest of the money market fund. Additionally, a Fund will be subject to a mandatory liquidity fee if the money market fund’s total net redemptions on a single day exceed 5% of the money mark et fund’s net assets, unless the liquidity costs are de minimis (i.e., less than one basis point (0.01%)). The money market fund will determine the size of the mandatory liquidity fee by making a good faith estimat e of certain costs the money market fund would incur if it were to sell a pro rata amount of each security in t the portfolio to satisfy the amount of net redemptions on that day. There is no limit to the size of a mandato ry liquidity fee. If the money market fund cannot estimate the costs of selling a pro rata amount of each portfolio security in good faith and supported by data, it is required to apply a default liquidity fee of 1% on the value of shares redeemed on that day. The imposition of any such discretionary or mandatory liqui dity fee would reduce the Fund’s returns on securities lending.
Under the securities lending program, each Fund is cate gorized into one of several specific asset classes. The determination of a Fund’s asset class category (fixed-inco me, domestic equity, international equity or fund of funds), each of which may be subject to a different fe fee arrangement, is based on a methodology agreed to by the Trust and BTC.
Pursuant to the current securities lending agreement: (i) the Funds retain 82% of securities lending income (which excludes collateral investment fees); and (ii) this amount can never be less than 70% of the sum of securities lending income plus collateral investment fees.
In addition, commencing the business day following the date that the aggregate securities lending income earned across the BlackRock Multi-Asset Complex in a ca lendar year exceeds a specific threshold, each Fund, pursuant to the current securities le nding agreement, will receive for the remainder of that calendar year securities lending income as follows:
(i) 85% of securities lending income (which excludes colla teral investment fees); and (ii) this amount can never be less than 70% of the sum of securities lending income plus collateral investment fees.
Prior to January 1, 2026, the Funds were subject to the same securities lending fee arrangement.
The services provided to BlackRock LifePath ® Index Retirement Fund, BlackRock LifePath ® Index 2030 Fund, BlackRock LifePath ® Index 2035 Fund, BlackRock LifePath ® Index 2040 Fund, BlackRock LifePath ® Index 2045 Fund, BlackRock LifePath ® Index 2050 Fund, BlackRock LifePath ® Index 2055 Fund, BlackRock LifePath ® Index 2060 Fund, BlackRock LifePath ® Index 2065 Fund, and BlackRock LifePath Index 2070 Fund by BTC, in the most recent fiscal year ended D ecember 31, 2025 primarily included the following:
(1) selecting borrowers from an approved list of bo rrowers and executing a securities lending agreement as agent on behalf of each Fund with each such borrower;
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(2) negotiating the terms of securities lo ans, including the amount of fees;
(3) directing the delivery of loaned securities;
(4) monitoring the daily value of th e loaned securities and directing the paym ent of additional collateral or the return of excess collateral, as necessary;
(5) investing cash collateral received in connection with any loaned securities;
(6) monitoring distributions on loaned securiti es (for example, interest and dividend activity);
(7) in the event of default by a borrower with respect t to any securities loan, using the collateral or the proceeds of the liquidation of collateral to purchase rep lacement securities of the same issue, type, class and series as that of the loaned securities; and
(8) terminating securities loans and arranging for the return of loaned securities to each Fund at loan termination.
The following tables show the dollar amounts of inco me and fees/compensation related to the securities lending activities of each Fund during its most recent fiscal year ended December 31, 2025.
BlackRock LifePath ® Index Retirement Fund
BlackRock LifePath ® Index 2030 Fund
BlackRock LifePath ® Index 2035 Fund
BlackRock LifePath ® Index 2040 Fund
BlackRock LifePath ® Index 2045 Fund Gross income from securities lending activities $2,089,269 $1,029,577 $443,891 $1,156,367 $666,529 Fees and/or compensation for securities lending activities and
ld i related services Securities lending income paid to BTC for services as securities
ldi g p
lending agent 20,005 10,569 4,564 11,237 7,069 Cash collateral management expenses not included in securities
ldiiid BTC gp
lending income paid to BTC 18,556 9,053 3,963 10,259 5,919 Administrative fees not included in securities lending income paid
BTC g p
to BTC 0 0 0 0 0 Indemnification fees not included in securities lending income
id BTC g
paid to BTC 0 0 0 0 0 Rebates (paid to borrowers) 1,952,631 959,365 412,913 1,080,135 619,551 Other fees not included in securities lending income paid to BTC 0 0 0 0 0 Aggregate fees/compensation for securities lending activities $1,991,192 $978,987 $421,440 $1,101,631 $632,539 Net income from securities lending activities $98,077 $50,590 $22,451 $54,736 $33,989
BlackRock LifePath ® Index 2050 Fund
BlackRock LifePath ® Index 2055 Fund
BlackRock LifePath ® Index 2060 Fund
BlackRock LifePath ® Index 2065 Fund
BlackRock LifePath ® Index 2070 Fund Gross income from securities lending activities $3,354,151 $393,563 $221,572 $107,374 $742 Fees and/or compensation for securities lending activities and
ld i related services Securities lending income paid to BTC for services as securities
ldi g p
lending agent 33,003 3,757 2,089 1,304 8 Cash collateral management expenses not included in securities
ldiiid BTC gp
lending income paid to BTC 29,766 3,562 1,996 1,088 6 Administrative fees not included in securities lending income paid
BTC g p
to BTC 0 0 0 0 0 Indemnification fees not included in securities lending income
id BTC g
paid to BTC 0 0 0 0 0 Rebates (paid to borrowers) 3,132,069 367,261 207,198 97,584 696 Other fees not included in securities lending income paid to BTC 0 0 0 0 0 Aggregate fees/compensation for securities lending activities $3,194,838 $374,580 $211,283 $99,976 $710 Net income from securities lending activities $159,313 $18,983 $10,289 $7,398 $32
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VIII. Additional Information
Independent Registered Public Accounting Firm. PricewaterhouseCoopers LLP, with offices at Two Commerce Square, 2001 Market Street, Suite 1800, Philadelphia, Pennsylvania 19103, serves as the Funds’ independent registered public accounting firm.
Counsel. Ropes & Gray LLP, with offices at 1211 Avenue of the Americas, New York, New York 10036, serves as the Funds’ counsel.
Principal Shareholders
To the knowledge of the Trust, the following entities owned of f record or beneficially 5% or more of a class of a Fund’s shares as of April 1, 2026:
BlackRock LifePath ® Index Retirement Fund
Name Address % Class National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
12.94% Investor A Shares
Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
11.98% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
30.61% Institutional Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
9.82% Institutional Shares
Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101 7.08% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
90.96% Investor P Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
36.22% Class K Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 8.09% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010
7.18% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
6.83% Class K Shares
DCGT 711 High Street Des Moines, IA 50392
5.67% Class K Shares
BlackRock LifePath ® Index 2030 Fund
Name Address % Class National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
16.82% Investor A Shares
Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
7.25% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
6.38% Investor A Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 5.79% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
30.24% Institutional Shares
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Name Address % Class Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101 7.10% Institutional Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
5.36% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
83.99% Investor P Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
37.67% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010
7.94% Class K Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 6.69% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392 6.09% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
5.91% Class K Shares
BlackRock LifePath ® Index 2035 Fund
Name Address % Class Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
18.01% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
17.94% Investor A Shares
Massachusetts Mutual Life Insurance 1295 State Street Springfield, MA 01111
9.41% Investor A Shares
Morgan Stanley Smith Barney LLC 1 New York Plaza, Floor 12 New York, NY 10004-1901 8.05% Investor A Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 5.01% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
23.12% Institutional Shares
Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101 20.59% Institutional Shares
TIAA Trust, N.A. 8500 Andrew Carnegie Blvd. Charlotte, NC 28262-8500 6.13% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 5.64% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
5.34% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 83.99% Investor P Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
38.07% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010 8.90% Class K Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111
7.84% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
6.55% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392
5.69% Class K Shares
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BlackRock LifePath ® Index 2040 Fund
Name Address % Class Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
18.66% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
15.91% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
6.99% Investor A Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 5.65% Investor A Shares
Morgan Stanley Smith Barney LLC 1 New York Plaza, Floor 12 New York, NY 10004-1901 5.40% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
36.89% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
83.31% Investor P Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
37.95% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010 7.87% Class K Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 6.77% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392
5.88% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
5.84% Class K Shares
BlackRock LifePath ® Index 2045 Fund
Name Address % Class Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
19.32% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
17.22% Investor A Shares
Massachusetts Mutual Life Insurance 1295 State Street Springfield, MA 01111 7.18% Investor A Shares
Empower Trust 8515 East Orchard Road Greenwood Village, CO 80111 6.43% Investor A Shares
Morgan Stanley Smith Barney LLC 1 New York Plaza, Floor 12 New York, NY 10004-1901 5.90% Investor A Shares
Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101
20.95% Institutional Shares
National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
18.17% Institutional Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111
7.37% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
7.05% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
5.04% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
67.51% Investor P Shares
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Name Address % Class National Financial Services LLC 499 Washington Boulevard, Floor 5 Jersey City, NJ 07310-2010
38.02% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010
8.97% Class K Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111 8.06% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
6.25% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392
6.12% Class K Shares
BlackRock LifePath ® Index 2050 Fund
Name Address % Class National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
21.73% Investor A Shares
Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
19.07% Investor A Shares
Morgan Stanley Smith Barney LLC 1 New York Plaza, Floor 12 New York, NY 10004-1901 5.62% Investor A Shares
Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101 22.81% Institutional Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
12.12% Institutional Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111 9.53% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
9.50% Institutional Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111
6.67% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
80.40% Investor P Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
40.34% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010 7.84% Class K Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111 6.76% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392
5.97% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
5.68% Class K Shares
BlackRock LifePath ® Index 2055 Fund
Name Address % Class National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010 24.73% Investor A Shares
Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
12.51% Investor A Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111 8.17% Investor A Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111
19.34% Institutional Shares
Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101
18.61% Institutional Shares
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Name Address % Class National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
13.58% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
5.98% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
5.31% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
54.56% Investor P Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
38.34% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010
8.55% Class K Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111
7.72% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392
6.12% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
6.08% Class K Shares
BlackRock LifePath ® Index 2060 Fund
Name Address % Class National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
34.21% Investor A Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111
12.84% Investor A Shares
Voya Institutional Trust Company 1 Orange Way Windsor, CT 06095-4774 7.88% Investor A Shares
Charles Schwab & Co., Inc. 101 Montgomery Street San Francisco, CA 941044122
7.31% Investor A Shares
Minnesota Life Insurance Company 400 Robert Street North Saint Paul, MN 55101 21.04% Institutional Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
11.38% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
8.96% Institutional Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111 6.92% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
61.75% Investor P Shares
National Financial Services LLC 499 Washington Blvd Jersey City, NJ 07310
37.29% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street Boston, MA 02116-5010
9.45% Class K Shares
Empower Trust 8515 E Orchard Rd 2T2 Greenwood Village, CO 80111 7.40% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith Incorporated 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
6.41% Class K Shares
DCGT as TTEE 711 High Street Des Moines, IA 50392
6.00% Class K Shares
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BlackRock LifePath ® Index 2065 Fund
Name Address % Class National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
39.43% Investor A Shares
Empower Trust 8515 E Orchard Rd 2T2
d ll Greenwood Village, CO 80111 14.44% Investor A Shares
Voya Institutional Trust Company 1 Orange Way
dT gy Windsor, CT 06095-4774 12.32% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 16.87% Institutional Shares
Minnesota Life Insurance Company 400 Robert Street North
l Saint Paul, MN 55101 16.79% Institutional Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
11.52% Institutional Shares
SEI Private Trust Company One Freedom Valley Drive
kA Oaks, PA 19456 7.67% Institutional Shares
Empower Trust 8515 E Orchard Rd 2T2
d ll Greenwood Village, CO 80111 5.15% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 65.67% Investor P Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010
27.01% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street
A y
Boston, MA 02116-5010 16.59% Class K Shares
Empower Trust 8515 E Orchard Rd 2T2
d ll Greenwood Village, CO 80111 7.69% Class K Shares
DCGT as TTEE 711 High Street
A g
Des Moines, IA 50392 7.55% Class K Shares
Merrill Lynch, Pierce, Fenner & Smith
d y
Incorporated 4800 East Deerlake Drive,
d l 3rd Floor Jacksonville, FL 32246-6484
5.29% Class K Shares
BlackRock LifePath ® Index 2070 Fund
Name Address % Class BlackRock Financial Management Inc 50 Hudson Yards
k New York, NY 10001-2180 32.07% Investor A Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010 14.39% Investor A Shares
Voya Institutional Trust Company 1 Orange Way
dT gy Windsor, CT 06095-4774 14.28% Investor A Shares
DCGT as TTEE 711 High Street
A g
Des Moines, IA 50392 8.14% Investor A Shares
DCGT as TTEE 711 High Street
A g
Des Moines, IA 50392 72.19% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
15.87% Institutional Shares
BlackRock Financial Management Inc 50 Hudson Yards
k New York, NY 10001-2180 7.13% Institutional Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 88.67% Investor P Shares
BlackRock Financial Management Inc 50 Hudson Yards
k New York, NY 10001-2180 8.03% Investor P Shares
National Financial Services LLC 499 Washington Blvd, Fl 5 Jersey City, NJ 07310-2010 21.37% Class K Shares
DCGT as TTEE 711 High Street
A g
Des Moines, IA 50392
14.55% Class K Shares
John Hancock Life Insurance Company 200 Berkeley Street
A y
Boston, MA 02116-5010 13.90% Class K Shares
MAC & Co. 500 Grant Street, Room 1512700 Pittsburgh, PA 15258
8.17% Class K Shares
Empower Trust 8515 E Orchard Rd 2T2
d ll Greenwood Village, CO 80111 5.08% Class K Shares
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Capital Stock
As of the date of this SAI, the beneficial interests in the Trust are divided into transferable shares of 38 separate and distinct series authorized and established by y the Board. The number of shares of each series, and class thereof, is unlimited and each share has no par v value. The Board of Trustees may, in the future, authorize the issuance of other series representing shares of additional investment portfolios or funds. Except to the extent the 1940 Act expressly grants to share holders the power to vote on such termination(s), the Trust, or any series (or class) thereof, may be terminated at any time by the Trustees with written notice to the shareholders.
Although the Trust is not required to hold regular annua l shareholder meetings, occasional annual or special meetings may be required for purposes such as electing and removing Trustees, approving advisory contracts, and changing a Fund’s fundamental investment policies.
History of the Trust
BlackRock Funds III (previously defined as the “Trus t”) was organized on December 4, 2001 as a statutory trust under the laws of the State of Delaware under the name Barclays Global Investors Funds. The Trust was originally organized as a Maryland corporation name d Barclays Global Investors Funds, Inc. (the “Maryland corporation”). On August 21, 2001, the Board of Directo rs of the Maryland corporation approved a proposal to redomicile the Maryland corporation in Delaware as a Delaware statutory trust (the “Redomiciling”). Shareholders of the Maryland corporation approved the Redomiciling on November 16, 2001. The Trust was established with multiple series corresponding to, and havi ng identical designations as, the series of the Maryland corporation. The Redomiciling was effected on January 11, 2002, at which time the Trust assumed the operations of the Maryland corporation and adopted the Maryland corporation’s registration statement. Shortly thereafter, the Maryland corporation was disso lved. On December 1, 2009, the Trust was renamed BlackRock Funds III. Each of the Funds is classified as diversified.
IX. Financial Statements
The audited financial statements, financial highlights and notes thereto in the Funds’ Annual Financial Statements and Additional Information for the fiscal year ended December 31, 2025, as filed with the SEC on Form N-CSR (the “2025 Annual Financial Statements”), are incorporated in this SAI by reference. No other parts of the 2025 Annual Financial Statements are incorporated by reference herein. The 2025 Annual Financial Statements have been audited by PricewaterhouseCoopers LLP. The report of PricewaterhouseCoopers LLP is incorporated herein by reference. Such 2025 Annual Financial Statements have been incorporated herein in reliance upon the report of such firm given their authority as experts in accounting and auditing. Additional copies of each Fund’s annual and semi-annual reports to shareholders and each Fund’s Annual and Semi-Annual Financial Statements and Additional Information may be obtained at no charge by telephoning the Distributor at the telephone number appearing on the front page of this SAI.
X. Disclaimers
The “S&P 500 ® ,” “S&P National AMT-Free Municipal Bond IndexT xTM ” and “S&P North American Natural Resources Sector IndexT xTM ” (collectively, the “S&P Indexes”) are products of S&P Dow Jones Indices LLC, a division of S&P Global, or its affiliates (“SPDJI”) and h ave been licensed for use by BFA or its affiliates. Standard & Poor’s ® and S&P ® are registered trademarks of Standard & Poor’s Financial Services LLC, a division of S&P Global (“S&P”); Dow Jones ® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and these trademarks have been li censed for use by SPDJI and sublicensed for certain purposes by iShares Trust. It is not possible to invest directly in an index. The iShares Core S&P 500 ETF, iShares National Muni Bond ETF and iShares North American N Natural Resources ETF (collectively, the “iShares S&P Funds”) are not sponsored, endorsed, sold or promoted d by SPDJI, Dow Jones, S&P, any of their respective affiliates (collectively, “S&P Dow Jones Indices”). S& P Dow Jones Indices make no representation or warranty,
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express or implied, to the owners of the iShares S&P Funds or any member of the public regarding the advisability of investing in securities generally or in the iShares S&P Funds particularly or the ability of the S&P Indexes to track general market performance. Past performance of an index is not an indication or guarantee of future results. S&P Dow Jones Indices’ only relationship to iShares Trust and BFA and their affiliates with respect to the S&P Indexes is the licensing of the S&P Indexes and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices and/or its licensors. The S&P Indexes are determined, composed and calculated by S&P Dow Jones Indices without regard to iShares Trust, BFA or its affiliates or the iShares S&P Funds. S&P Dow Jones Indices have no obligation to take the needs of BFA or its affiliates or the owners of the iShares S&P Funds into consideration in determining, composing or calculating the S&P Indexes. S&P Dow Jones Indices are not responsible for and have not participated in the determination of the prices, and amount of the iShares S&P Funds or the timing of the issuance or sale of the iShares S&P Funds or in the determination or calculation of the equation by which the iShares S&P Funds are to be converted into cash, surrendered or redeemed, as the case may be. S&P Dow Jones Indices have no obligation or liability in connection with the administration, marketing or trading of the iShares S&P Funds. There is no assurance that investment products based on the S&P Indexes will accurately track index performance or provide positive investment returns. S&P Dow Jones Indices LLC is not an investment or tax advisor. A tax advisor should be consulted to evaluate the impact of any tax-exempt securities on portfolios and the tax consequences of making any particular investment decision. Inclusion of a security within an index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice.
NEITHER S&P DOW JONES INDICES NOR THIRD PARTY LICENSOR GUARANTEES THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P INDEXES OR ANY DATA RELATED THERETO OR ANY COMMU NICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLI ED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY BFA OR ITS AFFILIATES, OWNERS OF THE ISHARES S&P FUNDS, OR ANY OTHER PERSON OR ENTITY Y FROM THE USE OF THE S&P INDEXES OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PU NITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PR OFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILI TY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND BFA OR ITS AFFILIATES, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.
The iShares Russell Mid-Cap ETF and the iShares Russe ll 2000 ETF (the “iShares Russell Funds”) have been developed solely by BFA or its affiliates. The iShares Russell Funds are not in any way connected to or sponsored, endorsed, sold or promoted by the London Stock Exchange Group plc and its group undertakings (collectively, the “LSE Group”). FTSE Russell is a trading name of certain of the LSE Group companies.
All rights in the Russell Midcap ® Index and Russell 2000 ® Index (the “Russell Indexes”) vest in the relevant LSE Group company which owns the Russell Indexes. “FTSE ® ”, “Russell ® ”, and “FTSE Russell ® ”, are trade marks of the relevant LSE Group company and is/are used by any other LSE Group company under license.
The Russell Indexes are calculated by or on behalf of FTSE International Limited, FTSE Fixed Income, LLC, or its affiliate, agent or partner. The LSE Group does not t accept any liability whatsoever to any person arising out of (a) the use of, reliance on or any error in the Ru ssell Indexes or (b) investment in or operation of the
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iShares Russell Funds. The LSE Group makes no claim, prediction, warranty or representation either as to the results to be obtained from the iShares Russell Funds or r the suitability of the Russell Indexes for the purpose to which it is being put by BFA or its affiliates.
THE ISHARES MSCI CANADA ETF, ISHARES MSCI EAFE ETF, ISHARES MSCI EAFE SMALL-CAP ETF, ISHARES MSCI EMERGING MARKETS ETF, ISHARES MSCI EMERGING MARKETS SMALL-CAP ETF AND ISHARES CORE MSCI TOTAL INTERNATIONAL STOCK ETF (COLLECTIVELY, THE “ISHARES MSCI FUNDS”) ARE NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. (“MSCI”), ANY OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (CO LLECTIVELY, THE “MSCI PARTIES”). “MSCI CANADA CUSTOM CAPPED INDEX,” “MSCI EAFE INDEX,” “MSCI EMERGING MARKETS INDEX,” “MSCI EMERGING MARKETS SMALL CAP INDEX,” “MSCI ACWI EX USA IMI” AND “MSCI EAFE SMALL CAP INDEX” (COLLECTIVELY, THE “MSCI INDEXES”) ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY BFA OR ITS AFFILIATES. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWN WNERS OF THE ISHARES MSCI FUNDS OR ANY OTHER PERSON OR ENTITY REGARDING THE A ADVISABILITY OF INVESTING IN FUNDS GENERALLY OR IN THE ISHARES MSCI FUNDS PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO TH E ISHARES MSCI FUNDS OR THE ISSUER OR OWNERS OF THE ISHARES MSCI FUNDS OR AN Y OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE TH E NEEDS OF THE ISSUER OR OWNERS OF THE ISHARES MSCI FUNDS OR ANY OTHER PER SON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING T THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF TH E ISHARES MSCI FUNDS TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF TH E EQUATION BY OR THE CONSIDERATION INTO WHICH THE ISHARES MSCI FUNDS ARE REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF THE ISHARES MSCI FUNDS OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERI NG OF THE ISHARES MSCI FUNDS.
ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE ISHARES MSCI FUNDS, OWNERS OF THE ISHARES MSCI FUNDS, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (I NCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
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No purchaser, seller or holder of the iShares MSCI Funds, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote the iShares MSCI Funds without first contacting MSCI to determine w whether MSCI’s permission is required. Under no circumstances may any person or entity claim any a ffiliation with MSCI without the prior written permission of MSCI.
The ICE BofA 1-5 Year US Corporate Index, ICE U.S. T Treasury 1-3 Year Bond Index, ICE U.S. Treasury 3-7 Year Bond Index, ICE U.S. Treasury 7-10 Year Bond I ndex, ICE U.S. Treasury 10-20 Year Bond Index, ICE U.S. Treasury 20+ Year Bond Index, ICE BofA US Corpor ate Index, ICE BofA 5-10 Year US Corporate Index and ICE Short US Treasury Securities Index (collectivel y, the “ICE Indexes”) are service/trade marks of ICE Data Indices, LLC (“ICE Data”) or its affiliates (“Int eractive Data”) and have been licensed for use by BlackRock, Inc. and its affiliates in connection with t the iShares 1-5 Year Investment Grade Corporate Bond ETF, iShares 1-3 Year Treasury Bond ETF, iShares 3-7 Year Treasury Bond ETF, iShares 7-10 Year Treasury Bond ETF, iShares 10-20 Year Treasury Bond ETF, iShares 20+ Year Treasury Bond ETF, iShares Broad USD Investment Grade Corporate Bond ETF, iShares 5-10 Year Investment Grade Corporate Bond ETF and iShares Short Treasury Bond ETF (collectively, the “i Shares ICE Funds”). Neither BlackRock, Inc. nor the iShares ICE Funds is sponsored, endorsed, sold or promoted by ICE Data and ICE Data makes no representations or warranties regarding BlackRock, Inc. or the iShares ICE Funds or the ability of the iShares ICE Funds to track the applicable Index.
ICE DATA MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE ICE INDEXES OR ANY DATA INCLUDED THEREIN. IN NO EVENT SHALL ICE DATA HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, DIRECT, INDIRECT, OR CONSEQUENTIAL DAMAGES (I NCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
“Bloomberg ® ” and “Bloomberg U.S. Aggregate Bond Index,” “Bloomberg U.S. Government/Credit Bond Index,” “Bloomberg U.S. Intermediate Credit Bond Inde x,” “Bloomberg U.S. Intermediate Government Bond Index,” “Bloomberg U.S. Intermediate Governme nt/Credit Bond Index,” “Bloomberg U.S. Long Credit Bond Index,” “Bloomberg U.S. Long Government Bond Index, ” “Bloomberg U.S. MBS Index,” “Bloomberg U.S. Securitized: MBS, ABS, and CMBS Index” and “Bloomberg U U.S. Treasury Inflation Protected Securities (TIPS) Index (Series-L)” (collectively, the “Bloomberg Indexes” ) are service marks of Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BI SL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by BFA or its affiliates.
iShares Core U.S. Aggregate Bond ETF, iShares Go vernment/Credit Bond ETF, iShares Intermediate Government/Credit Bond ETF, iShares MBS ETF, iShares U. S. Intermediate Credit Bond Index Fund, iShares U.S. Intermediate Government Bond Index Fund, iS hares U.S. Long Credit Bond Index Fund, iShares U.S. Long Government Bond Index Fund, iShares U.S. Securitized Bond Index Fund and iShares TIPS Bond ETF (collectively, the “iShares Bloomberg Funds”) are not sponsored, endorsed, sold or promoted by Bloomberg. Bloomberg does not make any representation or warrant y, express or implied, to the owners of or counterparties to the iShares Bloomberg Funds or any member of the public regarding the advisability of investing in securities generally or in the iShares Bl oomberg Funds particularly. The only relationship of Bloomberg to BFA or its affiliates is the licensing of certain trademarks, trade names and service marks and of the Bloomberg Indexes, which is det ermined, composed and calculated by BISL without regard to BFA or its affiliates or the iShares Bloomberg Funds. Bloomberg ha s no obligation to take the needs of BFA or its affiliates or the owners of the iShares Bloomberg Funds into consideration in determining, composing, or calculating the Bloomberg Indexes. Bloomberg is not responsible for and has not participated in the determination of the timing of, prices at, or quan tities of the iShares Bloomberg Funds to be issued. Bloomberg shall not have any obligation or liability , including, without limitation, to iShares Bloomberg Funds customers, in connection with the administrati on, marketing or trading of the iShares Bloomberg Funds.
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BLOOMBERG DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE BLOOMBERG INDEXES OR ANY DATA RELATED T THERETO AND SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRU PTIONS THEREIN. BLOOMBERG DOES NOT MAKE ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY BFA OR ITS AFFILIATES, OWNERS OF THE ISHARES BL OOMBERG FUNDS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG INDEXES OR ANY DATA RELATED THERETO. BLOOMBERG DOES NOT MAKE ANY EXPRESS OR R IMPLIED WARRANTIES AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE BLOOMBERG INDEXES OR ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF TH E FOREGOING, TO THE MAXIMUM EXTENT ALLOWED BY LAW, BLOOMBERG, ITS LICENSORS, AND ITS AND THEIR RESPECTIVE EMPLOYEES, CONTRACTORS, AGENTS, SUPPLIER S, AND VENDORS SHALL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR ANY INJURY OR DAMAGES—WHETHER DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR OTHERWISE—ARISING IN CONNECTION WITH THE ISHARES BLOOMBERG FUNDS OR BLOOMBERG INDEXES OR ANY DATA OR VALUES RELATING THERETO—WHETHER ARISING FROM THEIR NEGLIGENCE OR OTHERWISE, EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF.
The iShares J.P. Morgan USD Emerging Markets Bond ETF is not sponsored, endorsed, sold or promoted by JPMorgan Chase & Co. (“J.P. Morgan”). J.P. Mo rgan makes no representation or warranty, express or implied, to the owners of shares of iShares J.P. Mo rgan USD Emerging Markets Bond ETF or any member of the public regarding the advisability of investing in securities generally or in iShares J.P. Morgan USD
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"text": "Supplement dated October 16, 2026"
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"id": "e7180840-e16e-49fb-82a0-427ea236762b",
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"text": "to the Statement of Additional Information (\u201cSAI\u201d) of each of the funds listed"
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"text": "in Appendix A (each, a \u201cFund\u201d), as amended from time to time."
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"id": "59ea3620-f5b9-4f9e-80ae-4dbda943a3db",
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"text": "The list in the section entitled \u201cPurchase of Shares - Additional Payments by BlackRock - D. Service"
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"text": "Organizations Receiving Additional Payments\u201d in Part II, or in the section entitled \u201cMiscellaneous -"
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"text": "Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,\u201d"
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"text": "Fund\u2019s current SAI, is deleted in its entirety and replaced with the following:"
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