{"annotation_id":"80fe6294-88d2-4b0c-a6b8-9e076eedcd4b","file_hash":"8330f9cdf8313b2c77798e585ae5550ef51cac3f6fbc020d15dc300726ba1c7e","schema_id":"open/document-extraction","schema_version":"0.5.0","record":{"extraction_type":"boxes","producer":"pdf-extractor-v0.5.0","blocks":[{"id":"0071877e-7e77-49d0-8691-028160632545","block_type":"box","text":"iShares Trust","page_number":1,"box":{"x":450,"y":69,"width":103,"height":10}},{"id":"a92e9f0c-5b32-4952-bd34-e09424e103e0","block_type":"box","text":"Supplement dated October 20, 2026","page_number":1,"box":{"x":367,"y":92,"width":269,"height":13}},{"id":"7ea50018-279f-42e1-bb0e-40c8353b717f","block_type":"box","text":"to the currently effective Prospectus and Statement of Additional Information (the “SAI”) for the iShares","page_number":1,"box":{"x":117,"y":108,"width":754,"height":13}},{"id":"2e7417f6-d280-4863-8939-cbce6348c25c","block_type":"box","text":"®","page_number":1,"box":{"x":872,"y":108,"width":10,"height":7}},{"id":"d367aa3c-4df6-4ff8-9001-94be62659ea4","block_type":"box","text":"iBonds","page_number":1,"box":{"x":305,"y":123,"width":48,"height":10}},{"id":"3a384e20-e8e8-4b5c-9f54-fcaf09720d10","block_type":"box","text":"®","page_number":1,"box":{"x":354,"y":123,"width":9,"height":7}},{"id":"2911df06-f349-432c-b48a-f3365e81c08c","block_type":"box","text":"Oct 2026 Term TIPS ETF* (IBIC) (the “Fund”)","page_number":1,"box":{"x":367,"y":123,"width":332,"height":13}},{"id":"28ad8dbc-7bfd-479e-88c2-5dafcb86f864","block_type":"box","text":"*The iShares iBonds Oct 2026 Term TIPS ETF may also conduct business as the iBonds Oct 2026","page_number":1,"box":{"x":118,"y":147,"width":728,"height":12}},{"id":"d8a37cbe-3d40-4b4b-902a-548df53fb69c","block_type":"box","text":"Term TIPS ETF.","page_number":1,"box":{"x":116,"y":163,"width":117,"height":9}},{"id":"961cf70c-3457-42b7-9798-596c7989eb95","block_type":"box","text":"The Fund has liquidated effective October 20, 2026. All references to the Fund in its Prospectus and SAI","page_number":1,"box":{"x":116,"y":185,"width":755,"height":13}},{"id":"1863ecb5-395d-487e-9fd8-e1c21bc73bf7","block_type":"box","text":"are hereby removed.","page_number":1,"box":{"x":116,"y":201,"width":153,"height":13}},{"id":"aaf1a87e-ce0b-4c08-8ea9-954794527178","block_type":"box","text":"If you have any questions, please call 1-800-iShares (1-800-474-2737).","page_number":1,"box":{"x":117,"y":224,"width":521,"height":13}},{"id":"35ee08e7-5836-4227-845b-b09bc58308ae","block_type":"box","text":"iShares","page_number":1,"box":{"x":117,"y":869,"width":40,"height":8}},{"id":"bce58a80-52c9-4027-b091-7e7bb6497b05","block_type":"box","text":"®","page_number":1,"box":{"x":158,"y":869,"width":8,"height":5}},{"id":"85e34c63-c83b-41ab-864b-6c2e6b9ddb66","block_type":"box","text":"is a registered trademark of BlackRock Fund Advisors or its affiliates.","page_number":1,"box":{"x":170,"y":869,"width":396,"height":10}},{"id":"f4773696-a92c-4a4d-ba57-ec97e722313a","block_type":"box","text":"IS-A-IBIC-1026","page_number":1,"box":{"x":796,"y":887,"width":87,"height":8}},{"id":"f1a51cfc-ba75-456e-8e78-4874c44d8d0b","block_type":"box","text":"PLEASE RETAIN THIS SUPPLEMENT","page_number":1,"box":{"x":368,"y":911,"width":265,"height":9}},{"id":"8ea8a776-0c9c-4936-974e-7368297dd32f","block_type":"box","text":"FOR FUTURE REFERENCE","page_number":1,"box":{"x":407,"y":926,"width":186,"height":10}},{"id":"a84ef297-9cab-467a-980e-fe205657ceeb","block_type":"box","text":"iShares, Inc., iShares Trust, and iShares U.S. ETF Trust","page_number":2,"box":{"x":298,"y":69,"width":408,"height":12}},{"id":"666ecb6f-7a77-4624-b234-9477b812ed8e","block_type":"box","text":"Supplement dated September 11, 2026","page_number":2,"box":{"x":352,"y":85,"width":300,"height":12}},{"id":"36315a0d-3ddb-4c02-ad4d-b96b00b3969f","block_type":"box","text":"to the currently effective Statement of Additional Information (the “SAI”) for each series of","page_number":2,"box":{"x":153,"y":100,"width":696,"height":13}},{"id":"65b34042-946f-4c11-8a4a-4e7091fd5732","block_type":"box","text":"iShares, Inc., iShares Trust, and iShares U.S. ETF Trust (each, a “Fund”)","page_number":2,"box":{"x":234,"y":116,"width":536,"height":12}},{"id":"aff4bef1-57c4-4ebe-aefd-f2c658b66730","block_type":"box","text":"Effectively immediately, the fifth paragraph of the “Payments by BFA and its Affiliates” subsection of","page_number":2,"box":{"x":117,"y":139,"width":767,"height":13}},{"id":"1a0c13b2-0694-4e40-88d9-9ad4e8b0ccae","block_type":"box","text":"the section entitled “Investment Advisory, Administrative and Distribution Services” of the SAI for","page_number":2,"box":{"x":116,"y":154,"width":748,"height":13}},{"id":"3815e89a-70e4-4065-b79f-690772cec901","block_type":"box","text":"each series is deleted in its entirety and replaced with the following:","page_number":2,"box":{"x":116,"y":170,"width":519,"height":13}},{"id":"768169fe-9cfb-4c0c-a398-c19a5160b126","block_type":"box","text":"In addition, BFA Entities have entered into other contractual arrangements with Intermediaries and","page_number":2,"box":{"x":117,"y":193,"width":719,"height":13}},{"id":"a9e65247-c33d-4a59-98a7-0e252ba3cc47","block_type":"box","text":"certain other third parties that the BFA Entities believe may benefit the business of the BFA Entities or","page_number":2,"box":{"x":116,"y":209,"width":737,"height":12}},{"id":"97600475-e58e-469e-a4cf-d95b26d36c83","block_type":"box","text":"facilitate investment in the Fund or certain Products. Such agreements can include payments by BFA","page_number":2,"box":{"x":116,"y":224,"width":734,"height":13}},{"id":"0b65b428-1636-49c6-a6d6-5c0a60fca4ec","block_type":"box","text":"Entities to such Intermediaries and third parties for data collection and provision, technology support,","page_number":2,"box":{"x":117,"y":240,"width":739,"height":12}},{"id":"3e9c694a-babd-46f9-9f35-917ffc1b7e27","block_type":"box","text":"platform enhancement, or educational content, co-marketing and cross-promotional efforts. In certain","page_number":2,"box":{"x":116,"y":255,"width":749,"height":13}},{"id":"875df340-235a-49b2-9597-ccd9b08bf317","block_type":"box","text":"cases, such payments to Intermediaries are subject to certain minimum payment levels or tiered","page_number":2,"box":{"x":116,"y":271,"width":701,"height":12}},{"id":"f9dcb67f-3ffe-4d23-9323-d6e35b6c5eec","block_type":"box","text":"payments. With respect to certain funds and Products, payments by the BFA Entities may take the form","page_number":2,"box":{"x":116,"y":286,"width":754,"height":13}},{"id":"1bff477c-904a-49ad-8c7b-448d3b3e29c2","block_type":"box","text":"of, among other things, “due diligence” payments for an Intermediary’s review of such funds and","page_number":2,"box":{"x":116,"y":302,"width":708,"height":12}},{"id":"d4317fbe-7cc9-43b3-8caa-151b28b49de6","block_type":"box","text":"Products; payment for providing employee training and information relating to such funds and Products;","page_number":2,"box":{"x":117,"y":317,"width":763,"height":13}},{"id":"d6ee05d9-10fb-46e3-b0e8-161fcee570b8","block_type":"box","text":"fees for access (in some cases on a preferential basis) to an Intermediary’s registered representatives,","page_number":2,"box":{"x":116,"y":333,"width":739,"height":12}},{"id":"2528d63f-dc8a-4a3e-b1ca-0e395ce9ee2c","block_type":"box","text":"salespersons or other personnel, fees for maintaining an Intermediary’s investor platform, “shelf space”","page_number":2,"box":{"x":116,"y":348,"width":753,"height":13}},{"id":"512d163c-6012-4ba9-8b9f-d34d27adc644","block_type":"box","text":"payments for making such funds and Products available on the Intermediary’s platform or fees for","page_number":2,"box":{"x":116,"y":364,"width":716,"height":12}},{"id":"b5cd6ccd-64f1-49e8-bc21-5845fb6bcb65","block_type":"box","text":"providing assistance in promoting the sale of such funds and Products. In such cases, the payments to","page_number":2,"box":{"x":116,"y":379,"width":747,"height":13}},{"id":"13935c37-7ae1-4b2b-ab96-4c455ddbf596","block_type":"box","text":"Intermediaries may be tiered or based on a percentage of the value of the funds and Products held by","page_number":2,"box":{"x":117,"y":395,"width":738,"height":12}},{"id":"de6e6d0a-7730-43c2-ab99-cc6a21f8642d","block_type":"box","text":"customers of the applicable Intermediary and may also be subject to minimum payment levels. Payments","page_number":2,"box":{"x":116,"y":410,"width":769,"height":13}},{"id":"9b04f2bc-9806-45e2-b685-d2ad0a0207fd","block_type":"box","text":"made pursuant to such arrangements may vary in any year and may be different for different","page_number":2,"box":{"x":117,"y":426,"width":677,"height":12}},{"id":"7b41f852-d4cb-4760-a052-723c06e6530b","block_type":"box","text":"Intermediaries and third parties and may reflect different services provided. As of the date of this SAI, the","page_number":2,"box":{"x":117,"y":441,"width":764,"height":13}},{"id":"267946ce-4f9a-499b-aece-fd3d7b2f64e9","block_type":"box","text":"Intermediaries and other third parties (or their respective affiliates) receiving one or more types of the","page_number":2,"box":{"x":117,"y":457,"width":740,"height":12}},{"id":"acc87311-1328-4c8f-be1c-25d30abb3699","block_type":"box","text":"contractual payments described above include (in addition to FBS and NFS): &Partners, Advisor Credit","page_number":2,"box":{"x":116,"y":472,"width":743,"height":13}},{"id":"6e1781b9-fff5-4f38-bb99-2e1ceaa5f844","block_type":"box","text":"Exchange, AE Wealth Management, LLC, American Enterprise Investment Services, Inc., Avantax","page_number":2,"box":{"x":117,"y":488,"width":702,"height":12}},{"id":"5242dc1f-94e0-4a3b-bc4e-b6dc26277cd0","block_type":"box","text":"Investment Services, Inc., BNY Mellon Capital Markets, LLC, BNY Mellon Performance & Risk Analytics,","page_number":2,"box":{"x":117,"y":503,"width":744,"height":13}},{"id":"927f1690-e72a-4fee-9b5a-8b5e98211d22","block_type":"box","text":"LLC, Cetera Financial Group, Inc., Charles Schwab & Co., Inc., Clearstream Fund Centre AG,","page_number":2,"box":{"x":117,"y":519,"width":660,"height":12}},{"id":"88d0a21d-dc03-43be-9201-c63349deac6c","block_type":"box","text":"Commonwealth Equity Services, LLC, Dorsey Wright and Associates, LLC, Dynasty Financial Partners LLC,","page_number":2,"box":{"x":116,"y":534,"width":769,"height":13}},{"id":"5b23270e-6c54-43f2-9010-428d2ca43f43","block_type":"box","text":"E*Trade Securities LLC, Envestnet Asset Management, Inc., Equitable Advisors, LLC, iCapital Markets LLC,","page_number":2,"box":{"x":117,"y":550,"width":767,"height":12}},{"id":"512c2af0-6ebb-4464-aed1-9e0628075871","block_type":"box","text":"Interactive Brokers LLC, LPL Financial LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, MML","page_number":2,"box":{"x":117,"y":565,"width":726,"height":13}},{"id":"807c3004-7f5a-4a41-a54c-8efd5760e84f","block_type":"box","text":"Investors Services, LLC, Morgan Stanley Smith Barney LLC, Northwestern Mutual Investment Services,","page_number":2,"box":{"x":117,"y":581,"width":742,"height":12}},{"id":"112bf9e2-a059-4bd2-8a53-25ee1c2a71b4","block_type":"box","text":"LLC, Orion Portfolio Solutions, LLC, Pershing LLC, Raymond James Financial Services, Inc., Riskalyze, Inc.,","page_number":2,"box":{"x":117,"y":596,"width":760,"height":13}},{"id":"e04d8671-aec8-4abd-a0f8-b9e8edac1c75","block_type":"box","text":"Rockefeller Financial LLC, Sanctuary Wealth Group, LLC, UBS Financial Services Inc., Wells Fargo Clearing","page_number":2,"box":{"x":117,"y":612,"width":763,"height":12}},{"id":"17c76c71-de6f-4d45-841b-fb5f0c23c43b","block_type":"box","text":"Services, LLC and Wells Fargo Advisors Financial Network, LLC. Any additions, modifications, or deletions","page_number":2,"box":{"x":116,"y":627,"width":767,"height":13}},{"id":"04e0f557-b19e-4504-a567-0aa37689041f","block_type":"box","text":"to Intermediaries and other third parties listed above that have occurred since the date of this SAI are not","page_number":2,"box":{"x":116,"y":643,"width":766,"height":12}},{"id":"e34ab091-a3dd-48da-becd-a4a7ed74a4b5","block_type":"box","text":"included in the list.","page_number":2,"box":{"x":117,"y":658,"width":139,"height":10}},{"id":"ba14e251-0b4c-4c9d-860b-ff6628df9a10","block_type":"box","text":"If you have any questions, please call 1-800-iShares (1-800-474-2737).","page_number":2,"box":{"x":117,"y":682,"width":516,"height":12}},{"id":"f96f0863-5401-48a4-9853-929b1abc855a","block_type":"box","text":"iShares","page_number":2,"box":{"x":117,"y":869,"width":40,"height":8}},{"id":"ce3a60f5-d0f5-4581-b582-043ab546d628","block_type":"box","text":"®","page_number":2,"box":{"x":158,"y":869,"width":8,"height":5}},{"id":"bcc092be-5f89-43cd-a65c-ee17662a160b","block_type":"box","text":"is a registered trademark of BlackRock Fund Advisors and its affiliates.","page_number":2,"box":{"x":170,"y":869,"width":406,"height":10}},{"id":"d3ff4a30-de70-489f-9485-ab3d05a04b83","block_type":"box","text":"IS-A-IntermSAI-0926","page_number":2,"box":{"x":761,"y":887,"width":122,"height":8}},{"id":"d9dd85c8-a464-445c-a205-9fca3c38f2b7","block_type":"box","text":"PLEASE RETAIN THIS SUPPLEMENT","page_number":2,"box":{"x":368,"y":911,"width":265,"height":9}},{"id":"3dab208e-cd2d-407c-9571-09e7edf220d7","block_type":"box","text":"FOR FUTURE REFERENCE","page_number":2,"box":{"x":407,"y":926,"width":186,"height":10}},{"id":"e5accdd9-028e-4369-be43-3c72a02a95c8","block_type":"box","text":"iShares Trust","page_number":3,"box":{"x":450,"y":69,"width":103,"height":10}},{"id":"1c6c4839-1751-4e4d-b3d3-660e1d283a95","block_type":"box","text":"Supplement dated August 14, 2026","page_number":3,"box":{"x":365,"y":85,"width":273,"height":12}},{"id":"f287fc7f-3858-4854-a104-d4be827d05b1","block_type":"box","text":"to the currently effective Summary Prospectus, Prospectus,","page_number":3,"box":{"x":273,"y":100,"width":456,"height":13}},{"id":"ce82af23-83e0-4b2b-83b5-2655ec3acd99","block_type":"box","text":"and Statement of Additional Information (the “SAI”) for the","page_number":3,"box":{"x":274,"y":116,"width":455,"height":12}},{"id":"3a5a414b-ab4e-4775-b10f-1ff350f8ced2","block_type":"box","text":"iShares","page_number":3,"box":{"x":262,"y":131,"width":55,"height":10}},{"id":"27f8364c-7d7d-45b5-b859-1b4c73543468","block_type":"box","text":"®","page_number":3,"box":{"x":318,"y":131,"width":9,"height":7}},{"id":"2daad996-a923-4d1e-bf15-5feb3ca31eb0","block_type":"box","text":"iBonds","page_number":3,"box":{"x":327,"y":131,"width":55,"height":10}},{"id":"d1c6d46a-6a8f-4136-8dd3-e33837a9407f","block_type":"box","text":"®","page_number":3,"box":{"x":383,"y":131,"width":10,"height":7}},{"id":"7109e755-902d-471d-9f5c-3c92d2c053fd","block_type":"box","text":"Oct 2026 Term TIPS ETF* (IBIC) (the “Fund”)","page_number":3,"box":{"x":393,"y":131,"width":349,"height":13}},{"id":"ebdea546-7ca4-40f9-b48d-33221d1faf22","block_type":"box","text":"*The iShares iBonds Oct 2026 Term TIPS ETF may also conduct business as the iBonds Oct 2026","page_number":3,"box":{"x":118,"y":154,"width":728,"height":13}},{"id":"68453cbb-2c30-4973-8783-bb7e6cb70aeb","block_type":"box","text":"Term TIPS ETF.","page_number":3,"box":{"x":116,"y":170,"width":117,"height":10}},{"id":"1fc387d4-f831-4045-b9e8-09c4e214c312","block_type":"box","text":"On June 8, 2023, in connection with the establishment of the Fund, the Board of Trustees of the Trust","page_number":3,"box":{"x":116,"y":193,"width":739,"height":12}},{"id":"63406d0c-fbfc-4cb5-b96d-e4553d2e36d6","block_type":"box","text":"approved the planned liquidation, dissolution and termination of the Fund. As a result, the last day of","page_number":3,"box":{"x":116,"y":209,"width":735,"height":12}},{"id":"a529c0d4-56a4-44c4-8e31-6dbed07f30aa","block_type":"box","text":"trading in the Fund on NYSE Arca, Inc. (“NYSE Arca”) will be October 15, 2026. NYSE Arca will suspend","page_number":3,"box":{"x":116,"y":224,"width":750,"height":13}},{"id":"9c6d832c-6654-44f8-9173-066a34b9ae7f","block_type":"box","text":"trading in the Fund before the open of trading on October 16, 2026, and shares of the Fund will no longer","page_number":3,"box":{"x":116,"y":240,"width":769,"height":12}},{"id":"eec33325-0ff5-45d9-82ae-e69c6ad4a279","block_type":"box","text":"be available for new investments as of this date. Proceeds of the liquidation are currently scheduled to be","page_number":3,"box":{"x":117,"y":255,"width":765,"height":13}},{"id":"d8163d0c-1c55-4d84-a6d7-fc19d21d4e72","block_type":"box","text":"sent to shareholders on October 20, 2026. The Fund’s final net asset value, as calculated on October 15,","page_number":3,"box":{"x":116,"y":271,"width":758,"height":11}},{"id":"a05bd22f-45ff-4b30-a1f6-02e9cac6db61","block_type":"box","text":"2026, will include any costs associated with the liquidation expected to be borne by the Fund.","page_number":3,"box":{"x":117,"y":286,"width":681,"height":13}},{"id":"6c13f95e-4ce1-4d64-a777-5d69163b5936","block_type":"box","text":"Because shares of the Fund will not be traded on NYSE Arca during the period between October 16, 2026","page_number":3,"box":{"x":117,"y":309,"width":766,"height":13}},{"id":"ad6c3c72-fbdd-40b8-aa10-3362a0737b96","block_type":"box","text":"and October 20, 2026, we cannot assure you that there will be a trading market for your shares. Further,","page_number":3,"box":{"x":116,"y":325,"width":760,"height":13}},{"id":"8fb60b79-608b-4e3e-9ab8-74001580f50a","block_type":"box","text":"during this period, the Fund will be in the process of closing down and liquidating its portfolio, which may","page_number":3,"box":{"x":116,"y":340,"width":770,"height":13}},{"id":"05b84410-c0b2-4322-8277-85cd0064d9f3","block_type":"box","text":"result in the Fund not being able to track its Underlying Index (by October 16, 2026, the Underlying Index","page_number":3,"box":{"x":117,"y":356,"width":764,"height":13}},{"id":"3a425181-8f22-4c05-b603-c671c946523c","block_type":"box","text":"value will be represented almost entirely by cash as no securities will remain in the Underlying Index).","page_number":3,"box":{"x":116,"y":371,"width":738,"height":13}},{"id":"00b86754-788e-44ec-b049-d8c07113a735","block_type":"box","text":"After October 15, 2026, shareholders that remain invested in the Fund will receive the entire amount of","page_number":3,"box":{"x":116,"y":387,"width":752,"height":12}},{"id":"0c581fba-6707-44a6-98b0-331c3f68460f","block_type":"box","text":"their pro rata share of the liquidation proceeds on or about October 20, 2026, subject to their brokerage","page_number":3,"box":{"x":116,"y":402,"width":757,"height":13}},{"id":"3281f6e3-3b68-40fe-b417-379c71f1ce99","block_type":"box","text":"firm’s processes.","page_number":3,"box":{"x":116,"y":418,"width":125,"height":13}},{"id":"e050357c-c1e8-480b-bfca-b166bc8d7378","block_type":"box","text":"Shareholders may sell their holdings of the Fund prior to October 16, 2026 and may incur the usual and","page_number":3,"box":{"x":116,"y":441,"width":755,"height":13}},{"id":"5aed1068-6f4d-4a39-a71d-973db6f35a8e","block_type":"box","text":"customary brokerage commissions associated with the sale of Fund shares. If you still hold shares of the","page_number":3,"box":{"x":116,"y":457,"width":761,"height":12}},{"id":"d6ddcff3-b4af-4873-8b52-0d7864b812a0","block_type":"box","text":"Fund on October 20, 2026, the Fund will automatically redeem your shares for cash based on the net","page_number":3,"box":{"x":117,"y":472,"width":735,"height":13}},{"id":"2c4fd2c0-3c7c-4416-af53-9407b923a766","block_type":"box","text":"asset value as of the close of business on October 15, 2026, which will include any dividends or","page_number":3,"box":{"x":116,"y":488,"width":695,"height":12}},{"id":"15a5e9c1-7873-4c5c-aabc-adbd971ac634","block_type":"box","text":"distributions calculated as of that date.","page_number":3,"box":{"x":116,"y":503,"width":286,"height":10}},{"id":"248db2d3-b23e-474a-bd6e-b235db23bbaa","block_type":"box","text":"If you are subject to federal income tax, the liquidation of the Fund will result in one or more taxable","page_number":3,"box":{"x":117,"y":526,"width":727,"height":13}},{"id":"38ef5b13-cdff-4af0-a4be-0b155329a86a","block_type":"box","text":"events for you. 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The Underlying Index for the iBonds","page_number":8,"box":{"x":89,"y":409,"width":834,"height":13}},{"id":"cdee62cb-e73b-4cc2-b7b2-53433f783416","block_type":"box","text":"Ladder ETF is composed of underlying iShares funds that, in turn, invest in bonds and/or short-term instruments based on","page_number":8,"box":{"x":89,"y":424,"width":858,"height":13}},{"id":"d855368f-7fb3-4b96-afba-88ae49b7d1fa","block_type":"box","text":"an index (each, an “Underlying Fund” and collectively, the “Underlying Funds”).","page_number":8,"box":{"x":89,"y":439,"width":555,"height":13}},{"id":"eb9257bc-c9b0-485a-a1af-504829a38378","block_type":"box","text":"Each iBonds Term TIPS ETF is a term fund that will terminate on or about October 15 of the relevant year identified in its","page_number":8,"box":{"x":89,"y":466,"width":840,"height":12}},{"id":"b8ac7a47-ce11-46c4-8c0d-95d17ba4ef08","block_type":"box","text":"Prospectus, at which time it will distribute its remaining net assets to shareholders pursuant to a plan of liquidation.","page_number":8,"box":{"x":89,"y":481,"width":809,"height":12}},{"id":"6787b45d-f53b-4840-b948-315acc55829b","block_type":"box","text":"BlackRock Fund Advisors (“BFA” or the “Investment Adviser”), a consolidated subsidiary of BlackRock, Inc., serves as","page_number":8,"box":{"x":89,"y":508,"width":814,"height":12}},{"id":"fb2e07ff-bb7f-44d6-81b2-ed1fcfcaa7a5","block_type":"box","text":"investment adviser to the Funds and the Underlying Funds.","page_number":8,"box":{"x":89,"y":523,"width":412,"height":12}},{"id":"e0d98539-a454-45bf-aae5-130b66a080ab","block_type":"box","text":"Each Fund offers and issues shares at their net asset value per share (“NAV”) only in aggregations of a specified number of","page_number":8,"box":{"x":89,"y":549,"width":859,"height":12}},{"id":"dc0d4bd1-707a-4dfa-9110-83b794af2e88","block_type":"box","text":"shares (each, a “Creation Unit”), generally in exchange for a designated portfolio of securities, assets or other positions","page_number":8,"box":{"x":89,"y":564,"width":831,"height":13}},{"id":"acc5a54b-e672-478d-8d51-1e9012c9f969","block_type":"box","text":"(including any portion of such securities for which cash may be substituted) included in its Underlying Index (the “Deposit","page_number":8,"box":{"x":89,"y":579,"width":857,"height":13}},{"id":"615f158b-5001-408b-99ac-3d071df2425f","block_type":"box","text":"Securities” or “Creation Basket”), together with the deposit of a specified cash payment (the “Cash Component”). Shares of","page_number":8,"box":{"x":88,"y":594,"width":867,"height":13}},{"id":"6e8b76fb-7067-44bf-9f7e-c4fe3a3ed909","block_type":"box","text":"each Fund are listed for trading on NYSE Arca, Inc. (“NYSE Arca” or the “Listing Exchange”), a national securities exchange.","page_number":8,"box":{"x":89,"y":610,"width":860,"height":12}},{"id":"9852abe6-94cb-48b2-94d2-754cad5068fa","block_type":"box","text":"Shares of each Fund are traded in the secondary market and elsewhere at market prices that may be at, above or below the","page_number":8,"box":{"x":88,"y":625,"width":863,"height":12}},{"id":"bcac8b88-3637-47a6-a200-ed64123180bf","block_type":"box","text":"Fund’s NAV. Shares are redeemable only in Creation Units, and, generally, in exchange for portfolio securities and a Cash","page_number":8,"box":{"x":89,"y":640,"width":838,"height":12}},{"id":"460d58fc-f315-4720-a7d9-8bd403853065","block_type":"box","text":"Amount (as defined in the","page_number":8,"box":{"x":88,"y":655,"width":184,"height":12}},{"id":"717cbcdf-6f8f-4a52-a9a2-43b4c782db2c","block_type":"box","text":"Creation and Redemption of Creation Units-Role of the Authorized Participant","page_number":8,"box":{"x":277,"y":655,"width":542,"height":12}},{"id":"0115c711-f00d-43e4-acaa-979112e043d8","block_type":"box","text":"section of this SAI).","page_number":8,"box":{"x":823,"y":655,"width":135,"height":12}},{"id":"2fbd6758-236c-451f-8f4a-114adf16e0b7","block_type":"box","text":"Creation Units typically are a specified number of shares, generally ranging from 20,000 to 50,000 shares or multiples","page_number":8,"box":{"x":89,"y":670,"width":822,"height":12}},{"id":"3150115e-8d08-4c5b-b653-4b6bc7c77870","block_type":"box","text":"thereof.","page_number":8,"box":{"x":88,"y":685,"width":53,"height":10}},{"id":"6327c6eb-cf3d-4030-8548-249d3a5de7b1","block_type":"box","text":"The Trust reserves the right to permit or require that creations and redemptions of shares are effected fully or partially in cash","page_number":8,"box":{"x":88,"y":712,"width":878,"height":12}},{"id":"ba23a139-1cc0-4de6-ac4a-1c32356e231e","block_type":"box","text":"and reserves the right to permit or require the substitution of Deposit Securities in lieu of cash. Shares may be issued in","page_number":8,"box":{"x":89,"y":727,"width":832,"height":12}},{"id":"aee9f486-c5a4-4120-889e-96c9c84a4d40","block_type":"box","text":"advance of receipt of Deposit Securities, subject to various conditions, including a requirement that the Authorized","page_number":8,"box":{"x":89,"y":742,"width":802,"height":12}},{"id":"3db425e3-53f3-4504-a846-650316917f31","block_type":"box","text":"Participant maintain collateral with the Trust as set forth in the handbook for Authorized Participants. The Trust may use","page_number":8,"box":{"x":89,"y":757,"width":842,"height":12}},{"id":"761088cc-6d5c-4e87-b494-d83301e21759","block_type":"box","text":"such collateral at any time to purchase Deposit Securities. See the","page_number":8,"box":{"x":89,"y":772,"width":459,"height":12}},{"id":"96f61c07-53dd-457a-8a95-2e850e414349","block_type":"box","text":"Creation and Redemption of Creation Units","page_number":8,"box":{"x":554,"y":772,"width":300,"height":12}},{"id":"408c96a7-8cd7-4ca5-917a-17f3e6cf62ba","block_type":"box","text":"section of this","page_number":8,"box":{"x":859,"y":772,"width":97,"height":10}},{"id":"ff1fff39-92c2-4b91-b523-704e198c5abc","block_type":"box","text":"SAI. Transaction fees and other costs associated with creations or redemptions that include a cash portion may be higher","page_number":8,"box":{"x":88,"y":787,"width":851,"height":13}},{"id":"e49f1400-2158-495f-90b7-97b6b6d28a6b","block_type":"box","text":"than the transaction fees and other costs associated with in-kind creations or redemptions. In all cases, conditions with","page_number":8,"box":{"x":88,"y":802,"width":836,"height":13}},{"id":"758ca3a2-eee7-44ac-a5c0-9e4b1d77ac1e","block_type":"box","text":"respect to creations and redemptions of shares and fees will be limited in accordance with the requirements of SEC rules and","page_number":8,"box":{"x":89,"y":817,"width":873,"height":13}},{"id":"75b7aea3-6cd1-435e-92f8-e7e9db6cca8e","block_type":"box","text":"regulations applicable to management investment companies offering redeemable securities.","page_number":8,"box":{"x":89,"y":833,"width":652,"height":12}},{"id":"18fb1685-ebaa-48c8-a81e-7733ad7c0dee","block_type":"box","text":"1","page_number":8,"box":{"x":526,"y":894,"width":3,"height":9}},{"id":"ddc8e80c-166c-4846-9fd7-e42162991a86","block_type":"box","text":"Exchange Listing and Trading","page_number":9,"box":{"x":91,"y":44,"width":491,"height":30}},{"id":"777e37a7-802b-4bc4-bf7b-778301833566","block_type":"box","text":"A discussion of exchange listing and trading matters associated with an investment in each Fund is contained in the","page_number":9,"box":{"x":88,"y":85,"width":813,"height":13}},{"id":"d4d69fc1-bb25-4d41-8673-0e306efe84b0","block_type":"box","text":"Shareholder Information","page_number":9,"box":{"x":88,"y":101,"width":170,"height":11}},{"id":"445962f1-6762-47d8-8ab6-adea11aaaf3e","block_type":"box","text":"section of each Fund’s Prospectus. The discussion below supplements, and should be read in","page_number":9,"box":{"x":264,"y":101,"width":651,"height":12}},{"id":"e04cd4d2-1cfc-4f72-8531-e91e15947ada","block_type":"box","text":"conjunction with, that section of the applicable Prospectus.","page_number":9,"box":{"x":89,"y":116,"width":415,"height":12}},{"id":"de8836d7-66a8-468a-9352-bc9a0af669aa","block_type":"box","text":"Shares of each Fund are listed for trading, and trade throughout the day, on the Listing Exchange and in other secondary","page_number":9,"box":{"x":88,"y":142,"width":844,"height":12}},{"id":"5a9453d1-e15c-4e77-90eb-6ce104d86aad","block_type":"box","text":"markets. Shares of the Funds may also be listed on certain non-U.S. exchanges. There can be no assurance that the","page_number":9,"box":{"x":89,"y":157,"width":806,"height":13}},{"id":"ae268d25-2124-4d23-a64f-9670d3b8aac8","block_type":"box","text":"requirements of the Listing Exchange necessary to maintain the listing of shares of any Fund will continue to be met. The","page_number":9,"box":{"x":89,"y":172,"width":847,"height":13}},{"id":"45fa9d11-ebb2-42e1-aa13-378b0b299d9e","block_type":"box","text":"Listing Exchange may, but is not required to, remove the shares of a Fund from listing if, among other things: (i) following the","page_number":9,"box":{"x":89,"y":188,"width":875,"height":12}},{"id":"8e3dc635-5614-4b25-a1b2-c40aa9a6f3f3","block_type":"box","text":"initial 12-month period beginning upon the commencement of trading of Fund shares, there are fewer than 50 record and/or","page_number":9,"box":{"x":89,"y":203,"width":878,"height":12}},{"id":"1481aca8-b8ae-4d85-846b-f1dc8a571a55","block_type":"box","text":"beneficial owners of shares of a Fund; (ii) a Fund is no longer eligible to operate in reliance on Rule 6c-11 under the","page_number":9,"box":{"x":89,"y":218,"width":803,"height":12}},{"id":"eff8658d-1a8c-470e-92b3-ca8c03daff7a","block_type":"box","text":"Investment Company Act; (iii) any of the other listing requirements are not continuously maintained; or (iv) any event shall","page_number":9,"box":{"x":89,"y":233,"width":857,"height":12}},{"id":"cbcf263c-02cc-4fbf-9524-6c0306fc8c4c","block_type":"box","text":"occur or condition shall exist that, in the opinion of the Listing Exchange, makes further dealings on the Listing Exchange","page_number":9,"box":{"x":89,"y":248,"width":847,"height":12}},{"id":"035ec505-fe91-4bc3-b78b-7417f221bf64","block_type":"box","text":"inadvisable. The Listing Exchange will also remove shares of a Fund from listing and trading upon termination of the Fund.","page_number":9,"box":{"x":89,"y":263,"width":856,"height":12}},{"id":"fddcae15-7816-4ef3-8a0f-d8d1d312a974","block_type":"box","text":"As in the case of other publicly-traded securities, when you buy or sell shares of a Fund through a broker, you may incur a","page_number":9,"box":{"x":88,"y":290,"width":852,"height":12}},{"id":"1ae4b8f7-1015-4531-8feb-0268c02b656c","block_type":"box","text":"brokerage commission determined by that broker, as well as other charges.","page_number":9,"box":{"x":89,"y":305,"width":524,"height":12}},{"id":"7f536124-d812-49d9-be85-d5df06838089","block_type":"box","text":"The Trust reserves the right to adjust the share price of a Fund in the future to maintain convenient trading ranges for","page_number":9,"box":{"x":88,"y":331,"width":823,"height":12}},{"id":"71190100-9c75-439e-9fdc-71f4bd429bc5","block_type":"box","text":"investors. Any adjustments would be accomplished through stock splits or reverse stock splits, which would have no effect","page_number":9,"box":{"x":89,"y":346,"width":859,"height":13}},{"id":"dda81316-e5a0-41f0-b72b-deee69093554","block_type":"box","text":"on the net assets of a Fund or an investor’s equity interest in a Fund.","page_number":9,"box":{"x":89,"y":361,"width":477,"height":13}},{"id":"682c3b4a-e496-4eb9-9a48-a8e64b7f5b38","block_type":"box","text":"Investment Strategies and Risks","page_number":9,"box":{"x":91,"y":392,"width":531,"height":30}},{"id":"99c92363-dc55-44b5-b073-4bb167e82814","block_type":"box","text":"Each Fund seeks to achieve its objective by investing primarily in securities that compose its Underlying Index and/or in","page_number":9,"box":{"x":89,"y":433,"width":835,"height":13}},{"id":"90890613-31de-4f7d-8ea9-5bddd6ebd094","block_type":"box","text":"investments that provide substantially similar exposure to such securities. Each Fund operates as an index fund and is not","page_number":9,"box":{"x":89,"y":448,"width":852,"height":13}},{"id":"3df48ead-d6f0-404c-92c4-156d91df0502","block_type":"box","text":"actively managed. Adverse performance of a security in a Fund’s portfolio will ordinarily not result in the elimination of the","page_number":9,"box":{"x":89,"y":463,"width":856,"height":13}},{"id":"574c8ff6-2b59-47bf-97e6-cf09a4b0f30d","block_type":"box","text":"security from the Fund’s portfolio.","page_number":9,"box":{"x":89,"y":479,"width":237,"height":12}},{"id":"8b1d8281-f67d-4846-9b66-a9a97dab09c1","block_type":"box","text":"Each Fund engages in representative sampling, which is investing in a sample of securities selected by BFA to have a","page_number":9,"box":{"x":89,"y":505,"width":812,"height":12}},{"id":"8d029d4b-d4be-416b-aee8-74cec5dfabfa","block_type":"box","text":"collective investment profile similar to that of the Fund’s Underlying Index. Securities selected have aggregate investment","page_number":9,"box":{"x":89,"y":520,"width":848,"height":12}},{"id":"3c9c39e7-3c3c-4499-bce9-b5205088a5ba","block_type":"box","text":"characteristics (based on market value and industry weightings), fundamental characteristics (such as yield, credit rating,","page_number":9,"box":{"x":89,"y":535,"width":849,"height":13}},{"id":"da2eadbd-1a93-4eb5-880b-22b98ee96eda","block_type":"box","text":"maturity and duration) and liquidity measures similar to those of the Fund’s Underlying Index. A fund that uses","page_number":9,"box":{"x":89,"y":550,"width":777,"height":13}},{"id":"9fb891b0-8a91-4651-a808-05ef5ad9f753","block_type":"box","text":"representative sampling generally does not hold all of the securities that are in its underlying index.","page_number":9,"box":{"x":89,"y":565,"width":692,"height":13}},{"id":"0fe8fd74-a9ad-4fb6-a7e4-d3eccbc3ca14","block_type":"box","text":"Although the Funds do not seek leveraged returns, certain instruments used by the Funds may have a leveraging effect as","page_number":9,"box":{"x":88,"y":592,"width":851,"height":12}},{"id":"8619f9aa-b9ba-43c4-8ee0-47b13255bbdc","block_type":"box","text":"described below.","page_number":9,"box":{"x":89,"y":607,"width":116,"height":10}},{"id":"83ec10ad-99fd-4f3b-86f5-cf577fa11853","block_type":"box","text":"The iBonds Ladder ETF will invest, under normal circumstances, at least 80% of its net assets, plus the amount of any","page_number":9,"box":{"x":88,"y":633,"width":823,"height":13}},{"id":"b0d8954c-409c-4c7f-922f-335f1db5aa60","block_type":"box","text":"borrowings for investment purposes, in component securities and instruments in the Fund’s Underlying Index and/or bonds","page_number":9,"box":{"x":89,"y":649,"width":870,"height":12}},{"id":"206a71b4-0793-43f8-b211-74bf4a1d31a9","block_type":"box","text":"included in the underlying index of the Underlying Funds. Cash and cash equivalent investments associated with a derivative","page_number":9,"box":{"x":89,"y":664,"width":871,"height":12}},{"id":"06cec022-91dc-4936-91ba-7ed1cb589368","block_type":"box","text":"position will be treated as part of that position for the purposes of calculating the percentage of investments included in the","page_number":9,"box":{"x":89,"y":679,"width":866,"height":12}},{"id":"f106de2c-b5c1-44a8-a215-96fb1b27a6e4","block_type":"box","text":"Fund’s Underlying Index. The Fund seeks to track the investment results of its Underlying Index before fees and expenses of","page_number":9,"box":{"x":89,"y":694,"width":867,"height":12}},{"id":"488f1d94-3bb4-4ef9-9028-f9c526c5db01","block_type":"box","text":"the Fund.","page_number":9,"box":{"x":88,"y":709,"width":66,"height":10}},{"id":"942243ea-f840-4aed-a36d-39dab92dbb80","block_type":"box","text":"Each Term TIPS ETF will invest at least 80% of its assets in the component securities of each Underlying Index, and each","page_number":9,"box":{"x":89,"y":736,"width":840,"height":12}},{"id":"8238b575-6bb5-4d54-bb03-7b4e2988a027","block_type":"box","text":"Fund will invest at least 90% of its assets in U.S. Treasury securities that BFA believes will help each Fund track its Underlying","page_number":9,"box":{"x":89,"y":751,"width":871,"height":12}},{"id":"c886c518-c72a-4711-9055-4840c561abb0","block_type":"box","text":"Index, in each case except as described below. Each Fund will invest no more than 10% of its assets in futures, options and","page_number":9,"box":{"x":89,"y":766,"width":858,"height":12}},{"id":"0f455df8-a1f2-41ca-9305-96588e2d0486","block_type":"box","text":"swaps contracts that BFA believes will help each Fund track its Underlying Index. Cash and cash equivalent investments","page_number":9,"box":{"x":89,"y":781,"width":835,"height":12}},{"id":"b6749156-95c8-4f49-8fb7-20d62d6ccc7c","block_type":"box","text":"associated with a derivative position will be treated as part of that position for the purposes of calculating the percentage of","page_number":9,"box":{"x":89,"y":796,"width":868,"height":12}},{"id":"8e9b4a19-ae55-4eef-8a8a-0d4db02a7ffb","block_type":"box","text":"investments included in the Underlying Index. Each Fund seeks to track the investment results of its Underlying Index before","page_number":9,"box":{"x":89,"y":811,"width":868,"height":12}},{"id":"f241b732-7b15-448f-87b9-01fe6c66d5e7","block_type":"box","text":"fees and expenses of the Fund.","page_number":9,"box":{"x":88,"y":826,"width":216,"height":13}},{"id":"72364083-fb2f-4f39-bea9-07f959694e1b","block_type":"box","text":"2","page_number":9,"box":{"x":525,"y":894,"width":7,"height":9}},{"id":"e8c81443-a242-41d5-9579-407e57294116","block_type":"box","text":"In the last six months of operation, as the bonds held by each Term Tips ETF mature, the proceeds will typically be reinvested","page_number":10,"box":{"x":89,"y":44,"width":874,"height":12}},{"id":"4572f35a-1bcd-4af5-a8bf-48e2ec3e3324","block_type":"box","text":"by each Fund in investments already in its Underlying Index but may also be invested in other cash and cash equivalents as","page_number":10,"box":{"x":89,"y":59,"width":859,"height":12}},{"id":"fe1f143e-7353-4e08-bbd5-668c48629299","block_type":"box","text":"determined by BFA. To the extent that each Fund invests in money market or similar funds, it will incur the fees and expenses","page_number":10,"box":{"x":89,"y":74,"width":875,"height":12}},{"id":"755e7e58-49e0-44f2-aed3-dc92302d33ce","block_type":"box","text":"of such funds. By October 15 of the relevant year, each Fund is expected to consist almost entirely of cash. On or around this","page_number":10,"box":{"x":89,"y":89,"width":871,"height":13}},{"id":"76d0e3eb-55f9-456f-98cd-c187a81bb7f1","block_type":"box","text":"date, each Fund will wind up and terminate. After appropriate provision is made for any Fund liabilities, each Fund’s net","page_number":10,"box":{"x":89,"y":104,"width":836,"height":13}},{"id":"01a41a9c-8d96-4a89-9e87-d4750c2e9272","block_type":"box","text":"assets will be distributed to then-current shareholders pursuant to a plan of liquidation. Each Fund’s termination was","page_number":10,"box":{"x":89,"y":119,"width":819,"height":13}},{"id":"bbd9891f-a704-4f4f-92c5-a53f5fc2db44","block_type":"box","text":"approved by a majority of the Trust’s Board of Trustees (the “Board”) and does not require additional approval by Fund","page_number":10,"box":{"x":89,"y":135,"width":828,"height":12}},{"id":"c81d2420-a185-4ecf-9ba0-7a14e646b08b","block_type":"box","text":"shareholders. The Board may extend the termination date if a majority of the Board determines the extension to be in the","page_number":10,"box":{"x":89,"y":150,"width":847,"height":12}},{"id":"ccd5b91a-05db-4820-9806-857cae30ccf1","block_type":"box","text":"best interest of the Fund.","page_number":10,"box":{"x":89,"y":165,"width":174,"height":10}},{"id":"cdd0f1ef-94fe-4306-bba5-0c3c6f24c2ac","block_type":"box","text":"Each Term TIPS ETF should not be confused with a target date fund, which has assets that are managed according to a","page_number":10,"box":{"x":89,"y":191,"width":834,"height":13}},{"id":"bd00e8a9-245a-4ca4-9370-d7939f6aff64","block_type":"box","text":"particular investment strategy that converts fund assets to conservative investments over time.","page_number":10,"box":{"x":89,"y":206,"width":663,"height":13}},{"id":"80dfa894-fc3c-4468-ae30-1ad5b83a63a1","block_type":"box","text":"Bonds.","page_number":10,"box":{"x":89,"y":233,"width":47,"height":10}},{"id":"2c2792c4-a2d2-4c91-9833-c0839634e3eb","block_type":"box","text":"A bond is an interest-bearing security issued by a U.S. or non-U.S. company or governmental unit. The issuer of a","page_number":10,"box":{"x":145,"y":233,"width":791,"height":12}},{"id":"8168b034-d43e-4fbf-844c-0959242642ea","block_type":"box","text":"bond has a contractual obligation to pay interest at a stated rate on specific dates and to repay principal (the bond’s face","page_number":10,"box":{"x":89,"y":248,"width":844,"height":12}},{"id":"e1b402cd-6fa4-4f09-bbe7-50585094ff1f","block_type":"box","text":"value) periodically or on a specified maturity date. Bonds generally are used by issuers to borrow money from investors.","page_number":10,"box":{"x":88,"y":263,"width":837,"height":12}},{"id":"14eddeae-a392-46fc-a1be-05677880a897","block_type":"box","text":"An issuer may have the right to redeem or “call” a bond before maturity, in which case a fund may have to reinvest the","page_number":10,"box":{"x":88,"y":290,"width":827,"height":12}},{"id":"534d5032-4c57-4176-9f84-73d3bccd2b72","block_type":"box","text":"proceeds at lower market rates. Similarly, the Funds may have to reinvest interest income or payments received when bonds","page_number":10,"box":{"x":89,"y":305,"width":866,"height":12}},{"id":"83ff80a0-583f-459c-a5cf-2454c940f189","block_type":"box","text":"mature, sometimes at lower market rates. Most bonds bear interest income at a “coupon” rate that is fixed for the life of the","page_number":10,"box":{"x":89,"y":320,"width":865,"height":12}},{"id":"a6dadc43-870f-4d1b-9ab0-bafba235ac7d","block_type":"box","text":"bond. The value of a fixed-rate bond usually rises when market interest rates fall, and falls when market interest rates rise.","page_number":10,"box":{"x":89,"y":335,"width":851,"height":12}},{"id":"8b94fc8e-bf0f-404e-8db4-f6fabe59ed74","block_type":"box","text":"Accordingly, a fixed-rate bond’s yield (income as a percent of the bond’s current value) may differ from its coupon rate as its","page_number":10,"box":{"x":88,"y":350,"width":871,"height":12}},{"id":"05de72ea-538c-4fdf-978d-7303b52dd716","block_type":"box","text":"value rises or falls. When an investor purchases a fixed-rate bond at a price that is greater than its face value, the investor is","page_number":10,"box":{"x":88,"y":365,"width":861,"height":12}},{"id":"adc151a0-594b-4b52-8301-9d2e2c470541","block_type":"box","text":"purchasing the bond at a premium. Conversely, when an investor purchases a fixed-rate bond at a price that is less than its","page_number":10,"box":{"x":89,"y":380,"width":858,"height":13}},{"id":"d15f086a-ee54-4da9-be97-87a5dc000b40","block_type":"box","text":"face value, the investor is purchasing the bond at a discount. Fixed-rate bonds that are purchased at a discount pay less","page_number":10,"box":{"x":88,"y":395,"width":837,"height":13}},{"id":"67e8954b-532e-4bad-909d-311930c07519","block_type":"box","text":"current income than securities with comparable yields that are purchased at face value, with the result that prices for such","page_number":10,"box":{"x":89,"y":410,"width":856,"height":13}},{"id":"7a381627-fbf3-4f39-ad9f-dd88b51539fb","block_type":"box","text":"fixed-rate securities can be more volatile than prices for such securities that are purchased at face value. Other types of","page_number":10,"box":{"x":88,"y":426,"width":835,"height":12}},{"id":"0b26e9a2-e81c-40de-be55-2789629e9362","block_type":"box","text":"bonds bear interest at an interest rate that is adjusted periodically. Interest rates on “floating rate” or “variable rate” bonds","page_number":10,"box":{"x":89,"y":441,"width":852,"height":12}},{"id":"73f49dd9-fc8f-4302-b5b3-e9ef84c2f699","block_type":"box","text":"may be higher or lower than current market rates for fixed-rate bonds of comparable quality with similar final maturities.","page_number":10,"box":{"x":89,"y":456,"width":843,"height":12}},{"id":"5dd9f792-622d-4ca5-9fe8-54553f30c399","block_type":"box","text":"Because of their adjustable interest rates, the value of “floating rate” or “variable rate” bonds fluctuates much less in","page_number":10,"box":{"x":89,"y":471,"width":812,"height":12}},{"id":"110c67bf-09ff-4bcf-8fec-a4550fc523ea","block_type":"box","text":"response to market interest rate movements than the value of fixed-rate bonds, but their value may decline if their interest","page_number":10,"box":{"x":89,"y":486,"width":855,"height":12}},{"id":"d98c4fe8-0aae-4b4d-9580-470043a73d9a","block_type":"box","text":"rates do not rise as much, or as quickly, as interest rates in general. A Fund may treat some of these bonds as having a","page_number":10,"box":{"x":89,"y":501,"width":826,"height":13}},{"id":"eb7a5ff3-09f1-463b-8db1-7b5e4d5c3872","block_type":"box","text":"shorter maturity for purposes of calculating the weighted average maturity of its investment portfolio. Generally, prices of","page_number":10,"box":{"x":89,"y":516,"width":850,"height":13}},{"id":"029abdb5-709a-4041-a92f-f29edcafda63","block_type":"box","text":"higher quality issues tend to fluctuate less with changes in market interest rates than prices of lower quality issues and prices","page_number":10,"box":{"x":89,"y":531,"width":876,"height":13}},{"id":"13d27c30-f53f-4dc7-b1d6-0f3c5343cd30","block_type":"box","text":"of longer maturity issues tend to fluctuate more than prices of shorter maturity issues. Bonds may be senior or subordinated","page_number":10,"box":{"x":89,"y":547,"width":871,"height":12}},{"id":"498b9ba5-60ed-4e4e-82f0-39fc478549ad","block_type":"box","text":"obligations. Senior obligations generally have the first claim on an issuer’s earnings and assets and, in the event of","page_number":10,"box":{"x":89,"y":562,"width":799,"height":12}},{"id":"68a8999f-7640-4240-9c32-62c84c7c17b1","block_type":"box","text":"liquidation, are paid before subordinated obligations. Bonds may be unsecured (backed only by the issuer’s general","page_number":10,"box":{"x":89,"y":577,"width":803,"height":12}},{"id":"ef63cf96-2050-417c-83ac-6377472a2345","block_type":"box","text":"creditworthiness) or secured (backed by specified collateral).","page_number":10,"box":{"x":89,"y":592,"width":424,"height":12}},{"id":"1bb44b1d-1d40-4788-9089-292e9449ae51","block_type":"box","text":"Borrowing.","page_number":10,"box":{"x":89,"y":619,"width":78,"height":12}},{"id":"cfeabdf1-d552-412a-a585-1921aae7854d","block_type":"box","text":"A Fund may borrow for temporary or emergency purposes, including to meet payments due from redemptions","page_number":10,"box":{"x":176,"y":618,"width":777,"height":13}},{"id":"24278ce7-1c5e-4f40-977b-c4ef54f32ef2","block_type":"box","text":"or to facilitate the settlement of securities or other transactions.","page_number":10,"box":{"x":89,"y":633,"width":445,"height":10}},{"id":"7fe02287-dcae-42eb-a611-195f6cec2e4c","block_type":"box","text":"The purchase of securities while borrowings are outstanding may have the effect of leveraging a Fund. The incurrence of","page_number":10,"box":{"x":88,"y":660,"width":846,"height":12}},{"id":"b360825d-1f2b-4e24-812e-ad8eabeb0979","block_type":"box","text":"leverage increases a Fund’s exposure to risk, and borrowed funds are subject to interest costs that will reduce net income.","page_number":10,"box":{"x":89,"y":675,"width":852,"height":12}},{"id":"5a11f60e-5d70-47c8-91bc-4a445b7be24a","block_type":"box","text":"Purchasing securities while borrowings are outstanding creates special risks, such as the potential for greater volatility in the","page_number":10,"box":{"x":89,"y":690,"width":870,"height":13}},{"id":"0973dd8d-087e-4367-a2b1-167098bcb574","block_type":"box","text":"NAV of Fund shares and in the yield on a Fund’s portfolio. In addition, the interest expenses from borrowings may exceed the","page_number":10,"box":{"x":89,"y":705,"width":874,"height":13}},{"id":"40a315f9-26ce-4bb9-a5bd-dc1072e6ade5","block_type":"box","text":"income generated by a Fund’s portfolio and, therefore, the amount available (if any) for distribution to shareholders as","page_number":10,"box":{"x":89,"y":720,"width":826,"height":13}},{"id":"22e7dfb7-51e6-4e2f-911e-9fc8cba66d3a","block_type":"box","text":"dividends may be reduced. BFA may determine to maintain outstanding borrowings if it expects that the benefits to a Fund’s","page_number":10,"box":{"x":89,"y":736,"width":871,"height":12}},{"id":"7dea76e6-4f4a-4744-8858-dba9093abb6c","block_type":"box","text":"shareholders will outweigh the current reduced return.","page_number":10,"box":{"x":89,"y":751,"width":381,"height":12}},{"id":"b545850e-2a1f-490b-99cb-112333bcd730","block_type":"box","text":"Certain types of borrowings by a Fund must be made from a bank or may result in a Fund being subject to covenants in","page_number":10,"box":{"x":89,"y":777,"width":835,"height":12}},{"id":"aeb62269-c74f-4c90-a043-f06f4b2f78a4","block_type":"box","text":"credit agreements relating to asset coverage, portfolio composition requirements and other matters. It is not anticipated that","page_number":10,"box":{"x":89,"y":792,"width":873,"height":13}},{"id":"722cb4a4-4137-4015-a492-ddc5e61896c7","block_type":"box","text":"observance of such covenants would impede BFA’s management of a Fund’s portfolio in accordance with a Fund’s","page_number":10,"box":{"x":89,"y":807,"width":800,"height":13}},{"id":"1332e125-499e-4860-b40d-d6aae5a7d3c9","block_type":"box","text":"investment objectives and policies. However, a breach of any such covenants not cured within the specified cure period may","page_number":10,"box":{"x":89,"y":822,"width":868,"height":13}},{"id":"71a35e67-c651-464b-8e1e-dcc6c9c71a6f","block_type":"box","text":"result in acceleration of outstanding indebtedness and require a Fund to dispose of portfolio investments at a time when it","page_number":10,"box":{"x":89,"y":838,"width":856,"height":12}},{"id":"ab05c2ae-3f03-4d9b-8543-aefa10e139a0","block_type":"box","text":"may be disadvantageous to do so.","page_number":10,"box":{"x":89,"y":853,"width":237,"height":12}},{"id":"4966fe7d-f826-4df0-b0e9-9229f53b6921","block_type":"box","text":"3","page_number":10,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"a8a7785f-edd5-42c3-b78a-eb607ccd3a4c","block_type":"box","text":"Diversification Status.","page_number":11,"box":{"x":89,"y":44,"width":156,"height":10}},{"id":"363e9262-6f2b-4ea3-aec1-167e023cb282","block_type":"box","text":"Each Fund is classified as a diversified fund under the 1940 Act. This means that each Fund may not","page_number":11,"box":{"x":255,"y":44,"width":701,"height":12}},{"id":"3fc1e185-dc11-4123-bffb-786a9626734c","block_type":"box","text":"purchase securities of an issuer (other than (i) obligations issued or guaranteed by the U.S. government, its agencies or","page_number":11,"box":{"x":89,"y":59,"width":834,"height":12}},{"id":"a0e086f0-0778-4acc-8353-c14ac8a8f329","block_type":"box","text":"instrumentalities and (ii) securities of other investment companies) if, with respect to 75% of its total assets, (a) more than","page_number":11,"box":{"x":89,"y":74,"width":859,"height":12}},{"id":"77c909e2-0291-49c6-9b6b-97c46981266c","block_type":"box","text":"5% of the Fund’s total assets would be invested in securities of that issuer or (b) the Fund would hold more than 10% of the","page_number":11,"box":{"x":89,"y":89,"width":869,"height":13}},{"id":"5418b22e-0c29-4f84-98f3-875fb2694149","block_type":"box","text":"outstanding voting securities of that issuer. With respect to the remaining 25% of its total assets, each Fund may invest more","page_number":11,"box":{"x":89,"y":104,"width":875,"height":13}},{"id":"b8dbc2ed-6b36-43dd-ba4d-87addba94ce7","block_type":"box","text":"than 5% of its assets in one issuer. Under the 1940 Act, each Fund cannot change its classification from diversified to non","page_number":11,"box":{"x":88,"y":119,"width":858,"height":13}},{"id":"c98fe5f7-1a57-4d19-af96-4f0f4c253358","block_type":"box","text":"diversified without shareholder approval.","page_number":11,"box":{"x":89,"y":135,"width":284,"height":12}},{"id":"201fac79-bcdc-42c9-abaa-31c4da46d8dd","block_type":"box","text":"Each Fund intends to maintain the required level of diversification and otherwise conduct its operations so as to qualify as a","page_number":11,"box":{"x":89,"y":161,"width":865,"height":12}},{"id":"f7735a75-19f0-4c0d-b799-40d7718ba0fa","block_type":"box","text":"regulated investment company (“RIC”) for purposes of the U.S. Internal Revenue Code of 1986, as amended (the “Internal","page_number":11,"box":{"x":89,"y":176,"width":851,"height":13}},{"id":"2f514fc1-a59a-497c-adec-88a99f779253","block_type":"box","text":"Revenue Code”), and to relieve the Fund of any liability for U.S. federal income tax to the extent that its earnings are","page_number":11,"box":{"x":89,"y":191,"width":807,"height":13}},{"id":"c96a26a8-1d02-448d-af89-5c6fcd3df333","block_type":"box","text":"distributed to shareholders, provided that the Fund satisfies a minimum distribution requirement. Compliance with the","page_number":11,"box":{"x":89,"y":206,"width":830,"height":13}},{"id":"a2be1ea4-a992-4f8e-8522-7b08f00692cf","block_type":"box","text":"diversification requirements of the Internal Revenue Code may limit the investment flexibility of the Funds and may make it","page_number":11,"box":{"x":89,"y":222,"width":859,"height":12}},{"id":"72825714-ada8-400b-94df-b85ff5378aed","block_type":"box","text":"less likely that the Funds will meet their respective investment objectives.","page_number":11,"box":{"x":89,"y":237,"width":509,"height":12}},{"id":"3fcd3dd9-c9ff-467d-b8d6-ed7508e1b2ef","block_type":"box","text":"Futures, Options on Futures and Securities Options.","page_number":11,"box":{"x":89,"y":263,"width":371,"height":12}},{"id":"b05ef9ac-bb1f-41fb-8f47-f422bf22da19","block_type":"box","text":"Futures contracts, options on futures and securities options may be","page_number":11,"box":{"x":470,"y":263,"width":473,"height":12}},{"id":"66c6d063-f771-497f-af1f-b15aada0ce0b","block_type":"box","text":"used by a Fund to simulate investment in their respective underlying index, to facilitate trading or to reduce transaction costs.","page_number":11,"box":{"x":89,"y":278,"width":878,"height":13}},{"id":"816b4ce1-32b4-4cb6-8ead-ffbd72fcbb1a","block_type":"box","text":"Each Fund may enter into futures contracts and options on futures that are traded on a U.S. or non-U.S. futures exchange.","page_number":11,"box":{"x":89,"y":293,"width":853,"height":13}},{"id":"266b194e-4b9b-443a-846c-99afb06feea2","block_type":"box","text":"Each Fund will not use futures, options on futures or securities options for speculative purposes. Each Fund intends to use","page_number":11,"box":{"x":89,"y":308,"width":854,"height":13}},{"id":"d38e2fe4-50d5-4cb4-9079-c51f207934c5","block_type":"box","text":"futures and options on futures in accordance with Rule 4.5 of the Commodity Futures Trading Commission (the “CFTC”)","page_number":11,"box":{"x":88,"y":324,"width":845,"height":12}},{"id":"e3753432-ad97-41a7-9e8e-7f47c79ea4ae","block_type":"box","text":"promulgated under the Commodity Exchange Act (“CEA”). BFA, with respect to the Funds, has claimed an exclusion from the","page_number":11,"box":{"x":89,"y":339,"width":877,"height":12}},{"id":"a68f4a46-bf37-4994-97b4-e9623901e31b","block_type":"box","text":"definition of the term “commodity pool operator” in accordance with Rule 4.5 so that BFA, with respect to such Funds, is not","page_number":11,"box":{"x":89,"y":354,"width":872,"height":12}},{"id":"de96fe30-80de-4c6c-bd25-fc7f62229ffa","block_type":"box","text":"subject to registration or regulation as a commodity pool operator under the CEA. See the","page_number":11,"box":{"x":89,"y":369,"width":628,"height":12}},{"id":"30cd3c85-bd92-4ebd-b6c3-493a3472f5da","block_type":"box","text":"Regulation Regarding Derivatives","page_number":11,"box":{"x":722,"y":369,"width":231,"height":12}},{"id":"76ea584b-8045-4dea-a193-78b5f32cdb06","block_type":"box","text":"section of this SAI for more information.","page_number":11,"box":{"x":89,"y":384,"width":280,"height":10}},{"id":"647b1c49-3682-4f02-ad31-5911bc0db398","block_type":"box","text":"Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of a specific","page_number":11,"box":{"x":89,"y":410,"width":861,"height":13}},{"id":"5c22c1f2-512e-452d-b5e5-9219f9eb4c57","block_type":"box","text":"instrument or index at a specified future time and at a specified price. Stock index contracts are based on investments that","page_number":11,"box":{"x":89,"y":426,"width":858,"height":12}},{"id":"d368862a-7f3b-48ae-b56a-6b224beaa1b1","block_type":"box","text":"reflect the market value of common stock of the firms included in the investments. Each Fund may enter into futures","page_number":11,"box":{"x":89,"y":441,"width":817,"height":12}},{"id":"a4a5b533-89cc-4f88-adfa-d3c9e9202aa1","block_type":"box","text":"contracts to purchase securities indexes when BFA anticipates purchasing the underlying securities and believes prices will","page_number":11,"box":{"x":89,"y":456,"width":858,"height":12}},{"id":"a4f6beef-86cb-4472-99ad-961c81e9b6d9","block_type":"box","text":"rise before the purchase will be made. Upon entering into a futures contract, a Fund will be required to deposit with the","page_number":11,"box":{"x":89,"y":471,"width":834,"height":12}},{"id":"c73ed504-d0d3-4bab-ba38-27ada6b1416b","block_type":"box","text":"broker an amount of cash or cash equivalents known as “initial margin,” which is similar to a performance bond or good faith","page_number":11,"box":{"x":89,"y":486,"width":878,"height":12}},{"id":"ce841d97-b746-4377-876e-9107841801e7","block_type":"box","text":"deposit on the contract and is returned to the Fund upon termination of the futures contract if all contractual obligations","page_number":11,"box":{"x":89,"y":501,"width":846,"height":13}},{"id":"1e6f5099-4bca-4aae-8786-a2c8b68e602e","block_type":"box","text":"have been satisfied. Subsequent payments, known as “variation margin,” will be made to and from the broker daily as the","page_number":11,"box":{"x":89,"y":516,"width":849,"height":13}},{"id":"030b0d53-917a-4ce1-a4c4-c5c80a3b367d","block_type":"box","text":"price of the instrument or index underlying the futures contract fluctuates, making the long and short positions in the futures","page_number":11,"box":{"x":89,"y":531,"width":878,"height":13}},{"id":"4cb2161c-8417-44c1-b72b-425db1a0c866","block_type":"box","text":"contract more or less valuable, a process known as “marking-to-market.” At any time prior to the expiration of a futures","page_number":11,"box":{"x":89,"y":547,"width":839,"height":12}},{"id":"fd14373a-985f-494c-8d8d-14fea9e30c3c","block_type":"box","text":"contract, each Fund may elect to close the position by taking an opposite position, which will operate to terminate the Fund’s","page_number":11,"box":{"x":89,"y":562,"width":878,"height":12}},{"id":"49e751ec-bf01-4651-a701-95fe033a5b5f","block_type":"box","text":"existing position in the contract. An option on a futures contract, as contrasted with a direct investment in such a contract,","page_number":11,"box":{"x":89,"y":577,"width":859,"height":12}},{"id":"729e654f-95d9-4735-b0d0-4b306b959902","block_type":"box","text":"gives the purchaser the right, but no obligation, in return for the premium paid, to assume a position in the underlying","page_number":11,"box":{"x":89,"y":592,"width":825,"height":12}},{"id":"ab392eec-0a3f-43db-920e-ef5138dad83f","block_type":"box","text":"futures contract at a specified exercise price at any time prior to the expiration date of the option. Upon exercise of an option,","page_number":11,"box":{"x":88,"y":607,"width":877,"height":12}},{"id":"22beba0a-aefd-41d6-88ca-f970550960b2","block_type":"box","text":"the delivery of the futures position by the writer of the option to the holder of the option will be accompanied by delivery of","page_number":11,"box":{"x":88,"y":622,"width":864,"height":12}},{"id":"225f6831-290d-4bc6-8980-5eb02df911d9","block_type":"box","text":"the accumulated balance in the writer’s futures margin account that represents the amount by which the market price of the","page_number":11,"box":{"x":88,"y":637,"width":874,"height":13}},{"id":"86dc68b6-7c24-47be-9868-12f944fd728c","block_type":"box","text":"futures contract exceeds (in the case of a call) or is less than (in the case of a put) the exercise price of the option on the","page_number":11,"box":{"x":88,"y":652,"width":843,"height":13}},{"id":"c6ba91ee-c5f2-4de0-834d-d30157619034","block_type":"box","text":"futures contract.","page_number":11,"box":{"x":88,"y":668,"width":116,"height":9}},{"id":"352d03bd-e9f1-466c-a9e1-93491e94dd95","block_type":"box","text":"The potential for loss related to the purchase of an option on a futures contract is limited to the premium paid for the option","page_number":11,"box":{"x":88,"y":694,"width":870,"height":12}},{"id":"82bb0810-209c-400e-ba84-44973742ed35","block_type":"box","text":"plus transaction costs. Because the value of the option is fixed at the point of sale, there are no daily cash payments by the","page_number":11,"box":{"x":89,"y":709,"width":855,"height":12}},{"id":"ee146621-de44-425c-aa06-92bc3b2660b5","block_type":"box","text":"purchaser to reflect changes in the value of the underlying contract; however, the value of the option changes daily and that","page_number":11,"box":{"x":89,"y":724,"width":867,"height":13}},{"id":"cb7e501b-4971-41b9-9b4f-4a32a0a94190","block_type":"box","text":"change would be reflected in the NAV of each Fund. The potential for loss related to writing call options is unlimited. The","page_number":11,"box":{"x":89,"y":739,"width":845,"height":13}},{"id":"0b67d840-84a7-4cc7-9502-f7615221751c","block_type":"box","text":"potential for loss related to writing put options is limited to the agreed-upon price per share, also known as the “strike price,”","page_number":11,"box":{"x":89,"y":754,"width":875,"height":13}},{"id":"56943099-12cd-4049-a9e4-8c405e1d2257","block_type":"box","text":"less the premium received from writing the put. The Funds may purchase and write put and call options on futures contracts","page_number":11,"box":{"x":89,"y":770,"width":873,"height":12}},{"id":"0bfc112f-c0bb-46b4-b09c-77eba583865f","block_type":"box","text":"that are traded on an exchange as a hedge against changes in value of their portfolio securities or in anticipation of the","page_number":11,"box":{"x":88,"y":785,"width":833,"height":12}},{"id":"97ff96b8-47cf-4a20-a914-40d30ab795e8","block_type":"box","text":"purchase of securities, and may enter into closing transactions with respect to such options to terminate existing positions.","page_number":11,"box":{"x":89,"y":800,"width":863,"height":12}},{"id":"55896b5d-3884-4b41-9dce-4bfc7b317ee9","block_type":"box","text":"There is no guarantee that such closing transactions can be effected.","page_number":11,"box":{"x":88,"y":815,"width":482,"height":12}},{"id":"5c23bcf6-8d47-4912-ae32-e46f4a04decd","block_type":"box","text":"Securities options may be used by a Fund to obtain access to securities in its Underlying Index or to dispose of securities in","page_number":11,"box":{"x":88,"y":841,"width":859,"height":13}},{"id":"1710343d-f53f-488f-8b57-2d428e2f7b55","block_type":"box","text":"its Underlying Index at favorable prices, to invest cash in a securities index that offers similar exposure to that provided by its","page_number":11,"box":{"x":89,"y":856,"width":869,"height":13}},{"id":"55ad3fcd-011c-4fbd-b1ee-91d3aaabb719","block_type":"box","text":"4","page_number":11,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"e71cfdaa-9d87-4eb4-9ed1-5d5fa55421a5","block_type":"box","text":"Underlying Index or otherwise to achieve the Fund’s objective of tracking its Underlying Index. A call option gives a holder","page_number":12,"box":{"x":89,"y":44,"width":856,"height":12}},{"id":"58687523-5c8e-4f2c-bf6d-17b751f6b911","block_type":"box","text":"the right to purchase a specific security at a specified price (“exercise price”) within a specified period of time. A put option","page_number":12,"box":{"x":88,"y":59,"width":860,"height":12}},{"id":"650ad387-94e4-439a-bc88-5eb478e7fead","block_type":"box","text":"gives a holder the right to sell a specific security at an exercise price within a specified period of time. The initial purchaser of","page_number":12,"box":{"x":89,"y":74,"width":873,"height":12}},{"id":"35dbf777-4b47-4ade-a067-fb64dce06b74","block_type":"box","text":"a call option pays the “writer” a premium, which is paid at the time of purchase and is retained by the writer whether or not","page_number":12,"box":{"x":89,"y":89,"width":864,"height":13}},{"id":"cb0c6fc1-e578-4f17-ac31-01736efdf30b","block_type":"box","text":"such option is exercised. Each Fund may purchase put options to hedge its portfolio against the risk of a decline in the","page_number":12,"box":{"x":89,"y":104,"width":826,"height":13}},{"id":"15f42274-aaa1-4019-b06c-41336f149a53","block_type":"box","text":"market value of securities held and may purchase call options to hedge against an increase in the price of securities it is","page_number":12,"box":{"x":89,"y":119,"width":836,"height":13}},{"id":"7aa084cd-bc5e-4d86-9be5-fc7be6585a9e","block_type":"box","text":"committed to purchase. Each Fund may write put and call options along with a long position in options to increase its ability","page_number":12,"box":{"x":89,"y":135,"width":871,"height":12}},{"id":"cf03752c-d2b5-40c7-981d-c6a9c070d914","block_type":"box","text":"to hedge against a change in the market value of the securities it holds or is committed to purchase. Each Fund may","page_number":12,"box":{"x":88,"y":150,"width":814,"height":12}},{"id":"439c72b4-4627-4e7f-8628-57ba160a2fb6","block_type":"box","text":"purchase or sell securities options on a U.S. or non-U.S. securities exchange or in the over-the-counter (“OTC”) market","page_number":12,"box":{"x":89,"y":165,"width":831,"height":12}},{"id":"e1b42826-953d-43fe-8dd8-93c2bb6bd6f0","block_type":"box","text":"through a transaction with a dealer. Options on a securities index are typically settled on a net basis based on the","page_number":12,"box":{"x":88,"y":180,"width":791,"height":12}},{"id":"25168122-2539-4d34-b15d-ea56c491b8f5","block_type":"box","text":"appreciation or depreciation of the index level over the strike price. Options on single name securities may be cash- or","page_number":12,"box":{"x":89,"y":195,"width":825,"height":12}},{"id":"7f9c3dbe-e611-4808-ac96-493921074dfa","block_type":"box","text":"physically-settled, depending upon the market in which they are traded. Options may be structured so as to be exercisable","page_number":12,"box":{"x":89,"y":210,"width":856,"height":13}},{"id":"205922fc-83c1-49ae-bdcf-cebd377e7a84","block_type":"box","text":"only on certain dates or on a daily basis. Options may also be structured to have conditions to exercise (","page_number":12,"box":{"x":89,"y":225,"width":726,"height":13}},{"id":"dce6f471-527e-4520-be02-318373744c7e","block_type":"box","text":"i.e.","page_number":12,"box":{"x":816,"y":226,"width":18,"height":9}},{"id":"84859526-2d66-4f81-bcdb-4759f1019d9e","block_type":"box","text":", “Knock-in","page_number":12,"box":{"x":836,"y":225,"width":76,"height":12}},{"id":"46b630c1-acab-4c17-a427-999f1f36a832","block_type":"box","text":"Events”) or conditions that trigger termination (","page_number":12,"box":{"x":89,"y":240,"width":334,"height":13}},{"id":"3857aa7a-0520-4f43-bded-5230b861ce4d","block_type":"box","text":"i.e.","page_number":12,"box":{"x":424,"y":241,"width":18,"height":9}},{"id":"5a25312d-e4e5-4fc3-b1de-6093f1bd0cd6","block_type":"box","text":", “Knock-out Events”).","page_number":12,"box":{"x":444,"y":240,"width":154,"height":13}},{"id":"3f326038-f593-4385-88e3-1c24e15742e7","block_type":"box","text":"Inflation-Protected Obligations.","page_number":12,"box":{"x":89,"y":267,"width":227,"height":12}},{"id":"8d6d134c-6c65-458b-a07a-96bf222e9adf","block_type":"box","text":"The Funds invest almost exclusively in inflation-protected public obligations of the U.S.","page_number":12,"box":{"x":328,"y":267,"width":608,"height":12}},{"id":"7d9179dc-80e7-4203-b6ac-b6a70b8a6fab","block_type":"box","text":"Treasury, commonly known as “TIPS.” TIPS are a type of U.S. government obligation issued by the U.S. Treasury that are","page_number":12,"box":{"x":88,"y":282,"width":839,"height":12}},{"id":"4cf40dd5-b77e-4061-878e-a3338a122ecc","block_type":"box","text":"designed to provide inflation protection to investors. TIPS are income-generating instruments whose interest and principal","page_number":12,"box":{"x":89,"y":297,"width":856,"height":12}},{"id":"c61846c8-0869-4dd7-9ef9-cebeb5fc2a2a","block_type":"box","text":"payments are adjusted for inflation - a sustained increase in prices that erodes the purchasing power of money. The inflation","page_number":12,"box":{"x":89,"y":312,"width":870,"height":13}},{"id":"3926fa45-fe06-4ab3-b7e9-4c93485747ce","block_type":"box","text":"adjustment, which is typically applied monthly to the principal of the bond, follows a designated inflation index, the","page_number":12,"box":{"x":89,"y":327,"width":807,"height":13}},{"id":"7245b8a5-e54d-4584-b40f-ffcee7756cd5","block_type":"box","text":"consumer price index (“CPI”), and TIPS’ principal payments are adjusted according to changes in the CPI. A fixed-coupon","page_number":12,"box":{"x":89,"y":342,"width":850,"height":13}},{"id":"bee967de-32c3-48e6-a691-dc79add36a19","block_type":"box","text":"rate is applied to the inflation-adjusted principal so that as inflation rises, both the principal value and the interest payments","page_number":12,"box":{"x":89,"y":358,"width":865,"height":12}},{"id":"4226a401-ae8a-4091-a6f6-d7f38b2dfb1f","block_type":"box","text":"increase. This can provide investors with a hedge against inflation, as it helps preserve the purchasing power of an","page_number":12,"box":{"x":89,"y":373,"width":798,"height":12}},{"id":"df610476-ad81-4466-adfe-da45b78f94e9","block_type":"box","text":"investment. Because of this inflation adjustment feature, inflation-protected bonds typically have lower yields than","page_number":12,"box":{"x":89,"y":388,"width":799,"height":12}},{"id":"509e5057-e752-4fdc-b1d9-42eaf54881b0","block_type":"box","text":"conventional fixed-rate bonds.","page_number":12,"box":{"x":89,"y":403,"width":212,"height":10}},{"id":"d67aa234-0101-4665-815a-c7b2644e48cb","block_type":"box","text":"Investing in Underlying Funds Risk.","page_number":12,"box":{"x":89,"y":429,"width":252,"height":13}},{"id":"09d6a920-b227-4016-b8e4-fefe522020d0","block_type":"box","text":"Because the iBonds Ladder ETF invests in one or more underlying funds that are","page_number":12,"box":{"x":351,"y":429,"width":559,"height":13}},{"id":"c58c9e30-0c32-41dd-afd4-17d30372128b","block_type":"box","text":"exchange-traded funds (“ETFs”) that seek investment results corresponding to their own underlying indexes, the iBonds","page_number":12,"box":{"x":89,"y":445,"width":841,"height":12}},{"id":"5060256e-1146-4df5-8456-a6b029b03f4b","block_type":"box","text":"Ladder ETF is indirectly exposed to index-related risk and tracking error risk. Index-related risk is the risk that there may be","page_number":12,"box":{"x":89,"y":460,"width":857,"height":12}},{"id":"c316af65-0857-4e2c-8fb3-4113a8386e6b","block_type":"box","text":"errors in respect of the quality, accuracy and completeness of the data included in an underlying index for an underlying fund","page_number":12,"box":{"x":89,"y":475,"width":877,"height":12}},{"id":"ef617880-6261-4cda-a6fc-ccf69a97d3c6","block_type":"box","text":"that may not be identified and corrected for a period of time. Gains, losses or costs associated with such errors will be borne","page_number":12,"box":{"x":88,"y":490,"width":870,"height":12}},{"id":"fd62caf0-9ffd-4e3d-b44f-7a8f0c1b60c9","block_type":"box","text":"directly by the underlying fund tracking such an index and its shareholders and indirectly by the iBonds Ladder ETF and its","page_number":12,"box":{"x":89,"y":505,"width":854,"height":12}},{"id":"20f1e605-5a84-4a76-9925-cda14c31ffc7","block_type":"box","text":"shareholders. An index provider for an underlying fund may carry out additional ad hoc rebalances to an underlying index in","page_number":12,"box":{"x":89,"y":520,"width":867,"height":12}},{"id":"e8972076-e3cc-40b1-aeca-eb783645c2b6","block_type":"box","text":"order, for example, to correct an error in the selection of index constituents. Where such an index rebalance occurs and an","page_number":12,"box":{"x":89,"y":535,"width":855,"height":13}},{"id":"e6be456c-deb3-4b58-9127-79e56ddfd3a5","block_type":"box","text":"underlying fund in turn rebalances its portfolio to bring it in line with its underlying index, any transaction costs and market","page_number":12,"box":{"x":89,"y":550,"width":863,"height":13}},{"id":"add57b8d-b8f5-45ca-9ab6-d0eaa8e948f6","block_type":"box","text":"exposure arising from such portfolio rebalancing will be borne directly by the underlying fund and indirectly by the iBonds","page_number":12,"box":{"x":89,"y":565,"width":851,"height":13}},{"id":"994ea45e-a5e2-4fac-95f6-9435465724be","block_type":"box","text":"Ladder ETF. Tracking error risk is the risk that the performance of an underlying fund will diverge from that of its underlying","page_number":12,"box":{"x":89,"y":581,"width":863,"height":12}},{"id":"ca41b31c-28bd-43a4-9858-e8d1f895b1de","block_type":"box","text":"index, which may reduce the iBonds Ladder ETF’s returns and have an adverse impact on the iBonds Ladder ETF’s strategy.","page_number":12,"box":{"x":89,"y":596,"width":859,"height":12}},{"id":"ac6a0515-cbb9-4d3d-84d4-3ccae7193784","block_type":"box","text":"This risk may be heightened during times of increased market volatility or other unusual market conditions.","page_number":12,"box":{"x":88,"y":611,"width":752,"height":12}},{"id":"e0eaac19-73a7-47c7-901e-60154ff614fc","block_type":"box","text":"Investments in Underlying Funds and Other Investment Companies.","page_number":12,"box":{"x":89,"y":637,"width":487,"height":13}},{"id":"fa3e7df4-0b32-4cd1-aaaa-565aa0b3807f","block_type":"box","text":"To implement its asset allocation strategy, the iBonds","page_number":12,"box":{"x":585,"y":637,"width":372,"height":13}},{"id":"45ac3ca2-30d5-4ffe-9a97-d97f66b62abd","block_type":"box","text":"Ladder ETF may invest some or all of its assets in one or more Underlying Funds. Each Underlying Fund generally invests","page_number":12,"box":{"x":89,"y":652,"width":842,"height":13}},{"id":"25322cad-0db0-4abd-be57-26a51fd58f3e","block_type":"box","text":"directly in portfolio securities. The iBonds Ladder ETF may also invest in other investment companies, including exchange","page_number":12,"box":{"x":89,"y":668,"width":855,"height":12}},{"id":"d687c61a-587c-4d6c-a615-cf582d04e24b","block_type":"box","text":"traded funds (commonly referred to as “ETFs”) that are not iShares ETFs, to the extent permitted by law.","page_number":12,"box":{"x":88,"y":683,"width":729,"height":12}},{"id":"52591987-1f11-4087-a246-3bca7aa622b7","block_type":"box","text":"Lending Portfolio Securities.","page_number":12,"box":{"x":89,"y":709,"width":202,"height":12}},{"id":"76996cc2-4826-498b-ada4-cfa9eaaa146f","block_type":"box","text":"Each Fund may lend portfolio securities to certain borrowers that BFA determines to be","page_number":12,"box":{"x":301,"y":709,"width":609,"height":12}},{"id":"604a6b8b-623b-492a-96f0-8b9d1d3063c7","block_type":"box","text":"creditworthy, including borrowers affiliated with BFA. The borrowers provide collateral that is maintained in an amount at","page_number":12,"box":{"x":89,"y":724,"width":848,"height":13}},{"id":"5394c075-2da1-4fba-a735-bebcfc7425df","block_type":"box","text":"least equal to the current market value of the securities loaned. No securities loan shall be made on behalf of a Fund if, as a","page_number":12,"box":{"x":89,"y":739,"width":858,"height":13}},{"id":"3cee9528-0c28-412b-a003-180d4135d041","block_type":"box","text":"result, the aggregate value of all securities loans of the Fund exceeds one-third of the value of the Fund’s total assets","page_number":12,"box":{"x":89,"y":754,"width":815,"height":13}},{"id":"49fcebe2-f94d-430e-a5af-a9b9e8d76900","block_type":"box","text":"(including the value of the collateral received). A Fund may terminate a loan at any time and obtain the return of the","page_number":12,"box":{"x":89,"y":770,"width":812,"height":12}},{"id":"21ec444b-e1ed-4570-846f-625bfbe77ad0","block_type":"box","text":"securities loaned. Each Fund receives, by way of substitute payment, the value of any interest or cash or non-cash","page_number":12,"box":{"x":89,"y":785,"width":794,"height":12}},{"id":"09c2ef77-27d8-4974-94f9-fd6275f39da1","block_type":"box","text":"distributions paid on the loaned securities that it would have otherwise received if the securities were not on loan.","page_number":12,"box":{"x":89,"y":800,"width":794,"height":12}},{"id":"d3064e1f-8cdc-44c8-a2d7-31344d812d20","block_type":"box","text":"With respect to loans that are collateralized by cash, the borrower may be entitled to receive a fee based on the amount of","page_number":12,"box":{"x":88,"y":826,"width":854,"height":13}},{"id":"41fb62b7-0d44-4dc6-b170-e4331455050d","block_type":"box","text":"cash collateral. The Funds are compensated by any positive difference between the amount earned on the reinvestment of","page_number":12,"box":{"x":89,"y":841,"width":856,"height":13}},{"id":"b262c5d1-b43c-419a-b415-033366cbc0b0","block_type":"box","text":"cash collateral and the fee paid to the borrower. In the case of collateral other than cash, a Fund is compensated by a fee paid","page_number":12,"box":{"x":89,"y":856,"width":876,"height":13}},{"id":"d2a39dd6-325f-4da4-84e3-c461950a4840","block_type":"box","text":"5","page_number":12,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"b2a1022f-6c36-46ae-bc4d-edfca43afb2e","block_type":"box","text":"by the borrower equal to a percentage of the market value of the loaned securities. Any cash collateral received by the Fund","page_number":13,"box":{"x":89,"y":44,"width":863,"height":12}},{"id":"8f0f080e-65e8-4f77-8fe5-45a4760b9d19","block_type":"box","text":"for such loans, and uninvested cash, may be reinvested in certain short-term instruments either directly on behalf of each","page_number":13,"box":{"x":88,"y":59,"width":850,"height":12}},{"id":"af1bb7d2-6a53-41c9-b2ee-f97ab0a4f84d","block_type":"box","text":"Fund or through one or more joint accounts or money market funds, including those affiliated with BFA; such investments","page_number":13,"box":{"x":89,"y":74,"width":855,"height":12}},{"id":"c3fa9587-28ac-4fd4-b79f-d1aba4431dcc","block_type":"box","text":"are subject to investment risk.","page_number":13,"box":{"x":89,"y":89,"width":208,"height":13}},{"id":"bcfe1870-f963-4c9b-90c4-fcb72b1df5be","block_type":"box","text":"Each Fund conducts its securities lending pursuant to an exemptive order from the SEC permitting it to lend portfolio","page_number":13,"box":{"x":89,"y":116,"width":818,"height":12}},{"id":"14505d90-2121-498c-8512-cdfae17b6c5a","block_type":"box","text":"securities to borrowers affiliated with the Fund and to retain an affiliate of the Fund to act as securities lending agent. To the","page_number":13,"box":{"x":89,"y":131,"width":868,"height":12}},{"id":"080e6d28-abaa-4ba1-85cd-1bb0cf8795e7","block_type":"box","text":"extent that a Fund engages in securities lending, BlackRock Institutional Trust Company, N.A. (“BTC”) acts as securities","page_number":13,"box":{"x":89,"y":146,"width":832,"height":12}},{"id":"a3936adf-191a-41d3-bb62-4be4b592c014","block_type":"box","text":"lending agent for the Fund, subject to the overall supervision of BFA. BTC administers the lending program in accordance","page_number":13,"box":{"x":89,"y":161,"width":846,"height":12}},{"id":"c307cd00-9b2f-4fa7-8c85-181dc1b49519","block_type":"box","text":"with guidelines approved by the Trust’s Board of Trustees (the “Board,” the trustees of which are the “Trustees”). JPMorgan","page_number":13,"box":{"x":88,"y":176,"width":862,"height":13}},{"id":"a2426083-15a8-469f-832c-226d2b8ef6bf","block_type":"box","text":"Chase Bank, N.A. (“JPMorgan”) serves as custodian for certain Funds in connection with certain securities lending activities.","page_number":13,"box":{"x":89,"y":191,"width":865,"height":13}},{"id":"66d476bd-ac19-457d-ae40-184057158241","block_type":"box","text":"Securities lending involves exposure to certain risks, including operational risk (i.e., the risk of losses resulting from problems","page_number":13,"box":{"x":88,"y":218,"width":873,"height":12}},{"id":"0db2ca24-b26f-47f5-8931-983fe639aab2","block_type":"box","text":"in the settlement and accounting process), “gap” risk (i.e., the risk of a mismatch between the return on cash collateral","page_number":13,"box":{"x":89,"y":233,"width":830,"height":12}},{"id":"ea26c238-8e32-4e58-8465-ff794ac9ed8b","block_type":"box","text":"reinvestments and the fees a Fund has agreed to pay a borrower), foreign exchange risk (i.e., the risk of a shortfall at default","page_number":13,"box":{"x":89,"y":248,"width":865,"height":12}},{"id":"1f31730b-6bfc-4e72-a433-b03af7e1997f","block_type":"box","text":"when a cash collateral investment is denominated in a currency other than the currency of the assets being loaned due to","page_number":13,"box":{"x":88,"y":263,"width":852,"height":12}},{"id":"2ca06e2c-1602-4cbc-b46d-8f3a8e0d330e","block_type":"box","text":"movements in foreign exchange rates), and credit, legal, counterparty and market risks (including the risk that market events,","page_number":13,"box":{"x":89,"y":278,"width":878,"height":13}},{"id":"b5e90017-1fce-454f-aa96-f722b3030f3b","block_type":"box","text":"including but not limited to corporate actions, could lead the Fund to lend securities that are trading at a premium due to","page_number":13,"box":{"x":89,"y":293,"width":848,"height":13}},{"id":"1253554c-d0c0-46e5-95e3-ded4dc559774","block_type":"box","text":"increased demand, or to recall loaned securities or to lend less or not at all, which could lead to reduced securities lending","page_number":13,"box":{"x":89,"y":308,"width":852,"height":13}},{"id":"d75009b0-2058-4274-858e-6c13b36b0a07","block_type":"box","text":"revenue). If a Fund were to lend out securities that are subject to a corporate action and commit to the borrower a particular","page_number":13,"box":{"x":89,"y":324,"width":870,"height":12}},{"id":"36fb32d4-ad9b-4f25-886a-7df8fd604eb2","block_type":"box","text":"election as determined by the Funds’ investment adviser, the benefit the Fund would receive in respect of committing to such","page_number":13,"box":{"x":89,"y":339,"width":875,"height":12}},{"id":"3fc34f33-d996-475a-9266-f6b54edeac93","block_type":"box","text":"election may or may not be less than the benefit the Fund would have received from making a different election in such","page_number":13,"box":{"x":89,"y":354,"width":834,"height":12}},{"id":"fdba1f81-1af8-466e-b648-f123ec3d5bae","block_type":"box","text":"corporate action. If a securities lending counterparty were to default, a Fund would be subject to the risk of a possible delay","page_number":13,"box":{"x":89,"y":369,"width":863,"height":12}},{"id":"3c5e2cdd-2a54-4960-bdc6-b215384a196e","block_type":"box","text":"in receiving collateral or in recovering the loaned securities, or to a possible loss of rights in the collateral. In the event a","page_number":13,"box":{"x":89,"y":384,"width":833,"height":12}},{"id":"4d27d79d-a0fa-44c1-82bb-4873635678b5","block_type":"box","text":"borrower does not return a Fund’s securities as agreed, the Fund’s ability to participate in a corporate action event may be","page_number":13,"box":{"x":89,"y":399,"width":853,"height":13}},{"id":"c5e8da7f-eb0d-41d1-b2f5-14be759bd303","block_type":"box","text":"impacted, or the Fund may experience losses if the proceeds received from liquidating the collateral do not at least equal the","page_number":13,"box":{"x":89,"y":414,"width":871,"height":13}},{"id":"c6b41ef8-3f25-47ca-a998-422ff1ef0384","block_type":"box","text":"value of the loaned security at the time the collateral is liquidated, plus the transaction costs incurred in purchasing","page_number":13,"box":{"x":88,"y":429,"width":806,"height":13}},{"id":"5357b806-3fbd-4456-b8e4-8f220efea7d8","block_type":"box","text":"replacement securities. This latter event could trigger adverse tax consequences for a Fund. A Fund could lose money if its","page_number":13,"box":{"x":89,"y":445,"width":857,"height":12}},{"id":"81daaf35-1207-4fb8-bc67-2acf0f402a3d","block_type":"box","text":"short-term investment of the collateral declines in value over the period of the loan. Substitute payments received by a Fund","page_number":13,"box":{"x":89,"y":460,"width":866,"height":12}},{"id":"ca6f917d-767c-4d0b-92c9-3abe0fc5e9a9","block_type":"box","text":"representing dividends paid on securities loaned out by the Fund will not be considered qualified dividend income. BTC will","page_number":13,"box":{"x":89,"y":475,"width":858,"height":12}},{"id":"76f54425-dbee-42df-8cc3-5fd740bb5bd3","block_type":"box","text":"take into account the tax effects on shareholders caused by this difference in connection with a Fund’s securities lending","page_number":13,"box":{"x":88,"y":490,"width":844,"height":12}},{"id":"3b56d049-f45e-43a7-ade3-594f4f8f86b6","block_type":"box","text":"program. Substitute payments received on tax-exempt securities loaned out will not be tax-exempt income. There could also","page_number":13,"box":{"x":89,"y":505,"width":873,"height":12}},{"id":"0c7553b6-627d-495d-b04b-f7e79a7cebe1","block_type":"box","text":"be changes in the status of issuers under applicable laws and regulations, including tax regulations, that may impact the","page_number":13,"box":{"x":89,"y":520,"width":841,"height":12}},{"id":"b0278c8a-8cb8-4c18-aed6-d05674543583","block_type":"box","text":"regulatory or tax treatment of loaned securities and could, for example, result in a delay in the payment of dividend","page_number":13,"box":{"x":89,"y":535,"width":804,"height":13}},{"id":"0bb16e45-8bc7-4cfe-8a63-d0f8d21d9892","block_type":"box","text":"equivalent payments owed to a Fund (as permitted by applicable law).","page_number":13,"box":{"x":89,"y":550,"width":490,"height":13}},{"id":"bb1f8998-8c64-45e3-86f4-432c23859ffb","block_type":"box","text":"Regulations adopted by global prudential regulators require certain bank-regulated counterparties and certain of their","page_number":13,"box":{"x":89,"y":577,"width":824,"height":12}},{"id":"0ac57c51-0a22-4856-9ff5-6bb0e50e4fd5","block_type":"box","text":"affiliates to include in certain financial contracts, including many securities lending agreements, terms that delay or restrict","page_number":13,"box":{"x":89,"y":592,"width":859,"height":12}},{"id":"ff6b6f19-8ea5-4140-81db-98b71dde93a2","block_type":"box","text":"the rights of counterparties, such as the Fund, to terminate such agreements, foreclose upon collateral, exercise other default","page_number":13,"box":{"x":88,"y":607,"width":879,"height":12}},{"id":"5a08887d-6d0e-4602-b558-356bac863ad0","block_type":"box","text":"rights or restrict transfers of credit support in the event that the counterparty and/or its affiliates are subject to certain types","page_number":13,"box":{"x":89,"y":622,"width":869,"height":12}},{"id":"3cec25c2-60dd-4e7a-9bc0-9d9efe5b8a66","block_type":"box","text":"of resolution or insolvency proceedings. It is possible that these requirements, as well as potential additional government","page_number":13,"box":{"x":89,"y":637,"width":846,"height":13}},{"id":"098adf33-47fe-4911-b0eb-806a580828db","block_type":"box","text":"regulation and other developments in the market, could adversely affect the Fund’s ability to terminate existing securities","page_number":13,"box":{"x":89,"y":652,"width":847,"height":13}},{"id":"972a31e8-6622-4727-892d-72375e37f3dc","block_type":"box","text":"lending agreements or to realize amounts to be received under such agreements. Prudential regulation may also favor","page_number":13,"box":{"x":89,"y":668,"width":825,"height":12}},{"id":"c035d88f-f3b8-4912-b85e-bcabcdabcb85","block_type":"box","text":"lenders that can provide additional protections, such as liens that are exercisable in connection with a lender default, to","page_number":13,"box":{"x":89,"y":683,"width":834,"height":12}},{"id":"4b20faf5-eae9-4f9f-ab72-5be042893cd1","block_type":"box","text":"borrowers. Certain Funds expect to provide additional protections to borrowers, where permitted, pursuant to a Fund’s","page_number":13,"box":{"x":89,"y":698,"width":831,"height":12}},{"id":"9c873cfa-e287-4b59-9f3b-43d251052814","block_type":"box","text":"investment policies and if BFA believes doing so is in the best interest of the Fund.","page_number":13,"box":{"x":89,"y":713,"width":571,"height":12}},{"id":"85de2355-136b-47e6-8e66-0445e6062796","block_type":"box","text":"Liquidity Risk Management.","page_number":13,"box":{"x":89,"y":739,"width":200,"height":13}},{"id":"0fc15c92-1780-46eb-9ef4-b6f7c9de4ed3","block_type":"box","text":"Rule 22e-4 under the Investment Company Act (the “Liquidity Rule”) requires open-end funds,","page_number":13,"box":{"x":299,"y":739,"width":662,"height":13}},{"id":"3376a875-3a93-45c1-8efc-1a78ae553ee7","block_type":"box","text":"including ETFs such as the Funds, to establish a liquidity risk management program (the “Liquidity Program”) and enhance","page_number":13,"box":{"x":89,"y":754,"width":862,"height":13}},{"id":"34be4e01-bf39-47b1-983d-16dd9e9f04ca","block_type":"box","text":"disclosures regarding fund liquidity. As required by the Liquidity Rule, the Funds have implemented a Liquidity Program, and","page_number":13,"box":{"x":89,"y":770,"width":866,"height":12}},{"id":"167e0d9b-96ae-4e54-99f2-d3051d6ce90f","block_type":"box","text":"the Board, including a majority of the Independent Trustees of the Trust, has appointed BFA as the administrator of the","page_number":13,"box":{"x":88,"y":785,"width":832,"height":12}},{"id":"a8685c0f-8cc3-4a60-a271-007fea3419db","block_type":"box","text":"Liquidity Program. Under the Liquidity Program, BFA assesses, manages, and periodically reviews each Fund’s liquidity risk","page_number":13,"box":{"x":89,"y":800,"width":857,"height":12}},{"id":"504dbd6e-1f82-434f-bf2b-da3e7c05c9a3","block_type":"box","text":"and classifies each investment held by a Fund as a “highly liquid investment,” “moderately liquid investment,” “less liquid","page_number":13,"box":{"x":89,"y":815,"width":846,"height":12}},{"id":"01cfc434-89a0-4b1e-8f38-1455aed710d0","block_type":"box","text":"investment” or “illiquid investment.” The Liquidity Rule defines “liquidity risk” as the risk that a Fund could not meet requests","page_number":13,"box":{"x":89,"y":830,"width":875,"height":12}},{"id":"584c0609-57dc-4b02-9041-9f5646ca8f1c","block_type":"box","text":"to redeem shares issued by a Fund without significant dilution of the remaining investors’ interest in a Fund. The liquidity of a","page_number":13,"box":{"x":88,"y":845,"width":878,"height":12}},{"id":"2c2edca2-644a-462a-872a-62d78c8c4716","block_type":"box","text":"Fund’s portfolio investments is determined based on relevant market, trading and investment-specific considerations under","page_number":13,"box":{"x":89,"y":860,"width":864,"height":13}},{"id":"7160820a-89c1-421d-9410-c8f3730b8af8","block_type":"box","text":"6","page_number":13,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"32088593-c70a-465d-b63b-4f7674658f91","block_type":"box","text":"the Liquidity Program. There are exclusions from certain portions of the liquidity risk management program requirements for","page_number":14,"box":{"x":88,"y":44,"width":875,"height":12}},{"id":"7eeb92de-6824-4c84-bd1a-29ccf379deb7","block_type":"box","text":"“in-kind” ETFs, as defined in the Liquidity Rule. To the extent that an investment is deemed to be an illiquid investment or a","page_number":14,"box":{"x":89,"y":59,"width":860,"height":12}},{"id":"c57c68ce-0b74-48ce-913e-da2df57e66ad","block_type":"box","text":"less liquid investment, a Fund can expect to be exposed to greater liquidity risk.","page_number":14,"box":{"x":89,"y":74,"width":554,"height":12}},{"id":"a31c1aea-97a9-4afb-b348-6c3aa399071e","block_type":"box","text":"Ratings.","page_number":14,"box":{"x":89,"y":101,"width":57,"height":12}},{"id":"7c1de0d6-1d8c-405d-8265-6f02b65ecf3f","block_type":"box","text":"An investment-grade rating generally means the security or issuer is rated investment-grade by one or more of","page_number":14,"box":{"x":154,"y":101,"width":777,"height":12}},{"id":"51aa8eec-a66d-44ad-a1a3-3de8ba0c49cd","block_type":"box","text":"Moody’s Investors Service, Inc. (“Moody’s”), S&P Global Ratings, Fitch Ratings, Inc. (“Fitch”), or another credit rating agency","page_number":14,"box":{"x":89,"y":116,"width":870,"height":12}},{"id":"f71b1968-4e53-40b0-bc2f-ecdab91d661f","block_type":"box","text":"designated as a nationally recognized statistical rating organization (“NRSRO”) by the SEC, or is unrated but considered to be","page_number":14,"box":{"x":89,"y":131,"width":873,"height":12}},{"id":"84ede4d2-f71f-4cdf-bf85-903607cf1d43","block_type":"box","text":"of equivalent quality by BFA. Generally, bonds rated Baa3 or above by Moody’s or BBB- or above by S&P Global Ratings and","page_number":14,"box":{"x":89,"y":146,"width":856,"height":12}},{"id":"fba083d9-fbe1-4210-b027-cb5698b6c7fa","block_type":"box","text":"Fitch are considered “investment-grade” securities, bonds rated Baa are considered medium grade obligations subject to","page_number":14,"box":{"x":89,"y":161,"width":845,"height":12}},{"id":"39f2929c-7635-472c-ae09-b940812483a5","block_type":"box","text":"moderate credit risk and may possess certain speculative characteristics, while bonds rated BBB are regarded as having","page_number":14,"box":{"x":89,"y":176,"width":833,"height":13}},{"id":"ec42e4d5-3e1a-4d9b-bf66-94e823a1102a","block_type":"box","text":"adequate capacity to meet financial commitments.","page_number":14,"box":{"x":89,"y":191,"width":355,"height":13}},{"id":"d1c6e47a-393c-4a03-bdaa-bf4467fc776e","block_type":"box","text":"Subsequent to purchase by a Fund, a rated security may cease to be rated or its rating may be reduced below an investment","page_number":14,"box":{"x":88,"y":218,"width":874,"height":12}},{"id":"6733bf34-4739-4717-a40f-cf62f8e9c4fd","block_type":"box","text":"grade rating. Bonds rated below Baa3 by Moody’s or below BBB- by S&P Global Ratings or Fitch are generally considered","page_number":14,"box":{"x":89,"y":233,"width":841,"height":12}},{"id":"1666e1dc-56f7-4c0c-b88f-1fa989cad6c6","block_type":"box","text":"below investment-grade quality and are obligations of issuers that are generally considered predominantly speculative with","page_number":14,"box":{"x":89,"y":248,"width":862,"height":12}},{"id":"98417e18-f10f-4237-b5da-b311d5f08809","block_type":"box","text":"respect to the issuer’s capacity to pay interest and repay principal according to the terms of the obligation and, therefore,","page_number":14,"box":{"x":89,"y":263,"width":846,"height":12}},{"id":"88118ed3-dc4b-46a7-b9e1-5ee054f392ef","block_type":"box","text":"carry greater investment risk, including the possibility of issuer default and bankruptcy and increased market price volatility.","page_number":14,"box":{"x":89,"y":278,"width":864,"height":13}},{"id":"cff64295-acb5-40f0-8b82-d91f10772ca7","block_type":"box","text":"Such lower-rated securities are commonly referred to as “junk bonds” and are subject to a substantial degree of credit risk.","page_number":14,"box":{"x":88,"y":293,"width":860,"height":13}},{"id":"c6e92d13-d73e-4c90-bd50-43a89bef4cd4","block_type":"box","text":"Please see Appendix B of this SAI for a description of each rating category of Moody’s, S&P Global Ratings and Fitch and","page_number":14,"box":{"x":89,"y":308,"width":841,"height":13}},{"id":"47589114-1920-4ff6-80c9-a79b97b39491","block_type":"box","text":"BFA’s treatment of investments that are not rated by any of the rating agencies.","page_number":14,"box":{"x":89,"y":324,"width":554,"height":12}},{"id":"866be926-3c5d-4fe7-b071-bc9686699b47","block_type":"box","text":"Regulation Regarding Derivatives.","page_number":14,"box":{"x":89,"y":350,"width":242,"height":12}},{"id":"51ac9ca4-76d3-43a3-9f17-5b9bf2aa5aa4","block_type":"box","text":"The CFTC subjects advisers to registered investment companies to regulation by the","page_number":14,"box":{"x":340,"y":350,"width":588,"height":12}},{"id":"8284538d-028d-475d-9abe-699f77620d78","block_type":"box","text":"CFTC if a fund that is advised by the adviser either (i) invests, directly or indirectly, more than a prescribed level of its","page_number":14,"box":{"x":89,"y":365,"width":812,"height":12}},{"id":"71f81819-e5c3-45be-8c77-96ac32236724","block_type":"box","text":"liquidation value in CFTC-regulated futures, options and swaps (“CFTC Derivatives”) or (ii) markets itself as providing","page_number":14,"box":{"x":89,"y":380,"width":819,"height":13}},{"id":"51ec47d2-db25-42f3-a3ca-49a1aae6a4ce","block_type":"box","text":"investment exposure to such instruments. The CFTC also subjects advisers to registered investment companies to regulation","page_number":14,"box":{"x":89,"y":395,"width":872,"height":13}},{"id":"66aa095c-0220-4957-9291-e76bd0975ccd","block_type":"box","text":"by the CFTC if the registered investment company invests in one or more commodity pools. To the extent a Fund uses CFTC","page_number":14,"box":{"x":89,"y":410,"width":866,"height":13}},{"id":"d1606729-d919-4cc5-8039-e2842955b943","block_type":"box","text":"Derivatives, it intends to do so below such prescribed levels and intends not to market itself as a “commodity pool” or a","page_number":14,"box":{"x":89,"y":426,"width":834,"height":12}},{"id":"eed26e13-b465-4e44-8e51-d58192bae494","block_type":"box","text":"vehicle for trading such instruments.","page_number":14,"box":{"x":88,"y":441,"width":256,"height":12}},{"id":"1c5a72f4-0659-4f76-b8ce-d4ed3fcf8d27","block_type":"box","text":"BFA has claimed an exclusion from the definition of the term “commodity pool operator” under the CEA pursuant to Rule 4.5","page_number":14,"box":{"x":89,"y":467,"width":873,"height":13}},{"id":"4f161d1d-a38b-41b1-ada7-00a934439514","block_type":"box","text":"under the CEA with respect to each Fund. BFA is not, therefore, subject to registration or regulation as a “commodity pool","page_number":14,"box":{"x":89,"y":482,"width":849,"height":13}},{"id":"74f3afaa-89fd-4692-b973-f05c56c2c7ef","block_type":"box","text":"operator” under the CEA with respect to the Funds.","page_number":14,"box":{"x":89,"y":497,"width":358,"height":13}},{"id":"819d3b52-f484-443c-829b-d04d68e3f25c","block_type":"box","text":"Derivative contracts, including, without limitation, swaps, currency forwards, and non-deliverable forwards, are subject to","page_number":14,"box":{"x":89,"y":524,"width":849,"height":12}},{"id":"18279541-ef06-480e-8fb2-fa03e693d9e5","block_type":"box","text":"regulation under the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) in the U.S. and under","page_number":14,"box":{"x":89,"y":539,"width":873,"height":12}},{"id":"94ae478f-b2f9-41c9-a2ea-dc36c13e27b6","block_type":"box","text":"comparable regimes in Europe, Asia and other non-U.S. jurisdictions. Swaps, non-deliverable forwards and certain other","page_number":14,"box":{"x":89,"y":554,"width":838,"height":12}},{"id":"2c009b64-4862-45c1-a6cc-f27465c975b0","block_type":"box","text":"derivatives traded in the OTC market are subject to variation margin and initial margin requirements. Implementation of the","page_number":14,"box":{"x":89,"y":569,"width":863,"height":13}},{"id":"a574bf79-3daf-46fa-853f-12649f5ae5f8","block_type":"box","text":"margining and other provisions of the Dodd-Frank Act regarding clearing, mandatory trading, reporting and documentation","page_number":14,"box":{"x":89,"y":584,"width":867,"height":13}},{"id":"f68ffd2a-e00f-4a7f-91dd-e715a032c0bf","block_type":"box","text":"of swaps and other derivatives have impacted and may continue to impact the costs to a Fund of trading these instruments","page_number":14,"box":{"x":89,"y":599,"width":863,"height":13}},{"id":"0b601a5e-4359-4f85-98f5-e05e20d03915","block_type":"box","text":"and, as a result, may affect returns to investors in a Fund.","page_number":14,"box":{"x":89,"y":615,"width":398,"height":12}},{"id":"1d3c79e7-afc3-46f4-b0d6-3fed23d79c81","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into Derivatives Transactions (as defined below) and","page_number":14,"box":{"x":89,"y":641,"width":866,"height":12}},{"id":"193d2c74-586d-439e-ab00-f3c83a98970a","block_type":"box","text":"certain other transactions notwithstanding the restrictions on the issuance of “senior securities” under Section 18 of the","page_number":14,"box":{"x":89,"y":656,"width":842,"height":13}},{"id":"35288387-2f04-4d93-b7d8-d805db86538e","block_type":"box","text":"Investment Company Act. Section 18 of the Investment Company Act, among other things, prohibits open-end funds,","page_number":14,"box":{"x":89,"y":671,"width":823,"height":13}},{"id":"12eaa2cc-7589-48db-aca4-08bb51c1702c","block_type":"box","text":"including the Funds, from issuing or selling any “senior security,” other than borrowing from a bank (subject to a requirement","page_number":14,"box":{"x":89,"y":686,"width":879,"height":13}},{"id":"273fa913-bbf9-4ca2-b361-1a8c9b8624fe","block_type":"box","text":"to maintain 300% “asset coverage”).","page_number":14,"box":{"x":88,"y":702,"width":257,"height":12}},{"id":"658769ea-088b-476b-a990-aab47c0b9225","block_type":"box","text":"Under Rule 18f-4, “Derivatives Transactions” include the following: (1) any swap, security-based swap (including a contract","page_number":14,"box":{"x":89,"y":728,"width":862,"height":12}},{"id":"9207307d-c22f-421b-a8de-228f350ba19c","block_type":"box","text":"for differences), futures contract, forward contract, option (excluding purchased options), any combination of the foregoing,","page_number":14,"box":{"x":88,"y":743,"width":871,"height":12}},{"id":"2d2a86d6-f0a1-4ee7-aadf-caa85090947c","block_type":"box","text":"or any similar instrument, under which a Fund is or may be required to make any payment or delivery of cash or other assets","page_number":14,"box":{"x":89,"y":758,"width":871,"height":13}},{"id":"6155957d-0d68-4478-bc58-f7b87b25deea","block_type":"box","text":"during the life of the instrument or at maturity or early termination, whether as margin or settlement payment or otherwise;","page_number":14,"box":{"x":89,"y":773,"width":867,"height":13}},{"id":"faaa61e9-4522-4054-baf8-d769e80d6bc0","block_type":"box","text":"(2) any short sale borrowing; (3) reverse repurchase agreements and similar financing transactions (e.g., recourse and non","page_number":14,"box":{"x":89,"y":788,"width":864,"height":13}},{"id":"cc4fdc65-b557-4847-847d-300195193b70","block_type":"box","text":"recourse tender option bonds, and borrowed bonds), if a Fund elects to treat these transactions as Derivatives Transactions","page_number":14,"box":{"x":89,"y":804,"width":863,"height":12}},{"id":"e0ea0068-cba5-42d1-8fa6-b77485e340c6","block_type":"box","text":"under Rule 18f-4; and (4) when-issued or forward-settling securities (e.g., firm and standby commitments, including to-be","page_number":14,"box":{"x":89,"y":819,"width":863,"height":12}},{"id":"53edd4b5-53b5-48fb-a7de-bec6ddcd249b","block_type":"box","text":"announced (“TBA”) commitments, and dollar rolls) and non-standard settlement cycle securities, unless the Fund intends to","page_number":14,"box":{"x":89,"y":834,"width":870,"height":12}},{"id":"69f826c3-0133-4a8c-afd0-c9c6ebcfe482","block_type":"box","text":"physically settle the transaction and the transaction will settle within 35 days of its trade date (the “Delayed-Settlement","page_number":14,"box":{"x":89,"y":849,"width":834,"height":12}},{"id":"41c7b247-7dcc-40c5-b79a-38ab3b5baf53","block_type":"box","text":"Securities Provision”).","page_number":14,"box":{"x":88,"y":864,"width":152,"height":12}},{"id":"753953b0-2f7d-4a08-b620-7061767aa8a9","block_type":"box","text":"7","page_number":14,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"4c878d14-dd7b-495d-a919-78933fc06c09","block_type":"box","text":"Unless a Fund is relying on the Limited Derivatives User Exception (as defined below), the Fund must comply with Rule 18f-4","page_number":15,"box":{"x":89,"y":44,"width":872,"height":12}},{"id":"2d7a1ae7-96ec-4434-a4b9-e56bb8d86612","block_type":"box","text":"with respect to its Derivatives Transactions. Rule 18f-4, among other things, requires a Fund to adopt and implement a","page_number":15,"box":{"x":88,"y":59,"width":830,"height":12}},{"id":"797d1cd7-6538-480f-923c-2c2e5265fc09","block_type":"box","text":"comprehensive written derivatives risk management program (“DRMP”) and comply with a relative or absolute limit on Fund","page_number":15,"box":{"x":89,"y":74,"width":875,"height":12}},{"id":"aee043f3-ffca-4690-b0e4-9bdd977a3e0c","block_type":"box","text":"leverage risk calculated based on value-at-risk (“VaR”). The DRMP is administered by a “derivatives risk manager,” who is","page_number":15,"box":{"x":89,"y":89,"width":846,"height":13}},{"id":"35273e10-7db8-407a-b9ad-469ae5431b6c","block_type":"box","text":"appointed by the Board, including a majority of Independent Directors/Trustees, and periodically reviews the DRMP and","page_number":15,"box":{"x":89,"y":104,"width":839,"height":13}},{"id":"a9c09274-c65a-4253-ba25-b26c8a34265c","block_type":"box","text":"reports to the Board.","page_number":15,"box":{"x":89,"y":119,"width":142,"height":13}},{"id":"228c4677-0887-4ee4-8fa3-cfc21b4f8f01","block_type":"box","text":"Rule 18f-4 provides an exception from the DRMP, VaR limit and certain other requirements if a Fund’s “derivatives exposure”","page_number":15,"box":{"x":89,"y":146,"width":868,"height":12}},{"id":"fdb27fc0-3c00-4b28-9cd0-09b03f74febf","block_type":"box","text":"(as defined in Rule 18f-4) is limited to 10% of its net assets (as calculated in accordance with Rule 18f-4) and the Fund","page_number":15,"box":{"x":89,"y":161,"width":830,"height":12}},{"id":"ee5d4647-e42f-45ac-8dbc-8da6bdb79f07","block_type":"box","text":"adopts and implements written policies and procedures reasonably designed to manage its derivatives risks (the “Limited","page_number":15,"box":{"x":89,"y":176,"width":850,"height":13}},{"id":"7c883ec2-833c-427b-80ee-5487d8fb9ed1","block_type":"box","text":"Derivatives User Exception”).","page_number":15,"box":{"x":89,"y":191,"width":201,"height":13}},{"id":"ec80248c-6598-452a-81ea-4b51efbc9d90","block_type":"box","text":"Repurchase Agreements.","page_number":15,"box":{"x":89,"y":218,"width":180,"height":12}},{"id":"28ffdd55-2476-42b2-874e-42ac9c738ddd","block_type":"box","text":"A repurchase agreement is an instrument under which the purchaser (","page_number":15,"box":{"x":278,"y":218,"width":494,"height":12}},{"id":"c8cb4192-97e2-47c1-ad7e-452b5dd8ebac","block_type":"box","text":"i.e.","page_number":15,"box":{"x":773,"y":219,"width":18,"height":8}},{"id":"47753b83-2ea0-419d-8cfa-91fc5495f59c","block_type":"box","text":", a Fund) acquires a","page_number":15,"box":{"x":793,"y":218,"width":136,"height":12}},{"id":"e7308d46-f31c-4f47-a2a9-54fc11987ae4","block_type":"box","text":"security and the seller agrees, at the time of the sale, to repurchase the security at a mutually agreed-upon time and price,","page_number":15,"box":{"x":89,"y":233,"width":854,"height":12}},{"id":"b1f2f17a-81b0-4b68-9a68-baa95f108d91","block_type":"box","text":"thereby determining the yield during the purchaser’s holding period. Repurchase agreements may be construed to be","page_number":15,"box":{"x":88,"y":248,"width":822,"height":12}},{"id":"8ba0ad6d-2e76-4680-8a7a-96116fb10c8f","block_type":"box","text":"collateralized loans by the purchaser to the seller secured by the securities transferred to the purchaser. If a repurchase","page_number":15,"box":{"x":89,"y":263,"width":828,"height":12}},{"id":"460282eb-ec70-4abd-ad61-f65757d99f6c","block_type":"box","text":"agreement is construed to be a collateralized loan, the underlying securities will not be considered to be owned by a Fund but","page_number":15,"box":{"x":89,"y":278,"width":878,"height":13}},{"id":"fe87e5ab-4026-4f26-8a27-d6e144a9d637","block_type":"box","text":"only to constitute collateral for the seller’s obligation to pay the repurchase price, and, in the event of a default by the seller,","page_number":15,"box":{"x":89,"y":293,"width":860,"height":13}},{"id":"6a3ab5dc-6c59-4d62-8f74-7d94817f3fbc","block_type":"box","text":"the Fund may suffer time delays and incur costs or losses in connection with the disposition of the collateral.","page_number":15,"box":{"x":88,"y":308,"width":761,"height":13}},{"id":"658ada85-ef7c-4023-a958-8525e009259b","block_type":"box","text":"In any repurchase transaction, the collateral for a repurchase agreement may include: (i) cash items; (ii) obligations issued by","page_number":15,"box":{"x":89,"y":335,"width":875,"height":12}},{"id":"0b823076-3505-403f-9c66-e1c70210e493","block_type":"box","text":"the U.S. government or its agencies or instrumentalities; or (iii) obligations that, at the time the repurchase agreement is","page_number":15,"box":{"x":88,"y":350,"width":841,"height":12}},{"id":"2451a539-89a9-4faa-9663-edd3012e0ab9","block_type":"box","text":"entered into, are determined to (A) have exceptionally strong capacity to meet their financial obligations and (B) are","page_number":15,"box":{"x":89,"y":365,"width":811,"height":12}},{"id":"7251b17f-5202-4bd5-8128-e38b189dea83","block_type":"box","text":"sufficiently liquid such that they can be sold at approximately their carrying value in the ordinary course of business within","page_number":15,"box":{"x":89,"y":380,"width":856,"height":13}},{"id":"e2d668d7-38af-45cc-bd0a-ff688f36d253","block_type":"box","text":"seven days.","page_number":15,"box":{"x":89,"y":395,"width":78,"height":13}},{"id":"7e91f6e7-cd6a-4079-9c37-2333014b9aa2","block_type":"box","text":"Repurchase agreements pose certain risks for a Fund, should it decide to utilize them. Such risks are not unique to the Funds,","page_number":15,"box":{"x":89,"y":422,"width":875,"height":12}},{"id":"8bec6494-6ac2-41eb-a99e-86521d86d33d","block_type":"box","text":"but are inherent in repurchase agreements. A Fund seeks to minimize such risks, but because of the inherent legal","page_number":15,"box":{"x":89,"y":437,"width":797,"height":12}},{"id":"3c17c200-90e4-49ce-8be5-5b390028ee47","block_type":"box","text":"uncertainties involved in repurchase agreements, such risks cannot be eliminated. Lower quality collateral and collateral with","page_number":15,"box":{"x":89,"y":452,"width":873,"height":12}},{"id":"d574468f-aabd-48e0-b868-c02fc5088f16","block_type":"box","text":"a longer maturity may be subject to greater price fluctuations than higher quality collateral and collateral with a shorter","page_number":15,"box":{"x":89,"y":467,"width":836,"height":13}},{"id":"c280acef-5d6c-4172-81ed-51096b48d23a","block_type":"box","text":"maturity. If the repurchase agreement counterparty were to default, lower quality collateral may be more difficult to liquidate","page_number":15,"box":{"x":89,"y":482,"width":871,"height":13}},{"id":"afdc21c2-2bdb-4185-b131-e801d6dab51f","block_type":"box","text":"than higher quality collateral. Should the counterparty default and the amount of collateral not be sufficient to cover the","page_number":15,"box":{"x":88,"y":497,"width":841,"height":13}},{"id":"cca0fc2c-4a68-43ff-9538-36b15a02f662","block_type":"box","text":"counterparty’s repurchase obligation, a Fund would likely retain the status of an unsecured creditor of the counterparty (","page_number":15,"box":{"x":89,"y":513,"width":845,"height":12}},{"id":"f758acde-9d44-40a0-a12c-4aee9c191dae","block_type":"box","text":"i.e.","page_number":15,"box":{"x":935,"y":513,"width":18,"height":9}},{"id":"786d1485-210f-4688-a93c-7012ffb644be","block_type":"box","text":",","page_number":15,"box":{"x":955,"y":521,"width":2,"height":3}},{"id":"13af6024-7d01-480c-93d1-e2b00a6b989e","block_type":"box","text":"the position a Fund would normally be in if it were to hold, pursuant to its investment policies, other unsecured debt","page_number":15,"box":{"x":88,"y":528,"width":814,"height":12}},{"id":"1e477272-4ca1-4416-a561-02ec26f30f19","block_type":"box","text":"securities of the defaulting counterparty) with respect to the amount of the shortfall. As an unsecured creditor, a Fund would","page_number":15,"box":{"x":89,"y":543,"width":875,"height":12}},{"id":"e340c4de-d0a7-4f22-8450-ea8875c67bdf","block_type":"box","text":"be at risk of losing some or all of the principal and income involved in the transaction.","page_number":15,"box":{"x":89,"y":558,"width":598,"height":12}},{"id":"dd0c116d-343c-4c3f-97b8-cc5499653b83","block_type":"box","text":"Securities of Investment Companies.","page_number":15,"box":{"x":88,"y":584,"width":263,"height":13}},{"id":"16582bf8-93a5-4457-9dd2-7008b38ffaf8","block_type":"box","text":"A Fund may invest in the securities of other investment companies (including money","page_number":15,"box":{"x":360,"y":584,"width":595,"height":13}},{"id":"572a0037-fa7d-4523-ad24-ec10f7f0ec09","block_type":"box","text":"market funds) to the extent permitted by law, regulation, exemptive order or SEC staff guidance. Under the 1940 Act, a fund’s","page_number":15,"box":{"x":89,"y":599,"width":876,"height":13}},{"id":"9fd624f2-6392-4889-944e-f4baf108e12c","block_type":"box","text":"investment in investment companies is limited to, subject to certain exceptions, (i) 3% of the total outstanding voting stock","page_number":15,"box":{"x":89,"y":615,"width":864,"height":12}},{"id":"fd1f2f0c-4bd0-4aa7-8764-a394933abed5","block_type":"box","text":"of any one investment company, (ii) 5% of the fund’s total assets with respect to any one investment company, and (iii) 10%","page_number":15,"box":{"x":89,"y":630,"width":870,"height":12}},{"id":"9d6c4354-dcac-4eee-9052-ba5ac204eb61","block_type":"box","text":"of the fund’s total assets with respect to investment companies in the aggregate. Other investment companies in which a","page_number":15,"box":{"x":89,"y":645,"width":849,"height":12}},{"id":"d70935ec-a627-4c3b-b53a-83633d0bf309","block_type":"box","text":"Fund invests can be expected to incur fees and expenses for operations, such as investment advisory and administration fees,","page_number":15,"box":{"x":89,"y":660,"width":878,"height":12}},{"id":"ab7be781-aadd-4c28-ac77-107bb03498ad","block_type":"box","text":"which would be in addition to those incurred by a Fund. Pursuant to guidance issued by the SEC staff, fees and expenses of","page_number":15,"box":{"x":88,"y":675,"width":863,"height":12}},{"id":"caff7884-b2c9-4296-afbc-1541d9d3f61c","block_type":"box","text":"money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund","page_number":15,"box":{"x":89,"y":690,"width":873,"height":13}},{"id":"5ddd3fd9-3f5d-4b8f-ac56-21b545375e67","block_type":"box","text":"Fees and Expenses, which reflect a Fund’s","page_number":15,"box":{"x":89,"y":705,"width":291,"height":13}},{"id":"2d3dafa1-f376-4c5c-a077-a7d9fb25e438","block_type":"box","text":"pro rata","page_number":15,"box":{"x":385,"y":707,"width":55,"height":11}},{"id":"070e9e91-c927-4b25-9910-b9455f5f48ff","block_type":"box","text":"share of the fees and expenses incurred by investing in other investment","page_number":15,"box":{"x":445,"y":705,"width":506,"height":13}},{"id":"74ca6c97-e647-489f-8054-2b329c5b521b","block_type":"box","text":"companies (as disclosed in the Prospectus, as applicable).","page_number":15,"box":{"x":89,"y":720,"width":404,"height":13}},{"id":"22c64845-0a3b-45d2-92a5-9e51adbb544c","block_type":"box","text":"Short-Term Instruments and Temporary Investments.","page_number":15,"box":{"x":88,"y":747,"width":386,"height":12}},{"id":"4ff046a0-51cd-4b7a-8839-70fd237cccd8","block_type":"box","text":"Each Fund may invest in short-term instruments, including money","page_number":15,"box":{"x":484,"y":747,"width":464,"height":12}},{"id":"5b2fad1c-d56f-4498-9880-caf19a68346b","block_type":"box","text":"market instruments, on an ongoing basis to provide liquidity or for other reasons. Money market instruments are generally","page_number":15,"box":{"x":89,"y":762,"width":858,"height":12}},{"id":"98ee59bd-45b2-4523-95aa-2e2473818198","block_type":"box","text":"short-term investments that may include, but are not limited to: (i) shares of money market funds (including those advised","page_number":15,"box":{"x":89,"y":777,"width":860,"height":12}},{"id":"8431902a-e1f5-40b8-851b-79c384f3d0d4","block_type":"box","text":"by BFA or otherwise affiliated with BFA); (ii) obligations issued or guaranteed by the U.S. government, its agencies or","page_number":15,"box":{"x":89,"y":792,"width":814,"height":13}},{"id":"17840e75-6bf2-4e2f-8888-48b0880f3718","block_type":"box","text":"instrumentalities (including government-sponsored enterprises); (iii) negotiable certificates of deposit (“CDs”), bankers’","page_number":15,"box":{"x":89,"y":807,"width":840,"height":13}},{"id":"31c31d32-d7e7-4ecc-a393-531374f4702f","block_type":"box","text":"acceptances, fixed-time deposits and other obligations of U.S. and non-U.S. banks (including non-U.S. branches) and similar","page_number":15,"box":{"x":89,"y":822,"width":870,"height":13}},{"id":"17fe4097-ce58-4fee-ad6e-9524197a5d57","block_type":"box","text":"institutions; (iv) commercial paper rated, at the date of purchase, “Prime-1” by Moody’s, “F-1” by Fitch, or “A-1” by S&P","page_number":15,"box":{"x":89,"y":838,"width":831,"height":12}},{"id":"d3ac73b5-a938-4dec-ae0b-659ea1955374","block_type":"box","text":"Global Ratings, or if unrated, of comparable quality as determined by BFA; (v) non-convertible corporate debt securities (","page_number":15,"box":{"x":89,"y":853,"width":843,"height":12}},{"id":"f2702e37-6a5f-4f45-a2b1-9ee43fddd8d2","block_type":"box","text":"e.g.","page_number":15,"box":{"x":934,"y":856,"width":22,"height":9}},{"id":"0f6e830e-0b27-4314-8c1d-43d277cacade","block_type":"box","text":",","page_number":15,"box":{"x":959,"y":861,"width":2,"height":3}},{"id":"257c4101-b5c5-4281-bf8b-79aa28480edb","block_type":"box","text":"8","page_number":15,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"a975632d-cc59-4147-bc49-ebc9b8f47bca","block_type":"box","text":"bonds and debentures) with remaining maturities at the date of purchase of not more than 397 days and that have been","page_number":16,"box":{"x":89,"y":44,"width":843,"height":12}},{"id":"ac8cf1e8-87f6-4672-b90e-9b0f7586ef9e","block_type":"box","text":"determined to present minimal credit risks, in accordance with the requirements set forth in Rule 2a-7 under the 1940 Act;","page_number":16,"box":{"x":89,"y":59,"width":856,"height":12}},{"id":"b0b7068d-313d-49ce-8fdd-e73d773f60d1","block_type":"box","text":"(vi) repurchase agreements; and (vii) short-term U.S. dollar-denominated obligations of non-U.S. banks (including U.S.","page_number":16,"box":{"x":89,"y":74,"width":830,"height":12}},{"id":"50932788-4bef-4712-8757-1dbcbc7ce531","block_type":"box","text":"branches) that, in the opinion of BFA, are of comparable quality to obligations of U.S. banks that may be purchased by a","page_number":16,"box":{"x":89,"y":89,"width":836,"height":13}},{"id":"9059a77f-7e6b-44c6-92f0-e267d41a0406","block_type":"box","text":"Fund. Any of these instruments may be purchased on a current or forward-settled basis. Time deposits are non-negotiable","page_number":16,"box":{"x":89,"y":104,"width":857,"height":13}},{"id":"d5423e56-2c1f-4312-8e29-242e64e4f381","block_type":"box","text":"deposits maintained in banking institutions for specified periods of time at stated interest rates. Bankers’ acceptances are","page_number":16,"box":{"x":89,"y":119,"width":848,"height":13}},{"id":"07d4c242-d46c-4bfe-86e1-67e30939dc4d","block_type":"box","text":"time drafts drawn on commercial banks by borrowers, usually in connection with international transactions.","page_number":16,"box":{"x":88,"y":135,"width":755,"height":12}},{"id":"e505a8e9-180c-495e-8361-52cc467f225c","block_type":"box","text":"Future Developments.","page_number":16,"box":{"x":89,"y":161,"width":157,"height":12}},{"id":"d312c7fa-9986-46f2-a593-ed832da6d6b6","block_type":"box","text":"The Board may, in the future, authorize each Fund to invest in securities contracts and investments,","page_number":16,"box":{"x":255,"y":161,"width":694,"height":12}},{"id":"ed57919a-1fd9-48d3-ae21-98dad46fe41c","block_type":"box","text":"other than those listed in this SAI and in the applicable Prospectus, provided they are consistent with each Fund’s investment","page_number":16,"box":{"x":89,"y":176,"width":876,"height":13}},{"id":"3063d253-29c1-40be-a04f-05fd3d7fde39","block_type":"box","text":"objective and do not violate any of its investment restrictions or policies.","page_number":16,"box":{"x":89,"y":191,"width":504,"height":13}},{"id":"cd08e2bd-fb41-46b3-ace1-e5aa566dd9df","block_type":"box","text":"General Considerations and Risks","page_number":16,"box":{"x":90,"y":222,"width":559,"height":23}},{"id":"d5362da2-d4b0-4226-8ed2-f1d2aa058e53","block_type":"box","text":"A discussion of some of the principal risks associated with an investment in a Fund is contained in the applicable Prospectus.","page_number":16,"box":{"x":88,"y":263,"width":876,"height":12}},{"id":"2c363ef3-e093-49f7-9c9c-f60e77d120ea","block_type":"box","text":"An investment in a Fund should be made with an understanding that the value of the Fund’s portfolio securities may","page_number":16,"box":{"x":88,"y":290,"width":817,"height":12}},{"id":"9a7d132a-6890-4f60-95f0-af79c90c1295","block_type":"box","text":"fluctuate in accordance with changes in the financial condition of the issuers of the portfolio securities, the value of bonds in","page_number":16,"box":{"x":88,"y":305,"width":873,"height":12}},{"id":"7b059e38-501b-4cf7-9406-462e4ca037de","block_type":"box","text":"general, and other factors that affect the market. The order of the below risk factors does not indicate the significance of any","page_number":16,"box":{"x":89,"y":320,"width":873,"height":12}},{"id":"97ad0b11-d3f4-4f7d-a5f9-0dc68a1e0d1c","block_type":"box","text":"particular risk factor.","page_number":16,"box":{"x":89,"y":335,"width":142,"height":12}},{"id":"413dd27b-4847-4559-97b2-19e05fa7b30f","block_type":"box","text":"Borrowing Risk.","page_number":16,"box":{"x":89,"y":361,"width":112,"height":13}},{"id":"45e09661-16d8-4f12-a090-decc3d6d5b72","block_type":"box","text":"Borrowing may exaggerate changes in the NAV of Fund shares and in the return on a Fund’s portfolio.","page_number":16,"box":{"x":211,"y":361,"width":712,"height":13}},{"id":"0bc8c108-ad52-44d0-b752-3c96a3fb4ce0","block_type":"box","text":"Borrowing will cause a Fund to incur interest expense and other fees. The costs of borrowing may reduce a Fund’s return.","page_number":16,"box":{"x":89,"y":376,"width":850,"height":13}},{"id":"a4047eb5-dd4e-4d39-9c60-4f7c7bb7e55e","block_type":"box","text":"Borrowing may cause a Fund to liquidate positions when it may not be advantageous to do so to satisfy its obligations.","page_number":16,"box":{"x":89,"y":392,"width":831,"height":12}},{"id":"2f6f16e3-e35f-44ea-aac1-c3f2c4566b37","block_type":"box","text":"Illiquid Investments Risk.","page_number":16,"box":{"x":89,"y":418,"width":178,"height":12}},{"id":"7169391d-e0bd-45e6-b56b-4f72e0496a6f","block_type":"box","text":"A Fund may not acquire any illiquid investment if, immediately after the acquisition, the Fund","page_number":16,"box":{"x":276,"y":418,"width":651,"height":12}},{"id":"3653c7f5-d219-4b44-a6be-4f122518b4cc","block_type":"box","text":"would have invested more than 15% of its net assets in illiquid investments. An illiquid investment is any investment that a","page_number":16,"box":{"x":88,"y":433,"width":856,"height":13}},{"id":"ec77f5ad-8305-4019-8030-f52bcaccf646","block_type":"box","text":"Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without","page_number":16,"box":{"x":89,"y":448,"width":859,"height":13}},{"id":"b012bfed-1864-4b3b-96ae-6a6bcc769dbe","block_type":"box","text":"significantly changing the market value of the investment. The liquidity of an investment will be determined based on","page_number":16,"box":{"x":89,"y":463,"width":820,"height":13}},{"id":"353d17bf-b653-4b6d-b20c-eef8fcaf7bf7","block_type":"box","text":"relevant market, trading and investment specific considerations as set out in the Liquidity Program as required by the","page_number":16,"box":{"x":89,"y":479,"width":818,"height":12}},{"id":"982d6f39-1200-4e69-83af-d4e9749e9a2b","block_type":"box","text":"Liquidity Rule. Illiquid investments may trade at a discount to comparable, more liquid investments and a Fund may not be","page_number":16,"box":{"x":89,"y":494,"width":856,"height":12}},{"id":"decb1793-198a-4ccb-a920-2619a691f0a6","block_type":"box","text":"able to dispose of illiquid investments in a timely fashion or at their expected prices. If illiquid investments exceed 15% of a","page_number":16,"box":{"x":89,"y":509,"width":858,"height":12}},{"id":"ac09933a-2428-42c7-9ec4-00af30f4d82f","block_type":"box","text":"Fund’s net assets, the Liquidity Rule and the Liquidity Program will require that certain remedial actions be taken.","page_number":16,"box":{"x":89,"y":524,"width":790,"height":12}},{"id":"8540174a-854f-4ad9-9705-cc98f5921462","block_type":"box","text":"Infectious Illness Risk.","page_number":16,"box":{"x":89,"y":550,"width":159,"height":10}},{"id":"9917d233-213e-4c90-99bd-009ea8a1078c","block_type":"box","text":"A widespread outbreak of an infectious illness, such as the COVID-19 pandemic, may adversely affect","page_number":16,"box":{"x":257,"y":550,"width":708,"height":13}},{"id":"262f7efd-a96b-448c-bd9f-041066f0b6bb","block_type":"box","text":"the economies of many nations and the global economy and may impact individual issuers and capital markets in ways that","page_number":16,"box":{"x":88,"y":565,"width":868,"height":13}},{"id":"3672842f-0e51-4706-9299-685b0e2e1ac0","block_type":"box","text":"cannot be foreseen. An infectious illness outbreak may result in travel restrictions, closed international borders, disruption of","page_number":16,"box":{"x":89,"y":581,"width":871,"height":12}},{"id":"6bedeb59-e64a-4c07-a128-3dbfb7b5b2af","block_type":"box","text":"healthcare services, prolonged quarantines, cancellations, supply chain disruptions, temporary and permanent business","page_number":16,"box":{"x":89,"y":596,"width":838,"height":12}},{"id":"5a9a181e-08e2-4d49-a0f3-5cb6123a5a2a","block_type":"box","text":"closures, lower consumer demand, layoffs, ratings downgrades, credit defaults and other significant economic, social and","page_number":16,"box":{"x":89,"y":611,"width":850,"height":12}},{"id":"4e8cc7c2-651e-4068-97bc-a72cb21e0d01","block_type":"box","text":"political impacts, as well as general concern and uncertainty. An outbreak may exacerbate other pre-existing political, social","page_number":16,"box":{"x":89,"y":626,"width":865,"height":12}},{"id":"fd2d6fbc-26c7-437b-a5d5-dd13b71cd31a","block_type":"box","text":"and economic risks in certain countries or globally. These impacts, which could adversely affect a Fund and its investments,","page_number":16,"box":{"x":89,"y":641,"width":863,"height":12}},{"id":"e1457e0d-e596-4c65-bbd3-15e3d8476a9a","block_type":"box","text":"could be present for an extended period of time.","page_number":16,"box":{"x":89,"y":656,"width":337,"height":13}},{"id":"ab8423b6-704d-415b-b1f9-23c13a04b63c","block_type":"box","text":"In addition, markets may experience temporary closures, extreme volatility, severe losses, reduced liquidity and increased","page_number":16,"box":{"x":89,"y":683,"width":845,"height":12}},{"id":"33d0fb2e-9d30-4354-a029-53a9dc7e857f","block_type":"box","text":"trading costs. Such events may adversely affect a Fund and its investments and may impact a Fund’s ability to purchase or","page_number":16,"box":{"x":88,"y":698,"width":857,"height":12}},{"id":"a763792c-02b3-41e9-9d63-7f91d6a0ef00","block_type":"box","text":"sell securities or other assets. Market or economic disruptions could cause elevated tracking error and increased premiums","page_number":16,"box":{"x":89,"y":713,"width":861,"height":12}},{"id":"43555a61-15d2-46f6-963f-ee7ca5dbe42a","block_type":"box","text":"or discounts to a Fund’s NAV. Additionally, a Fund could be adversely impacted if an outbreak impairs the operations of its","page_number":16,"box":{"x":89,"y":728,"width":853,"height":12}},{"id":"3f2b036d-f676-4a7f-a7d4-adbff2cc46e6","block_type":"box","text":"service providers, including BFA. Governmental and quasi-governmental may respond to an outbreak and any resulting","page_number":16,"box":{"x":89,"y":743,"width":832,"height":12}},{"id":"0dd30f66-1b22-4352-b767-a5b9562f1689","block_type":"box","text":"disruptions with a variety of fiscal and monetary policy changes, such as changes in interest rates. A reversal of these","page_number":16,"box":{"x":89,"y":758,"width":820,"height":13}},{"id":"5282809b-a769-4240-b17f-682bed1b8430","block_type":"box","text":"policies, or the ineffectiveness of such policies, is likely to increase market volatility, which could adversely affect a Fund’s","page_number":16,"box":{"x":89,"y":773,"width":845,"height":13}},{"id":"57fa7f3a-3249-4e5c-ad03-7ec04d0c8457","block_type":"box","text":"investments.","page_number":16,"box":{"x":89,"y":789,"width":87,"height":9}},{"id":"56ab708f-519d-4579-a620-fe8c8535c60e","block_type":"box","text":"Money Market Instruments Risk.","page_number":16,"box":{"x":89,"y":815,"width":234,"height":12}},{"id":"50281a44-78a2-48c0-8030-ccd5e1828269","block_type":"box","text":"The value of money market instruments may be affected by changes in interest rates or in","page_number":16,"box":{"x":332,"y":815,"width":628,"height":12}},{"id":"3b352508-b96a-4321-8722-1d7a8fa63d54","block_type":"box","text":"the credit ratings of the investments, among other things. If a significant amount of a Fund’s assets is invested in money","page_number":16,"box":{"x":88,"y":830,"width":843,"height":12}},{"id":"436ae65a-64ef-4a97-9f73-ecfb6d947fd1","block_type":"box","text":"market instruments, it may be more difficult for the Fund to achieve its investment objective. An investment in a money","page_number":16,"box":{"x":89,"y":845,"width":835,"height":12}},{"id":"f033c25b-2cd1-4f15-8662-4a7077b9485c","block_type":"box","text":"9","page_number":16,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"e1b26641-76d5-4399-b1ae-35e0799a408b","block_type":"box","text":"market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. It is","page_number":17,"box":{"x":89,"y":44,"width":874,"height":12}},{"id":"6041df61-eadb-4334-b5df-2f54c2cabbf4","block_type":"box","text":"possible to lose money by investing in a money market fund. Money market funds other than U.S. government money market","page_number":17,"box":{"x":89,"y":59,"width":879,"height":12}},{"id":"5f3d54f6-8f1d-4054-87db-5e7c9eace383","block_type":"box","text":"funds and retail money market funds “float” their NAV instead of using a stable $1.00 per share price.","page_number":17,"box":{"x":88,"y":74,"width":709,"height":12}},{"id":"dec7256b-e5f1-4034-92b0-ac1a051eac27","block_type":"box","text":"Operational and Technology Risks.","page_number":17,"box":{"x":89,"y":101,"width":250,"height":12}},{"id":"5b388de2-a2f9-4c54-972c-18b5e9945d9c","block_type":"box","text":"A Fund and the entities with which it interacts directly or indirectly are susceptible to","page_number":17,"box":{"x":348,"y":101,"width":593,"height":12}},{"id":"0d2a47d0-424a-4c00-8afe-3d0228bd1c28","block_type":"box","text":"operational and technology risks, including those related to human errors, processing errors, communication errors, systems","page_number":17,"box":{"x":89,"y":116,"width":874,"height":12}},{"id":"5c53854d-ea16-4abf-86e9-766cb6766f82","block_type":"box","text":"failures, cybersecurity incidents, and the use of artificial intelligence and machine learning (“AI”), which may result in losses","page_number":17,"box":{"x":88,"y":131,"width":864,"height":12}},{"id":"22dcc89c-e15e-4715-bc19-d79252a2aa7f","block_type":"box","text":"for the Fund and its shareholders or impair the Fund’s operations. These entities include, but are not limited to, a Fund’s","page_number":17,"box":{"x":88,"y":146,"width":839,"height":12}},{"id":"ae4c2c8d-9531-478c-b452-4d724959d073","block_type":"box","text":"adviser, administrator, distributor, other service providers (e.g., index and benchmark providers, accountants, custodians, and","page_number":17,"box":{"x":89,"y":161,"width":876,"height":12}},{"id":"c7547e91-23db-4c71-b22a-5c0065252de3","block_type":"box","text":"transfer agents), financial intermediaries, counterparties, market makers, Authorized Participants, listing exchanges, other","page_number":17,"box":{"x":88,"y":176,"width":853,"height":13}},{"id":"d87c432a-3f3b-4d91-b495-2a71cd1ed837","block_type":"box","text":"financial market operators, and governmental authorities. Operational and technology risks for the issuers in which a Fund","page_number":17,"box":{"x":88,"y":191,"width":859,"height":13}},{"id":"a455bb55-90d9-4c60-b9b2-97005261f4df","block_type":"box","text":"invests could also result in material adverse consequences for such issuers and may cause the Fund’s investments in such","page_number":17,"box":{"x":89,"y":206,"width":852,"height":13}},{"id":"7c67d25a-a8f9-40bd-b7cf-809ac501b901","block_type":"box","text":"issuers to lose value. A Fund may incur substantial costs in order to mitigate operational and technology risks.","page_number":17,"box":{"x":89,"y":222,"width":770,"height":12}},{"id":"30a8183a-bf95-447c-8e46-8c350ef8ea18","block_type":"box","text":"Cybersecurity incidents can result from deliberate attacks or unintentional events against an issuer in which a Fund invests,","page_number":17,"box":{"x":89,"y":248,"width":862,"height":12}},{"id":"4ea85bcb-41b2-40ef-9c42-c10fcb1d6c93","block_type":"box","text":"the Fund or any of its service providers. They include, but are not limited to, gaining unauthorized access to systems,","page_number":17,"box":{"x":88,"y":263,"width":816,"height":12}},{"id":"a7cc35ef-fd2f-45cd-b0c1-3ff8e51f1fc4","block_type":"box","text":"misappropriating assets or sensitive information, corrupting or destroying data, and causing operational disruption.","page_number":17,"box":{"x":89,"y":278,"width":808,"height":13}},{"id":"c3eecad1-ad54-44e7-80a1-7ae19d065559","block_type":"box","text":"Geopolitical tension may increase the scale and sophistication of deliberate attacks, particularly those from nation states or","page_number":17,"box":{"x":89,"y":293,"width":862,"height":13}},{"id":"eefc4de5-9a94-4cd8-a381-72215341f61e","block_type":"box","text":"from entities with nation state backing. Cybersecurity incidents may result in any of the following: financial losses;","page_number":17,"box":{"x":88,"y":308,"width":798,"height":13}},{"id":"1ead65db-c8bc-439d-8dd3-126399081082","block_type":"box","text":"interference with a Fund’s ability to calculate its NAV; disclosure of confidential information; impediments to trading;","page_number":17,"box":{"x":89,"y":324,"width":815,"height":12}},{"id":"6d1d1b22-df10-40c2-afdd-55362164bc1f","block_type":"box","text":"submission of erroneous trades by a Fund or erroneous subscription or redemption orders; the inability of a Fund or its","page_number":17,"box":{"x":89,"y":339,"width":831,"height":12}},{"id":"0d24cf6d-5717-4203-8351-8bb39d1a02bd","block_type":"box","text":"service providers to transact business; violations of applicable privacy and other laws; regulatory fines; penalties; reputational","page_number":17,"box":{"x":89,"y":354,"width":874,"height":12}},{"id":"24869674-798b-4621-a12a-946eddde6c0d","block_type":"box","text":"damage; reimbursement or other compensation costs; and other legal and compliance expenses. Furthermore, cybersecurity","page_number":17,"box":{"x":89,"y":369,"width":876,"height":12}},{"id":"0657e782-80a4-4420-a0ca-29399c3a12a8","block_type":"box","text":"incidents may render records of a Fund, including records relating to its assets and transactions, shareholder ownership of","page_number":17,"box":{"x":89,"y":384,"width":857,"height":12}},{"id":"ad6452ad-5076-4517-9011-bbe7ca7975e7","block_type":"box","text":"Fund shares, and other data integral to a Fund’s functioning, inaccessible, inaccurate or incomplete. Power outages, natural","page_number":17,"box":{"x":89,"y":399,"width":864,"height":13}},{"id":"eb6bb2e5-baa0-477e-9ef0-9d45a67b0bd6","block_type":"box","text":"disasters, equipment malfunctions and processing errors that threaten information and technology systems relied upon by a","page_number":17,"box":{"x":89,"y":414,"width":871,"height":13}},{"id":"aad5f4ba-d9ac-4671-a810-f5edc34420f6","block_type":"box","text":"Fund or its service providers, as well as market events that occur at a pace that overloads these systems, may also disrupt","page_number":17,"box":{"x":89,"y":429,"width":850,"height":13}},{"id":"101904d0-e058-4e26-bc2d-6e9e49752ad1","block_type":"box","text":"business operations or impact critical data. In addition, the risks of increased use of AI technologies, such as machine","page_number":17,"box":{"x":89,"y":445,"width":821,"height":12}},{"id":"9a103808-6fd2-4388-b5cf-72a327da55ae","block_type":"box","text":"learning, include data risk, transparency risk, and operational risk. The AI technologies, which are generally highly reliant on","page_number":17,"box":{"x":89,"y":460,"width":863,"height":12}},{"id":"7111faf8-455a-41ce-a8b1-4547c379aabf","block_type":"box","text":"the collection and analysis of large amounts of data, may incorporate biased or inaccurate data, and it is not possible or","page_number":17,"box":{"x":88,"y":475,"width":838,"height":12}},{"id":"18eb8131-35fd-4ee2-ada1-19bceecba3a7","block_type":"box","text":"practicable to incorporate all relevant data into such technologies. The output or results of any such AI technologies may","page_number":17,"box":{"x":89,"y":490,"width":847,"height":12}},{"id":"63e33190-54bf-40d6-ad37-0aba27bf0a6a","block_type":"box","text":"therefore be incomplete, erroneous, distorted or misleading. Further, AI tools may lack transparency as to how data is utilized","page_number":17,"box":{"x":88,"y":505,"width":875,"height":12}},{"id":"69ca4598-e11b-4a80-a93d-f5a99927089b","block_type":"box","text":"and how outputs are generated. AI technologies may also allow the unintended introduction of vulnerabilities into","page_number":17,"box":{"x":89,"y":520,"width":798,"height":12}},{"id":"0c9b717e-6eca-4571-b238-8721804eb149","block_type":"box","text":"infrastructures and applications. A Fund and its shareholders could be negatively impacted as a result of these risks","page_number":17,"box":{"x":89,"y":535,"width":807,"height":13}},{"id":"5ed00121-e98a-4ef5-82a3-3fe67c90c412","block_type":"box","text":"associated with AI technologies. AI technologies and their current and potential future applications, and the regulatory","page_number":17,"box":{"x":89,"y":550,"width":832,"height":13}},{"id":"ab617b95-3a99-4fae-9a70-2e701ee87b96","block_type":"box","text":"frameworks within which they operate, continue to quickly evolve, and it is impossible to anticipate the full scope of future AI","page_number":17,"box":{"x":88,"y":565,"width":877,"height":13}},{"id":"3c8fa51d-507c-4d0b-b4e3-debe0b6b5d64","block_type":"box","text":"capabilities or rules and the associated risks to a Fund.","page_number":17,"box":{"x":89,"y":581,"width":380,"height":12}},{"id":"d3deab6d-1f9c-4b44-ae4a-7358da98074b","block_type":"box","text":"While a Fund’s service providers are required to have appropriate operational, information security and cybersecurity risk","page_number":17,"box":{"x":88,"y":607,"width":846,"height":12}},{"id":"b5edb15f-ae76-4797-b6ba-59fd4048f814","block_type":"box","text":"management policies and procedures, their methods of risk management may differ from those of the Fund in the setting of","page_number":17,"box":{"x":89,"y":622,"width":872,"height":12}},{"id":"5ec1c3f2-6dd7-4179-81bb-774f66565c02","block_type":"box","text":"priorities, the personnel and resources available or the effectiveness of relevant controls. Each Fund and its adviser seek to","page_number":17,"box":{"x":89,"y":637,"width":852,"height":13}},{"id":"b9ba9f99-814f-4b31-af4c-8dab35a1a334","block_type":"box","text":"reduce these risks through controls, procedures and oversight, including establishing business continuity plans and risk","page_number":17,"box":{"x":89,"y":652,"width":837,"height":13}},{"id":"aca1f19b-413d-4f1c-8e43-04034c064afa","block_type":"box","text":"management systems. However, there are inherent limitations in such plans and systems, including the possibility that","page_number":17,"box":{"x":89,"y":668,"width":828,"height":12}},{"id":"06b2f7b6-7a43-4aad-8cca-cebab5a13c95","block_type":"box","text":"certain risks that may affect a Fund have not been identified or may emerge in the future; that such plans and systems may","page_number":17,"box":{"x":89,"y":683,"width":861,"height":12}},{"id":"645923d6-203f-4850-99d4-b251d1f6ddaa","block_type":"box","text":"not completely eliminate the occurrence or mitigate the effects of operational or information security disruptions or failures","page_number":17,"box":{"x":89,"y":698,"width":864,"height":12}},{"id":"c2f959c5-14b9-489b-9e46-d713d832935b","block_type":"box","text":"or of cybersecurity incidents; or that prevention and remediation efforts will not be successful or that incidents will go","page_number":17,"box":{"x":89,"y":713,"width":824,"height":12}},{"id":"63a5b19b-8e70-4e92-81f9-82803cefb07c","block_type":"box","text":"undetected. A Fund cannot control the systems, information security or other cybersecurity of the issuers in which it invests","page_number":17,"box":{"x":89,"y":728,"width":868,"height":12}},{"id":"d26bb1d5-d0f8-456d-a80c-09e736edb4a4","block_type":"box","text":"or its service providers, counterparties, and other third parties whose activities affect the Fund.","page_number":17,"box":{"x":89,"y":743,"width":660,"height":12}},{"id":"751a4852-2560-426c-aa10-26eb7be451fe","block_type":"box","text":"Lastly, the regulatory climate governing cybersecurity and data protection is developing quickly and may vary considerably","page_number":17,"box":{"x":89,"y":770,"width":858,"height":12}},{"id":"b316ab6f-8c9c-4ae1-b046-07e067118b9d","block_type":"box","text":"across jurisdictions. Regulators continue to develop new rules and standards related to cybersecurity and data protection.","page_number":17,"box":{"x":89,"y":785,"width":852,"height":12}},{"id":"738ae6a6-969e-4405-9879-45eb3a87c6f5","block_type":"box","text":"Compliance with evolving regulations can be demanding and costly, requiring substantial resources to monitor and","page_number":17,"box":{"x":89,"y":800,"width":806,"height":12}},{"id":"9018368b-e1d2-43f2-badb-5bf60dea61ef","block_type":"box","text":"implement required changes.","page_number":17,"box":{"x":89,"y":815,"width":204,"height":12}},{"id":"07427e59-2d4e-4df1-a3c4-2d0c38ef93c2","block_type":"box","text":"10","page_number":17,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"5f9910c2-95c6-4838-ae89-44ae1899498b","block_type":"box","text":"Reference Rate Replacement Risk.","page_number":18,"box":{"x":89,"y":44,"width":244,"height":12}},{"id":"bc77bbdf-09af-4729-90d8-57178fbd24a6","block_type":"box","text":"A Fund may be exposed to financial instruments that recently transitioned from, or","page_number":18,"box":{"x":342,"y":44,"width":581,"height":12}},{"id":"000730d1-4753-4890-bfd6-166ee8f2c934","block_type":"box","text":"continue to be tied to, the London Interbank Offered Rate (“LIBOR”) to determine payment obligations, financing terms,","page_number":18,"box":{"x":89,"y":59,"width":839,"height":12}},{"id":"3fb4d40a-ff88-4c1b-8c41-3aacebf7006f","block_type":"box","text":"hedging strategies or investment value. The United Kingdom’s Financial Conduct Authority (“FCA”), which regulates LIBOR,","page_number":18,"box":{"x":89,"y":74,"width":863,"height":12}},{"id":"aca4882f-d1c0-4b6e-be43-22d6cb6e0e32","block_type":"box","text":"has ceased publishing all LIBOR settings. In April 2023, however, the FCA announced that some USD LIBOR settings will","page_number":18,"box":{"x":89,"y":89,"width":835,"height":13}},{"id":"8dd28141-105a-407e-857f-48b6b0e33a65","block_type":"box","text":"continue to be published under a synthetic methodology until September 30, 2024 for certain legacy contracts. The Secured","page_number":18,"box":{"x":89,"y":104,"width":869,"height":13}},{"id":"35d9f4ff-191b-42ca-85ad-a604cb134050","block_type":"box","text":"Overnight Financing Rate (“SOFR”), which is a broad measure of the cost of borrowing cash overnight collateralized by U.S.","page_number":18,"box":{"x":89,"y":119,"width":862,"height":13}},{"id":"7e737739-ad41-44bf-8fa5-7a03d133a044","block_type":"box","text":"Treasury securities in the repurchase agreement market, has been used increasingly on a voluntary basis in new instruments","page_number":18,"box":{"x":88,"y":135,"width":872,"height":12}},{"id":"675aa0b4-2e24-47a6-b9a4-3f9bb7b7d258","block_type":"box","text":"and transactions. Under U.S. regulations that implement a statutory fallback mechanism to replace LIBOR, benchmark rates","page_number":18,"box":{"x":89,"y":150,"width":865,"height":12}},{"id":"cd3551ef-ed0a-494f-9b8c-f56227b980df","block_type":"box","text":"based on SOFR have replaced LIBOR in different categories of financial contracts.","page_number":18,"box":{"x":89,"y":165,"width":565,"height":12}},{"id":"166018fc-ac69-4d19-903d-947472f8e7c3","block_type":"box","text":"Neither the effect of the LIBOR transition process nor its ultimate success can yet be known. While some existing LIBOR","page_number":18,"box":{"x":89,"y":191,"width":842,"height":13}},{"id":"9c613bfa-ec17-42fc-ba5c-8ab0282820ed","block_type":"box","text":"based instruments may contemplate a scenario where LIBOR is no longer available by providing for an alternative rate-setting","page_number":18,"box":{"x":89,"y":206,"width":877,"height":13}},{"id":"2bcc8b2b-fc71-4992-9504-05569afbffea","block_type":"box","text":"methodology, there may be significant uncertainty regarding the effectiveness of any such alternative methodologies to","page_number":18,"box":{"x":89,"y":222,"width":836,"height":12}},{"id":"0b3ab8cf-6044-4d15-88da-b17cfc25daed","block_type":"box","text":"replicate LIBOR. Not all existing LIBOR-based instruments may have alternative rate-setting provisions and there remains","page_number":18,"box":{"x":89,"y":237,"width":844,"height":12}},{"id":"7cfa3a6c-05c2-49d5-bda2-5e63b8768f01","block_type":"box","text":"uncertainty regarding the willingness and ability of issuers to add alternative rate-setting provisions in certain existing","page_number":18,"box":{"x":89,"y":252,"width":823,"height":12}},{"id":"f4d2b947-7948-4d4d-a6eb-e7567559844b","block_type":"box","text":"instruments. Parties to contracts, securities, or other instruments using LIBOR may disagree on transition rates or the","page_number":18,"box":{"x":89,"y":267,"width":820,"height":12}},{"id":"2db18fb4-4924-4cd0-8c21-5e692373243b","block_type":"box","text":"application of transition regulation, potentially resulting in uncertainty of performance and the possibility of litigation. A Fund","page_number":18,"box":{"x":89,"y":282,"width":877,"height":12}},{"id":"2499eb73-92aa-4eca-85c5-95abc3266278","block_type":"box","text":"may have instruments linked to other interbank offered rates that may also cease to be published in the future.","page_number":18,"box":{"x":89,"y":297,"width":773,"height":12}},{"id":"1c4cff21-6a14-4126-bdbe-b0a18c88ca99","block_type":"box","text":"Risk of Futures and Options on Futures Transactions.","page_number":18,"box":{"x":89,"y":324,"width":381,"height":12}},{"id":"2da35363-e9ae-46c3-b58c-aeba7c29faf7","block_type":"box","text":"There are several risks accompanying the utilization of futures","page_number":18,"box":{"x":479,"y":324,"width":434,"height":12}},{"id":"cf388b89-dbee-4a37-aaaa-a50c7fdcfbe4","block_type":"box","text":"contracts and options on futures contracts. A position in futures contracts and options on futures contracts may be closed","page_number":18,"box":{"x":89,"y":339,"width":858,"height":12}},{"id":"2d81cd72-c84c-49db-88b4-2af244f2739f","block_type":"box","text":"only on the exchange on which the contract was made (or a linked exchange). While each Fund plans to utilize futures","page_number":18,"box":{"x":89,"y":354,"width":829,"height":12}},{"id":"0204d2a0-7940-4cfd-86b1-f5350b859612","block_type":"box","text":"contracts only if an active market exists for such contracts, there is no guarantee that a liquid market will exist for the","page_number":18,"box":{"x":89,"y":369,"width":820,"height":12}},{"id":"08f05b28-22f5-4b10-b049-51e88a4c6115","block_type":"box","text":"contract at a specified time. Futures contracts, by definition, project price levels in the future and not current levels of","page_number":18,"box":{"x":89,"y":384,"width":820,"height":12}},{"id":"4ee7e7e6-884d-44a6-a521-acbc4099c28b","block_type":"box","text":"valuation; therefore, market circumstances may result in a discrepancy between the price of the future and the movement in","page_number":18,"box":{"x":88,"y":399,"width":870,"height":13}},{"id":"1f5b1e53-72f4-4e5e-ba85-020e9bb9c7f7","block_type":"box","text":"a Fund’s Underlying Index. In the event of adverse price movements, a Fund would continue to be required to make daily","page_number":18,"box":{"x":89,"y":414,"width":845,"height":13}},{"id":"087110ae-b5ad-427c-8405-622707a2d807","block_type":"box","text":"cash payments to maintain its required margin. In such situations, if a Fund has insufficient cash, it may have to sell portfolio","page_number":18,"box":{"x":89,"y":429,"width":871,"height":13}},{"id":"4db9d457-ca5a-42b9-b811-1005206553ab","block_type":"box","text":"securities to meet daily margin requirements at a time when it may be disadvantageous to do so. In addition, a Fund may be","page_number":18,"box":{"x":89,"y":445,"width":868,"height":12}},{"id":"26c70fe4-709f-4e22-8f99-5cfc04de0f23","block_type":"box","text":"required to deliver the instruments underlying the futures contracts it has sold.","page_number":18,"box":{"x":89,"y":460,"width":550,"height":12}},{"id":"b1a3dacc-efb4-44fd-8f8d-f5187f273c06","block_type":"box","text":"The risk of loss in trading futures contracts or uncovered call options in some strategies (","page_number":18,"box":{"x":88,"y":486,"width":623,"height":12}},{"id":"3dffda45-5bc2-44fe-8649-03d51e22e6e2","block_type":"box","text":"e.g.","page_number":18,"box":{"x":713,"y":489,"width":22,"height":9}},{"id":"06a8c654-da83-4d3f-9dde-f0844b58280b","block_type":"box","text":", selling uncovered stock index","page_number":18,"box":{"x":738,"y":486,"width":214,"height":12}},{"id":"329cbdab-6dec-4203-af38-421840f5163d","block_type":"box","text":"futures contracts) is potentially unlimited. The Funds do not plan to use futures and options contracts in this way. The risk of","page_number":18,"box":{"x":88,"y":501,"width":876,"height":13}},{"id":"f6ad85e8-0477-4291-a50c-b001ee6b79de","block_type":"box","text":"a futures position may still be large as traditionally measured due to the low margin deposits required. In many cases, a","page_number":18,"box":{"x":89,"y":516,"width":832,"height":13}},{"id":"c84dc387-f20e-4887-937b-fdf5d4456f1b","block_type":"box","text":"relatively small price movement in a futures contract may result in immediate and substantial loss or gain to the investor","page_number":18,"box":{"x":89,"y":531,"width":842,"height":13}},{"id":"756199da-ff26-4b19-95fb-7b6685a822d4","block_type":"box","text":"relative to the size of a required margin deposit. The Funds, however, intend to utilize futures and options contracts in a","page_number":18,"box":{"x":89,"y":547,"width":832,"height":12}},{"id":"d57d8648-d677-43b6-91ff-56213807eebb","block_type":"box","text":"manner designed to limit their risk exposure to levels comparable to a direct investment in the types of stocks in which they","page_number":18,"box":{"x":89,"y":562,"width":866,"height":12}},{"id":"58537159-66c9-4fdc-9f9b-f22404f20c14","block_type":"box","text":"invest.","page_number":18,"box":{"x":89,"y":578,"width":43,"height":9}},{"id":"f43ee660-d0b7-4f0e-8c20-cb170c2b6e5c","block_type":"box","text":"Utilization of futures and options on futures by a Fund involves the risk of imperfect or even negative correlation to the","page_number":18,"box":{"x":89,"y":603,"width":828,"height":13}},{"id":"fcde5114-1ce3-4d76-8e7e-27ff30e84eea","block_type":"box","text":"Underlying Index if the index underlying the futures contract differs from the Underlying Index. There is also the risk of loss of","page_number":18,"box":{"x":89,"y":618,"width":879,"height":13}},{"id":"bde96b84-4eff-41ae-9592-a9986934a91d","block_type":"box","text":"margin deposits in the event of bankruptcy of a broker with whom a Fund has an open position in the futures contract or","page_number":18,"box":{"x":89,"y":633,"width":848,"height":13}},{"id":"7cdcfc58-566d-479a-8398-49e200d8bd16","block_type":"box","text":"option. The purchase of put or call options will be based upon predictions by BFA as to anticipated trends, which predictions","page_number":18,"box":{"x":89,"y":649,"width":869,"height":12}},{"id":"a449add4-6c52-4f4d-aeac-a97231130ae5","block_type":"box","text":"could prove to be incorrect.","page_number":18,"box":{"x":89,"y":664,"width":191,"height":12}},{"id":"7726ffa8-8ae6-4621-ae6d-1fe1f2b7b079","block_type":"box","text":"Because the futures market generally imposes less burdensome margin requirements than the securities market, an","page_number":18,"box":{"x":89,"y":690,"width":809,"height":13}},{"id":"14c68c66-0b70-4b37-9102-3a3bff7bae49","block_type":"box","text":"increased amount of participation by speculators in the futures market could result in price fluctuations. Certain financial","page_number":18,"box":{"x":89,"y":705,"width":845,"height":13}},{"id":"a24b80a3-42e8-4857-af4f-ae6bb85b3834","block_type":"box","text":"futures exchanges limit the amount of fluctuation permitted in futures contract prices during a single trading day. The daily","page_number":18,"box":{"x":88,"y":720,"width":864,"height":13}},{"id":"48312562-8156-491d-9fa5-83eb38285dec","block_type":"box","text":"limit establishes the maximum amount by which the price of a futures contract may vary either up or down from the","page_number":18,"box":{"x":89,"y":736,"width":816,"height":12}},{"id":"f0555171-c8fe-4321-90a7-bd6a4dc39ae6","block_type":"box","text":"previous day’s settlement price at the end of a trading session. Once the daily limit has been reached in a particular type of","page_number":18,"box":{"x":89,"y":751,"width":859,"height":12}},{"id":"88c8e0a4-936b-49c1-8078-1a7ca34faca5","block_type":"box","text":"contract, no trades may be made on that day at a price beyond that limit. It is possible that futures contract prices could","page_number":18,"box":{"x":89,"y":766,"width":839,"height":12}},{"id":"f5abbb8a-0453-4ffc-8912-0b5eaec13deb","block_type":"box","text":"move to the daily limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of","page_number":18,"box":{"x":89,"y":781,"width":869,"height":12}},{"id":"91ea1272-695d-4157-8fd6-d52b42e18521","block_type":"box","text":"futures positions and subjecting each Fund to substantial losses. 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Because U.S. government debt obligations are often used as a benchmark for other borrowing","page_number":19,"box":{"x":89,"y":104,"width":816,"height":13}},{"id":"80ff8465-58a3-4a35-8c2b-51f4db0f4704","block_type":"box","text":"arrangements, a downgrade could also result in higher interest rates for a range of borrowers, cause disruptions in the","page_number":19,"box":{"x":89,"y":119,"width":827,"height":13}},{"id":"30e132c5-c75d-4f1d-8599-a86daa718be0","block_type":"box","text":"international bond markets and have a substantial adverse effect on the U.S. and global economy.","page_number":19,"box":{"x":89,"y":135,"width":681,"height":12}},{"id":"7bae0934-8330-4215-a25f-5ac802919538","block_type":"box","text":"A high national debt level may increase market pressures to meet government funding needs, which may drive debt cost","page_number":19,"box":{"x":88,"y":161,"width":845,"height":12}},{"id":"2146eeb4-64ee-4baf-9731-0dc799e114a0","block_type":"box","text":"higher and lead the government to issue additional debt, thereby increasing refinancing risk. 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Portfolio","page_number":21,"box":{"x":122,"y":230,"width":821,"height":13}},{"id":"1ca65146-7c1d-454a-b50d-b05bd20f02e2","block_type":"box","text":"level liquidity metrics disclosure subsequent to 60 calendar days after calendar quarter-end requires the approval of","page_number":21,"box":{"x":122,"y":245,"width":810,"height":13}},{"id":"5339b2cb-7328-492b-ade2-2aea550a507a","block_type":"box","text":"portfolio management and must be disclosed to all parties requesting the information if disclosed to any party.","page_number":21,"box":{"x":121,"y":261,"width":774,"height":12}},{"id":"1ce11abc-83f9-4ec4-b5b8-316e61eee801","block_type":"box","text":"The Trust’s Chief Compliance Officer or his delegate may authorize disclosure of portfolio holdings information pursuant to","page_number":21,"box":{"x":88,"y":287,"width":863,"height":12}},{"id":"bc7ef23c-c9c9-468a-9ac2-f2f3a0f79a0d","block_type":"box","text":"the above policy and procedures, subject to restrictions on selective disclosure imposed by applicable law. The Board reviews","page_number":21,"box":{"x":88,"y":302,"width":873,"height":12}},{"id":"727291b9-8fb3-46d7-92a7-cd48e298c3e0","block_type":"box","text":"the policy and procedures for disclosure of portfolio holdings information at least annually.","page_number":21,"box":{"x":88,"y":317,"width":635,"height":13}},{"id":"e7f85252-247c-4497-ac07-2a8b504525bd","block_type":"box","text":"Construction and Maintenance of the Underlying","page_number":21,"box":{"x":90,"y":348,"width":822,"height":30}},{"id":"4c75f123-8585-415f-9d08-55617f6f4509","block_type":"box","text":"Index","page_number":21,"box":{"x":91,"y":378,"width":90,"height":24}},{"id":"15ca6342-7f96-4faf-8c0e-d1fa5386d6b3","block_type":"box","text":"Descriptions of the Underlying Indexes are provided below.","page_number":21,"box":{"x":89,"y":419,"width":410,"height":13}},{"id":"e32d308e-2c42-41fc-a9ea-4c69244ddb4f","block_type":"box","text":"With respect to certain underlying indexes of the iShares funds, BFA or its affiliates have held discussions with the applicable","page_number":21,"box":{"x":88,"y":446,"width":870,"height":12}},{"id":"9b49b35a-39d2-4a84-8067-1b68d625283e","block_type":"box","text":"index provider regarding their business interest in licensing an index to track a particular market segment and conveyed","page_number":21,"box":{"x":89,"y":461,"width":837,"height":12}},{"id":"0ca6e64e-5b82-4f2a-9c7f-855660845029","block_type":"box","text":"investment concepts and strategies that could be considered for the index. The index provider designed and constituted such","page_number":21,"box":{"x":89,"y":476,"width":878,"height":12}},{"id":"5d96b2bc-360e-4433-b468-a022c1ace146","block_type":"box","text":"indices using concepts conveyed by BFA or its affiliates. For certain of these indices, the relevant fund may be the first or sole","page_number":21,"box":{"x":89,"y":491,"width":871,"height":12}},{"id":"15285886-d8e7-4cc4-ae97-c0e356e2900c","block_type":"box","text":"user of the underlying index. In its sole discretion, the index provider determines the composition of the securities and other","page_number":21,"box":{"x":89,"y":506,"width":868,"height":13}},{"id":"6c6bab89-6c16-4f55-bbd4-5c1d834528c5","block_type":"box","text":"instruments in such underlying index, the rebalance protocols of the underlying index, the weightings of the securities and","page_number":21,"box":{"x":89,"y":521,"width":857,"height":13}},{"id":"9d5d74bb-0a51-46da-859f-63e305952c6e","block_type":"box","text":"other instruments in the underlying index, and any updates to the methodology. From time to time, BFA or its affiliates may","page_number":21,"box":{"x":89,"y":536,"width":863,"height":13}},{"id":"b319ca31-d969-4670-b56a-899ed860c469","block_type":"box","text":"also provide input relating to possible methodology changes of such underlying index pursuant to the index provider’s","page_number":21,"box":{"x":89,"y":552,"width":828,"height":12}},{"id":"6c6b63a7-1ce1-4e73-8c60-d0c9952bb7a9","block_type":"box","text":"consultation process or pursuant to other communications with the index provider.","page_number":21,"box":{"x":89,"y":567,"width":583,"height":12}},{"id":"4dc36a59-a4f4-4666-93ae-3ec469967685","block_type":"box","text":"The BlackRock Index","page_number":21,"box":{"x":88,"y":594,"width":262,"height":18}},{"id":"234df38b-1106-4971-a5ff-88eb104ca0e2","block_type":"box","text":"The Underlying Index is maintained by BlackRock Index Services, LLC (the “Index Provider”). The Index Provider will also","page_number":21,"box":{"x":88,"y":628,"width":841,"height":13}},{"id":"8db1968d-9545-49d6-be8f-92fcf3e9f76e","block_type":"box","text":"calculate the Underlying Index. The Index Provider is an affiliated person of the Fund and of BFA.","page_number":21,"box":{"x":89,"y":644,"width":673,"height":12}},{"id":"2e6334d7-dd56-4e10-85dc-549763e768d6","block_type":"box","text":"BlackRock iBonds 1-5 Year TIPS Ladder Index","page_number":21,"box":{"x":89,"y":670,"width":326,"height":10}},{"id":"bc2a5445-1c13-471d-843c-db9bf6dc80c0","block_type":"box","text":"Number of Components: approximately 5","page_number":21,"box":{"x":89,"y":696,"width":299,"height":13}},{"id":"8d9ede19-b294-4f71-90fa-638ff4b0c44e","block_type":"box","text":"Index Description.","page_number":21,"box":{"x":89,"y":723,"width":131,"height":12}},{"id":"0e832c7c-9ea1-4c6f-8b08-d44bd10e7826","block_type":"box","text":"The BlackRock iBonds 1-5 Year TIPS Ladder Index is composed exclusively of underlying iShares iBonds","page_number":21,"box":{"x":225,"y":723,"width":722,"height":12}},{"id":"da632295-b202-458d-ba3f-77aec7d9a530","block_type":"box","text":"TIPS ETFs (“iBonds ETFs” or “Underlying Funds”) (as determined by the Index Provider) spanning five consecutive maturity","page_number":21,"box":{"x":88,"y":738,"width":863,"height":12}},{"id":"afae7e9d-01fc-4757-8951-f6e57bb90e97","block_type":"box","text":"years. Through a rules-based approach, the Underlying Index will hold up to five iShares iBonds ETFs of equal weights as","page_number":21,"box":{"x":88,"y":753,"width":844,"height":13}},{"id":"c361af45-b4c4-4c00-9650-c9eb188beb4d","block_type":"box","text":"determined by the Index Provider annually on each rebalance date.","page_number":21,"box":{"x":89,"y":768,"width":466,"height":13}},{"id":"889e33d0-079e-40f9-b3b2-b5d9d4e84076","block_type":"box","text":"Index Methodology.","page_number":21,"box":{"x":89,"y":795,"width":143,"height":12}},{"id":"23ed7ad5-3e7d-4a1e-b7ba-5aefbfd69b2b","block_type":"box","text":"The Underlying Index is designed to provide exposure to U.S. Treasury inflation-protected public","page_number":21,"box":{"x":237,"y":795,"width":673,"height":12}},{"id":"711137db-2ef9-4c22-ab80-be12f19774b7","block_type":"box","text":"obligations (or “TIPS”) spanning five consecutive maturity years, represented in the Underlying Index by the Underlying","page_number":21,"box":{"x":89,"y":810,"width":834,"height":12}},{"id":"bd43b59a-30dd-4903-ab51-40b056b38bda","block_type":"box","text":"Funds, by holding up to five iShares iBonds ETFs with remaining maturities of less than six years (as determined by the Index","page_number":21,"box":{"x":89,"y":825,"width":872,"height":12}},{"id":"411fbdcd-587d-4fe4-9727-8a13d58d9d42","block_type":"box","text":"Provider).","page_number":21,"box":{"x":89,"y":840,"width":66,"height":12}},{"id":"41ee4183-bc99-4b16-83bb-41b72c305bce","block_type":"box","text":"14","page_number":21,"box":{"x":522,"y":894,"width":14,"height":9}},{"id":"4b668aaa-38e3-4a39-90c9-b8cc6eac1f56","block_type":"box","text":"The Underlying Index is reconstituted and rebalanced annually on the last business day in June of each year. Constituents for","page_number":22,"box":{"x":88,"y":44,"width":872,"height":12}},{"id":"3d438aa4-f5a6-48e1-b316-921c5be19241","block_type":"box","text":"the Underlying Index are limited to iBonds TIPS ETFs associated with the asset class of the Underlying Index. On the","page_number":22,"box":{"x":88,"y":59,"width":811,"height":12}},{"id":"6568055f-b1a2-4e0a-bd38-28df5b2bdcad","block_type":"box","text":"reconstitution date the iBonds ETF with the nearest maturity is removed from the Underlying Index and the iBonds ETF with a","page_number":22,"box":{"x":89,"y":74,"width":878,"height":12}},{"id":"70136916-84ce-448c-a999-0a34666bd81b","block_type":"box","text":"five-year maturity is included based on the Index Provider’s eligibility criteria. For inclusion in the Underlying Index, the","page_number":22,"box":{"x":88,"y":89,"width":829,"height":13}},{"id":"5a5fb5c0-1fe1-473c-9c24-e15a4ffef137","block_type":"box","text":"iBonds ETF must fall within the range from the calendar year directly following the year of the current reconstitution date to","page_number":22,"box":{"x":89,"y":104,"width":865,"height":13}},{"id":"6fbdfdd4-654d-4f34-a4a6-91efd77162f9","block_type":"box","text":"the calendar year five years following the year of the current reconstitution date - providing a rolling five-year exposure to","page_number":22,"box":{"x":88,"y":119,"width":851,"height":13}},{"id":"153ad2f4-6ad1-45f1-afaa-952f2bf6f68f","block_type":"box","text":"U.S. TIPS. The eligibility criteria is expected to result in five ETF constituents.","page_number":22,"box":{"x":89,"y":135,"width":531,"height":12}},{"id":"18a52d49-211e-4cc5-b201-6f09ca68e90d","block_type":"box","text":"The ICE","page_number":22,"box":{"x":88,"y":162,"width":96,"height":18}},{"id":"0a77ccd2-e8a7-4a15-a17b-379daaaf5e49","block_type":"box","text":"®","page_number":22,"box":{"x":185,"y":159,"width":17,"height":11}},{"id":"9dc38f54-d7a0-4798-86c4-1931d2f66f30","block_type":"box","text":"Term Maturity US Inflation-Linked Treasury Indexes","page_number":22,"box":{"x":210,"y":162,"width":650,"height":22}},{"id":"dbe3e0ba-32e6-4d23-9b90-81a62e43e03e","block_type":"box","text":"The ICE Term Maturity US Inflation-Linked Treasury Indexes consist of inflation-protected public obligations of the U.S.","page_number":22,"box":{"x":88,"y":196,"width":832,"height":13}},{"id":"6f0be2e2-1f18-4ac4-b3e7-dda800dbb460","block_type":"box","text":"Treasury, commonly known as “TIPS,” that are scheduled to mature between January 1 and October 15, inclusive, in the year","page_number":22,"box":{"x":88,"y":211,"width":873,"height":13}},{"id":"09d647e0-17b3-4bbf-a20c-bc7834c66cd2","block_type":"box","text":"of maturity of each index.","page_number":22,"box":{"x":89,"y":227,"width":178,"height":12}},{"id":"b21cb0d9-4af1-481b-aac5-2660f5fb00f3","block_type":"box","text":"Qualifying securities must have at least $1 billion of outstanding face value, excluding amounts held by the Federal Reserve","page_number":22,"box":{"x":89,"y":253,"width":859,"height":12}},{"id":"e7af3969-8402-4bc4-9a3f-ad1948d0fa88","block_type":"box","text":"System Open Market Account (“SOMA”). In addition, qualifying securities must have a fixed coupon schedule, must have a","page_number":22,"box":{"x":88,"y":268,"width":860,"height":12}},{"id":"18f58615-eb9d-4435-89f5-37c387b283d4","block_type":"box","text":"remaining term to final maturity of more than one day as of the monthly rebalancing date and must be denominated in U.S.","page_number":22,"box":{"x":89,"y":283,"width":865,"height":13}},{"id":"7b2047df-c101-47e8-8d58-96f62a641937","block_type":"box","text":"dollars. Government agency debt with or without a government guarantee, securities issued or marketed primarily to retail","page_number":22,"box":{"x":89,"y":298,"width":858,"height":13}},{"id":"b95d723c-4c42-438b-b92e-510d87a532ee","block_type":"box","text":"investors, floating rate notes, cash management and Treasury bills, original issue zero coupon securities and Separate Trading","page_number":22,"box":{"x":89,"y":313,"width":878,"height":13}},{"id":"472c19da-d8e6-4dc7-a1a0-1855cb22363a","block_type":"box","text":"of Registered Interest and Principal Securities (or “STRIPs”) are not eligible for inclusion. However, the amounts outstanding","page_number":22,"box":{"x":89,"y":329,"width":865,"height":12}},{"id":"93b6b2e5-f36a-4923-8c8e-ca29bc97eb11","block_type":"box","text":"of qualifying securities in each index are not reduced by any portions of such securities that have been stripped after index","page_number":22,"box":{"x":89,"y":344,"width":856,"height":12}},{"id":"df86b243-50b2-4642-813d-0266c652134e","block_type":"box","text":"inclusion. Index constituents are market capitalization weighted based on amounts outstanding reduced by amounts held by","page_number":22,"box":{"x":89,"y":359,"width":874,"height":12}},{"id":"61004d61-5699-4845-980a-1f945b09a9ad","block_type":"box","text":"the Federal Reserve SOMA times price plus accrued interest.","page_number":22,"box":{"x":88,"y":374,"width":421,"height":12}},{"id":"60ca1d93-4a53-4689-b618-b268869380eb","block_type":"box","text":"Accrued interest is calculated assuming next-day settlement. Each index is rebalanced on the last calendar day of the month,","page_number":22,"box":{"x":88,"y":400,"width":876,"height":13}},{"id":"967252b5-f757-4178-9fc4-45cdb7d15c1e","block_type":"box","text":"based on information available up to and including the third business day before the last business day of the month. New","page_number":22,"box":{"x":89,"y":416,"width":848,"height":12}},{"id":"d73bf803-8afb-4969-8230-1cf972e2af73","block_type":"box","text":"issues must settle on or before the following calendar month end rebalancing date in order to qualify for inclusion for such","page_number":22,"box":{"x":89,"y":431,"width":857,"height":12}},{"id":"f301c856-2914-47b4-a3eb-9472b867341a","block_type":"box","text":"following month. The securities in each index are updated on the last calendar day of each month. Cash flows from bond","page_number":22,"box":{"x":88,"y":446,"width":848,"height":12}},{"id":"9e165933-8a24-4803-85d3-e9cb17f4bd0f","block_type":"box","text":"payments that are received during the month are retained in each index until the end of the month and then are removed as","page_number":22,"box":{"x":89,"y":461,"width":868,"height":12}},{"id":"96bf97e7-4882-42c7-b74d-82281e9f8c7c","block_type":"box","text":"part of the rebalancing. Cash does not earn any reinvestment income while it is held in the index.","page_number":22,"box":{"x":89,"y":476,"width":676,"height":12}},{"id":"4911a515-0a21-4293-8fdc-3a7b0a0cf9fb","block_type":"box","text":"ICE 2026 Maturity US Inflation-Linked Treasury Index","page_number":22,"box":{"x":89,"y":502,"width":384,"height":13}},{"id":"78756392-7c9a-4905-87ab-5c3404c2f4a3","block_type":"box","text":"Number of Components: approximately 5","page_number":22,"box":{"x":89,"y":529,"width":299,"height":12}},{"id":"ae261dbe-c48a-4808-aecc-aeb9d2837fe1","block_type":"box","text":"Index Description.","page_number":22,"box":{"x":89,"y":555,"width":131,"height":13}},{"id":"61d7f885-0a24-43ab-a5fd-e2aee629c773","block_type":"box","text":"The ICE 2026 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":22,"box":{"x":225,"y":555,"width":685,"height":13}},{"id":"c077a284-176f-414f-8f17-f86ea50607ec","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2026 and October 15, 2026, inclusive.","page_number":22,"box":{"x":89,"y":570,"width":814,"height":13}},{"id":"960c897c-ab67-4f7a-9981-68b5f548fb40","block_type":"box","text":"Index Methodology.","page_number":22,"box":{"x":89,"y":597,"width":143,"height":12}},{"id":"e85ba2d4-4444-4372-9808-086bb7667205","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":22,"box":{"x":237,"y":597,"width":716,"height":12}},{"id":"9f9e91a9-4b02-4fc7-a2d6-a229d72f56af","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":22,"box":{"x":88,"y":612,"width":871,"height":12}},{"id":"cc1fe989-896d-447e-a2b7-b382afe1fa61","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":22,"box":{"x":88,"y":627,"width":838,"height":13}},{"id":"23d7f150-37dc-4180-a5f9-3962fe6d4384","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":22,"box":{"x":89,"y":642,"width":848,"height":13}},{"id":"3cd77343-8a2c-4c2f-b5bf-8877713df378","block_type":"box","text":"while it is held in the Underlying Index.","page_number":22,"box":{"x":88,"y":657,"width":270,"height":13}},{"id":"1780334f-b482-4305-a388-b717303b849e","block_type":"box","text":"ICE 2027 Maturity US Inflation-Linked Treasury Index","page_number":22,"box":{"x":89,"y":684,"width":384,"height":12}},{"id":"60fd750e-4592-4a7c-89da-a2b017089729","block_type":"box","text":"Number of Components: approximately 5","page_number":22,"box":{"x":89,"y":710,"width":299,"height":13}},{"id":"9f55fa37-3351-46be-a48a-6ebb61efd408","block_type":"box","text":"Index Description.","page_number":22,"box":{"x":89,"y":737,"width":131,"height":12}},{"id":"8e554cc3-5ec0-4ae0-87bb-2c8303907bbd","block_type":"box","text":"The ICE 2027 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":22,"box":{"x":225,"y":737,"width":685,"height":12}},{"id":"f4fb5765-b78d-49be-a6cb-0347ed52620b","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2027 and October 15, 2027, inclusive.","page_number":22,"box":{"x":89,"y":752,"width":811,"height":12}},{"id":"9bfb8eb9-64de-470d-bff0-127659019cc7","block_type":"box","text":"Index Methodology.","page_number":22,"box":{"x":89,"y":778,"width":143,"height":13}},{"id":"6e28024a-95ac-4124-9b34-bed4569b370b","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":22,"box":{"x":237,"y":778,"width":716,"height":13}},{"id":"d847282d-c453-44fa-a265-964ea783a56c","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":22,"box":{"x":88,"y":793,"width":871,"height":13}},{"id":"12d6b93f-33cc-4975-a21d-d5aae7aff397","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":22,"box":{"x":88,"y":809,"width":838,"height":12}},{"id":"e527db1a-a6b0-4347-b60b-91823a46c775","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":22,"box":{"x":89,"y":824,"width":848,"height":12}},{"id":"e1653ad3-8d52-4223-8225-4b2bfb670ce9","block_type":"box","text":"while it is held in the Underlying Index.","page_number":22,"box":{"x":88,"y":839,"width":270,"height":12}},{"id":"84e99581-ef93-4e44-ac28-9634a40579da","block_type":"box","text":"ICE 2028 Maturity US Inflation-Linked Treasury Index","page_number":22,"box":{"x":89,"y":865,"width":384,"height":13}},{"id":"a0945482-c8c5-4e85-a66b-bcb9d7a994dc","block_type":"box","text":"15","page_number":22,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"1d47ec76-74a0-4274-8662-e778ebc129c7","block_type":"box","text":"Number of Components: approximately 6","page_number":23,"box":{"x":89,"y":44,"width":299,"height":12}},{"id":"f34d22bd-1b57-435c-89ec-9fa9e3aee8aa","block_type":"box","text":"Index Description.","page_number":23,"box":{"x":89,"y":70,"width":131,"height":13}},{"id":"79b088b0-ee31-46f7-9923-f4d55c5eae44","block_type":"box","text":"The ICE 2028 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":23,"box":{"x":225,"y":70,"width":685,"height":13}},{"id":"6dce1ece-8b73-4137-85cc-f0ceb68e3036","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2028 and October 15, 2028, inclusive.","page_number":23,"box":{"x":89,"y":85,"width":814,"height":13}},{"id":"39ff5831-bbfc-4a59-86a9-e54d54fd5d48","block_type":"box","text":"Index Methodology.","page_number":23,"box":{"x":89,"y":112,"width":143,"height":12}},{"id":"4691160b-89de-4870-9f71-5a76272223e4","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":23,"box":{"x":237,"y":112,"width":716,"height":12}},{"id":"d9fb373b-1033-4af5-846b-15c33a140c16","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":23,"box":{"x":88,"y":127,"width":871,"height":12}},{"id":"773ef1f7-2dad-43b1-be33-0914813c9935","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":23,"box":{"x":88,"y":142,"width":838,"height":12}},{"id":"d167aa62-d7a1-4126-89f8-0805434a2cff","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. 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Cash flows","page_number":23,"box":{"x":237,"y":293,"width":716,"height":13}},{"id":"5b7094e7-a86c-41e4-a15c-0bcc89e63db8","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":23,"box":{"x":88,"y":308,"width":871,"height":13}},{"id":"314c260f-aaff-4607-8dd9-97f25f24661b","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":23,"box":{"x":88,"y":324,"width":838,"height":12}},{"id":"e9190c09-e950-43ad-a3a2-645d4d041a90","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":23,"box":{"x":89,"y":339,"width":848,"height":12}},{"id":"15dc9698-0089-4148-a651-52174f396a53","block_type":"box","text":"while it is held in the Underlying Index.","page_number":23,"box":{"x":88,"y":354,"width":270,"height":12}},{"id":"d8f77f79-e872-48a1-b6f4-79e6e1fca7f5","block_type":"box","text":"ICE 2030 Maturity US Inflation-Linked Treasury Index","page_number":23,"box":{"x":89,"y":380,"width":385,"height":13}},{"id":"e557de9f-3a66-468d-bcb8-cd16600a34c0","block_type":"box","text":"Number of Components: approximately 4","page_number":23,"box":{"x":89,"y":407,"width":299,"height":12}},{"id":"0673a17d-0fb0-448a-995b-83e42ce7ea40","block_type":"box","text":"Index Description.","page_number":23,"box":{"x":89,"y":433,"width":131,"height":13}},{"id":"01805ef3-ab29-41a3-b82f-0673a7cd4745","block_type":"box","text":"The ICE 2030 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":23,"box":{"x":225,"y":433,"width":685,"height":13}},{"id":"25e619c5-778e-4c64-a6cb-79ad94c2f5b1","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2030 and October 15, 2030, inclusive.","page_number":23,"box":{"x":89,"y":448,"width":813,"height":13}},{"id":"0f324c62-cb9b-4f15-9b85-f29a6848c01c","block_type":"box","text":"Index Methodology.","page_number":23,"box":{"x":89,"y":475,"width":143,"height":12}},{"id":"e441edc3-0ee8-4899-8d9f-c8d05bb08897","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":23,"box":{"x":237,"y":475,"width":716,"height":12}},{"id":"5585cc74-8c71-45d3-8986-44a852a7b0b3","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":23,"box":{"x":88,"y":490,"width":871,"height":12}},{"id":"658862c4-2588-4533-8af5-e6d8407d4289","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":23,"box":{"x":88,"y":505,"width":838,"height":12}},{"id":"96961c2a-da97-428a-9359-082f44dde14f","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":23,"box":{"x":89,"y":520,"width":848,"height":12}},{"id":"c82a2d8b-ef12-4f25-96de-84ed4d753baf","block_type":"box","text":"while it is held in the Underlying Index.","page_number":23,"box":{"x":88,"y":535,"width":270,"height":13}},{"id":"a0ddeeee-50c7-46ca-a693-491e0eab416a","block_type":"box","text":"ICE 2031 Maturity US Inflation-Linked Treasury Index","page_number":23,"box":{"x":89,"y":562,"width":384,"height":12}},{"id":"d6c34ada-9457-4f3c-858c-324ced1db1a9","block_type":"box","text":"Number of Components: approximately 2","page_number":23,"box":{"x":89,"y":588,"width":299,"height":12}},{"id":"f65681f9-fe69-42a8-bdac-406f787df57d","block_type":"box","text":"Index Description.","page_number":23,"box":{"x":89,"y":615,"width":131,"height":12}},{"id":"6816d9fc-b8f7-4b09-80d7-c31a4e54a87e","block_type":"box","text":"The ICE 2031 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":23,"box":{"x":225,"y":615,"width":684,"height":12}},{"id":"b213a0d9-d16f-4a37-bd56-f8629ac29637","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2031 and October 15, 2031, inclusive.","page_number":23,"box":{"x":89,"y":630,"width":811,"height":12}},{"id":"186a5bb6-d2de-4202-9bc4-57030b6cb501","block_type":"box","text":"Index Methodology.","page_number":23,"box":{"x":89,"y":656,"width":143,"height":13}},{"id":"576c5a0a-0f03-4274-aed0-48c88a56c732","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":23,"box":{"x":237,"y":656,"width":716,"height":13}},{"id":"b94cd7d8-f472-4acd-aada-b74b295533fa","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":23,"box":{"x":88,"y":671,"width":871,"height":13}},{"id":"a5518c65-1aae-42f1-9045-3e4fb36db85a","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":23,"box":{"x":88,"y":686,"width":838,"height":13}},{"id":"2230153d-2a8e-4daa-be4e-6305248c7a82","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":23,"box":{"x":89,"y":702,"width":848,"height":12}},{"id":"b798a292-64c3-4304-b2c1-5c95dc3dce24","block_type":"box","text":"while it is held in the Underlying Index.","page_number":23,"box":{"x":88,"y":717,"width":270,"height":12}},{"id":"32092db5-1f84-4dfb-bc32-02aad43e068a","block_type":"box","text":"ICE 2032 Maturity US Inflation-Linked Treasury Index","page_number":23,"box":{"x":89,"y":743,"width":385,"height":12}},{"id":"fce77573-52df-4c8c-8a25-af64e382762f","block_type":"box","text":"Number of Components: approximately 3","page_number":23,"box":{"x":89,"y":770,"width":299,"height":12}},{"id":"238af75b-d41f-4f2f-8b85-8ce455095978","block_type":"box","text":"Index Description.","page_number":23,"box":{"x":89,"y":796,"width":131,"height":12}},{"id":"87d8051a-ef1c-492f-9883-a9041d90f09f","block_type":"box","text":"The ICE 2032 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":23,"box":{"x":225,"y":796,"width":684,"height":12}},{"id":"5b8ef683-cbe7-4378-8791-26cb1110814b","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2032 and October 15, 2032, inclusive.","page_number":23,"box":{"x":89,"y":811,"width":812,"height":12}},{"id":"1d04d01c-a84e-4563-987b-9041994ebc5b","block_type":"box","text":"Index Methodology.","page_number":23,"box":{"x":89,"y":838,"width":143,"height":12}},{"id":"aaea1501-120c-462f-9f2d-4a67afc7204f","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":23,"box":{"x":237,"y":838,"width":716,"height":12}},{"id":"b61b5801-09e6-443d-a791-253318c1ddb5","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":23,"box":{"x":88,"y":853,"width":871,"height":12}},{"id":"7386c38a-5875-45ce-84e8-b09e15a926d6","block_type":"box","text":"16","page_number":23,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"c85e4ada-49c5-40fc-a005-ec02d0e9b484","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":24,"box":{"x":88,"y":44,"width":838,"height":12}},{"id":"b25fca86-42bf-4e18-aadb-97e849bfd1fc","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":24,"box":{"x":89,"y":59,"width":848,"height":12}},{"id":"7f3c5088-d65c-4bae-8a90-d89540c8dce5","block_type":"box","text":"while it is held in the Underlying Index.","page_number":24,"box":{"x":88,"y":74,"width":270,"height":12}},{"id":"ede2fe9c-32da-4daf-8e9d-034683cb6288","block_type":"box","text":"ICE 2033 Maturity US Inflation-Linked Treasury Index","page_number":24,"box":{"x":89,"y":101,"width":385,"height":12}},{"id":"14e3a21d-b32d-4178-90a3-0a2b092bcc1a","block_type":"box","text":"Number of Components: approximately 2","page_number":24,"box":{"x":89,"y":127,"width":299,"height":12}},{"id":"fe0e2514-c49a-4daf-a7eb-040b6e55aeda","block_type":"box","text":"Index Description.","page_number":24,"box":{"x":89,"y":153,"width":131,"height":13}},{"id":"603ce7d9-a71a-4ced-b7bb-90ff5c4ebe5f","block_type":"box","text":"The ICE 2033 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":24,"box":{"x":225,"y":153,"width":685,"height":13}},{"id":"56fd0919-804e-4c53-a904-5eacf3e03e4a","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2033 and October 15, 2033, inclusive.","page_number":24,"box":{"x":89,"y":169,"width":814,"height":12}},{"id":"ff612777-fb70-4601-94f2-7e857f4ecc9d","block_type":"box","text":"Index Methodology.","page_number":24,"box":{"x":89,"y":195,"width":143,"height":12}},{"id":"4d9905ba-af79-460e-8dbf-61a7a88f1680","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":24,"box":{"x":237,"y":195,"width":716,"height":12}},{"id":"9ac16181-bc20-4195-a0e3-63241e720fac","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":24,"box":{"x":88,"y":210,"width":871,"height":13}},{"id":"5894e45f-0ccf-4dd0-9468-d99dfd27a889","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":24,"box":{"x":88,"y":225,"width":838,"height":13}},{"id":"1b463a80-77e3-403c-97ce-1d708e47af80","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":24,"box":{"x":89,"y":240,"width":848,"height":13}},{"id":"a4bfce90-428e-4445-9e24-b8045986e5a2","block_type":"box","text":"while it is held in the Underlying Index.","page_number":24,"box":{"x":88,"y":256,"width":270,"height":12}},{"id":"3626417c-bc50-4d01-975e-32e6da79e1b2","block_type":"box","text":"ICE 2034 Maturity US Inflation-Linked Treasury Index","page_number":24,"box":{"x":89,"y":282,"width":385,"height":12}},{"id":"68b8a271-f722-408e-b04c-4f795a34ef04","block_type":"box","text":"Number of Components: approximately 2","page_number":24,"box":{"x":89,"y":308,"width":299,"height":13}},{"id":"18151ad0-db8d-471a-b7ed-3afd0c4f413a","block_type":"box","text":"Index Description.","page_number":24,"box":{"x":89,"y":335,"width":131,"height":12}},{"id":"f4ed7b1b-eb56-4880-bfce-732caa6e7727","block_type":"box","text":"The ICE 2034 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":24,"box":{"x":225,"y":335,"width":685,"height":12}},{"id":"2466113a-b0ed-4372-a6dd-915a5efec8cb","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2034 and October 15, 2034, inclusive.","page_number":24,"box":{"x":89,"y":350,"width":813,"height":12}},{"id":"b2ab9459-cfc8-41c3-81ae-4f302cdea5f2","block_type":"box","text":"Index Methodology.","page_number":24,"box":{"x":89,"y":376,"width":143,"height":13}},{"id":"9666b511-73fe-4af6-a08c-9e1d2f322c1a","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":24,"box":{"x":237,"y":376,"width":716,"height":13}},{"id":"44a979fe-9196-403e-b38c-1d0aa8b94510","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":24,"box":{"x":88,"y":392,"width":871,"height":12}},{"id":"53d69cf2-a372-4634-bd96-3cdc55974fb5","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":24,"box":{"x":88,"y":407,"width":838,"height":12}},{"id":"213d5f72-c709-4b85-aad5-e626ae650ea2","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":24,"box":{"x":89,"y":422,"width":848,"height":12}},{"id":"1ca56cfc-fcc0-4af0-868a-25970a344b07","block_type":"box","text":"while it is held in the Underlying Index.","page_number":24,"box":{"x":88,"y":437,"width":270,"height":12}},{"id":"85068869-9efa-45f6-8fe5-9228f8f4fb5e","block_type":"box","text":"ICE 2035 Maturity US Inflation-Linked Treasury Index","page_number":24,"box":{"x":89,"y":463,"width":385,"height":13}},{"id":"deb738ac-0fd9-4afa-97cf-384419c83c4f","block_type":"box","text":"Number of Components: approximately 2","page_number":24,"box":{"x":89,"y":490,"width":299,"height":12}},{"id":"cd317919-0373-434d-bea5-cf4a64f2426d","block_type":"box","text":"Index Description.","page_number":24,"box":{"x":89,"y":516,"width":131,"height":13}},{"id":"ccb71d32-5180-488c-ad45-d2974840ed80","block_type":"box","text":"The ICE 2035 Maturity US Inflation-Linked Treasury Index consists of publicly issued U.S. Treasury","page_number":24,"box":{"x":225,"y":516,"width":685,"height":13}},{"id":"53439ad9-bbaa-4550-9cf6-73eaceeecca6","block_type":"box","text":"inflation-protected securities that are scheduled to mature between January 1, 2035 and October 15, 2035, inclusive.","page_number":24,"box":{"x":89,"y":531,"width":812,"height":13}},{"id":"527e8d94-7088-4087-9058-fa9e9ecd1702","block_type":"box","text":"Index Methodology.","page_number":24,"box":{"x":89,"y":558,"width":143,"height":12}},{"id":"d75abffe-647f-4d6f-8c2d-ecd88ef7681f","block_type":"box","text":"The securities in the Underlying Index are updated on the last calendar day of each month. Cash flows","page_number":24,"box":{"x":237,"y":558,"width":716,"height":12}},{"id":"1c9c1e5d-84c1-46d2-b280-8edaf71962bd","block_type":"box","text":"from bond payments that are received during the month are retained in the Underlying Index until the end of the month and","page_number":24,"box":{"x":88,"y":573,"width":871,"height":12}},{"id":"a53262c5-4a51-48e9-9e88-f9af703ee543","block_type":"box","text":"then are removed as part of the rebalancing. When cash or a security is removed as part of the rebalancing, it effectively","page_number":24,"box":{"x":88,"y":588,"width":838,"height":12}},{"id":"48cee084-5e57-43c7-8d9e-3c379d99e4ff","block_type":"box","text":"increases the weighting of the remaining securities in the Underlying Index. Cash does not earn any reinvestment income","page_number":24,"box":{"x":89,"y":603,"width":848,"height":13}},{"id":"3e08612b-7f60-4ed2-ab54-a220d3eedfff","block_type":"box","text":"while it is held in the Underlying Index.","page_number":24,"box":{"x":88,"y":618,"width":270,"height":13}},{"id":"e07677ef-6b80-498b-8a19-e305e32d94dd","block_type":"box","text":"Investment Policies","page_number":24,"box":{"x":91,"y":649,"width":318,"height":23}},{"id":"790f9f6f-386c-4d16-ac60-a01f258ee53a","block_type":"box","text":"The Board has adopted as fundamental policies the following numbered investment policies, which cannot be changed","page_number":24,"box":{"x":88,"y":690,"width":835,"height":13}},{"id":"476e2ebe-9fe7-4942-b421-c2c87dad0343","block_type":"box","text":"without the approval of the holders of a majority of the Fund’s outstanding voting securities. A vote of a majority of the","page_number":24,"box":{"x":88,"y":705,"width":835,"height":13}},{"id":"a73c1d24-e058-484e-a8ef-10eac239d531","block_type":"box","text":"outstanding voting securities of a Fund is defined in the Investment Company Act as the lesser of (i) 67% or more of the","page_number":24,"box":{"x":89,"y":720,"width":841,"height":13}},{"id":"fe0935cf-7e5c-4177-ba9e-c5f31e70020c","block_type":"box","text":"voting securities present at a shareholder meeting, if the holders of more than 50% of the outstanding voting securities of","page_number":24,"box":{"x":88,"y":736,"width":856,"height":12}},{"id":"3963d258-e61c-427d-a2a4-7fe6b8b94394","block_type":"box","text":"the Fund are present or represented by proxy, or (ii) more than 50% of outstanding voting securities of the Fund. Each Fund","page_number":24,"box":{"x":88,"y":751,"width":866,"height":12}},{"id":"8138b7fb-ecc4-4529-99c9-7a797809cd4e","block_type":"box","text":"has also adopted certain non-fundamental investment policies, including its investment objective. Non-fundamental","page_number":24,"box":{"x":89,"y":766,"width":813,"height":12}},{"id":"0bb8fee3-9095-4a7d-8ae9-68eeedbd162e","block_type":"box","text":"investment policies may be changed by the Board without shareholder approval. Therefore, each Fund may change its","page_number":24,"box":{"x":89,"y":781,"width":825,"height":12}},{"id":"46d48389-398b-45c8-9f6e-da4cf921147e","block_type":"box","text":"investment objective and its Underlying Index without shareholder approval.","page_number":24,"box":{"x":89,"y":796,"width":533,"height":12}},{"id":"6b7324dd-3226-4f7f-8df0-ce2c339bd9c1","block_type":"box","text":"Fundamental Investment Policies","page_number":24,"box":{"x":89,"y":822,"width":237,"height":10}},{"id":"0e44c9e9-22ab-4e17-aa2b-2dd9eda20f84","block_type":"box","text":"Each Fund may not:","page_number":24,"box":{"x":89,"y":843,"width":138,"height":12}},{"id":"1af7eb60-58c5-4578-940a-0be4ce95c6c6","block_type":"box","text":"1. Concentrate its investments in a particular industry, as that term is used in the Investment Company Act, except that","page_number":24,"box":{"x":90,"y":863,"width":853,"height":12}},{"id":"8eb321a1-b01e-4835-b832-100063bbcd26","block_type":"box","text":"17","page_number":24,"box":{"x":522,"y":894,"width":14,"height":9}},{"id":"360dcaef-0f38-4a3f-a2c1-584723d18e9f","block_type":"box","text":"the Fund will concentrate to approximately the same extent that its Underlying Index concentrates in the securities of a","page_number":25,"box":{"x":127,"y":44,"width":835,"height":12}},{"id":"a07d6036-fa0e-4dc4-ba83-0e2bef80b5f3","block_type":"box","text":"particular industry or group of industries.","page_number":25,"box":{"x":128,"y":59,"width":287,"height":12}},{"id":"9ec8201c-4896-407b-8c75-1bd1bc490dfe","block_type":"box","text":"2. Borrow money, except as permitted under the Investment Company Act.","page_number":25,"box":{"x":89,"y":79,"width":545,"height":13}},{"id":"39891615-cf69-48cd-9f60-0be55767d028","block_type":"box","text":"3. Issue senior securities to the extent such issuance would violate the Investment Company Act.","page_number":25,"box":{"x":89,"y":99,"width":699,"height":13}},{"id":"b3ae2ff5-6157-4170-9606-fe592168cc5e","block_type":"box","text":"4. Purchase or hold real estate, except the Fund may purchase and hold securities or other instruments that are secured","page_number":25,"box":{"x":88,"y":119,"width":861,"height":13}},{"id":"137ca931-3631-4c18-91de-0cfcac70f1fb","block_type":"box","text":"by, or linked to, real estate or interests therein, securities of real estate investment trusts (“REITs”), mortgage-related","page_number":25,"box":{"x":128,"y":135,"width":812,"height":12}},{"id":"2d46e777-bbc5-46eb-87bb-974763dcc8e5","block_type":"box","text":"securities and securities of issuers engaged in the real estate business, and the Fund may purchase and hold real estate","page_number":25,"box":{"x":128,"y":150,"width":834,"height":12}},{"id":"8f454244-f23f-45e0-b978-a906de62528a","block_type":"box","text":"as a result of the ownership of securities or other instruments.","page_number":25,"box":{"x":128,"y":165,"width":435,"height":12}},{"id":"a7dbb13b-3ae6-4f01-ab34-997a9f60f4a5","block_type":"box","text":"5. Underwrite securities issued by others, except to the extent that the sale of portfolio securities by the Fund may be","page_number":25,"box":{"x":89,"y":185,"width":839,"height":12}},{"id":"407e3935-3e6d-4d3c-8648-e98a9dd200e9","block_type":"box","text":"deemed to be an underwriting or as otherwise permitted by applicable law.","page_number":25,"box":{"x":128,"y":200,"width":523,"height":12}},{"id":"c92b3dd9-0429-425d-8469-72364a5184ec","block_type":"box","text":"6. Purchase or sell commodities or commodity contracts, except as permitted by the Investment Company Act.","page_number":25,"box":{"x":89,"y":220,"width":798,"height":13}},{"id":"74f8fd11-4461-4681-8b29-ed0d470606ee","block_type":"box","text":"7. Make loans to the extent prohibited by the Investment Company Act.","page_number":25,"box":{"x":89,"y":240,"width":521,"height":13}},{"id":"5de9705e-b642-4f12-b588-585aa73aae45","block_type":"box","text":"Notations Regarding each Fund’s Fundamental Investment Policies","page_number":25,"box":{"x":88,"y":267,"width":487,"height":12}},{"id":"b26229bc-f649-47cd-8f52-66bb2f0828f7","block_type":"box","text":"The following notations are not considered to be part of each Fund’s fundamental investment policies and are subject to","page_number":25,"box":{"x":88,"y":293,"width":843,"height":13}},{"id":"92262206-df33-4fc6-818d-6716b8f7bdfe","block_type":"box","text":"change without shareholder approval.","page_number":25,"box":{"x":89,"y":308,"width":265,"height":13}},{"id":"697f7a38-4491-4e56-b6f9-89b1d7da8574","block_type":"box","text":"With respect to the fundamental policy relating to concentration set forth in (1) above, the Investment Company Act does","page_number":25,"box":{"x":88,"y":335,"width":853,"height":12}},{"id":"b44f37cb-fc30-4bf5-99ea-72cd3220acbf","block_type":"box","text":"not define what constitutes “concentration” in an industry. The SEC staff has taken the position that investment of 25% or","page_number":25,"box":{"x":89,"y":350,"width":855,"height":12}},{"id":"f6b40a05-907b-45bc-a41a-1e0af09bba37","block_type":"box","text":"more of a fund’s total assets in one or more issuers conducting their principal activities in the same industry or group of","page_number":25,"box":{"x":89,"y":365,"width":840,"height":12}},{"id":"23eee554-d4e9-4eba-b56a-f3d715b2a837","block_type":"box","text":"industries constitutes concentration. It is possible that interpretations of concentration could change in the future. The policy","page_number":25,"box":{"x":89,"y":380,"width":877,"height":13}},{"id":"9c5d1cc0-7f03-49bd-a807-c277592443d9","block_type":"box","text":"in (1) above will be interpreted to refer to concentration as that term may be interpreted from time to time. The policy also","page_number":25,"box":{"x":89,"y":395,"width":856,"height":13}},{"id":"93bb198b-b07d-43d5-8fd9-474b13ebc0c3","block_type":"box","text":"will be interpreted to permit investment without limit in the following: securities of the U.S. government and its agencies or","page_number":25,"box":{"x":88,"y":410,"width":861,"height":13}},{"id":"b6f45ed1-4ffc-48ef-8b04-da9ee2e4293f","block_type":"box","text":"instrumentalities; securities of state, territory, possession or municipal governments and their authorities, agencies,","page_number":25,"box":{"x":89,"y":426,"width":805,"height":12}},{"id":"80463016-12f9-402e-8cc1-070bebeb9315","block_type":"box","text":"instrumentalities or political subdivisions; and repurchase agreements collateralized by any such obligations. Accordingly,","page_number":25,"box":{"x":89,"y":441,"width":848,"height":12}},{"id":"c4a60d75-6a6c-49d7-bf23-68b5b5cee41c","block_type":"box","text":"issuers of the foregoing securities will not be considered to be members of any industry. There also will be no limit on","page_number":25,"box":{"x":89,"y":456,"width":820,"height":12}},{"id":"31863721-beaf-4ebf-aae5-96aac7e77134","block_type":"box","text":"investment in issuers domiciled in a single jurisdiction or country. Finance companies will be considered to be in the","page_number":25,"box":{"x":89,"y":471,"width":809,"height":12}},{"id":"a0835e11-f26c-43d4-b839-ece8aab281cc","block_type":"box","text":"industries of their parents if their activities are primarily related to financing the activities of the parents. Each foreign","page_number":25,"box":{"x":89,"y":486,"width":815,"height":12}},{"id":"d4df1336-eeef-47ca-899e-e68de89a97a7","block_type":"box","text":"government will be considered to be a member of a separate industry. With respect to each Fund’s industry classifications,","page_number":25,"box":{"x":89,"y":501,"width":856,"height":13}},{"id":"1d7c2067-beb3-4838-ace3-65b773a42ba1","block_type":"box","text":"each Fund currently utilizes any one or more of the industry sub-classifications used by one or more widely recognized","page_number":25,"box":{"x":89,"y":516,"width":829,"height":13}},{"id":"58ffe09e-6ff6-4231-80b4-af48ee1d15e4","block_type":"box","text":"market indexes or rating group indexes, and/or as defined by Fund management. The policy also will be interpreted to give","page_number":25,"box":{"x":89,"y":531,"width":860,"height":13}},{"id":"877a5996-52c3-4c32-9b1b-28aceac1371f","block_type":"box","text":"broad authority to each Fund as to how to classify issuers within or among industries.","page_number":25,"box":{"x":89,"y":547,"width":600,"height":12}},{"id":"76700879-42f5-47a9-9165-11e0d6e18d20","block_type":"box","text":"With respect to the fundamental policy relating to borrowing money set forth in (2) above, the Investment Company Act","page_number":25,"box":{"x":88,"y":573,"width":844,"height":12}},{"id":"e9a6d6a4-401e-4f05-bfd3-a3d3f1792f1a","block_type":"box","text":"permits each Fund to borrow money in amounts of up to one-third of the Fund’s total assets from banks for any purpose,","page_number":25,"box":{"x":89,"y":588,"width":850,"height":12}},{"id":"21eeb846-7605-4a16-b2a0-ee5d2f4f6f54","block_type":"box","text":"and to borrow up to 5% of the Fund’s total assets from banks or other lenders for temporary purposes. (Each Fund’s total","page_number":25,"box":{"x":89,"y":603,"width":851,"height":13}},{"id":"9b5559ef-882c-423e-a95f-a3963d0b386c","block_type":"box","text":"assets include the amounts being borrowed.) To limit the risks attendant to borrowing, the Investment Company Act requires","page_number":25,"box":{"x":89,"y":618,"width":877,"height":13}},{"id":"c1308bdc-2390-4001-a0a1-911d58f53f92","block_type":"box","text":"each Fund to maintain at all times an “asset coverage” of at least 300% of the amount of its borrowings. Asset coverage","page_number":25,"box":{"x":89,"y":633,"width":841,"height":13}},{"id":"44773ff1-1b79-487e-827d-cb9881440de9","block_type":"box","text":"means the ratio that the value of each Fund’s total assets (including amounts borrowed), minus liabilities other than","page_number":25,"box":{"x":89,"y":649,"width":813,"height":12}},{"id":"add9bb32-c4b8-4936-9ddc-9c16205a06ec","block_type":"box","text":"borrowings, bears to the aggregate amount of all borrowings. Borrowing money to increase portfolio holdings is known as","page_number":25,"box":{"x":89,"y":664,"width":857,"height":12}},{"id":"a9284539-88ac-4e07-a399-2f51e16a2074","block_type":"box","text":"“leveraging.” Certain trading practices and investments, such as reverse repurchase agreements, may be considered to be","page_number":25,"box":{"x":89,"y":679,"width":851,"height":12}},{"id":"5edf980d-7cc0-455f-b14d-230688b78015","block_type":"box","text":"borrowings or involve leverage and thus are subject to the Investment Company Act restrictions. In accordance with Rule 18f","page_number":25,"box":{"x":89,"y":694,"width":878,"height":12}},{"id":"c894aa67-b527-4100-b3bd-4e87c48769a3","block_type":"box","text":"4 under the Investment Company Act, when each Fund engages in reverse repurchase agreements and similar financing","page_number":25,"box":{"x":88,"y":709,"width":843,"height":12}},{"id":"c9d61bfb-6e6c-418b-8e1f-894470bb5452","block_type":"box","text":"transactions, the Fund may either (i) maintain asset coverage of at least 300% with respect to such transactions and any","page_number":25,"box":{"x":88,"y":724,"width":845,"height":13}},{"id":"382f2fa8-d5e4-424a-b391-7373b9299505","block_type":"box","text":"other borrowings in the aggregate, or (ii) treat such transactions as “derivatives transactions” and comply with Rule 18f-4","page_number":25,"box":{"x":89,"y":739,"width":851,"height":13}},{"id":"9d43f2c6-460b-4637-91dd-6c31438d3c49","block_type":"box","text":"with respect to such transactions. Short-term credits necessary for the settlement of securities transactions and","page_number":25,"box":{"x":88,"y":754,"width":784,"height":13}},{"id":"50c00a70-1ba7-48c4-a637-9e6797b3ff82","block_type":"box","text":"arrangements with respect to securities lending will not be considered to be borrowings under the policy. Practices and","page_number":25,"box":{"x":89,"y":770,"width":834,"height":12}},{"id":"d6fe6236-5a6c-49ef-98e3-f5ab8c5c69a7","block_type":"box","text":"investments that may involve leverage but are not considered to be borrowings are not subject to the policy.","page_number":25,"box":{"x":89,"y":785,"width":754,"height":12}},{"id":"c2eaf529-e281-46c3-9b18-bfa51c1cdd45","block_type":"box","text":"With respect to the fundamental policy relating to underwriting set forth in (5) above, the Investment Company Act does not","page_number":25,"box":{"x":88,"y":811,"width":875,"height":12}},{"id":"8a729f7f-a662-47df-8da6-55b9b8865b21","block_type":"box","text":"prohibit a fund from engaging in the underwriting business or from underwriting the securities of other issuers; in fact, in the","page_number":25,"box":{"x":89,"y":826,"width":876,"height":13}},{"id":"54a6e733-8384-4732-be93-6d2496f1b521","block_type":"box","text":"case of diversified funds, the Investment Company Act permits a fund to have underwriting commitments of up to 25% of its","page_number":25,"box":{"x":89,"y":841,"width":876,"height":13}},{"id":"c9425c95-c91e-4edf-b621-333f67a0181d","block_type":"box","text":"assets under certain circumstances. Those circumstances currently are that the amount of a fund’s underwriting","page_number":25,"box":{"x":89,"y":856,"width":788,"height":13}},{"id":"11d06d49-a051-4726-bffa-24d6d017786b","block_type":"box","text":"18","page_number":25,"box":{"x":522,"y":894,"width":14,"height":9}},{"id":"7d30dfe5-917b-4b92-a3ff-152e12bf3eac","block_type":"box","text":"commitments, when added to the value of a fund’s investments in issuers where a fund owns more than 10% of the","page_number":26,"box":{"x":89,"y":44,"width":813,"height":11}},{"id":"6bec61b1-93cd-492a-abe8-2452499f8133","block_type":"box","text":"outstanding voting securities of those issuers, cannot exceed the 25% cap. A fund engaging in transactions involving the","page_number":26,"box":{"x":89,"y":59,"width":846,"height":12}},{"id":"77a0cb13-6cf8-40a0-b127-800de1ae312a","block_type":"box","text":"acquisition or disposition of portfolio securities may be considered to be an underwriter under the 1933 Act. Although it is","page_number":26,"box":{"x":89,"y":74,"width":854,"height":12}},{"id":"1b094c28-4b1e-448e-947e-b8eb6bde7d19","block_type":"box","text":"not believed that the application of the 1933 Act provisions described above would cause a fund to be engaged in the","page_number":26,"box":{"x":89,"y":89,"width":822,"height":13}},{"id":"86d409f1-f100-4916-89a4-727009c07563","block_type":"box","text":"business of underwriting, the policy in (5) above will be interpreted not to prevent a fund from engaging in transactions","page_number":26,"box":{"x":89,"y":104,"width":836,"height":13}},{"id":"eee5525f-fb41-48b6-834b-960a267dd2d9","block_type":"box","text":"involving the acquisition or disposition of portfolio securities, regardless of whether a fund may be considered to be an","page_number":26,"box":{"x":89,"y":119,"width":829,"height":13}},{"id":"9433fdb7-f07e-4d03-943e-b302a4f31211","block_type":"box","text":"underwriter under the 1933 Act or is otherwise engaged in the underwriting business to the extent permitted by applicable","page_number":26,"box":{"x":89,"y":135,"width":860,"height":12}},{"id":"bf6daa9c-2fde-4407-8967-9160a6de7836","block_type":"box","text":"law.","page_number":26,"box":{"x":89,"y":150,"width":25,"height":9}},{"id":"ce55b41f-e89d-4efc-ac47-c3a2c8243be1","block_type":"box","text":"With respect to the fundamental policy relating to lending set forth in (7) above, the Investment Company Act does not","page_number":26,"box":{"x":88,"y":176,"width":836,"height":13}},{"id":"f64a4e6b-45fe-445c-b8a7-f73f2807bf58","block_type":"box","text":"prohibit each Fund from making loans (including lending its securities); however, SEC staff interpretations currently prohibit","page_number":26,"box":{"x":89,"y":191,"width":866,"height":13}},{"id":"bc2479a3-2acc-4719-bd76-be9f36446df0","block_type":"box","text":"funds from lending more than one-third of their total assets (including lending its securities), except through the purchase of","page_number":26,"box":{"x":88,"y":206,"width":878,"height":13}},{"id":"18d7e4c5-69c5-461b-b8bd-c13ef33f5df2","block_type":"box","text":"debt obligations or the use of repurchase agreements. In addition, collateral arrangements with respect to options, forward","page_number":26,"box":{"x":89,"y":222,"width":861,"height":12}},{"id":"86d84963-871e-425e-a8be-aea6a0c61ccd","block_type":"box","text":"currency and futures transactions and other derivative instruments (as applicable), as well as delays in the settlement of","page_number":26,"box":{"x":89,"y":237,"width":841,"height":12}},{"id":"5c59ace1-1f40-44ba-a73b-90352cc8e006","block_type":"box","text":"securities transactions, will not be considered loans.","page_number":26,"box":{"x":89,"y":252,"width":363,"height":11}},{"id":"6ed76f4c-f4ad-4a47-a4ad-0c6eb0a59bad","block_type":"box","text":"Non-Fundamental Investment Policies of the Funds","page_number":26,"box":{"x":89,"y":278,"width":368,"height":10}},{"id":"96ded6d4-3f82-4318-a346-c9f008861e8c","block_type":"box","text":"Under its non-fundamental investment restrictions, which may be changed by the Board without shareholder approval, each","page_number":26,"box":{"x":89,"y":305,"width":870,"height":12}},{"id":"6f442f1a-d8ab-4fe1-bd07-980affbc142f","block_type":"box","text":"Fund may not:","page_number":26,"box":{"x":89,"y":320,"width":100,"height":12}},{"id":"5bb9b915-2a73-4eba-b173-e4f51f6a94b5","block_type":"box","text":"1. Purchase shares of any registered open-end investment company or registered unit investment trust, in reliance on","page_number":26,"box":{"x":90,"y":340,"width":841,"height":12}},{"id":"3fbb4bbd-696c-4f08-bfcf-c0d0ce38e15d","block_type":"box","text":"Section 12(d)(1)(F) or (G) of the Investment Company Act, at any time the Fund has knowledge that its shares are","page_number":26,"box":{"x":128,"y":355,"width":800,"height":12}},{"id":"4a7f46da-800b-4029-a736-9ea691c80a80","block_type":"box","text":"purchased by another investment company investor in reliance on the provisions of subparagraph (G) of Section","page_number":26,"box":{"x":128,"y":370,"width":785,"height":13}},{"id":"a7ac3c07-e642-493a-8eb2-1354e63de7f8","block_type":"box","text":"12(d)(1). The foregoing restriction does not restrict the Fund from acquiring the shares of registered open-end","page_number":26,"box":{"x":129,"y":385,"width":773,"height":13}},{"id":"f3c59915-67ac-4435-a890-dfaf047708e3","block_type":"box","text":"investment companies to the extent otherwise permissible under other provisions of the 1940 Act, as interpreted,","page_number":26,"box":{"x":128,"y":400,"width":793,"height":13}},{"id":"d59c8ee8-2bc6-4d4d-85b5-fbe730a08ec1","block_type":"box","text":"modified or otherwise permitted by regulatory authority having jurisdiction, from time to time.","page_number":26,"box":{"x":128,"y":416,"width":659,"height":12}},{"id":"89277c5b-fcdf-4d22-9524-450f38169014","block_type":"box","text":"2. In accordance with Rule 35d-1 under the 1940 Act, under normal circumstances, invest less than 80% of the value of its","page_number":26,"box":{"x":89,"y":436,"width":878,"height":11}},{"id":"ff53c886-8497-45cd-ab6b-e7ab1fcec2a6","block_type":"box","text":"net assets, plus the amount of any borrowings for investment purposes, in the component securities of its Underlying","page_number":26,"box":{"x":128,"y":451,"width":822,"height":12}},{"id":"f897239e-cbbc-4ee2-9e04-90841eee3961","block_type":"box","text":"Index (applicable to the iShares iBonds Oct 2026 Term TIPS ETF, iShares iBonds Oct 2027 Term TIPS ETF, iShares iBonds","page_number":26,"box":{"x":128,"y":466,"width":838,"height":12}},{"id":"d05da962-0c58-434b-bfac-8c2d6b07b277","block_type":"box","text":"Oct 2028 Term TIPS ETF, iShares iBonds Oct 2029 Term TIPS ETF, iShares iBonds Oct 2030 Term TIPS ETF, iShares","page_number":26,"box":{"x":128,"y":481,"width":794,"height":11}},{"id":"a66cdcfe-c92d-4288-bc19-e64f19da0828","block_type":"box","text":"iBonds Oct 2031 Term TIPS ETF, iShares iBonds Oct 2032 Term TIPS ETF, iShares iBonds Oct 2033 Term TIPS ETF,","page_number":26,"box":{"x":128,"y":496,"width":789,"height":12}},{"id":"99580c25-ad70-4d9f-9b6b-b9ac71aa3b24","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF and iShares iBonds Oct 2035 Term TIPS ETF).","page_number":26,"box":{"x":128,"y":511,"width":597,"height":13}},{"id":"18915bc3-25c5-4cc6-b805-38db18250b65","block_type":"box","text":"3. In accordance with Rule 35d-1 under the 1940 Act, under normal circumstances, invest less than 80% of the value of its","page_number":26,"box":{"x":89,"y":531,"width":878,"height":12}},{"id":"27a531d1-e417-48af-a451-0cdd460d3398","block_type":"box","text":"net assets, plus the amount of any borrowings for investment purposes, in component securities of the Underlying","page_number":26,"box":{"x":128,"y":547,"width":801,"height":12}},{"id":"86573ab4-7cc0-488a-91d3-d93a9ce57455","block_type":"box","text":"Index or in Depositary Receipts representing component securities in the Underlying Index (applicable to iShares iBonds","page_number":26,"box":{"x":128,"y":562,"width":839,"height":12}},{"id":"a9df8756-df5a-4a6c-b70f-3ad0b5669ce1","block_type":"box","text":"1-5 Year TIPS Ladder ETF).","page_number":26,"box":{"x":129,"y":577,"width":182,"height":12}},{"id":"c9f8155f-fbb3-41f4-9698-c3392e115605","block_type":"box","text":"A Fund will notify its shareholders at least 60 days prior to any change in its restrictions described in 2 and 3 above.","page_number":26,"box":{"x":88,"y":603,"width":808,"height":13}},{"id":"07a5312e-be3f-4950-a314-e1d7e4bc3049","block_type":"box","text":"Notations Regarding each Fund’s Fundamental and Non-Fundamental Investment Policies","page_number":26,"box":{"x":88,"y":630,"width":656,"height":12}},{"id":"7aa4624a-9cd6-4de8-8d43-e8b134316222","block_type":"box","text":"Unless otherwise indicated, all limitations under each Fund’s fundamental or non-fundamental investment restrictions apply","page_number":26,"box":{"x":89,"y":656,"width":871,"height":13}},{"id":"a490dfe9-41bd-4140-8ca5-ef4d9a208256","block_type":"box","text":"only at the time that a transaction is undertaken. Any change in the percentage of each Fund’s assets invested in certain","page_number":26,"box":{"x":89,"y":671,"width":840,"height":13}},{"id":"08ae1c94-8595-49c4-b88b-df56ecdffc47","block_type":"box","text":"securities or other instruments resulting from market fluctuations or other changes in each Fund’s total assets will not","page_number":26,"box":{"x":89,"y":686,"width":829,"height":13}},{"id":"14e7429c-e742-46b8-a477-be0d817edb7a","block_type":"box","text":"require the Fund to dispose of an investment.","page_number":26,"box":{"x":89,"y":702,"width":316,"height":12}},{"id":"caeea13f-2b88-4ce4-85c9-f478b5e6a0d9","block_type":"box","text":"Continuous Offering","page_number":26,"box":{"x":90,"y":732,"width":338,"height":30}},{"id":"40657794-f0cb-4798-aa19-73b76aa9710f","block_type":"box","text":"The method by which Creation Units are created and traded may raise certain issues under applicable securities laws.","page_number":26,"box":{"x":88,"y":773,"width":821,"height":13}},{"id":"49e39fde-286a-426e-92fc-4e9850c4ae35","block_type":"box","text":"Because new Creation Units are issued and sold by the Funds on an ongoing basis, at any point a “distribution,” as such term","page_number":26,"box":{"x":89,"y":788,"width":873,"height":13}},{"id":"e508e0b8-3ab2-4b96-9275-957de7271da8","block_type":"box","text":"is used in the 1933 Act, may occur. Broker-dealers and other persons are cautioned that some activities on their part may,","page_number":26,"box":{"x":89,"y":804,"width":849,"height":12}},{"id":"090a5887-27ad-45f3-a4ad-b3e2413a3ca1","block_type":"box","text":"depending on the circumstances, result in their being deemed participants in a distribution in a manner that could render","page_number":26,"box":{"x":89,"y":819,"width":849,"height":12}},{"id":"aa6b2b7a-fb58-4f36-9143-9c644cdd4ef4","block_type":"box","text":"them statutory underwriters and subject them to the prospectus delivery requirement and liability provisions of the 1933 Act.","page_number":26,"box":{"x":88,"y":834,"width":877,"height":12}},{"id":"d175abae-5ff8-425a-a404-cb8e15aa409d","block_type":"box","text":"19","page_number":26,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"f7dd2ba3-3401-4792-82cd-52ef5b9f0680","block_type":"box","text":"For example, a broker-dealer firm or its client may be deemed a statutory underwriter if it takes Creation Units after placing","page_number":27,"box":{"x":89,"y":44,"width":860,"height":12}},{"id":"345b9f17-878c-426d-895a-d8bf6a302eec","block_type":"box","text":"an order with the Distributor, breaks them down into constituent shares and sells such shares directly to customers or if it","page_number":27,"box":{"x":89,"y":59,"width":853,"height":12}},{"id":"e48b018a-2989-4a51-833d-31b87cb9003f","block_type":"box","text":"chooses to couple the creation of new shares with an active selling effort involving solicitation of secondary market demand","page_number":27,"box":{"x":89,"y":74,"width":868,"height":12}},{"id":"a9918050-247d-4c79-9c4c-bdef82d3b6b8","block_type":"box","text":"for shares. A determination of whether one is an underwriter for purposes of the 1933 Act must take into account all of the","page_number":27,"box":{"x":88,"y":89,"width":863,"height":13}},{"id":"464417ff-f402-446b-aa16-b641df314588","block_type":"box","text":"facts and circumstances pertaining to the activities of the broker-dealer or its client in the particular case and the examples","page_number":27,"box":{"x":88,"y":104,"width":861,"height":13}},{"id":"b44676ef-5324-42df-af98-8fcf7b637037","block_type":"box","text":"mentioned above should not be considered a complete description of all the activities that could lead to a categorization as","page_number":27,"box":{"x":89,"y":119,"width":862,"height":13}},{"id":"7737fb1a-0c57-4c63-8203-d2a011c538ca","block_type":"box","text":"an underwriter.","page_number":27,"box":{"x":89,"y":135,"width":105,"height":9}},{"id":"cad4ec9c-be1f-4d02-8095-59280d7272e4","block_type":"box","text":"Broker-dealer firms should also note that dealers who are not “underwriters” but are effecting transactions in shares,","page_number":27,"box":{"x":89,"y":161,"width":817,"height":12}},{"id":"f932b172-9378-4b07-998c-5e75df19628c","block_type":"box","text":"whether or not participating in the distribution of shares, generally are required to deliver a prospectus. This is because the","page_number":27,"box":{"x":88,"y":176,"width":858,"height":13}},{"id":"617723d8-4d1d-4637-881c-6def03958b90","block_type":"box","text":"prospectus delivery exemption in Section 4(a)(3) of the 1933 Act is not available in respect of such transactions as a result of","page_number":27,"box":{"x":89,"y":191,"width":875,"height":13}},{"id":"76ead4a1-e932-4cb2-8d77-2f8891802938","block_type":"box","text":"Section 24(d) of the 1940 Act. Firms that incur a prospectus delivery obligation with respect to shares of the Funds are","page_number":27,"box":{"x":88,"y":206,"width":831,"height":13}},{"id":"e49f9055-76d4-41cc-ab67-e132845db377","block_type":"box","text":"reminded that, pursuant to Rule 153 under the 1933 Act, a prospectus delivery obligation under Section 5(b)(2) of the 1933","page_number":27,"box":{"x":89,"y":222,"width":864,"height":12}},{"id":"ea8961c4-1ba9-4700-85c1-2547791633f3","block_type":"box","text":"Act owed to an exchange member in connection with a sale on the Listing Exchange generally is satisfied by the fact that the","page_number":27,"box":{"x":88,"y":237,"width":875,"height":12}},{"id":"4ec9622c-f67c-4480-a55a-9ceb7347b288","block_type":"box","text":"prospectus is available at the Listing Exchange upon request. The prospectus delivery mechanism provided in Rule 153 is","page_number":27,"box":{"x":89,"y":252,"width":845,"height":12}},{"id":"fd77bf1c-5bf8-490d-9f22-8d398a2301d8","block_type":"box","text":"available only with respect to transactions on an exchange.","page_number":27,"box":{"x":89,"y":267,"width":412,"height":12}},{"id":"f9894ec1-74f2-4072-8719-e77e0bc849ca","block_type":"box","text":"Management","page_number":27,"box":{"x":90,"y":299,"width":225,"height":28}},{"id":"f4f46cc7-56fa-4f38-b179-6ff71d04e8f1","block_type":"box","text":"Trustees and Officers.","page_number":27,"box":{"x":88,"y":339,"width":157,"height":10}},{"id":"6fd7d7ab-d82e-4c00-80bf-72953e932416","block_type":"box","text":"The Board has responsibility for the overall management and operations of the Funds, including","page_number":27,"box":{"x":254,"y":339,"width":670,"height":12}},{"id":"b6c513f1-b754-4d2c-a6c3-428c57df5b8b","block_type":"box","text":"general supervision of the duties performed by BFA and other service providers. Each Trustee serves until he or she resigns, is","page_number":27,"box":{"x":89,"y":354,"width":875,"height":12}},{"id":"c78ea31c-f191-4327-a597-5cbcb7a3b7a0","block_type":"box","text":"removed, dies, retires or becomes incapacitated. Each officer shall hold office until his or her successor is elected and","page_number":27,"box":{"x":89,"y":369,"width":817,"height":12}},{"id":"ce33828f-e580-41bf-90ee-931271a5bd71","block_type":"box","text":"qualifies or until his or her death, resignation or removal. Trustees who are not “interested persons” (as defined in the 1940","page_number":27,"box":{"x":89,"y":384,"width":861,"height":12}},{"id":"49ccaae6-0d62-46a7-87bf-b71dd6b334b2","block_type":"box","text":"Act) of the Trust are referred to as independent trustees (“Independent Trustees”).","page_number":27,"box":{"x":88,"y":399,"width":578,"height":13}},{"id":"43a263f2-9b29-4946-a8f0-c60adef2bc1b","block_type":"box","text":"The registered investment companies advised by BFA or its affiliates (the “BlackRock-advised Funds”) are organized into the","page_number":27,"box":{"x":88,"y":426,"width":867,"height":12}},{"id":"eb8b1586-693f-4c3e-96ff-736deb9b75af","block_type":"box","text":"BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Complex and the iShares Complex (each, a “BlackRock Fund","page_number":27,"box":{"x":89,"y":441,"width":857,"height":12}},{"id":"0550b838-2442-4af7-b7d1-3fdbeacda3be","block_type":"box","text":"Complex”). Each Fund is included in the iShares Complex, which includes iShares Trust, iShares U.S. ETF Trust, and iShares,","page_number":27,"box":{"x":89,"y":456,"width":861,"height":12}},{"id":"ce99577b-99af-46d6-a710-dbce2c104ef5","block_type":"box","text":"Inc. Each Trustee also serves as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust and, as a result, oversees all","page_number":27,"box":{"x":89,"y":471,"width":869,"height":11}},{"id":"bed6e901-7e6f-4a12-b50e-de2d50cab927","block_type":"box","text":"of the funds within the iShares Complex, which consists of 430 funds as of February 27, 2026. With the exception of Stephen","page_number":27,"box":{"x":89,"y":486,"width":872,"height":12}},{"id":"35d58adf-1ce8-4786-8cfe-9f871790b212","block_type":"box","text":"Cohen, Robert S. Kapito and Aaron Wasserman, the address of each Trustee and officer is c/o BlackRock, Inc., 400 Howard","page_number":27,"box":{"x":89,"y":501,"width":857,"height":13}},{"id":"7cc53d2a-2b91-4f78-ab43-a9958d47ff45","block_type":"box","text":"Street, San Francisco, CA 94105. The address of Mr. Kapito and Mr. Wasserman is c/o BlackRock, Inc., 50 Hudson Yards, New","page_number":27,"box":{"x":88,"y":516,"width":874,"height":13}},{"id":"93876cf5-b4af-4080-b672-20356e5173d5","block_type":"box","text":"York, NY 10001. The address of Mr. Cohen is c/o BlackRock, Inc., Drapers Gardens, 12 Throgmorton Avenue, London EC2N","page_number":27,"box":{"x":88,"y":531,"width":859,"height":13}},{"id":"c8e71acd-0e71-424c-9892-640b6c834d2e","block_type":"box","text":"2DL United Kingdom. The Board has designated John E. Kerrigan as its Independent Board Chair. Additional information","page_number":27,"box":{"x":89,"y":547,"width":835,"height":12}},{"id":"75a3bed1-415f-4e30-a70a-996b00853fd2","block_type":"box","text":"about the Funds’ Trustees and officers may be found in this SAI, which is available without charge, upon request, by calling","page_number":27,"box":{"x":89,"y":562,"width":859,"height":12}},{"id":"620e74f0-7be3-4afc-87f4-f2afe911bc2b","block_type":"box","text":"toll-free 1-800-iShares (1-800-474-2737).","page_number":27,"box":{"x":88,"y":577,"width":289,"height":12}},{"id":"f27091cd-9122-4d22-9dc3-1f93484b963f","block_type":"box","text":"Interested Trustees","page_number":27,"box":{"x":89,"y":603,"width":138,"height":10}},{"id":"f3ab6448-6ea1-4cc5-84d3-60e37ac00a39","block_type":"box","text":"Name (Year of Birth) Position","page_number":27,"box":{"x":103,"y":643,"width":247,"height":10}},{"id":"3aac757d-c3af-4603-b4c2-ef501a048fe9","block_type":"box","text":"Principal Occupation(s)","page_number":27,"box":{"x":485,"y":633,"width":135,"height":10}},{"id":"9bb25d99-3165-4f9f-a835-a72482349041","block_type":"box","text":"During the Past 5 Years","page_number":27,"box":{"x":486,"y":643,"width":134,"height":10}},{"id":"d26e0b36-6997-480f-8fd8-1b3a456209a2","block_type":"box","text":"Other Directorships","page_number":27,"box":{"x":780,"y":633,"width":113,"height":10}},{"id":"c1a5eb68-427b-429e-ae25-6949907027d0","block_type":"box","text":"Held by Trustee","page_number":27,"box":{"x":792,"y":643,"width":89,"height":10}},{"id":"414c98fd-898a-4935-8a41-f2bef1aa22e0","block_type":"box","text":"Robert S. Kapito","page_number":27,"box":{"x":89,"y":665,"width":111,"height":12}},{"id":"4823ca75-536b-435f-8f16-836448764b77","block_type":"box","text":"1","page_number":27,"box":{"x":202,"y":663,"width":2,"height":6}},{"id":"2f53b2d8-27c1-4210-95ab-acb424195621","block_type":"box","text":"(1957)","page_number":27,"box":{"x":89,"y":680,"width":44,"height":12}},{"id":"b627ac66-fc84-4bba-ba3e-5e2e801dd62a","block_type":"box","text":"Trustee","page_number":27,"box":{"x":254,"y":666,"width":52,"height":9}},{"id":"944d050b-d407-4e28-ae8f-cf94a5f8136b","block_type":"box","text":"(since 2009).","page_number":27,"box":{"x":255,"y":680,"width":90,"height":12}},{"id":"e7411b99-f81a-4604-b11e-8ed1a1946776","block_type":"box","text":"President of BlackRock, Inc. (since","page_number":27,"box":{"x":422,"y":665,"width":237,"height":12}},{"id":"a0886ec1-c70a-427b-83a7-5b0d049fe537","block_type":"box","text":"2006); Vice Chairman of BlackRock,","page_number":27,"box":{"x":421,"y":680,"width":249,"height":12}},{"id":"0b0303df-01fc-4277-85a2-e822cea1db1b","block_type":"box","text":"Inc. and Head of BlackRock’s","page_number":27,"box":{"x":422,"y":695,"width":200,"height":10}},{"id":"4c9cd628-9503-4144-a25c-ddd63a589d39","block_type":"box","text":"Portfolio Management Group (since","page_number":27,"box":{"x":422,"y":710,"width":250,"height":13}},{"id":"2c2ba19c-2307-4267-9e54-a785ca3395a2","block_type":"box","text":"its formation in 1998) and BlackRock,","page_number":27,"box":{"x":422,"y":725,"width":261,"height":13}},{"id":"39a7f536-91bb-4dad-b128-b415964d74a0","block_type":"box","text":"Inc.’s predecessor entities (since","page_number":27,"box":{"x":422,"y":741,"width":225,"height":12}},{"id":"c0ed89fe-f6ba-447e-be7a-010895842954","block_type":"box","text":"1988); Trustee, University of","page_number":27,"box":{"x":423,"y":756,"width":196,"height":12}},{"id":"0468b434-cace-46e3-b513-a5e94d9a2c52","block_type":"box","text":"Pennsylvania (since 2009); President","page_number":27,"box":{"x":422,"y":771,"width":255,"height":12}},{"id":"b3c892f6-d17c-400b-b52f-4d8f318c3b6b","block_type":"box","text":"of Board of Directors, Hope & Heroes","page_number":27,"box":{"x":421,"y":786,"width":258,"height":12}},{"id":"3c329dcb-e998-4191-86f0-1f842dce39e3","block_type":"box","text":"Children’s Cancer Fund (since 2002).","page_number":27,"box":{"x":421,"y":801,"width":257,"height":12}},{"id":"ed9b1edf-138c-4b2e-9d10-11c428f0ddbd","block_type":"box","text":"Director of BlackRock, Inc. (since","page_number":27,"box":{"x":705,"y":665,"width":229,"height":12}},{"id":"c781d5bd-640a-4bf8-a9f0-a78630f45550","block_type":"box","text":"2006); Director of iShares, Inc. (since","page_number":27,"box":{"x":705,"y":680,"width":258,"height":12}},{"id":"31f2b942-95b7-414a-af99-f3ce5493e9a5","block_type":"box","text":"2009); Trustee of iShares U.S. ETF","page_number":27,"box":{"x":705,"y":695,"width":236,"height":13}},{"id":"ff26cc6d-a10a-406a-8ce9-d052960f6bad","block_type":"box","text":"Trust (since 2011).","page_number":27,"box":{"x":704,"y":710,"width":130,"height":13}},{"id":"21bc6a73-c37f-4006-bddb-313aa486cef2","block_type":"box","text":"20","page_number":27,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"65e46237-28cd-4f14-ae39-ac3489deab88","block_type":"box","text":"Name (Year of Birth) Position","page_number":28,"box":{"x":103,"y":55,"width":247,"height":9}},{"id":"658dfbbf-cd47-4915-aed4-43887b3894ce","block_type":"box","text":"Principal Occupation(s)","page_number":28,"box":{"x":485,"y":45,"width":135,"height":9}},{"id":"d1a53565-6b0d-403a-be7a-b74b742facef","block_type":"box","text":"During the Past 5 Years","page_number":28,"box":{"x":486,"y":55,"width":134,"height":9}},{"id":"58dd96af-c81a-4f35-a2d4-fb5a89e5519d","block_type":"box","text":"Other Directorships","page_number":28,"box":{"x":780,"y":45,"width":113,"height":9}},{"id":"fcc5c66b-4a37-44ee-886d-a48312569a36","block_type":"box","text":"Held by Trustee","page_number":28,"box":{"x":792,"y":55,"width":89,"height":9}},{"id":"08bb3397-0544-4200-923d-12e296e91320","block_type":"box","text":"Stephen Cohen","page_number":28,"box":{"x":88,"y":77,"width":107,"height":12}},{"id":"c6ae4164-9423-4545-9626-2c607341d037","block_type":"box","text":"2","page_number":28,"box":{"x":197,"y":75,"width":5,"height":6}},{"id":"7841990f-b890-40f0-854c-f16c35fec622","block_type":"box","text":"(1975)","page_number":28,"box":{"x":89,"y":92,"width":44,"height":12}},{"id":"e5b654be-31bb-4d69-a0b9-4981219a8008","block_type":"box","text":"Trustee (since","page_number":28,"box":{"x":254,"y":77,"width":99,"height":12}},{"id":"1945304d-9981-4218-a0f3-598236b83b27","block_type":"box","text":"2024).","page_number":28,"box":{"x":255,"y":92,"width":43,"height":12}},{"id":"6bf44ea7-b8ce-4ed9-a4cf-ef4e1fc7cb53","block_type":"box","text":"Senior Managing Director, Head of","page_number":28,"box":{"x":421,"y":77,"width":243,"height":12}},{"id":"b27e89d7-30d9-4635-bcba-8d32f192a6f1","block_type":"box","text":"Global Product Solutions of","page_number":28,"box":{"x":421,"y":92,"width":193,"height":9}},{"id":"c546f632-494a-44c9-949d-5d417b7dc300","block_type":"box","text":"BlackRock, Inc. 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In that role, he was responsible for overseeing all portfolio","page_number":31,"box":{"x":89,"y":468,"width":823,"height":13}},{"id":"c4ea3a84-65fb-4798-ac81-7b85180cf731","block_type":"box","text":"management within BlackRock, including the Fixed Income, Equity, Liquidity, and Alternative Investment Groups. Mr. Kapito","page_number":31,"box":{"x":89,"y":484,"width":864,"height":12}},{"id":"e4b2a002-d397-4c23-9d99-461f4b828912","block_type":"box","text":"serves as a member of the Board of Trustees of the University of Pennsylvania and the Harvard Business School Board of","page_number":31,"box":{"x":89,"y":499,"width":841,"height":12}},{"id":"1991c2a0-cbd9-4106-ad9b-462644a3ca99","block_type":"box","text":"Dean’s Advisors. He has also been President of the Board of Directors for the Hope & Heroes Children’s Cancer Fund since","page_number":31,"box":{"x":89,"y":514,"width":853,"height":12}},{"id":"8d950a20-cd86-4c28-94c0-5645326d5673","block_type":"box","text":"2002. Mr. Kapito earned a BS degree in economics from the Wharton School of the University of Pennsylvania in 1979, and an","page_number":31,"box":{"x":89,"y":529,"width":876,"height":12}},{"id":"631a27c6-6fa5-4c4e-b68b-822a29d3a0f1","block_type":"box","text":"MBA degree from Harvard Business School in 1983.","page_number":31,"box":{"x":89,"y":544,"width":360,"height":12}},{"id":"6f26aa62-7244-4003-8ebc-5763ad28f375","block_type":"box","text":"Stephen Cohen has been a Trustee of the Trust since 2024. Mr. Cohen has also served as a Director of iShares, Inc. and a","page_number":31,"box":{"x":88,"y":570,"width":841,"height":13}},{"id":"99ac84b3-70eb-4085-baa7-bebeb2076cb5","block_type":"box","text":"Trustee of iShares U.S. ETF Trust since 2024. Mr. Cohen has also served as a Director of BlackRock Investment Management","page_number":31,"box":{"x":88,"y":586,"width":865,"height":12}},{"id":"2c9650ac-f527-46fd-8bd7-c2b2e2073ce4","block_type":"box","text":"(UK) Limited, Director of BlackRock International Limited, and Director of BlackRock Group Limited since 2021. Mr. Cohen,","page_number":31,"box":{"x":89,"y":601,"width":854,"height":12}},{"id":"6a294f62-da43-4439-b200-f1208869ce60","block_type":"box","text":"Senior Managing Director, is BlackRock’s Chief Product Officer and a member of the Global Executive Committee. Mr. Cohen","page_number":31,"box":{"x":88,"y":616,"width":869,"height":12}},{"id":"0f6a9e3f-9c1a-47ae-a013-912dc4491afe","block_type":"box","text":"is responsible for the business strategy, innovation and commercialization of BlackRock’s full investment product platform,","page_number":31,"box":{"x":89,"y":631,"width":856,"height":12}},{"id":"eb5c0eab-da96-4dda-b94f-6b2d0e778787","block_type":"box","text":"aligning product strategies with client needs and market trends, and unlocking new growth opportunities across iShares,","page_number":31,"box":{"x":89,"y":646,"width":846,"height":12}},{"id":"159e881f-e1b0-4925-88ba-c268ce35f442","block_type":"box","text":"Active, and Private Markets. Before assuming his current role in January 2024, Mr. Cohen served as the Head of Europe,","page_number":31,"box":{"x":88,"y":661,"width":830,"height":13}},{"id":"f2f84b9b-7da0-430c-a8ca-105dfecdc9fc","block_type":"box","text":"Middle East and Africa from 2021, leading BlackRock in the region. He was previously Head of the iShares, Index and Wealth","page_number":31,"box":{"x":89,"y":676,"width":866,"height":13}},{"id":"d1c65533-d5ad-4326-a25c-8ffc63ef3a82","block_type":"box","text":"businesses in EMEA, overseeing BlackRock’s relationships with wealth management firms and platforms, the development","page_number":31,"box":{"x":89,"y":691,"width":857,"height":13}},{"id":"4c30c43f-7989-4beb-b534-739ac30b1005","block_type":"box","text":"and distribution of active and index investments, and the firm’s equity index portfolio management capability in the region.","page_number":31,"box":{"x":89,"y":707,"width":861,"height":12}},{"id":"e4fe39ec-9168-4d20-b311-f7170b682996","block_type":"box","text":"Having joined BlackRock in 2011, Mr. Cohen initially served as the Chief Investment Strategist for International Fixed Income","page_number":31,"box":{"x":89,"y":722,"width":865,"height":12}},{"id":"4c50b9cb-1679-4b9b-9036-290cc29c663d","block_type":"box","text":"and iShares, and then, in 2016, as Global Head of Fixed Income Indexing. Prior to BlackRock, Mr. Cohen was Global Head of","page_number":31,"box":{"x":89,"y":737,"width":861,"height":12}},{"id":"1d34cd8c-371c-4e77-8868-fae213a041c3","block_type":"box","text":"Equity Linked Strategy at Nomura Holdings, Inc. Mr. Cohen’s career began at UBS in 1996 before he joined ING Barings in","page_number":31,"box":{"x":89,"y":752,"width":845,"height":12}},{"id":"89026464-a170-47fb-9ff6-9787028e5ab6","block_type":"box","text":"2003, having served as Director, Fixed Income at each firm. Mr. Cohen earned a Bachelor of Science degree in Economics","page_number":31,"box":{"x":89,"y":767,"width":844,"height":12}},{"id":"e11ce1d3-0d82-403c-bf87-be124ed99b69","block_type":"box","text":"from the University of Southampton, and holds certifications as a SFA Futures and Options Representative, a SFA Securities","page_number":31,"box":{"x":88,"y":782,"width":862,"height":12}},{"id":"7126f9e7-553b-4b53-ac3e-2f3fee68b144","block_type":"box","text":"Registered Representative, and an IFPR Material Risk Taker.","page_number":31,"box":{"x":89,"y":797,"width":410,"height":13}},{"id":"ac3ab694-d443-4b2c-9661-8da51303c611","block_type":"box","text":"John E. Kerrigan has been a Trustee of the Trust since 2005 and Chair of the Trust’s Board since 2022. Mr. Kerrigan has also","page_number":31,"box":{"x":88,"y":824,"width":858,"height":12}},{"id":"139faf39-89f3-43be-be18-0380f564dda1","block_type":"box","text":"served as a Director of iShares, Inc. since 2005, a Trustee of iShares U.S. ETF Trust since 2011, Chair of the Equity Plus and","page_number":31,"box":{"x":89,"y":839,"width":849,"height":12}},{"id":"83b9d0a1-4cd9-41e7-abd9-67c0ec608bcc","block_type":"box","text":"Nominating and Governance Committees of each Board from 2019 to 2021, and as Chair of each Board since 2022. Mr.","page_number":31,"box":{"x":89,"y":854,"width":830,"height":12}},{"id":"bee55bf2-5989-4d5f-99bc-f68cb052c5db","block_type":"box","text":"24","page_number":31,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"ec7d92d7-380f-4747-a939-d1e2ddf604c9","block_type":"box","text":"Kerrigan served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Mr. Kerrigan served as Chief","page_number":32,"box":{"x":89,"y":44,"width":822,"height":12}},{"id":"57d0e62b-1973-4f0d-924d-cacd0f1efbad","block_type":"box","text":"Investment Officer of Santa Clara University from 2002 to 2025. Mr. Kerrigan was formerly a Managing Director at Merrill","page_number":32,"box":{"x":89,"y":59,"width":842,"height":12}},{"id":"b4d7acec-4abf-4bbc-af16-9494f64a4d1f","block_type":"box","text":"Lynch & Co., including the following responsibilities: Managing Director, Institutional Client Division, Western United States.","page_number":32,"box":{"x":89,"y":74,"width":861,"height":12}},{"id":"0c6e3f17-b0b8-456b-b8d9-2d37b17e570f","block_type":"box","text":"Mr. Kerrigan has been a Director, since 1999, of The BASIC Fund (Bay Area Scholarships for Inner City Children). Mr. Kerrigan","page_number":32,"box":{"x":89,"y":89,"width":869,"height":13}},{"id":"559a868a-f721-4465-b401-3d684bceab26","block_type":"box","text":"has a BA degree from Boston College and is a Chartered Financial Analyst Charterholder.","page_number":32,"box":{"x":89,"y":104,"width":618,"height":13}},{"id":"22beb15c-2b83-47cb-9b37-38a3d795df67","block_type":"box","text":"Jane D. Carlin has been a Trustee of the Trust since 2015 and Chair of the Securities Lending Committee since 2025. Ms.","page_number":32,"box":{"x":88,"y":131,"width":837,"height":12}},{"id":"43b2467c-9742-4dd3-bcde-936e5b32c9c2","block_type":"box","text":"Carlin has also served as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust since 2015 and Chair of the","page_number":32,"box":{"x":89,"y":146,"width":819,"height":11}},{"id":"e26e2dac-55ed-49ab-b287-ebd4f232a948","block_type":"box","text":"Securities Lending Committee of each Board since 2025. Ms. Carlin has served as a consultant since 2012 and formerly","page_number":32,"box":{"x":88,"y":161,"width":832,"height":12}},{"id":"2ca6754a-a0ce-4f7d-8423-9739f636b66c","block_type":"box","text":"served as Managing Director and Global Head of Financial Holding Company Governance & Assurance and the Global Head","page_number":32,"box":{"x":89,"y":176,"width":864,"height":13}},{"id":"0609e994-7fb7-4c6b-8f4e-78411148c480","block_type":"box","text":"of Operational Risk Management of Morgan Stanley from 2006 to 2012. In addition, Ms. Carlin served as Managing Director","page_number":32,"box":{"x":89,"y":191,"width":867,"height":13}},{"id":"74fb7598-f873-46de-ba6c-27c84d314e41","block_type":"box","text":"and Global Head of the Bank Operational Risk Oversight Department of Credit Suisse Group from 2003 to 2006. Prior to that,","page_number":32,"box":{"x":89,"y":206,"width":872,"height":13}},{"id":"8cd705e3-52e8-4fdc-a482-99c3e7fec448","block_type":"box","text":"Ms. Carlin served as Managing Director and Deputy General Counsel of Morgan Stanley. Ms. Carlin has over 30 years of","page_number":32,"box":{"x":89,"y":222,"width":835,"height":12}},{"id":"5c4ee5f2-addd-4a42-bb7e-5b53a7ef8280","block_type":"box","text":"experience in the financial sector and has served in a number of legal, regulatory, and risk management positions. Ms. Carlin","page_number":32,"box":{"x":89,"y":237,"width":869,"height":12}},{"id":"74248c2d-b3d1-4c7a-b3d5-cbc4118fe137","block_type":"box","text":"has served as a member of the Audit Committee and as a Director of The Hanover Insurance Group, Inc., each since 2016,","page_number":32,"box":{"x":89,"y":252,"width":852,"height":12}},{"id":"4a92ca9a-f6ec-4db9-9ece-92e9f960e7b2","block_type":"box","text":"and as Chair of the Audit Committee since 2020. Ms. Carlin served as a member of the Audit Committee from 2012 to 2018,","page_number":32,"box":{"x":89,"y":267,"width":865,"height":11}},{"id":"0af06c4d-612f-4ce9-9d3a-49e4aa1d722c","block_type":"box","text":"Chair of the Nominating and Governance Committee from 2017 to 2018 and as an Independent Director on the Board of PHH","page_number":32,"box":{"x":89,"y":282,"width":876,"height":12}},{"id":"375b51a9-4b31-4274-9e7d-3d2f203fd99a","block_type":"box","text":"Corporation from 2012 to 2018. She previously served as a Director on the Boards of Astoria Financial Corporation and","page_number":32,"box":{"x":89,"y":297,"width":828,"height":12}},{"id":"d43decb2-8a25-46fe-bf22-2712d33cca90","block_type":"box","text":"Astoria Bank. Ms. Carlin was appointed by the United States Treasury to the Financial Services Sector Coordinating Council","page_number":32,"box":{"x":88,"y":312,"width":859,"height":13}},{"id":"96d93b67-1527-4f33-b79d-0ceb97cc3f9e","block_type":"box","text":"for Critical Infrastructure Protection and Homeland Security, where she served as Chairperson from 2010 to 2012 and Vice","page_number":32,"box":{"x":88,"y":327,"width":854,"height":13}},{"id":"c23ec93d-7d15-4fc8-83a4-a51927e10dfa","block_type":"box","text":"Chair and Chair of the Cyber Security Committee from 2009 to 2010. Ms. Carlin has a BA degree in political science from","page_number":32,"box":{"x":89,"y":342,"width":841,"height":13}},{"id":"7eb9015f-ff8f-4b4f-82e5-933e339e5ca1","block_type":"box","text":"State University of New York at Stony Brook and a JD degree from Benjamin N. Cardozo School of Law.","page_number":32,"box":{"x":88,"y":358,"width":713,"height":12}},{"id":"e7835375-1ce7-440c-9bef-76b6e4656bd7","block_type":"box","text":"Richard L. Fagnani has been a Trustee of the Trust since 2017 and Chair of the 15(c) Committee since 2025. Mr. Fagnani has","page_number":32,"box":{"x":89,"y":384,"width":866,"height":12}},{"id":"99a94498-1615-43d1-bb03-c7ba1154fcf9","block_type":"box","text":"also served as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust since 2017 and Chair of the 15(c) Committee","page_number":32,"box":{"x":89,"y":399,"width":869,"height":13}},{"id":"e9dfe059-d294-4862-81e3-4cafb99c0a3f","block_type":"box","text":"of each Board since 2025. Mr. Fagnani served as an Advisory Board Member of the Trust, iShares U.S. ETF Trust and iShares,","page_number":32,"box":{"x":89,"y":414,"width":864,"height":13}},{"id":"c8be13f1-dbf8-4336-b250-8e826d5839ed","block_type":"box","text":"Inc. from April 2017 to June 2017. Mr. Fagnani served as a Senior Audit Partner at KPMG LLP from 2002 to 2016, most recently","page_number":32,"box":{"x":89,"y":429,"width":878,"height":13}},{"id":"28151fc5-21cb-4771-abab-bb90adbeac1b","block_type":"box","text":"as the U.S. asset management audit practice leader responsible for setting strategic direction and execution of the operating","page_number":32,"box":{"x":89,"y":445,"width":868,"height":12}},{"id":"b9c4a30a-c4d9-4e34-8c7c-c62d9994b518","block_type":"box","text":"plan for the asset management audit practice. In addition, from 1977 to 2002, Mr. Fagnani served as an Audit Partner at","page_number":32,"box":{"x":89,"y":460,"width":837,"height":12}},{"id":"e028a2ff-4db3-4be3-bafa-74b63df3e5e5","block_type":"box","text":"Andersen LLP, where he developed and managed the asset management audit practice in the Philadelphia office. Mr. Fagnani","page_number":32,"box":{"x":88,"y":475,"width":876,"height":12}},{"id":"3d9fe8bf-31dd-4f81-ad6b-abc21d76890d","block_type":"box","text":"served as a Trustee on the Board of the Walnut Street Theater in Philadelphia from 2009 to 2014 and as a member of the","page_number":32,"box":{"x":89,"y":490,"width":843,"height":12}},{"id":"578fae44-515e-4469-9f66-81a666b010ac","block_type":"box","text":"School of Business Advisory Board at LaSalle University from 2006 to 2014. Mr. Fagnani has also served as a Director of One","page_number":32,"box":{"x":88,"y":505,"width":866,"height":12}},{"id":"d55ffae3-f0e3-4aff-90d2-04465d3a41fd","block_type":"box","text":"Generation Away, a non-profit which works to bring healthy food directly to people in need, since 2021. Mr. Fagnani has a BS","page_number":32,"box":{"x":89,"y":520,"width":871,"height":12}},{"id":"8babc574-bf9f-46c4-9d70-70ff7ac94836","block_type":"box","text":"degree in Accounting from LaSalle University.","page_number":32,"box":{"x":89,"y":535,"width":316,"height":13}},{"id":"31e92911-312f-4cc0-be64-4a86a5ca1e94","block_type":"box","text":"Laura F. Fergerson has been a Trustee of the Trust since 2024 and Chair of the Audit Committee of the Trust since 2025. Ms.","page_number":32,"box":{"x":89,"y":562,"width":866,"height":12}},{"id":"7111c86d-bd46-4355-a667-056f04e40820","block_type":"box","text":"Fergerson has also served as a Director of iShares, Inc., a Trustee of iShares U.S. ETF Trust since 2024, and Chair of the Audit","page_number":32,"box":{"x":89,"y":577,"width":867,"height":12}},{"id":"2b11be98-50f7-40fd-a6c9-d3ef13861908","block_type":"box","text":"Committee of each Board since 2025. From 2017 to 2024, Ms. Fergerson was the President of Franklin Templeton Services,","page_number":32,"box":{"x":89,"y":592,"width":854,"height":12}},{"id":"5d5f36ca-74c6-462b-8e6a-d664a91dcd19","block_type":"box","text":"LLC where she led the global fund administration division. Prior to that, she held various roles at Franklin Templeton since","page_number":32,"box":{"x":89,"y":607,"width":850,"height":12}},{"id":"777b4ff4-dee1-4979-bf27-04692cebbb59","block_type":"box","text":"1993, which included managing financial and regulatory reporting and global fund tax. Ms. Fergerson has been a Director,","page_number":32,"box":{"x":90,"y":622,"width":851,"height":12}},{"id":"f41ce2cf-b71b-42c4-a290-8e99c0f150c2","block_type":"box","text":"since 2019, of the Crocker Art Museum Association and was the President, from 2022 to 2023, of the Crocker Art Museum","page_number":32,"box":{"x":89,"y":637,"width":856,"height":12}},{"id":"495de16c-4235-446e-9c2e-7e4dab8d89b2","block_type":"box","text":"Foundation. Ms. Fergerson has a BA degree in Economics from the University of California, Berkeley and is a Certified Public","page_number":32,"box":{"x":89,"y":652,"width":863,"height":13}},{"id":"bad9c2bb-a148-4e4d-bb65-27b6df33269d","block_type":"box","text":"Accountant (inactive).","page_number":32,"box":{"x":88,"y":668,"width":156,"height":12}},{"id":"14491007-0101-4049-b034-1ebf3f5c1078","block_type":"box","text":"James Lam has been a Trustee of the Trust since 2024 and Chair of the Risk Committee of the Trust since 2025. Mr. Lam has","page_number":32,"box":{"x":88,"y":694,"width":867,"height":11}},{"id":"4b679249-8591-4471-9843-0bc1a37b28bf","block_type":"box","text":"also served as a Director of iShares, Inc., a Trustee of iShares U.S. ETF Trust since 2024, and Chair of the Risk Committee of","page_number":32,"box":{"x":89,"y":709,"width":857,"height":11}},{"id":"6b209c69-d10f-48e2-802e-0cb5367c01e7","block_type":"box","text":"each Board since 2025. Mr. Lam has over 40 years of experience in corporate governance and risk management as a board","page_number":32,"box":{"x":89,"y":724,"width":856,"height":13}},{"id":"c72e9fac-0029-4407-a670-fe8ad65fec41","block_type":"box","text":"director, management consultant, and chief risk officer. He has previously served as a director on public, private, and fund","page_number":32,"box":{"x":89,"y":739,"width":850,"height":13}},{"id":"b935ef89-0be1-4f4d-9323-266a14ccb8d2","block_type":"box","text":"boards, including leadership roles as the chair of the risk, audit, and compliance committees. From 2012 to 2020, Mr. Lam","page_number":32,"box":{"x":89,"y":754,"width":850,"height":13}},{"id":"48faea02-96f7-4da2-98c7-d65aee316fc0","block_type":"box","text":"was a Director of E*TRADE Financial and E*TRADE Bank, where he served as Risk Oversight Committee Chair and Audit","page_number":32,"box":{"x":88,"y":770,"width":840,"height":12}},{"id":"d67f2a7e-dbd8-41fa-8d94-7546da9b67fd","block_type":"box","text":"Committee Member. Mr. Lam has been President of James Lam & Associates, Inc., a risk management consulting firm serving","page_number":32,"box":{"x":89,"y":785,"width":877,"height":12}},{"id":"585ebc7f-503e-40c6-9c72-e6cc3ba54197","block_type":"box","text":"global clients across all major industry sectors, since 2002. Previously, Mr. Lam served as Founder and President of ERisk, a","page_number":32,"box":{"x":89,"y":800,"width":856,"height":12}},{"id":"3d2ff4cd-757e-4f46-876a-916d922ad611","block_type":"box","text":"Partner of Oliver Wyman, and the Chief Risk Officer of Fidelity Investments. Mr. Lam has served as a Director of the FAIR","page_number":32,"box":{"x":89,"y":815,"width":838,"height":12}},{"id":"121c67c4-be8a-4870-b640-3bae6fa3e25a","block_type":"box","text":"Institute, a not-for-profit organization dedicated to advancing the discipline of cyber risk quantification, since 2020. Mr. Lam","page_number":32,"box":{"x":89,"y":830,"width":867,"height":12}},{"id":"b2b76c3f-6f6a-4116-9b12-6b4ac4efb9f4","block_type":"box","text":"is the author of “Enterprise Risk Management” and “Implementing Enterprise Risk Management,” leading risk management","page_number":32,"box":{"x":89,"y":845,"width":867,"height":12}},{"id":"8a2b5fd0-fd79-45bc-99de-118f562f5cb6","block_type":"box","text":"books. He holds the NACD Directorship Certification and the NACD CERT Certificate in Cyber-Risk Oversight. Mr. Lam has","page_number":32,"box":{"x":89,"y":860,"width":850,"height":13}},{"id":"7350d0bf-83de-49d8-944c-34739c348b47","block_type":"box","text":"25","page_number":32,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"32b6b1f0-e831-41fc-bc54-d5be91431212","block_type":"box","text":"been an adjunct professor at Carnegie Mellon University since 2018 and a member of the Zicklin School of Business Dean’s","page_number":33,"box":{"x":89,"y":44,"width":860,"height":12}},{"id":"4c34b807-5b9e-4420-bc05-d90d6ec5a851","block_type":"box","text":"Council of Baruch College since 2017. Mr. Lam has a BBA from Baruch College and an MBA from the University of California,","page_number":33,"box":{"x":89,"y":59,"width":865,"height":12}},{"id":"2e685792-b73c-4dc9-aa7c-d5208b784e7b","block_type":"box","text":"Los Angeles.","page_number":33,"box":{"x":89,"y":74,"width":87,"height":12}},{"id":"aa350c9d-f5e7-4ad2-9f97-2adcf195a031","block_type":"box","text":"Drew E. Lawton has been a Trustee of the Trust since 2017 and Chair of the Fixed Income Plus Committee of the Trust since","page_number":33,"box":{"x":89,"y":101,"width":865,"height":9}},{"id":"55f2d676-92ba-4682-a6a1-9512e68ea999","block_type":"box","text":"2025. Mr. Lawton has also served as a Director of iShares, Inc., a Trustee of iShares U.S. ETF Trust, and Chair of the Fixed","page_number":33,"box":{"x":89,"y":116,"width":839,"height":11}},{"id":"f32a4d2d-7e6f-439a-a1de-22ebaef926e4","block_type":"box","text":"Income Plus Committee of each Board since 2025. Mr. Lawton also served as an Advisory Board Member of the Trust,","page_number":33,"box":{"x":89,"y":131,"width":821,"height":12}},{"id":"fc62c8a6-2602-4691-8fb8-add8e0c1c3c0","block_type":"box","text":"iShares, Inc. and iShares U.S. ETF Trust from 2016 to 2017. Mr. Lawton served as Director of Principal Funds, Inc., Principal","page_number":33,"box":{"x":89,"y":146,"width":848,"height":12}},{"id":"4f484e65-8dd7-4bf3-87c5-b74b19e78655","block_type":"box","text":"Variable Contracts Funds, Inc. and Principal Exchange-Traded Funds from March 2016 to October 2016. Mr. Lawton has also","page_number":33,"box":{"x":88,"y":161,"width":870,"height":12}},{"id":"52f87ef3-6c6e-4061-9b9b-7c62372506eb","block_type":"box","text":"served as a member of the Compensation and Finance and Risk Committees and Director of Jackson Financial Inc. since","page_number":33,"box":{"x":89,"y":176,"width":839,"height":13}},{"id":"acdf2561-ae00-4d75-9fa0-c299d65c5533","block_type":"box","text":"2021. Mr. Lawton served in various capacities at New York Life Insurance Company from 2010 to 2015, most recently as a","page_number":33,"box":{"x":89,"y":191,"width":846,"height":13}},{"id":"e5de55e0-bd1a-4462-81cf-cc17d805dc27","block_type":"box","text":"Senior Managing Director and Chief Executive Officer of New York Life Investment Management. From 2008 to 2010, Mr.","page_number":33,"box":{"x":88,"y":206,"width":844,"height":13}},{"id":"4bd73643-3a3d-49e2-85b7-ec19a9c80d9a","block_type":"box","text":"Lawton was the President of Fridson Investment Advisors, LLC. Mr. Lawton previously held multiple roles at Fidelity","page_number":33,"box":{"x":89,"y":222,"width":804,"height":12}},{"id":"2e4771d3-ded1-40ff-bca0-e09cef9bddeb","block_type":"box","text":"Investments from 1997 to 2008. Mr. Lawton has been an Adjunct Professor at the University of North Texas since 2021. Mr.","page_number":33,"box":{"x":89,"y":237,"width":859,"height":12}},{"id":"7b7b40ae-1ad8-4831-9191-05eb0208585d","block_type":"box","text":"Lawton has a BA degree in Administrative Science from Yale University and an MBA from University of North Texas.","page_number":33,"box":{"x":89,"y":252,"width":806,"height":12}},{"id":"deb2c388-145a-4f91-a57e-704cd54809df","block_type":"box","text":"John E. Martinez has been a Trustee of the Trust since 2003 and Chair of the Equity Plus Committee of the Trust since 2025.","page_number":33,"box":{"x":88,"y":278,"width":863,"height":13}},{"id":"efb0c01b-756f-4f7d-af49-f56510bc46bd","block_type":"box","text":"Mr. Martinez has also served as a Director of iShares, Inc. since 2003, a Trustee of iShares U.S. ETF Trust since 2011, and Chair","page_number":33,"box":{"x":89,"y":293,"width":877,"height":12}},{"id":"d8533aa8-fccb-4979-aeb0-4e8495d0018d","block_type":"box","text":"of the Equity Plus Committee of each Board since 2025. Mr. Martinez served as a Director of iShares MSCI Russia Capped ETF,","page_number":33,"box":{"x":89,"y":308,"width":877,"height":13}},{"id":"75718a56-98bc-4000-990c-fcb048666682","block_type":"box","text":"Inc. from 2010 to 2015. Mr. Martinez is a Director of Real Estate Equity Exchange, Inc., providing governance oversight and","page_number":33,"box":{"x":89,"y":324,"width":852,"height":12}},{"id":"0a0af755-b61e-4d73-8d9c-ae7de3e75564","block_type":"box","text":"consulting services to this privately held firm that develops products and strategies for homeowners in managing the equity","page_number":33,"box":{"x":89,"y":339,"width":868,"height":12}},{"id":"dd5444e6-a981-4672-b5f0-b6d104c843bf","block_type":"box","text":"in their homes. From 2017 to 2020, Mr. Martinez served as a Board member for the Cloudera Foundation. Mr. Martinez","page_number":33,"box":{"x":89,"y":354,"width":825,"height":11}},{"id":"3fcb5355-17b9-4073-b6b3-dd3aaea25c87","block_type":"box","text":"previously served as Director of Barclays Global Investors (“BGI”) UK Holdings, where he provided governance oversight","page_number":33,"box":{"x":89,"y":369,"width":836,"height":12}},{"id":"7ca07eae-d3c9-4afd-b4cc-c4b5b86b4d58","block_type":"box","text":"representing BGI’s shareholders (Barclays PLC, BGI management shareholders) through oversight of BGI’s worldwide","page_number":33,"box":{"x":89,"y":384,"width":817,"height":12}},{"id":"95f603dc-6cea-4fc6-8241-5c78cc6e1c61","block_type":"box","text":"activities. Mr. Martinez also previously served as Co-Chief Executive Officer of the Global Index and Markets Group of BGI,","page_number":33,"box":{"x":89,"y":399,"width":848,"height":13}},{"id":"027b0c71-c818-4b4e-9fc8-cb9e504cd3d1","block_type":"box","text":"Chairman of Barclays Global Investor Services and Chief Executive Officer of the Capital Markets Group of BGI. From 2003 to","page_number":33,"box":{"x":89,"y":414,"width":867,"height":13}},{"id":"e85ec7bb-5050-43f0-bad3-e96d5260bc1a","block_type":"box","text":"2012, he was a Director and Executive Committee Member for Larkin Street Youth Services. He now serves on the Larkin","page_number":33,"box":{"x":89,"y":429,"width":840,"height":12}},{"id":"12aa5e99-dcf3-4efc-8bad-50329eaaf2b2","block_type":"box","text":"Street Honorary Board. From 2012 to 2016, Mr. Martinez served as a Director for Reading Partners. Mr. Martinez has an AB","page_number":33,"box":{"x":88,"y":445,"width":853,"height":12}},{"id":"af506bb6-f70b-414d-bfbe-3c94fdae3077","block_type":"box","text":"degree in economics from The University of California, Berkeley and holds an MBA degree in finance and statistics from The","page_number":33,"box":{"x":89,"y":460,"width":866,"height":12}},{"id":"38ff1dab-6535-41e5-8bc7-c8a6b8afe21c","block_type":"box","text":"University of Chicago Booth School of Business.","page_number":33,"box":{"x":89,"y":475,"width":333,"height":12}},{"id":"8b6bbb0d-22fc-410b-951e-7e935125aded","block_type":"box","text":"Madhav V. Rajan has been a Trustee of the Trust since 2011 and Chair of the Nominating and Governance Committee of the","page_number":33,"box":{"x":89,"y":501,"width":866,"height":13}},{"id":"45650f4b-697e-4f0f-8544-9c2bcefb02cc","block_type":"box","text":"Trust since 2025. Mr. Rajan has also served as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust since 2011,","page_number":33,"box":{"x":88,"y":516,"width":854,"height":13}},{"id":"5f961c74-be44-4b5f-8857-7f29d390fa08","block_type":"box","text":"and Chair of the Nominating and Governance Committee of each Board since 2025. Mr. Rajan served as a Director of iShares","page_number":33,"box":{"x":89,"y":531,"width":869,"height":13}},{"id":"de9f911f-d544-4b40-a281-e33cceb5ac7c","block_type":"box","text":"MSCI Russia Capped ETF, Inc. from 2011 to 2015. Mr. Rajan is the Dean and George Pratt Shultz Professor of Accounting at","page_number":33,"box":{"x":89,"y":547,"width":858,"height":12}},{"id":"ddc56d05-efea-4847-a0cc-3d453aecf791","block_type":"box","text":"the University of Chicago Booth School of Business and Chief Global Strategist of the University of Chicago. He served as","page_number":33,"box":{"x":88,"y":562,"width":843,"height":12}},{"id":"d9cee575-3904-48ee-b778-fa91efd46c9b","block_type":"box","text":"Chair of the Board for the Center for Research in Security Prices, LLC, an affiliate of the University of Chicago Booth School of","page_number":33,"box":{"x":89,"y":577,"width":873,"height":12}},{"id":"9bddfdfa-edfa-4073-a6ea-9a36cb3381c9","block_type":"box","text":"Business, from 2020 to 2026. Mr. Rajan has served on the Advisory Board of C.M. Capital Corporation since 2016, as a","page_number":33,"box":{"x":89,"y":592,"width":820,"height":12}},{"id":"5c249718-6dca-4f42-951f-ffa2bb33b0e5","block_type":"box","text":"Director of C.M. Capital Corporation since 2020, and as a director of WellBe Senior Medical since 2023. From 2001 to 2017,","page_number":33,"box":{"x":89,"y":607,"width":854,"height":12}},{"id":"69b8412e-b972-41f4-9c96-9a58ef7331e4","block_type":"box","text":"Mr. Rajan was the Robert K. Jaedicke Professor of Accounting at the Stanford University Graduate School of Business. In April","page_number":33,"box":{"x":89,"y":622,"width":871,"height":12}},{"id":"0f6e939d-fffe-4a97-9026-624ce697c790","block_type":"box","text":"2017, he received the school’s Robert T. Davis Award for Lifetime Achievement and Service. He has taught accounting for","page_number":33,"box":{"x":89,"y":637,"width":845,"height":13}},{"id":"84cf1ddf-71b0-4319-9357-30632f1233cf","block_type":"box","text":"over 25 years to undergraduate, MBA and law students, as well as to senior executives. From 2010 to 2016, Mr. Rajan served","page_number":33,"box":{"x":89,"y":652,"width":867,"height":13}},{"id":"4bf0c6eb-75d7-4ac6-8908-64dee010e820","block_type":"box","text":"as the Senior Associate Dean for Academic Affairs and head of the MBA Program at the Stanford University Graduate School","page_number":33,"box":{"x":89,"y":668,"width":871,"height":12}},{"id":"72c75a18-4682-4ff7-b95a-ce5f95de8c03","block_type":"box","text":"of Business. Mr. Rajan served as editor of “The Accounting Review” from 2002 to 2008 and is co-author of “Cost Accounting:","page_number":33,"box":{"x":89,"y":683,"width":876,"height":12}},{"id":"a287b1bf-88a6-457a-9021-f7e3417b2f8a","block_type":"box","text":"A Managerial Emphasis,” a leading cost accounting textbook. From 2013 to 2018, Mr. Rajan served on the Board of Directors","page_number":33,"box":{"x":88,"y":698,"width":871,"height":12}},{"id":"9e1af001-4edd-4721-9512-4cde858082ce","block_type":"box","text":"of Cavium Inc., a semiconductor company. Mr. Rajan holds MS and PhD degrees in Accounting from Carnegie Mellon","page_number":33,"box":{"x":89,"y":713,"width":820,"height":12}},{"id":"bea528d4-abbd-4f6b-97db-6558e83ef190","block_type":"box","text":"University.","page_number":33,"box":{"x":89,"y":729,"width":70,"height":11}},{"id":"36732088-2845-4070-b983-4fb8c177eb5b","block_type":"box","text":"Board – Leadership Structure and Oversight Responsibilities","page_number":33,"box":{"x":89,"y":754,"width":417,"height":13}},{"id":"9cb25fa0-1c65-4464-bf32-3601b2bd3051","block_type":"box","text":"Overall responsibility for oversight of the Funds rests with the Board. The Board has engaged BFA to manage the Funds on a","page_number":33,"box":{"x":89,"y":781,"width":867,"height":12}},{"id":"06fd97b7-a369-446b-bcd9-afb125f7980f","block_type":"box","text":"day-to-day basis. The Board is responsible for overseeing BFA and other service providers in the operations of the Funds in","page_number":33,"box":{"x":89,"y":796,"width":855,"height":12}},{"id":"c8ee0549-b15a-4f5d-ae8c-ee1bce32eccc","block_type":"box","text":"accordance with the provisions of the 1940 Act, applicable provisions of state and other laws and the Trust’s charter. The","page_number":33,"box":{"x":89,"y":811,"width":847,"height":12}},{"id":"3c410379-c2d9-4aa3-a756-afd2fc5e11e0","block_type":"box","text":"Board is currently composed of eleven members, nine of whom are Independent Trustees. The Board currently conducts","page_number":33,"box":{"x":89,"y":826,"width":842,"height":13}},{"id":"a74bd264-f637-48ce-bf85-969de0bcbcf0","block_type":"box","text":"regular in person meetings four times a year. In addition, the Board frequently holds special in person or telephonic meetings","page_number":33,"box":{"x":89,"y":841,"width":872,"height":13}},{"id":"baf96c4e-8931-4fd9-9268-a7961a823c1a","block_type":"box","text":"or informal conference calls to discuss specific matters that may arise or require action between regular meetings. The","page_number":33,"box":{"x":89,"y":856,"width":829,"height":13}},{"id":"d018d060-518e-4aba-91ee-e1b408d94371","block_type":"box","text":"26","page_number":33,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"71d5f11c-0867-452c-beeb-22b4f552dee0","block_type":"box","text":"Independent Trustees meet regularly outside the presence of management, in executive session or with other service","page_number":34,"box":{"x":89,"y":44,"width":819,"height":12}},{"id":"f4afff38-6ab9-4a5f-aca7-518ad687c9e0","block_type":"box","text":"providers to the Trust.","page_number":34,"box":{"x":89,"y":59,"width":153,"height":12}},{"id":"feb9d038-86fe-4437-a1dc-ae422e798f24","block_type":"box","text":"The Board has appointed an Independent Trustee to serve in the role of Board Chair. The Board Chair’s role is to preside at all","page_number":34,"box":{"x":88,"y":85,"width":871,"height":13}},{"id":"c255d806-dbd7-4a04-9f40-22ae972b0d02","block_type":"box","text":"meetings of the Board and to act as a liaison with service providers, officers, attorneys, and other Trustees generally between","page_number":34,"box":{"x":89,"y":101,"width":872,"height":12}},{"id":"f81ab818-bf0a-4248-b150-f771b939b3ff","block_type":"box","text":"meetings. The Board Chair may also perform such other functions as may be delegated by the Board from time to time. The","page_number":34,"box":{"x":89,"y":116,"width":865,"height":12}},{"id":"e35a4e7d-f87f-42f5-ad56-a21c3e967b12","block_type":"box","text":"Board has established seven standing Committees: a Nominating and Governance Committee, an Audit Committee, a 15(c)","page_number":34,"box":{"x":89,"y":131,"width":863,"height":12}},{"id":"35319256-f7d3-4b45-b70e-dc1da149fa97","block_type":"box","text":"Committee, a Securities Lending Committee, a Risk Committee, an Equity Plus Committee and a Fixed Income Plus","page_number":34,"box":{"x":89,"y":146,"width":803,"height":12}},{"id":"f42bf119-1271-423c-a211-4214d47e2d67","block_type":"box","text":"Committee to assist the Board in the oversight and direction of the business and affairs of the Funds, and from time to time","page_number":34,"box":{"x":89,"y":161,"width":862,"height":12}},{"id":"82a0ee1a-1159-4154-a717-d638b12789e3","block_type":"box","text":"the Board may establish ad hoc committees or informal working groups to review and address the policies and practices of","page_number":34,"box":{"x":88,"y":176,"width":863,"height":13}},{"id":"2d742fac-7257-46eb-8799-20e013917191","block_type":"box","text":"the Funds with respect to certain specified matters. The Chair of each standing Committee is an Independent Trustee. The","page_number":34,"box":{"x":88,"y":191,"width":857,"height":13}},{"id":"a6f17847-5579-497f-84f1-066559ce0794","block_type":"box","text":"role of the Chair of each Committee is to preside at all meetings of the Committee and to act as a liaison with service","page_number":34,"box":{"x":89,"y":206,"width":816,"height":13}},{"id":"45a50f6e-665c-484f-bca9-b8399e047c5b","block_type":"box","text":"providers, officers, attorneys and other Trustees between meetings. Each standing Committee meets regularly to conduct the","page_number":34,"box":{"x":89,"y":222,"width":877,"height":12}},{"id":"04f2f180-4a60-4d5c-92af-d161b96c1b65","block_type":"box","text":"oversight functions delegated to the Committee by the Board and reports its finding to the Board. The Board and each","page_number":34,"box":{"x":89,"y":237,"width":824,"height":12}},{"id":"a3fc85dd-d322-4124-8fe5-3cfa9b9c4472","block_type":"box","text":"standing Committee conduct annual assessments of their oversight function and structure. The Board has determined that","page_number":34,"box":{"x":89,"y":252,"width":862,"height":12}},{"id":"6648c612-4de2-4718-86b5-1707b685d8b6","block_type":"box","text":"the Board’s leadership structure is appropriate because it allows the Board to exercise independent judgment over","page_number":34,"box":{"x":88,"y":267,"width":798,"height":12}},{"id":"624b020c-030b-44f1-87a4-f7374cdd2fe0","block_type":"box","text":"management and it allocates areas of responsibility among committees of Independent Trustees and the full Board to","page_number":34,"box":{"x":89,"y":282,"width":823,"height":12}},{"id":"89ac0989-2e62-4bce-a09b-d256c45d34c1","block_type":"box","text":"enhance effective oversight.","page_number":34,"box":{"x":89,"y":297,"width":194,"height":12}},{"id":"7eaa5448-b859-49e4-af0d-75cdf272a755","block_type":"box","text":"Day-to-day risk management with respect to the Funds is the responsibility of BFA or other service providers (depending on","page_number":34,"box":{"x":89,"y":324,"width":866,"height":12}},{"id":"1be7814d-4027-4197-b1cc-db3df55e2507","block_type":"box","text":"the nature of the risk), subject to the supervision of BFA. Each Fund is subject to a number of risks, including investment,","page_number":34,"box":{"x":88,"y":339,"width":845,"height":12}},{"id":"4e528ba0-87b0-4a90-a910-ff844480ecc7","block_type":"box","text":"compliance, operational, reputational, counterparty and valuation risks, among others. While there are a number of risk","page_number":34,"box":{"x":89,"y":354,"width":836,"height":12}},{"id":"f38ce208-e379-41df-a6a8-ab2680b7e2aa","block_type":"box","text":"management functions performed by BFA and other service providers, as applicable, it is not possible to identify and","page_number":34,"box":{"x":89,"y":369,"width":813,"height":12}},{"id":"b7fa3f50-dae2-493a-b3e7-cb8c22a2cacb","block_type":"box","text":"eliminate all of the risks applicable to the Funds. The Trustees have an oversight role in this area, satisfying themselves that","page_number":34,"box":{"x":89,"y":384,"width":860,"height":12}},{"id":"f41ef27f-0dc3-4d0d-84c1-feb41b13b254","block_type":"box","text":"risk management processes and controls are in place and operating effectively. Risk oversight forms part of the Board’s","page_number":34,"box":{"x":89,"y":399,"width":831,"height":13}},{"id":"2218a806-2c2f-461c-8eb0-605c02dee750","block_type":"box","text":"general oversight of each Fund and is addressed as part of various Board and committee activities. In some cases, risk","page_number":34,"box":{"x":89,"y":414,"width":824,"height":13}},{"id":"b80bcadb-0fcf-4cb0-98df-2a453bfd9748","block_type":"box","text":"management issues are specifically addressed in presentations and discussions. For example, BFA has an independent","page_number":34,"box":{"x":89,"y":429,"width":828,"height":13}},{"id":"5a7be1c5-0359-44e8-9102-fdb8b4002f0c","block_type":"box","text":"dedicated Risk and Quantitative Analysis Group (“RQA”) that assists BFA in managing fiduciary and corporate risks, including","page_number":34,"box":{"x":89,"y":445,"width":874,"height":12}},{"id":"e7501f8b-c311-495a-93d6-ad3a1651cf85","block_type":"box","text":"investment, operational, counterparty credit and enterprise risk. Representatives of RQA meet with the Board to discuss their","page_number":34,"box":{"x":89,"y":460,"width":871,"height":12}},{"id":"d2134f08-661c-4f45-8556-b77636a3d0fa","block_type":"box","text":"analysis and methodologies, as well as specific risk topics such as operational and counterparty risks relating to the Funds.","page_number":34,"box":{"x":89,"y":475,"width":858,"height":12}},{"id":"12c4c707-5bcb-4f15-a9e9-32d54a4b714a","block_type":"box","text":"The Board, directly or through a committee, also reviews reports from, among others, management and the independent","page_number":34,"box":{"x":88,"y":490,"width":848,"height":12}},{"id":"ed46d66f-f0f3-4cd4-b0c1-fa3773fc6882","block_type":"box","text":"registered public accounting firm for the Trust, as appropriate, regarding risks faced by each Fund and management’s risk","page_number":34,"box":{"x":89,"y":505,"width":853,"height":12}},{"id":"7c53af8f-64ba-49b3-bcd7-710ebacd01a6","block_type":"box","text":"functions. The Board has appointed a Chief Compliance Officer who oversees the implementation and testing of the Trust’s","page_number":34,"box":{"x":88,"y":520,"width":864,"height":12}},{"id":"530f2627-393c-4859-b85f-f60cc0d7dd23","block_type":"box","text":"compliance program, including assessments by independent third parties, and reports to the Board regarding compliance","page_number":34,"box":{"x":89,"y":535,"width":850,"height":13}},{"id":"513db616-52d6-413e-ba8e-60d3a954e024","block_type":"box","text":"matters for the Trust and its principal service providers. In testing and maintaining the compliance program, the Chief","page_number":34,"box":{"x":89,"y":550,"width":824,"height":13}},{"id":"5b5aad0a-e037-408d-b262-75d79127d87f","block_type":"box","text":"Compliance Officer (and his or her delegates) assesses key compliance risks affecting each Fund, and addresses them in","page_number":34,"box":{"x":89,"y":565,"width":841,"height":13}},{"id":"79569b66-3f67-4a1a-9849-7ee728a30857","block_type":"box","text":"periodic reports to the Board. In addition, the Audit Committee meets with both the Funds’ independent registered public","page_number":34,"box":{"x":89,"y":581,"width":849,"height":12}},{"id":"f3a8c257-e474-4dd5-b527-dfc112fff30c","block_type":"box","text":"accounting firm and BFA’s internal audit group to review risk controls in place that support each Fund as well as test results.","page_number":34,"box":{"x":89,"y":596,"width":867,"height":12}},{"id":"24616be8-78ed-4f68-a172-e6eedd169777","block_type":"box","text":"Board oversight of risk is also performed as needed between meetings through communications between BFA and the Board.","page_number":34,"box":{"x":89,"y":611,"width":876,"height":12}},{"id":"ce286dbc-6012-40c5-97a2-500c0911a352","block_type":"box","text":"The Independent Trustees have engaged independent legal counsel to assist them in performing their oversight","page_number":34,"box":{"x":88,"y":626,"width":783,"height":12}},{"id":"4cd9255f-7b6b-4966-b6e9-156ba1c61e53","block_type":"box","text":"responsibilities. From time to time, the Board may modify the manner in which it conducts risk oversight. The Board’s","page_number":34,"box":{"x":89,"y":641,"width":821,"height":12}},{"id":"5d527d93-550d-4018-9ecb-1052213c41bb","block_type":"box","text":"oversight role does not make it a guarantor of the Funds’ investment performance or other activities.","page_number":34,"box":{"x":89,"y":656,"width":704,"height":13}},{"id":"d6c62046-4b2f-4822-8174-3bd6ecc4aa2f","block_type":"box","text":"Committees of the Board of Trustees.","page_number":34,"box":{"x":89,"y":683,"width":268,"height":9}},{"id":"9ae913e7-2fbe-44b3-a3b1-567e261a25e7","block_type":"box","text":"The members of the Audit Committee are Laura F. Fergerson (Chair), Richard L.","page_number":34,"box":{"x":366,"y":683,"width":555,"height":12}},{"id":"5f4ad14d-5079-4084-b825-3a1bacd48a68","block_type":"box","text":"Fagnani (Co-Chair from January 1, 2025 to June 30, 2025) and John E. Martinez, each of whom is an Independent Trustee.","page_number":34,"box":{"x":89,"y":698,"width":848,"height":12}},{"id":"ec615414-cbc4-4e0c-bd6c-a67b74ae8770","block_type":"box","text":"The purposes of the Audit Committee are to assist the Board (i) in its oversight of the Trust’s accounting and financial","page_number":34,"box":{"x":88,"y":713,"width":824,"height":12}},{"id":"f20e1bc2-efff-43c9-b05b-ea3397f62052","block_type":"box","text":"reporting principles and policies and related controls and procedures maintained by or on behalf of the Trust; (ii) in its","page_number":34,"box":{"x":89,"y":728,"width":824,"height":12}},{"id":"e2a71d44-9c56-4ade-a049-efdc0db38327","block_type":"box","text":"oversight of the Trust’s financial statements and the independent audit thereof; (iii) in selecting, evaluating and, where","page_number":34,"box":{"x":89,"y":743,"width":829,"height":12}},{"id":"1ced5eb4-8363-4b71-98a1-d69617e24c90","block_type":"box","text":"deemed appropriate, replacing the independent accountants (or nominating the independent accountants to be proposed","page_number":34,"box":{"x":89,"y":758,"width":856,"height":13}},{"id":"d63b0171-33b9-46ec-8ec7-9db8b70192a0","block_type":"box","text":"for shareholder approval in any proxy statement); (iv) in evaluating the independence of the independent accountants; (v) in","page_number":34,"box":{"x":88,"y":773,"width":871,"height":13}},{"id":"6ca798c1-1fe9-4cce-9b2e-6c45e9e048e5","block_type":"box","text":"complying with legal and regulatory requirements that relate to the Trust’s accounting and financial reporting, internal","page_number":34,"box":{"x":89,"y":788,"width":829,"height":13}},{"id":"c6def051-1dc0-4f81-8625-c48e078df531","block_type":"box","text":"controls, compliance controls and independent audits; and (vi) to assume such other responsibilities as may be delegated by","page_number":34,"box":{"x":89,"y":804,"width":873,"height":12}},{"id":"83d3212d-0eb1-4d3b-94cb-87062b15ea3f","block_type":"box","text":"the Board. The Audit Committee met five times during the fiscal year ended October 31, 2025.","page_number":34,"box":{"x":88,"y":819,"width":657,"height":12}},{"id":"bb9be604-c3b7-4bbb-9345-45587831afeb","block_type":"box","text":"The members of the Nominating and Governance Committee are Madhav V. Rajan (Chair), Richard L. Fagnani and Laura F.","page_number":34,"box":{"x":88,"y":845,"width":857,"height":12}},{"id":"ee0a58af-22d3-4d77-90e5-625d94e057c9","block_type":"box","text":"Fergerson, each of whom is an Independent Trustee. The Nominating and Governance Committee nominates individuals for","page_number":34,"box":{"x":89,"y":860,"width":869,"height":13}},{"id":"ebff8ed3-519f-45eb-b167-323f6a795112","block_type":"box","text":"27","page_number":34,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"55c34ce3-bf3d-41ee-bd69-ed7c5b85985f","block_type":"box","text":"Independent Trustee membership on the Board and recommends appointments to the Advisory Board. The Nominating and","page_number":35,"box":{"x":89,"y":44,"width":870,"height":12}},{"id":"a789b582-fa21-4275-8e3f-99942fb80b51","block_type":"box","text":"Governance Committee functions include, but are not limited to, the following: (i) reviewing the qualifications of any person","page_number":35,"box":{"x":89,"y":59,"width":866,"height":12}},{"id":"ae719b6c-2c46-4d54-b7f5-ce0c1459ebef","block_type":"box","text":"properly identified or nominated to serve as an Independent Trustee; (ii) recommending to the Board and current","page_number":35,"box":{"x":89,"y":74,"width":792,"height":12}},{"id":"6e1a7af2-b629-475c-9044-7b25fad465a0","block_type":"box","text":"Independent Trustees the nominee(s) for appointment as an Independent Trustee by the Board and current Independent","page_number":35,"box":{"x":89,"y":89,"width":845,"height":13}},{"id":"e9e4778b-c695-4406-a596-b1be9981efbc","block_type":"box","text":"Trustees and/or for election as Independent Trustees by shareholders to fill any vacancy for a position of Independent","page_number":35,"box":{"x":88,"y":104,"width":826,"height":13}},{"id":"741172a4-5649-4fe6-be49-7556a85d5eff","block_type":"box","text":"Trustee(s) on the Board; (iii) recommending to the Board and current Independent Trustees the size and composition of the","page_number":35,"box":{"x":88,"y":119,"width":866,"height":13}},{"id":"35acfc01-49f9-427f-b069-cf3226f1aba5","block_type":"box","text":"Board and Board committees and whether they comply with applicable laws and regulations; (iv) recommending a current","page_number":35,"box":{"x":89,"y":135,"width":857,"height":12}},{"id":"06681b60-7aae-412a-89e9-2d9cfd71992e","block_type":"box","text":"Independent Trustee to the Board and current Independent Trustees to serve as Board Chair; (v) periodic review of the","page_number":35,"box":{"x":89,"y":150,"width":826,"height":12}},{"id":"714f42d7-ee0c-4287-9263-38938381fc35","block_type":"box","text":"Board’s retirement policy; and (vi) recommending an appropriate level of compensation for the Independent Trustees for","page_number":35,"box":{"x":89,"y":165,"width":845,"height":12}},{"id":"1812bf62-91f7-4e7b-92e9-cf2a72e0194a","block_type":"box","text":"their services as Trustees, members or chairpersons of committees of the Board, Board Chair and any other positions as the","page_number":35,"box":{"x":88,"y":180,"width":865,"height":12}},{"id":"0ef7fb35-8f46-4d64-9c8e-69a714c39b07","block_type":"box","text":"Nominating and Governance Committee considers appropriate. The Nominating and Governance Committee does not","page_number":35,"box":{"x":89,"y":195,"width":830,"height":12}},{"id":"4bdd98d6-3b15-47a6-944b-2c7ce5fbbfd4","block_type":"box","text":"consider Board nominations recommended by shareholders (acting solely in their capacity as a shareholder and not in any","page_number":35,"box":{"x":89,"y":210,"width":856,"height":13}},{"id":"9398979b-e251-402b-b187-be29a2c3070b","block_type":"box","text":"other capacity). The Nominating and Governance Committee met three times during the fiscal year ended October 31, 2025.","page_number":35,"box":{"x":89,"y":225,"width":870,"height":13}},{"id":"bf3e5201-9405-4586-af40-fbb94eb61d2c","block_type":"box","text":"Each Independent Trustee serves on the 15(c) Committee. The Chair of the 15(c) Committee is Richard L. Fagnani. The","page_number":35,"box":{"x":89,"y":252,"width":831,"height":12}},{"id":"c2812a66-95af-49bb-b53e-009a855f1cc4","block_type":"box","text":"principal responsibilities of the 15(c) Committee are to support, oversee and organize on behalf of the Board the process for","page_number":35,"box":{"x":89,"y":267,"width":865,"height":12}},{"id":"c8fe87c3-b1eb-451b-9651-b4c27a7fa29d","block_type":"box","text":"the annual review and renewal of the Trust’s advisory and sub-advisory agreements. These responsibilities include: (i)","page_number":35,"box":{"x":88,"y":282,"width":823,"height":12}},{"id":"a31904bf-752a-437f-8e9a-fe68b402f6b8","block_type":"box","text":"meeting with BlackRock, Inc. in advance of the Board meeting at which the Trust’s advisory and sub-advisory agreements are","page_number":35,"box":{"x":89,"y":297,"width":877,"height":12}},{"id":"b84826e1-89b7-449e-aa12-4d249f438356","block_type":"box","text":"to be considered to discuss generally the process for providing requested information to the Board and the format in which","page_number":35,"box":{"x":88,"y":312,"width":861,"height":13}},{"id":"46b383b9-15d4-46a0-b597-7b731566b5d7","block_type":"box","text":"information will be provided; and (ii) considering and discussing with BlackRock, Inc. such other matters and information as","page_number":35,"box":{"x":89,"y":327,"width":868,"height":13}},{"id":"91a3f8e4-48dd-452c-8be0-951e6bdf230a","block_type":"box","text":"may be necessary and appropriate for the Board to evaluate the investment advisory and sub-advisory agreements of the","page_number":35,"box":{"x":89,"y":342,"width":847,"height":13}},{"id":"0efb25d7-6864-4c23-bbb2-7ea2d9bedd92","block_type":"box","text":"Trust. The 15(c) Committee met two times during the fiscal year ended October 31, 2025.","page_number":35,"box":{"x":88,"y":358,"width":627,"height":12}},{"id":"32ba96f5-f818-44d5-bb0e-dd87a572d340","block_type":"box","text":"The members of the Securities Lending Committee are Jane D. Carlin (Chair), James C. Lam, Drew E. Lawton and John E.","page_number":35,"box":{"x":88,"y":384,"width":837,"height":12}},{"id":"b5326ddf-c198-436f-aaba-d2022e8c18d2","block_type":"box","text":"Martinez, each of whom is an Independent Trustee. The principal responsibilities of the Securities Lending Committee are to","page_number":35,"box":{"x":89,"y":399,"width":868,"height":13}},{"id":"3fd860ae-319b-40d5-a243-a7e411906a9a","block_type":"box","text":"support, oversee and organize on behalf of the Board the process for oversight of the Trust’s securities lending activities.","page_number":35,"box":{"x":89,"y":414,"width":840,"height":13}},{"id":"115c0720-5863-4a5a-826f-c8b6210f1671","block_type":"box","text":"These responsibilities include: (i) requesting that certain information be provided to the Committee for its review and","page_number":35,"box":{"x":88,"y":429,"width":819,"height":13}},{"id":"406c989a-b021-467b-b171-8e0298981eac","block_type":"box","text":"consideration prior to such information being provided to the Board; (ii) considering and discussing with BlackRock, Inc. such","page_number":35,"box":{"x":89,"y":445,"width":877,"height":12}},{"id":"79c783f6-c49b-4c6b-955e-44a9452b4635","block_type":"box","text":"other matters and information as may be necessary and appropriate for the Board to oversee the Trust’s securities lending","page_number":35,"box":{"x":89,"y":460,"width":854,"height":12}},{"id":"cd706b75-50c9-45ea-8c9e-c3a409b3a139","block_type":"box","text":"activities and make required findings and approvals; and (iii) providing a recommendation to the Board regarding the annual","page_number":35,"box":{"x":89,"y":475,"width":869,"height":12}},{"id":"38d372ea-8173-4f0d-b9c2-9ff77af20194","block_type":"box","text":"approval of the Trust’s Securities Lending Guidelines and the required findings with respect to, and annual approval of, the","page_number":35,"box":{"x":89,"y":490,"width":855,"height":12}},{"id":"d66ee6a8-4d76-4e6f-884e-e3f427a2310b","block_type":"box","text":"Trust’s agreement with the securities lending agent. The Securities Lending Committee met five times during the fiscal year","page_number":35,"box":{"x":88,"y":505,"width":865,"height":12}},{"id":"f9e62e52-bfed-4d1a-a40d-bd52f34a1493","block_type":"box","text":"ended October 31, 2025.","page_number":35,"box":{"x":89,"y":520,"width":170,"height":11}},{"id":"1c7bb108-f89a-4260-962d-de7cbc6193d9","block_type":"box","text":"The members of the Equity Plus Committee are John E. Martinez (Chair), Jane D. Carlin and Richard L. Fagnani, each of whom","page_number":35,"box":{"x":88,"y":547,"width":875,"height":12}},{"id":"fa9907e0-7746-45ce-9c4d-202f5fbe806f","block_type":"box","text":"is an Independent Trustee. The principal responsibilities of the Equity Plus Committee are to support, oversee and organize on","page_number":35,"box":{"x":89,"y":562,"width":878,"height":12}},{"id":"2fda1033-b07e-40aa-8989-22bd051aabda","block_type":"box","text":"behalf of the Board the process for oversight of Trust performance and related matters for equity funds. These responsibilities","page_number":35,"box":{"x":89,"y":577,"width":878,"height":12}},{"id":"6659e17c-6c4e-42a0-b442-e584a117968f","block_type":"box","text":"include: (i) reviewing quarterly reports regarding Trust performance, secondary market trading and changes in net assets to","page_number":35,"box":{"x":89,"y":592,"width":866,"height":12}},{"id":"44558d2f-46f7-49d7-9a4e-61f37ac4c1bd","block_type":"box","text":"identify any matters that should be brought to the attention of the Board; and (ii) considering any performance or investment","page_number":35,"box":{"x":89,"y":607,"width":877,"height":12}},{"id":"24c5463a-fee8-4736-a4ff-7f724f462f93","block_type":"box","text":"related matters as may be delegated to the Committee by the Board from time to time and providing a report or","page_number":35,"box":{"x":89,"y":622,"width":781,"height":12}},{"id":"fbbdda7b-54ae-4d19-8f70-46a252573177","block_type":"box","text":"recommendation to the Board as appropriate. The Equity Plus Committee met four times during the fiscal year ended","page_number":35,"box":{"x":89,"y":637,"width":820,"height":13}},{"id":"9ff92295-d720-45a9-aa97-64be8f61fff6","block_type":"box","text":"October 31, 2025.","page_number":35,"box":{"x":89,"y":652,"width":123,"height":12}},{"id":"6ff29399-181b-4110-b5bc-5beb3f106f35","block_type":"box","text":"The members of the Fixed Income Plus Committee are Drew E. Lawton (Chair), Laura F. Fergerson, James C. Lam and Madhav","page_number":35,"box":{"x":88,"y":679,"width":880,"height":12}},{"id":"4f6fc43b-b560-452d-b43d-a324c1313603","block_type":"box","text":"V. Rajan, each of whom is an Independent Trustee. The principal responsibilities of the Fixed Income Plus Committee are to","page_number":35,"box":{"x":88,"y":694,"width":862,"height":12}},{"id":"0ca30f64-873d-4362-9dfd-d508dae7053c","block_type":"box","text":"support, oversee and organize on behalf of the Board the process for oversight of Trust performance and related matters for","page_number":35,"box":{"x":89,"y":709,"width":866,"height":12}},{"id":"937f994a-17cd-4322-8fa5-934ab01db244","block_type":"box","text":"fixed-income or multi-asset funds. These responsibilities include: (i) reviewing quarterly reports regarding Trust performance,","page_number":35,"box":{"x":88,"y":724,"width":879,"height":13}},{"id":"434e59bc-e384-4eac-88d1-4063a1084d2e","block_type":"box","text":"secondary market trading and changes in net assets to identify any matters that should be brought to the attention of the","page_number":35,"box":{"x":89,"y":739,"width":852,"height":13}},{"id":"63dba4f8-5704-4753-8032-ba02b857dcd6","block_type":"box","text":"Board; and (ii) considering any performance or investment related matters as may be delegated to the Committee by the","page_number":35,"box":{"x":89,"y":754,"width":843,"height":13}},{"id":"6830afe8-491f-40c4-967b-80ba139a5c34","block_type":"box","text":"Board from time to time and providing a report or recommendation to the Board as appropriate. The Fixed Income Plus","page_number":35,"box":{"x":89,"y":770,"width":833,"height":12}},{"id":"9c207b11-8014-4766-a278-55a80f8dc880","block_type":"box","text":"Committee met four times during the fiscal year ended October 31, 2025.","page_number":35,"box":{"x":89,"y":785,"width":512,"height":12}},{"id":"33ece4a3-9d4a-4cfe-bed9-c2eef74e6130","block_type":"box","text":"The members of the Risk Committee are James C. Lam (Chair), Jane D. Carlin (Co-Chair from January 1, 2025 to June 30,","page_number":35,"box":{"x":88,"y":811,"width":838,"height":12}},{"id":"1fd3a38a-5dfa-4d43-8152-365a589292de","block_type":"box","text":"2025), Drew E. Lawton and Madhav V. Rajan, each of whom is an Independent Trustee. The principal responsibility of the","page_number":35,"box":{"x":89,"y":826,"width":846,"height":13}},{"id":"b42fd818-8d07-4831-8ba9-41b3f1852e20","block_type":"box","text":"Risk Committee is to consider and organize on behalf of the Board risk related matters of the Funds so the Board may most","page_number":35,"box":{"x":89,"y":841,"width":861,"height":13}},{"id":"e31432fe-28bb-4db9-a0f6-2a8e0c66ff4d","block_type":"box","text":"28","page_number":35,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"3d0be9fe-e36b-45b4-ba14-75d238df232c","block_type":"box","text":"effectively structure itself to oversee them. The Risk Committee commenced on January 1, 2016. The Risk Committee met","page_number":36,"box":{"x":89,"y":44,"width":851,"height":12}},{"id":"7755fbe2-b2fd-41b1-85db-3a7643131b51","block_type":"box","text":"four times during the fiscal year ended October 31, 2025.","page_number":36,"box":{"x":88,"y":59,"width":398,"height":12}},{"id":"5cbeb678-3c7b-47bd-9ef9-328da6cc6246","block_type":"box","text":"As the Chair of the Board, John E. Kerrigan may serve as an ex-officio member of each Committee.","page_number":36,"box":{"x":88,"y":85,"width":685,"height":13}},{"id":"d3a2ab1f-74aa-42f3-b73e-5c9206c07f5e","block_type":"box","text":"The following table sets forth, as of December 31, 2025, the dollar range of equity securities beneficially owned by each","page_number":36,"box":{"x":88,"y":112,"width":834,"height":12}},{"id":"19de951f-db6a-4d6f-bb9f-814be88c65b9","block_type":"box","text":"Trustee in the Funds and in other registered investment companies overseen by the Trustee within the same family of","page_number":36,"box":{"x":88,"y":127,"width":824,"height":12}},{"id":"d362d86a-5008-488b-91af-fb612a6be3a5","block_type":"box","text":"investment companies as the Trust. 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Kapito None Not Applicable Not Applicable None","page_number":39,"box":{"x":89,"y":627,"width":846,"height":13}},{"id":"d81d8584-5859-451a-9c70-0f0d2c6d346e","block_type":"box","text":"Stephen Cohen None Not Applicable Not Applicable None","page_number":39,"box":{"x":88,"y":642,"width":847,"height":13}},{"id":"ceefd466-1602-4360-89ef-2e01d031cd61","block_type":"box","text":"Independent Trustees:","page_number":39,"box":{"x":88,"y":673,"width":155,"height":12}},{"id":"e6b0641c-e063-4952-b6cc-65086ac22e54","block_type":"box","text":"Jane D. Carlin $14,302.60 Not Applicable Not Applicable $550,000","page_number":39,"box":{"x":88,"y":703,"width":862,"height":12}},{"id":"584574a3-ad77-4585-99c4-2110425bf0d9","block_type":"box","text":"Richard L. Fagnani 14,302.60 Not Applicable Not Applicable 550,000","page_number":39,"box":{"x":89,"y":718,"width":856,"height":12}},{"id":"61db9749-a96b-4e8e-8931-dde8a74bf8e9","block_type":"box","text":"Laura F. 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(collectively referred to in this section as “BlackRock”) and their respective directors, officers or","page_number":43,"box":{"x":89,"y":216,"width":877,"height":13}},{"id":"1ebc64c8-39a8-463d-a018-a837bb382550","block_type":"box","text":"employees, with respect to the Funds and/or other accounts managed by BlackRock, may give rise to actual or perceived","page_number":43,"box":{"x":89,"y":232,"width":846,"height":12}},{"id":"d6a96232-1f12-435f-a23b-5db1e6fc6102","block_type":"box","text":"conflicts of interest such as those described below.","page_number":43,"box":{"x":89,"y":247,"width":355,"height":9}},{"id":"61a2ce73-800f-4bde-bc9b-2d9aaf3233cf","block_type":"box","text":"BlackRock is one of the world’s largest asset management firms. BlackRock, its subsidiaries and their respective directors,","page_number":43,"box":{"x":89,"y":273,"width":848,"height":13}},{"id":"7d0c686b-aed7-410d-86bb-672b052d8b6e","block_type":"box","text":"officers and employees, including the business units or entities and personnel who may be involved in the investment","page_number":43,"box":{"x":89,"y":288,"width":821,"height":13}},{"id":"00945a26-c769-493f-8555-a75f9a0f5792","block_type":"box","text":"activities and business operations of a Fund, are engaged worldwide in businesses, including managing equities, fixed","page_number":43,"box":{"x":89,"y":303,"width":824,"height":13}},{"id":"e5385966-9ef2-45ce-b08d-457033326bd0","block_type":"box","text":"income securities, cash and alternative investments, and other financial services, and have interests other than that of","page_number":43,"box":{"x":89,"y":319,"width":825,"height":11}},{"id":"ab46bde6-7b37-4c55-8f7d-d86383bc8c68","block_type":"box","text":"managing the Funds. These are considerations of which investors in a Fund should be aware, and which may cause conflicts","page_number":43,"box":{"x":89,"y":334,"width":871,"height":12}},{"id":"1283d613-e14c-4ad6-a7d7-2f222b3ae9ec","block_type":"box","text":"of interest that could disadvantage a Fund and its shareholders. These businesses and interests include potential multiple","page_number":43,"box":{"x":89,"y":349,"width":849,"height":12}},{"id":"8ea7ecdb-0d11-4a49-8802-28416da007b2","block_type":"box","text":"advisory, transactional, financial and other relationships with, or interests in companies and interests in securities or other","page_number":43,"box":{"x":89,"y":364,"width":852,"height":12}},{"id":"e9101818-abda-404a-8366-f60a4cffe012","block_type":"box","text":"instruments that may be purchased or sold by a Fund.","page_number":43,"box":{"x":89,"y":379,"width":377,"height":12}},{"id":"cded581a-654e-4649-8a42-047f1facc9e9","block_type":"box","text":"BlackRock has proprietary interests in, and may manage or advise with respect to, accounts or funds (including separate","page_number":43,"box":{"x":89,"y":405,"width":842,"height":13}},{"id":"cf7b2fff-a3a3-46b5-b097-89f053be596e","block_type":"box","text":"accounts and other funds and collective investment vehicles) that have investment objectives similar to those of a Fund","page_number":43,"box":{"x":89,"y":421,"width":836,"height":12}},{"id":"f963bbd1-8b28-4a71-82e4-524aa6467be5","block_type":"box","text":"and/or that engage in transactions in the same types of securities, currencies and instruments as the Fund. BlackRock is also","page_number":43,"box":{"x":89,"y":436,"width":874,"height":12}},{"id":"d49bd1c0-a0ea-4033-ad76-9a1976a0e6f7","block_type":"box","text":"a major participant in the global currency, equities, swap and fixed income markets, in each case, for the accounts of clients","page_number":43,"box":{"x":89,"y":451,"width":864,"height":12}},{"id":"89bbbb4e-19fe-4990-81fd-c0e0cc9400ee","block_type":"box","text":"and, in some cases, on a proprietary basis. As such, BlackRock is or may be actively engaged in transactions in the same","page_number":43,"box":{"x":89,"y":466,"width":839,"height":12}},{"id":"4babf8c8-75c5-461e-9fc2-1127ab5eb95b","block_type":"box","text":"securities, currencies, and instruments in which a Fund invests.","page_number":43,"box":{"x":89,"y":481,"width":441,"height":11}},{"id":"80cf5e76-3e7a-4bae-8333-0191c8134e1e","block_type":"box","text":"Such activities could affect the prices and availability of the securities, currencies, and instruments in which a Fund invests,","page_number":43,"box":{"x":88,"y":508,"width":859,"height":12}},{"id":"74c61381-cebd-460c-9e79-121560942d3c","block_type":"box","text":"which could have an adverse impact on a Fund’s performance. Such transactions, particularly in respect of most proprietary","page_number":43,"box":{"x":88,"y":523,"width":868,"height":12}},{"id":"8c092c90-d306-404c-b989-27dcb104c695","block_type":"box","text":"accounts or client accounts, will be executed independently of a Fund’s transactions and thus at prices or rates that may be","page_number":43,"box":{"x":89,"y":538,"width":865,"height":12}},{"id":"e943b611-fef8-49dd-ba2d-9ad8d27fd792","block_type":"box","text":"more or less favorable than those obtained by the Fund. In addition, the portfolio holdings of certain BlackRock-advised","page_number":43,"box":{"x":89,"y":553,"width":835,"height":12}},{"id":"2c8a3613-5c62-4c7d-b3f5-2ca12d412d9c","block_type":"box","text":"investment vehicles managed in an identical or substantially similar manner as certain Funds are made publicly available on a","page_number":43,"box":{"x":89,"y":568,"width":877,"height":12}},{"id":"01844b04-72c5-459b-b7ed-25c36f250d06","block_type":"box","text":"more timely basis than the applicable Fund. In some cases, such portfolio holdings are made publicly available on a daily","page_number":43,"box":{"x":89,"y":583,"width":842,"height":12}},{"id":"6aabf14d-8eb3-4936-a5cb-d56509dd2362","block_type":"box","text":"basis. While not expected, it is possible that a recipient of portfolio holdings information for such an investment vehicle could","page_number":43,"box":{"x":89,"y":598,"width":875,"height":13}},{"id":"1a93f3f8-37cd-41b6-ba0b-341a301efd6c","block_type":"box","text":"cause harm to a Fund that is managed in an identical or substantially similar manner, including by trading ahead of or against","page_number":43,"box":{"x":89,"y":613,"width":879,"height":13}},{"id":"88cb728e-81bb-4e1a-ba04-26227b05dec7","block_type":"box","text":"such Fund based on the information received.","page_number":43,"box":{"x":89,"y":628,"width":319,"height":10}},{"id":"ba92149f-2c6b-43ed-8a37-e44182d27368","block_type":"box","text":"When BlackRock seeks to purchase or sell the same assets for client accounts, including a Fund, the assets actually","page_number":43,"box":{"x":88,"y":655,"width":806,"height":12}},{"id":"79cf9de5-532d-4fae-a96e-58c835de54ca","block_type":"box","text":"purchased or sold may be allocated among the accounts on a basis determined in its good faith discretion to be equitable. In","page_number":43,"box":{"x":89,"y":670,"width":872,"height":12}},{"id":"1107f3b9-e469-4b8c-b962-d9d96dc639a9","block_type":"box","text":"some cases, this system may adversely affect the size or price of the assets purchased or sold for a Fund. In addition,","page_number":43,"box":{"x":89,"y":685,"width":814,"height":12}},{"id":"bffe03f0-aa5f-4aed-8658-b0c6ed26b6bf","block_type":"box","text":"transactions in investments by one or more other accounts managed by BlackRock may have the effect of diluting or","page_number":43,"box":{"x":88,"y":700,"width":816,"height":13}},{"id":"a8c9d774-a32f-4269-948f-80304ddca409","block_type":"box","text":"otherwise disadvantaging the values, prices or investment strategies of a Fund, particularly, but not limited to, with respect to","page_number":43,"box":{"x":89,"y":715,"width":876,"height":13}},{"id":"99ea919b-b2ee-4ad5-86fe-1d79f3107684","block_type":"box","text":"small capitalization, emerging market or less liquid strategies. This may occur with respect to BlackRock-advised accounts","page_number":43,"box":{"x":89,"y":730,"width":855,"height":13}},{"id":"a9cd4b56-0083-4661-8b31-c891a9f0f0a9","block_type":"box","text":"when investment decisions regarding a Fund are based on research or other information that is also used to support","page_number":43,"box":{"x":88,"y":746,"width":815,"height":12}},{"id":"e246607d-c9e2-4c5b-b6e6-46839ef914ec","block_type":"box","text":"decisions for other accounts. When BlackRock implements a portfolio decision or strategy on behalf of another account","page_number":43,"box":{"x":89,"y":761,"width":838,"height":12}},{"id":"4f6e8bdd-5af2-4c4b-9afc-a0fb0163fdd6","block_type":"box","text":"ahead of, or contemporaneously with, similar decisions or strategies for a Fund, market impact, liquidity constraints, or other","page_number":43,"box":{"x":89,"y":776,"width":874,"height":12}},{"id":"402ed102-c508-4f9d-b71d-de2efc898e86","block_type":"box","text":"factors could result in the Fund receiving less favorable trading results and the costs of implementing such decisions or","page_number":43,"box":{"x":88,"y":791,"width":835,"height":12}},{"id":"e0f7ff6b-72a7-4704-af68-f049c5f5ea16","block_type":"box","text":"strategies could be increased or the Fund could otherwise be disadvantaged. BlackRock may, in certain cases, elect to","page_number":43,"box":{"x":89,"y":806,"width":821,"height":12}},{"id":"838bdff2-3ed8-4cbc-806b-d2c4b95f78b4","block_type":"box","text":"implement internal policies and procedures designed to limit such consequences, which may cause a Fund to be unable to","page_number":43,"box":{"x":89,"y":821,"width":858,"height":13}},{"id":"fa3890e8-e115-4a57-bf62-93ee1680b84d","block_type":"box","text":"engage in certain activities, including purchasing or disposing of securities, when it might otherwise be desirable for it to do","page_number":43,"box":{"x":89,"y":836,"width":866,"height":13}},{"id":"c26debdf-49df-47e3-a9d3-7403d44ff3dc","block_type":"box","text":"so.","page_number":43,"box":{"x":89,"y":854,"width":18,"height":7}},{"id":"80b242d3-9e76-48c4-95c3-4d6405b22003","block_type":"box","text":"36","page_number":43,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"9ef6b76e-2a24-4b0f-a695-42747edbe9b8","block_type":"box","text":"Conflicts may also arise because portfolio decisions regarding a Fund may benefit other accounts managed by BlackRock. For","page_number":44,"box":{"x":89,"y":44,"width":878,"height":12}},{"id":"5e2c1f10-5177-420c-a63e-e37190cf5f52","block_type":"box","text":"example, the sale of a long position or establishment of a short position by a Fund may impair the price of the same security","page_number":44,"box":{"x":89,"y":59,"width":869,"height":12}},{"id":"0622b289-81c1-46d3-b81f-04ceefaab58a","block_type":"box","text":"sold short by (and therefore benefit) BlackRock or its other accounts or funds, and the purchase of a security or covering of a","page_number":44,"box":{"x":89,"y":74,"width":874,"height":12}},{"id":"56548d10-a048-4432-8296-fc1a3d833020","block_type":"box","text":"short position in a security by a Fund may increase the price of the same security held by (and therefore benefit) BlackRock or","page_number":44,"box":{"x":89,"y":89,"width":879,"height":13}},{"id":"79d2e9dd-0795-4a67-90a5-7aea22853c52","block_type":"box","text":"its other accounts or funds.","page_number":44,"box":{"x":89,"y":104,"width":191,"height":10}},{"id":"aeb77889-1bb4-4927-a180-702a1305931b","block_type":"box","text":"BlackRock, on behalf of other client accounts, on the one hand, and a Fund, on the other hand, may invest in or extend credit","page_number":44,"box":{"x":89,"y":131,"width":875,"height":12}},{"id":"af8f5f14-943f-4dc9-953f-6e55cfcbe5f5","block_type":"box","text":"to different parts of the capital structure of a single issuer. BlackRock may pursue rights, provide advice or engage in other","page_number":44,"box":{"x":88,"y":146,"width":854,"height":12}},{"id":"220bb311-1a19-4882-a56a-8a030faa6267","block_type":"box","text":"activities, or refrain from pursuing rights, providing advice or engaging in other activities, on behalf of other clients with","page_number":44,"box":{"x":89,"y":161,"width":835,"height":12}},{"id":"2044e920-9e2b-47f6-8936-2b0ccc0e964d","block_type":"box","text":"respect to an issuer in which a Fund has invested, and such actions (or refraining from action) may have a material adverse","page_number":44,"box":{"x":89,"y":176,"width":861,"height":13}},{"id":"a18bd62a-f8a6-452a-9427-21885f0494c4","block_type":"box","text":"effect on the Fund. In situations in which clients of BlackRock (including the Funds) hold positions in multiple parts of the","page_number":44,"box":{"x":89,"y":191,"width":850,"height":13}},{"id":"91d18a9b-9ca5-4aa1-91db-42e8e4208a37","block_type":"box","text":"capital structure of an issuer, BlackRock may not pursue certain actions or remedies that may be available to a Fund, as a","page_number":44,"box":{"x":89,"y":206,"width":845,"height":13}},{"id":"a6296595-48f4-4642-ad47-6dd314b34f6c","block_type":"box","text":"result of legal and regulatory requirements or otherwise. BlackRock addresses these and other potential conflicts of interest","page_number":44,"box":{"x":89,"y":222,"width":864,"height":12}},{"id":"3dab8e78-c133-473e-a9f9-0db3dd4d50b4","block_type":"box","text":"based on the facts and circumstances of particular situations. For example, BlackRock may determine to rely on information","page_number":44,"box":{"x":89,"y":237,"width":866,"height":12}},{"id":"528eb110-fbde-4e8d-855d-eed9879b27b7","block_type":"box","text":"barriers between different business units or portfolio management teams. BlackRock may also determine to rely on the","page_number":44,"box":{"x":89,"y":252,"width":831,"height":12}},{"id":"c855e26f-4f86-4aa2-998c-b1731c8ea473","block_type":"box","text":"actions of similarly situated holders of loans or securities rather than, or in connection with, taking such actions itself on","page_number":44,"box":{"x":89,"y":267,"width":841,"height":12}},{"id":"ad40a249-54d5-44e3-bd9b-f09fd6828d25","block_type":"box","text":"behalf of the Funds.","page_number":44,"box":{"x":89,"y":282,"width":138,"height":10}},{"id":"2a2bb8e4-87ca-440d-b1e1-f0e91602b6c5","block_type":"box","text":"In addition, to the extent permitted by applicable law, certain Funds may invest their assets in other funds advised by","page_number":44,"box":{"x":89,"y":308,"width":815,"height":13}},{"id":"02290272-a872-47c2-ae7a-a012a060887d","block_type":"box","text":"BlackRock, including funds that are managed by one or more of the same portfolio managers, which could result in conflicts","page_number":44,"box":{"x":89,"y":324,"width":870,"height":12}},{"id":"fe937363-82ae-475c-94ef-64a621762372","block_type":"box","text":"of interest relating to asset allocation, timing of Fund purchases and redemptions or sales, and increased remuneration and","page_number":44,"box":{"x":89,"y":339,"width":863,"height":12}},{"id":"bd638b10-dda2-4090-b0a5-ef7fa8f4cd4f","block_type":"box","text":"profitability for BlackRock and/or its personnel, including portfolio managers.","page_number":44,"box":{"x":89,"y":354,"width":541,"height":12}},{"id":"e9f64ed4-f833-49e4-8799-e4554bb1afd8","block_type":"box","text":"In certain circumstances, BlackRock, on behalf of the Funds, may seek to buy from or sell securities to another fund or","page_number":44,"box":{"x":89,"y":380,"width":827,"height":13}},{"id":"55c0db57-1567-41fb-b864-6c91c77081ca","block_type":"box","text":"account advised by BlackRock. BlackRock may (but is not required to) effect purchases and sales between BlackRock clients","page_number":44,"box":{"x":89,"y":395,"width":865,"height":13}},{"id":"d5d61ad9-9b81-4d7d-a0e9-5483555b685c","block_type":"box","text":"(“cross trades”), including the Funds, if BlackRock believes such transactions are appropriate based on each party’s","page_number":44,"box":{"x":89,"y":410,"width":804,"height":13}},{"id":"053a2344-8515-422c-acb6-1ebd4c963005","block_type":"box","text":"investment objectives and guidelines, subject to applicable law and regulation. There may be potential conflicts of interest or","page_number":44,"box":{"x":89,"y":426,"width":872,"height":12}},{"id":"10c9a5a9-953d-4700-9969-b02b57a8d6d9","block_type":"box","text":"regulatory issues relating to these transactions which could limit BlackRock’s decision to engage in these transactions for the","page_number":44,"box":{"x":89,"y":441,"width":875,"height":12}},{"id":"e170e6e7-f2b6-43de-b5e0-d82a88593230","block_type":"box","text":"Funds. BlackRock may have a potentially conflicting division of loyalties and responsibilities to the parties in such","page_number":44,"box":{"x":89,"y":456,"width":788,"height":12}},{"id":"069c7a78-dce7-4a0a-b994-35120cd7511d","block_type":"box","text":"transactions.","page_number":44,"box":{"x":88,"y":472,"width":90,"height":9}},{"id":"4277a6b1-e288-4356-8b23-8cfbd22e388e","block_type":"box","text":"BlackRock and its clients may pursue or enforce rights with respect to an issuer in which a Fund has invested, and those","page_number":44,"box":{"x":89,"y":497,"width":839,"height":13}},{"id":"63b1af5d-f371-434e-b7e4-d2763fdca797","block_type":"box","text":"activities may have an adverse effect on the Fund. As a result, prices, availability, liquidity and terms of the Fund’s investments","page_number":44,"box":{"x":89,"y":513,"width":878,"height":12}},{"id":"f954b3fe-ef20-48c3-8d28-0ec8e6fc42ca","block_type":"box","text":"may be negatively impacted by the activities of BlackRock or its clients, and transactions for the Fund may be impaired or","page_number":44,"box":{"x":89,"y":528,"width":847,"height":12}},{"id":"d1a86151-73db-45d4-bf8a-2cb872e2a933","block_type":"box","text":"effected at prices or terms that may be less favorable than would otherwise have been the case.","page_number":44,"box":{"x":89,"y":543,"width":667,"height":12}},{"id":"222d5fc1-564b-4d21-9822-26525dfbe042","block_type":"box","text":"The results of a Fund’s investment activities may differ significantly from the results achieved by BlackRock for its proprietary","page_number":44,"box":{"x":88,"y":569,"width":874,"height":13}},{"id":"857e41fb-1215-42a8-8fe6-35a3ad59c95a","block_type":"box","text":"accounts or other accounts (including investment companies or collective investment vehicles) that it manages or advises. It","page_number":44,"box":{"x":89,"y":584,"width":873,"height":13}},{"id":"e5d9a187-f551-4e61-8025-035158338e92","block_type":"box","text":"is possible that one or more accounts managed or advised by BlackRock and such other accounts will achieve investment","page_number":44,"box":{"x":89,"y":599,"width":851,"height":13}},{"id":"520a80d6-5470-41b8-be18-4ff92e2f943e","block_type":"box","text":"results that are substantially more or less favorable than the results achieved by a Fund. Moreover, it is possible that a Fund","page_number":44,"box":{"x":89,"y":615,"width":859,"height":12}},{"id":"0ea0146d-9383-416d-be3e-20a68809e14d","block_type":"box","text":"will sustain losses during periods in which one or more proprietary or other accounts managed or advised by BlackRock","page_number":44,"box":{"x":88,"y":630,"width":840,"height":12}},{"id":"b01671bc-2eed-4035-9b2f-1a8f5d475b3d","block_type":"box","text":"achieve significant profits. The opposite result is also possible.","page_number":44,"box":{"x":89,"y":645,"width":433,"height":12}},{"id":"e700c2b3-760d-4a90-92c4-ec487aef52c9","block_type":"box","text":"From time to time, a Fund may be restricted from purchasing or selling securities, or from engaging in other investment","page_number":44,"box":{"x":89,"y":671,"width":838,"height":13}},{"id":"821cb694-21d6-484d-8e58-f5e296b165cb","block_type":"box","text":"activities because of regulatory, legal or contractual requirements applicable to BlackRock or other accounts managed or","page_number":44,"box":{"x":89,"y":686,"width":845,"height":13}},{"id":"7321ee32-8bec-4c02-8c11-bfed63fdfcb5","block_type":"box","text":"advised by BlackRock, and/or the internal policies of BlackRock designed to comply with such requirements. 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BlackRock will not be under any obligation, however, to effect transactions on","page_number":44,"box":{"x":88,"y":819,"width":842,"height":12}},{"id":"733b6ac8-3263-4376-9492-62c7dcea44e1","block_type":"box","text":"behalf of a Fund in accordance with such analysis and models. 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The proprietary activities or portfolio strategies of","page_number":45,"box":{"x":89,"y":44,"width":818,"height":12}},{"id":"f1227ea7-22c7-479d-8522-53b71834d733","block_type":"box","text":"BlackRock, or the activities or strategies used for accounts managed by BlackRock or other client accounts could conflict","page_number":45,"box":{"x":89,"y":59,"width":845,"height":12}},{"id":"27f527f1-21cf-4ef0-bd71-ebdb56bf3ab4","block_type":"box","text":"with the transactions and strategies employed by BlackRock in managing a Fund.","page_number":45,"box":{"x":88,"y":74,"width":568,"height":12}},{"id":"16fd3ce8-543d-4e69-9939-95204a0d0226","block_type":"box","text":"The Funds may be included in investment models developed by BlackRock for use by clients and financial advisors. To the","page_number":45,"box":{"x":88,"y":101,"width":852,"height":12}},{"id":"bf19f294-e0e6-49e4-8987-8faef326d08b","block_type":"box","text":"extent clients invest in these investment models and increase the assets under management of the Funds, the investment","page_number":45,"box":{"x":89,"y":116,"width":851,"height":12}},{"id":"4ba36fbe-66a6-4338-bb59-c33a0e55e2cf","block_type":"box","text":"management fee amounts paid by the Funds to BlackRock may also increase. The net asset value and liquidity of a Fund may","page_number":45,"box":{"x":89,"y":131,"width":875,"height":12}},{"id":"522608bb-3ba7-41b2-88bb-283673bc305d","block_type":"box","text":"be impacted by purchases and sales of the Fund by model-driven investment portfolios, as well as by BlackRock itself and by","page_number":45,"box":{"x":89,"y":146,"width":869,"height":12}},{"id":"f1aeba9a-339a-4252-ae44-bde150ba40d2","block_type":"box","text":"its advisory clients. In addition, certain principals and certain employees of a Fund’s investment adviser are also principals or","page_number":45,"box":{"x":89,"y":161,"width":868,"height":12}},{"id":"69f482ce-a756-4750-a9e9-2c98ba741d93","block_type":"box","text":"employees of other business units or entities within BlackRock. As a result, these principals and employees may have","page_number":45,"box":{"x":89,"y":176,"width":815,"height":13}},{"id":"69c4a183-2a7f-4aca-812c-c5779fef8dc5","block_type":"box","text":"obligations to such other business units or entities or their clients and such obligations to other business units or entities or","page_number":45,"box":{"x":89,"y":191,"width":865,"height":13}},{"id":"b8c7d03f-f41e-4253-8c4e-2131d09e5b1f","block_type":"box","text":"their clients may be a consideration of which investors in a Fund should be aware.","page_number":45,"box":{"x":88,"y":206,"width":573,"height":13}},{"id":"d9e1a7e9-000a-499b-8cc2-f3c14342daf1","block_type":"box","text":"BlackRock may enter into transactions and invest in securities, instruments and currencies on behalf of a Fund in which","page_number":45,"box":{"x":89,"y":233,"width":835,"height":12}},{"id":"034dc45c-dfe2-465e-a7a5-035fcc2bd6d1","block_type":"box","text":"clients of BlackRock, or, to the extent permitted by the SEC and applicable law, BlackRock, serves as the counterparty,","page_number":45,"box":{"x":89,"y":248,"width":817,"height":12}},{"id":"abd01959-cc0f-44ac-ad73-56e2929bdc66","block_type":"box","text":"principal or issuer. In such cases, such party’s interests in the transaction will be adverse to the interests of the Fund, and","page_number":45,"box":{"x":89,"y":263,"width":844,"height":12}},{"id":"46257768-ef50-4f84-b01a-cda928e3f442","block_type":"box","text":"such party may have no incentive to assure that the Fund obtains the best possible prices or terms in connection with the","page_number":45,"box":{"x":89,"y":278,"width":851,"height":13}},{"id":"64703cec-d01f-4e90-bfea-75283144ea28","block_type":"box","text":"transactions. In addition, the purchase, holding and sale of such investments by a Fund may enhance the profitability of","page_number":45,"box":{"x":88,"y":293,"width":839,"height":13}},{"id":"3275fc8b-f7ab-41f8-917c-6047b5eb3770","block_type":"box","text":"BlackRock.","page_number":45,"box":{"x":89,"y":308,"width":74,"height":10}},{"id":"a05a9435-8532-407a-a7a5-b657cf8dce0b","block_type":"box","text":"BlackRock may also create, write or issue derivatives for clients, the underlying securities, currencies or instruments of which","page_number":45,"box":{"x":89,"y":335,"width":872,"height":12}},{"id":"78dfd5af-353f-49da-a9de-df2e5c448a5f","block_type":"box","text":"may be those in which a Fund invests or which may be based on the performance of the Fund. Additionally, an affiliate of","page_number":45,"box":{"x":89,"y":350,"width":848,"height":12}},{"id":"d7e41210-0781-4f61-8632-0c5d22e9c782","block_type":"box","text":"BlackRock will create, write or issue options, which may be based on the performance of certain Funds. BlackRock has","page_number":45,"box":{"x":89,"y":365,"width":827,"height":12}},{"id":"f7091c2f-1316-4d47-81d1-b857e4b7a2a1","block_type":"box","text":"entered into an arrangement with Markit Indices Limited, the index provider for underlying fixed-income indexes used by","page_number":45,"box":{"x":89,"y":380,"width":847,"height":13}},{"id":"c662cc10-69bf-477f-9a1d-4f4a90fb9c86","block_type":"box","text":"certain iShares ETFs, related to derivative fixed-income products that are based on such iShares ETFs. Trading activity in","page_number":45,"box":{"x":89,"y":395,"width":837,"height":13}},{"id":"6f651588-ce24-473a-9246-961ccd011596","block_type":"box","text":"these derivative products could also potentially lead to greater liquidity for such products, increased purchase activity with","page_number":45,"box":{"x":88,"y":410,"width":857,"height":13}},{"id":"e70cfb2a-a2ab-46ca-b20a-572c4304ff7b","block_type":"box","text":"respect to these iShares ETFs and increased assets under management for BlackRock. A Fund may, subject to applicable law,","page_number":45,"box":{"x":89,"y":426,"width":870,"height":12}},{"id":"da2c1aa9-2857-402a-ac31-d7d83c3f3f18","block_type":"box","text":"purchase investments that are the subject of an underwriting or other distribution by BlackRock and may also enter into","page_number":45,"box":{"x":89,"y":441,"width":839,"height":12}},{"id":"81373d41-3046-4791-bdd4-13da9ff66be8","block_type":"box","text":"transactions with other clients of BlackRock where such other clients have interests adverse to those of the Fund. 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To the extent such transactions are permitted, a Fund will deal with","page_number":45,"box":{"x":88,"y":486,"width":817,"height":12}},{"id":"8b24f3b0-f1e1-4735-abe1-42a6a17afcec","block_type":"box","text":"BlackRock on an arms-length basis.","page_number":45,"box":{"x":89,"y":501,"width":248,"height":13}},{"id":"0d19a8df-6a85-48d7-a49a-97a1d10b44e2","block_type":"box","text":"To the extent authorized by applicable law, BlackRock may act as broker, dealer, agent, lender or adviser or in other","page_number":45,"box":{"x":88,"y":528,"width":801,"height":12}},{"id":"3026e0cd-580e-42b2-9f31-4ebf076856fd","block_type":"box","text":"commercial capacities for a Fund. It is anticipated that the commissions, mark-ups, markdowns, financial advisory fees,","page_number":45,"box":{"x":89,"y":543,"width":836,"height":12}},{"id":"3816c710-ec62-4a10-ab4a-47b2b62575b4","block_type":"box","text":"underwriting and placement fees, sales fees, financing and commitment fees, brokerage fees, other fees, compensation or","page_number":45,"box":{"x":89,"y":558,"width":855,"height":12}},{"id":"65968879-0f40-4c9a-8e5d-f44e356a2569","block_type":"box","text":"profits, rates, terms and conditions charged by BlackRock will be in its view commercially reasonable, although BlackRock,","page_number":45,"box":{"x":89,"y":573,"width":854,"height":12}},{"id":"3bc4154d-7c9d-4e65-bdc3-7f8e372db195","block_type":"box","text":"including its sales personnel, will have an interest in obtaining fees and other amounts that are favorable to BlackRock and","page_number":45,"box":{"x":89,"y":588,"width":855,"height":12}},{"id":"0068e90c-e9f0-41a9-bda1-c6eca61eb61f","block_type":"box","text":"such sales personnel, which may have an adverse effect on the Funds. Index based funds may use an index provider that is","page_number":45,"box":{"x":89,"y":603,"width":858,"height":13}},{"id":"4d0a0bf9-5749-4e2a-b283-c1727bd434e3","block_type":"box","text":"affiliated with another service provider of the Fund or BlackRock that acts as a broker, dealer, agent, lender or in other","page_number":45,"box":{"x":89,"y":618,"width":820,"height":13}},{"id":"8a4a8bb3-f3bb-4f7c-a54b-58aaddc3fe13","block_type":"box","text":"commercial capacities for a Fund or BlackRock.","page_number":45,"box":{"x":89,"y":633,"width":329,"height":13}},{"id":"aab277eb-d924-4919-ae12-9377e48e2770","block_type":"box","text":"Subject to applicable law, BlackRock (and its personnel and other distributors) will be entitled to retain fees and other","page_number":45,"box":{"x":88,"y":660,"width":821,"height":12}},{"id":"636d132a-0bf0-4032-8265-4514b660ab5b","block_type":"box","text":"amounts that they receive in connection with their service to the Funds as broker, dealer, agent, lender, adviser or in other","page_number":45,"box":{"x":89,"y":675,"width":850,"height":12}},{"id":"e0fd7c0a-9f95-44b0-ad52-d318579a9b14","block_type":"box","text":"commercial capacities. No accounting to the Funds or their shareholders will be required, and no fees or other compensation","page_number":45,"box":{"x":89,"y":690,"width":874,"height":13}},{"id":"b5471615-f3b5-44c8-bb17-8122a5cdc217","block_type":"box","text":"payable by the Funds or their shareholders will be reduced by reason of receipt by BlackRock of any such fees or other","page_number":45,"box":{"x":89,"y":705,"width":824,"height":13}},{"id":"2d721346-3d05-4cba-b71f-ffd9d26095be","block_type":"box","text":"amounts.","page_number":45,"box":{"x":89,"y":722,"width":65,"height":8}},{"id":"1b9c4415-be44-4889-ab23-ead2f3146513","block_type":"box","text":"When BlackRock acts as broker, dealer, agent, adviser or in other commercial capacities in relation to the Funds, BlackRock","page_number":45,"box":{"x":88,"y":747,"width":858,"height":12}},{"id":"9b4d949c-0c75-4db5-a215-b527a36b8bb5","block_type":"box","text":"may take commercial steps in its own interests, which may have an adverse effect on the Funds. A Fund will be required to","page_number":45,"box":{"x":89,"y":762,"width":856,"height":12}},{"id":"732cc7bc-e6de-4c46-b066-de2904caa9f6","block_type":"box","text":"establish business relationships with its counterparties based on the Fund’s own credit standing. BlackRock will not have any","page_number":45,"box":{"x":89,"y":777,"width":873,"height":12}},{"id":"5eb70f40-2900-4050-b652-58dd5257a891","block_type":"box","text":"obligation to allow its credit to be used in connection with a Fund’s establishment of its business relationships, nor is it","page_number":45,"box":{"x":89,"y":792,"width":831,"height":13}},{"id":"fe06764f-aafd-4452-b5f1-6c7626611d74","block_type":"box","text":"expected that the Fund’s counterparties will rely on the credit of BlackRock in evaluating the Fund’s creditworthiness.","page_number":45,"box":{"x":89,"y":807,"width":820,"height":13}},{"id":"2df4522c-a80a-4077-bd01-426862768cf0","block_type":"box","text":"BTC, an affiliate of BlackRock, pursuant to SEC exemptive relief, acts as securities lending agent to, and receives a share of","page_number":45,"box":{"x":89,"y":834,"width":851,"height":12}},{"id":"d8dd82e7-0b35-42e7-a096-e4d8f4ca1435","block_type":"box","text":"securities lending revenues from, the Funds. BlackRock will also receive compensation for managing the reinvestment of the","page_number":45,"box":{"x":89,"y":849,"width":869,"height":12}},{"id":"aa33b898-702d-4a81-91dd-ebcdb35e2b23","block_type":"box","text":"cash collateral from securities lending. There are potential conflicts of interests in managing a securities lending program,","page_number":45,"box":{"x":89,"y":864,"width":850,"height":12}},{"id":"6aefcb7d-dcac-410a-88c7-f6c4d292b828","block_type":"box","text":"38","page_number":45,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"b0b77b93-9890-4c02-8f57-5020b807093a","block_type":"box","text":"including but not limited to: (i) BlackRock as securities lending agent may have an incentive to, among other things, increase","page_number":46,"box":{"x":89,"y":44,"width":872,"height":12}},{"id":"b31cc165-39eb-4e39-8a84-672341aa18c0","block_type":"box","text":"or decrease the amount of securities on loan or to lend particular securities in order to generate additional risk-adjusted","page_number":46,"box":{"x":89,"y":59,"width":837,"height":12}},{"id":"6ae6c27c-c8e6-4f11-9134-065f1ed6e401","block_type":"box","text":"revenue for BlackRock and its affiliates; and (ii) BlackRock as securities lending agent may have an incentive to allocate loans","page_number":46,"box":{"x":89,"y":74,"width":871,"height":12}},{"id":"ef89c7d5-8e86-4fc8-9478-3dafc4ddbd64","block_type":"box","text":"to clients that would provide more revenue to BlackRock. As described further below, BlackRock seeks to mitigate this","page_number":46,"box":{"x":88,"y":89,"width":825,"height":13}},{"id":"e3c78c0e-045c-4655-8370-db74726aae57","block_type":"box","text":"conflict by providing its securities lending clients with equal lending opportunities over time in order to approximate pro rata","page_number":46,"box":{"x":89,"y":104,"width":870,"height":13}},{"id":"a3f2de8c-a598-4be2-bf82-d4a5a3da1c98","block_type":"box","text":"allocation.","page_number":46,"box":{"x":89,"y":119,"width":71,"height":10}},{"id":"c2c281b0-a412-4e8f-8b5d-9709beb62872","block_type":"box","text":"As part of its securities lending program, BlackRock indemnifies the Funds and certain other clients and/ or funds against a","page_number":46,"box":{"x":88,"y":146,"width":864,"height":12}},{"id":"09d4918c-ae32-4b35-9405-74b54863d948","block_type":"box","text":"shortfall in collateral in the event of borrower default. On a regular basis, BlackRock calculates the potential dollar exposure of","page_number":46,"box":{"x":89,"y":161,"width":880,"height":12}},{"id":"8dc2f072-b65d-498f-b4dd-6458a42c3f77","block_type":"box","text":"collateral shortfall resulting from a borrower default (“shortfall risk”) in the securities lending program. BlackRock establishes","page_number":46,"box":{"x":89,"y":176,"width":874,"height":13}},{"id":"9fe893d0-87bf-46e3-b8b2-58bce57e44b5","block_type":"box","text":"program-wide borrower limits (“credit limits”) to actively manage borrower-specific credit exposure. BlackRock oversees the","page_number":46,"box":{"x":89,"y":191,"width":869,"height":13}},{"id":"a51c73d8-390c-45ea-9c20-2bbd6dc9ae62","block_type":"box","text":"risk model that calculates projected collateral shortfall values using loan-level factors such as loan and collateral type and","page_number":46,"box":{"x":89,"y":206,"width":848,"height":13}},{"id":"b28dc3bb-e10a-4118-805f-98d88590e2a7","block_type":"box","text":"market value as well as specific borrower credit characteristics. When necessary, BlackRock may adjust securities lending","page_number":46,"box":{"x":89,"y":222,"width":845,"height":12}},{"id":"fb74d1ef-73e6-4a78-b089-47f7618529e4","block_type":"box","text":"program attributes by restricting eligible collateral or reducing borrower credit limits. As a result, the management of","page_number":46,"box":{"x":89,"y":237,"width":818,"height":12}},{"id":"9befb6b4-73ff-4cf0-8515-935bdcde7bf7","block_type":"box","text":"program-wide exposure as well as BlackRock-specific indemnification exposure may affect the amount of securities lending","page_number":46,"box":{"x":89,"y":252,"width":865,"height":12}},{"id":"9322bf8d-6b60-418f-8673-cae7562b0927","block_type":"box","text":"activity BlackRock may conduct at any given point in time by reducing the volume of lending opportunities for certain loans","page_number":46,"box":{"x":89,"y":267,"width":863,"height":12}},{"id":"7d7b0924-f21f-4f83-9f4c-b2b74f62cbd3","block_type":"box","text":"(including by asset type, collateral type and/or revenue profile).","page_number":46,"box":{"x":89,"y":282,"width":443,"height":12}},{"id":"4bde77ca-0e65-4ccf-a6a5-ddd7a4699a25","block_type":"box","text":"BlackRock may decline to make a securities loan on behalf of a Fund, discontinue lending on behalf of a Fund or terminate a","page_number":46,"box":{"x":89,"y":308,"width":868,"height":13}},{"id":"a8c1d2e3-2888-49bb-a459-ef99164bbde6","block_type":"box","text":"securities loan on behalf of a Fund for any reason, including but not limited to regulatory requirements and/or market rules,","page_number":46,"box":{"x":89,"y":324,"width":866,"height":12}},{"id":"928e3dc5-1df7-4ab1-bf5e-da6ac8822d8e","block_type":"box","text":"liquidity considerations, or credit considerations, which may impact Funds by reducing or eliminating the volume of lending","page_number":46,"box":{"x":89,"y":339,"width":865,"height":12}},{"id":"b250cba0-6bae-41db-94d7-a36747d18dfc","block_type":"box","text":"opportunities for certain types of loans, loans in particular markets, loans of particular securities or types of securities, or for","page_number":46,"box":{"x":89,"y":354,"width":866,"height":12}},{"id":"2c16b3d6-7fb4-481f-ae85-c967a4ac080a","block_type":"box","text":"loans overall. In addition, some borrowers may prefer certain BlackRock lenders that provide additional protections against","page_number":46,"box":{"x":89,"y":369,"width":857,"height":12}},{"id":"87e2decc-097b-40ab-beca-251a8a82e6c0","block_type":"box","text":"lender default that are favored by their prudential regulation.","page_number":46,"box":{"x":89,"y":384,"width":422,"height":12}},{"id":"7c83f42f-bfe9-4978-8388-84ab9c2376b3","block_type":"box","text":"BlackRock uses a predetermined systematic process in order to approximate pro rata allocation over time. In order to allocate","page_number":46,"box":{"x":89,"y":410,"width":876,"height":13}},{"id":"ff66739a-f999-4d5d-acdf-c9f5dd6df8b8","block_type":"box","text":"a loan to a portfolio: (i) BlackRock as a whole must have sufficient lending capacity pursuant to the various program limits","page_number":46,"box":{"x":89,"y":426,"width":853,"height":12}},{"id":"7e1822ac-b8a6-4fcf-a4a9-b9be26196b3f","block_type":"box","text":"(","page_number":46,"box":{"x":89,"y":441,"width":4,"height":12}},{"id":"81884ca7-86f8-4487-8c94-e2bd8bcc50e6","block_type":"box","text":"i.e","page_number":46,"box":{"x":94,"y":442,"width":15,"height":8}},{"id":"7c4c2b7f-9638-4448-8549-009365e6c073","block_type":"box","text":"., indemnification exposure limit and borrower credit limits); (ii) the lending portfolio must hold the asset at the time a","page_number":46,"box":{"x":110,"y":441,"width":825,"height":12}},{"id":"28683065-88e5-4424-aa3a-6b69ddea87a3","block_type":"box","text":"loan opportunity arrives; and (iii) the lending portfolio must also have enough inventory, either on its own or when","page_number":46,"box":{"x":89,"y":456,"width":799,"height":12}},{"id":"09f0af18-68e7-488b-a82d-337e4d62caf5","block_type":"box","text":"aggregated with other portfolios into one single market delivery, to satisfy the loan request. In doing so, BlackRock seeks to","page_number":46,"box":{"x":89,"y":471,"width":860,"height":12}},{"id":"4deee3c3-6551-4991-99c9-d30803d371ec","block_type":"box","text":"provide equal lending opportunities for all portfolios, independent of whether BlackRock indemnifies the portfolio. Equal","page_number":46,"box":{"x":89,"y":486,"width":838,"height":12}},{"id":"b15689af-0e3b-4c2f-af54-f603ed80a76c","block_type":"box","text":"opportunities for lending portfolios does not guarantee equal outcomes. Specifically, short and long-term outcomes for","page_number":46,"box":{"x":89,"y":501,"width":836,"height":13}},{"id":"ec89f2f7-d6b7-4eff-96dd-8dec8183ab0a","block_type":"box","text":"individual clients may vary due to asset mix, asset/liability spreads on different securities, and the overall limits imposed by","page_number":46,"box":{"x":89,"y":516,"width":858,"height":13}},{"id":"60ab190d-97f2-4c6e-b912-f670d0adf294","block_type":"box","text":"the firm.","page_number":46,"box":{"x":88,"y":531,"width":59,"height":10}},{"id":"2a9fe62a-2f27-4ec8-8feb-df3127baeb82","block_type":"box","text":"Purchases and sales of securities and other assets for a Fund may be bunched or aggregated with orders for other BlackRock","page_number":46,"box":{"x":89,"y":558,"width":875,"height":12}},{"id":"a6ce0cc3-3d97-47d7-9b51-30d1f56f57d4","block_type":"box","text":"client accounts, including with accounts that pay different transaction costs solely due to the fact that they have different","page_number":46,"box":{"x":89,"y":573,"width":848,"height":12}},{"id":"6d4cab28-71b3-4fe6-9bfd-63fc89ff1488","block_type":"box","text":"research payment arrangements. BlackRock, however, is not required to bunch or aggregate orders if portfolio management","page_number":46,"box":{"x":89,"y":588,"width":868,"height":12}},{"id":"69debfce-e8e0-429d-917e-631c73f9b65c","block_type":"box","text":"decisions for different accounts are made separately, or if they determine that bunching or aggregating is not practicable or","page_number":46,"box":{"x":89,"y":603,"width":864,"height":13}},{"id":"fa97d61e-0dce-4da2-8ca1-36395c6625ef","block_type":"box","text":"required, or in cases involving client direction.","page_number":46,"box":{"x":89,"y":618,"width":318,"height":13}},{"id":"23d370bc-bb38-4079-aa8b-6cb78e249b0c","block_type":"box","text":"Prevailing trading activity frequently may make impossible the receipt of the same price or execution on the entire volume of","page_number":46,"box":{"x":89,"y":645,"width":873,"height":12}},{"id":"3d4607cb-bf64-4f60-8780-a7091e4eaee1","block_type":"box","text":"securities purchased or sold. When this occurs, the various prices may be averaged, and the Funds will be charged or","page_number":46,"box":{"x":89,"y":660,"width":818,"height":12}},{"id":"02e1218d-edf9-4a4e-80f0-d7e9fee51eb3","block_type":"box","text":"credited with the average price. Thus, the effect of the aggregation may operate on some occasions to the disadvantage of","page_number":46,"box":{"x":89,"y":675,"width":860,"height":12}},{"id":"cc118ba1-e32d-425e-8732-def219eeb206","block_type":"box","text":"the Funds. In addition, under certain circumstances, the Funds will not be charged the same commission or commission","page_number":46,"box":{"x":88,"y":690,"width":844,"height":13}},{"id":"1f05fcdc-8ff3-43df-9235-3b0ece49d384","block_type":"box","text":"equivalent rates in connection with a bunched or aggregated order.","page_number":46,"box":{"x":89,"y":705,"width":470,"height":13}},{"id":"023f284b-03d6-44af-a85c-a218128b840d","block_type":"box","text":"BlackRock does not currently enter into arrangements to use the Fund’s assets for, or participate in, soft dollars, although","page_number":46,"box":{"x":89,"y":732,"width":847,"height":12}},{"id":"47e59183-5179-4183-94cd-da9feffdda90","block_type":"box","text":"BlackRock may receive research that is bundled with the trade execution, clearing, and/or settlement services provided by a","page_number":46,"box":{"x":89,"y":747,"width":864,"height":12}},{"id":"43d43df6-ac44-4e44-8a43-33108442b9a9","block_type":"box","text":"particular broker-dealer. To the extent that BlackRock receives research on this basis, many of the same conflicts related to","page_number":46,"box":{"x":89,"y":762,"width":856,"height":12}},{"id":"222e9cb3-c3b0-42c7-952d-b40c1b53786a","block_type":"box","text":"traditional soft dollars may exist. For example, the research effectively will be paid by client commissions that also will be","page_number":46,"box":{"x":88,"y":777,"width":844,"height":12}},{"id":"41fd36fb-41a0-47bc-a4c5-abd51e8d138b","block_type":"box","text":"used to pay for the execution, clearing, and settlement services provided by the broker-dealer and will not be paid by","page_number":46,"box":{"x":89,"y":792,"width":814,"height":13}},{"id":"72e77297-ef22-4921-90dd-bb55494a78e6","block_type":"box","text":"BlackRock.","page_number":46,"box":{"x":89,"y":807,"width":74,"height":10}},{"id":"7aadc10b-a6f4-4174-873c-d22a94ea945e","block_type":"box","text":"Subject to applicable law, BlackRock may select brokers that furnish BlackRock, the Funds, other BlackRock client accounts or","page_number":46,"box":{"x":88,"y":834,"width":879,"height":12}},{"id":"cbfc1c80-8d7f-4fb3-9e03-91bbfce07bf4","block_type":"box","text":"personnel, directly or through correspondent relationships, with research or other appropriate services which provide, in","page_number":46,"box":{"x":89,"y":849,"width":841,"height":12}},{"id":"62ae459d-bb4e-4cd6-8ecc-95e69b6188bd","block_type":"box","text":"BlackRock’s view, appropriate assistance to BlackRock in the investment decision-making process (including with respect to","page_number":46,"box":{"x":89,"y":864,"width":868,"height":12}},{"id":"877405f2-51b5-4655-b6d7-9052b662e4ff","block_type":"box","text":"39","page_number":46,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"8edcba6b-10bf-4f01-b064-27913bf6dc10","block_type":"box","text":"futures, fixed-price offerings and OTC transactions). Such research or other services may include, to the extent permitted by","page_number":47,"box":{"x":88,"y":44,"width":868,"height":12}},{"id":"31470bec-0703-4fee-9a88-880008c6a24c","block_type":"box","text":"law, research reports on companies, industries and securities; economic and financial data; financial publications; proxy","page_number":47,"box":{"x":89,"y":59,"width":836,"height":12}},{"id":"265d6539-b21f-4fae-b35e-42b6c2f7ea06","block_type":"box","text":"analysis; trade industry seminars; computer data bases; research-oriented software and other services and products.","page_number":47,"box":{"x":89,"y":74,"width":815,"height":12}},{"id":"5bbbd4d6-efb9-4580-81c2-d33567fb6000","block_type":"box","text":"Research or other services obtained in this manner may be used in servicing any or all of the Funds and other BlackRock","page_number":47,"box":{"x":89,"y":101,"width":840,"height":12}},{"id":"560bd9c8-9a53-4aa4-819f-14020cb29800","block_type":"box","text":"client accounts, including in connection with BlackRock client accounts other than those that pay commissions to the broker","page_number":47,"box":{"x":89,"y":116,"width":875,"height":12}},{"id":"4ff3eded-c37e-4cb6-b000-3c50c6d743cb","block_type":"box","text":"relating to the research or other service arrangements. Such products and services may disproportionately benefit other","page_number":47,"box":{"x":89,"y":131,"width":839,"height":12}},{"id":"e5f2130f-1acf-40ec-ad20-9e109646b924","block_type":"box","text":"BlackRock client accounts relative to the Funds based on the amount of brokerage commissions paid by the Funds and such","page_number":47,"box":{"x":89,"y":146,"width":869,"height":12}},{"id":"97a809e8-15c6-42cd-a0d5-5ee5e298770b","block_type":"box","text":"other BlackRock client accounts. For example, research or other services that are paid for through one client’s commissions","page_number":47,"box":{"x":89,"y":161,"width":863,"height":12}},{"id":"7fe3937c-0f64-4b3f-8717-133f83114c14","block_type":"box","text":"may not be used in managing that client’s account. In addition, other BlackRock client accounts may receive the benefit,","page_number":47,"box":{"x":89,"y":176,"width":841,"height":13}},{"id":"46747991-bf63-406c-92ab-e0713322b858","block_type":"box","text":"including disproportionate benefits, of economies of scale or price discounts in connection with products and services that","page_number":47,"box":{"x":89,"y":191,"width":861,"height":13}},{"id":"74167420-9509-42ca-964c-fac8e99fbdec","block_type":"box","text":"may be provided to the Funds and to such other BlackRock client accounts. To the extent that BlackRock uses soft dollars, it","page_number":47,"box":{"x":89,"y":206,"width":867,"height":13}},{"id":"5760c4e9-9039-47ae-ba9c-60fbb0e9c142","block_type":"box","text":"will not have to pay for those products and services itself.","page_number":47,"box":{"x":88,"y":222,"width":400,"height":12}},{"id":"e1d3fc21-e023-4e58-aca0-a0b0ae346e53","block_type":"box","text":"BlackRock, unless prohibited by applicable law, may endeavor to execute trades through brokers who, pursuant to such","page_number":47,"box":{"x":89,"y":248,"width":833,"height":12}},{"id":"d9fcd8bc-53dd-4a5b-928f-1b1291c7d1e7","block_type":"box","text":"arrangements, provide research or other services in order to ensure the continued receipt of research or other services","page_number":47,"box":{"x":89,"y":263,"width":827,"height":12}},{"id":"ab87005f-906e-4816-b3cc-75dd8196a180","block_type":"box","text":"BlackRock believes are useful in its investment decision-making process. BlackRock may from time to time choose not to","page_number":47,"box":{"x":89,"y":278,"width":845,"height":13}},{"id":"8e986e1b-9636-429b-a00e-7c0563cbc107","block_type":"box","text":"engage in the above described arrangements to varying degrees. BlackRock, unless prohibited by applicable law, may also","page_number":47,"box":{"x":89,"y":293,"width":850,"height":13}},{"id":"dad0a262-ec89-4b2b-8fd5-9552051907b3","block_type":"box","text":"enter into commission sharing arrangements under which BlackRock may execute transactions through a broker-dealer and","page_number":47,"box":{"x":89,"y":308,"width":870,"height":13}},{"id":"97458bb5-c443-4a62-aa95-5f3ffb4ceae8","block_type":"box","text":"request that the broker-dealer allocate a portion of the commissions or commission credits to another firm that provides","page_number":47,"box":{"x":89,"y":324,"width":845,"height":12}},{"id":"b0186d75-7c34-4f35-bf2c-6aaebe56dc03","block_type":"box","text":"research to BlackRock. To the extent that BlackRock engages in commission sharing arrangements, many of the same","page_number":47,"box":{"x":89,"y":339,"width":825,"height":12}},{"id":"00207790-211e-475a-9c39-c8911c26956e","block_type":"box","text":"conflicts related to traditional soft dollars may exist.","page_number":47,"box":{"x":89,"y":354,"width":361,"height":12}},{"id":"ffd29ecb-e4d5-4d1b-8d33-dcffd4a16c19","block_type":"box","text":"BlackRock may utilize certain electronic crossing networks (“ECNs”) (including, without limitation, ECNs in which BlackRock","page_number":47,"box":{"x":89,"y":380,"width":869,"height":13}},{"id":"b8f5c496-6e8b-4e26-b41e-b0cd343f7f25","block_type":"box","text":"has an investment or other interest, to the extent permitted by applicable law) in executing client securities transactions for","page_number":47,"box":{"x":89,"y":395,"width":862,"height":13}},{"id":"08fcf75d-0f91-4435-9b9f-172710247a8a","block_type":"box","text":"certain types of securities. These ECNs may charge fees for their services, including access fees and transaction fees. The","page_number":47,"box":{"x":89,"y":410,"width":845,"height":13}},{"id":"31e14292-b676-4406-8202-a434fca0bec4","block_type":"box","text":"transaction fees, which are similar to commissions or markups/markdowns, will generally be charged to clients and, like","page_number":47,"box":{"x":88,"y":426,"width":843,"height":12}},{"id":"fc99f569-fd14-4b9b-8d8d-681b31651d1a","block_type":"box","text":"commissions and markups/markdowns, would generally be included in the cost of the securities purchased. Access fees","page_number":47,"box":{"x":89,"y":441,"width":845,"height":12}},{"id":"5d089f3f-3582-484d-a17f-b73749d3966b","block_type":"box","text":"may be paid by BlackRock even though incurred in connection with executing transactions on behalf of clients, including the","page_number":47,"box":{"x":89,"y":456,"width":872,"height":12}},{"id":"8b178195-9e38-459b-9446-44f8917cf3aa","block_type":"box","text":"Funds. In certain circumstances, ECNs may offer volume discounts that will reduce the access fees typically paid by","page_number":47,"box":{"x":89,"y":471,"width":805,"height":12}},{"id":"f930c864-ccca-4b15-acab-b4a4a4a9243d","block_type":"box","text":"BlackRock. BlackRock will only utilize ECNs consistent with its obligation to seek to obtain best execution in client","page_number":47,"box":{"x":89,"y":486,"width":793,"height":12}},{"id":"f82207f3-8a69-48e2-851f-d00982bb6dbc","block_type":"box","text":"transactions.","page_number":47,"box":{"x":88,"y":502,"width":90,"height":9}},{"id":"69e4dbe1-906d-4c99-88b4-6e048c98c2d1","block_type":"box","text":"BlackRock owns a minority interest in, and is a member of, Members Exchange (“MEMX”), a newly created U.S. stock","page_number":47,"box":{"x":89,"y":528,"width":821,"height":12}},{"id":"b455efc5-c73e-4746-837b-131892cfbc1e","block_type":"box","text":"exchange. Transactions for a Fund may be executed on MEMX if third party brokers select MEMX as the appropriate venue","page_number":47,"box":{"x":89,"y":543,"width":859,"height":12}},{"id":"50aa186d-75e9-4ef2-a9ca-775780eb8ee4","block_type":"box","text":"for execution of orders placed by BlackRock traders on behalf of client portfolios. In addition, transactions in ETF shares may","page_number":47,"box":{"x":88,"y":558,"width":870,"height":12}},{"id":"b0f16cb1-c249-48f8-a31c-2353fe05758c","block_type":"box","text":"be executed on MEMX if third party brokers select MEMX as the appropriate venue for the execution of such orders.","page_number":47,"box":{"x":89,"y":573,"width":810,"height":12}},{"id":"5ab5a18b-0db6-43c5-bd7e-6c9743e72277","block_type":"box","text":"BlackRock has adopted policies and procedures designed to prevent conflicts of interest from influencing proxy voting","page_number":47,"box":{"x":89,"y":599,"width":826,"height":13}},{"id":"e6b05815-995f-4f42-8ec5-9275f750b8ce","block_type":"box","text":"decisions that it makes on behalf of advisory clients, including the Funds, and to help ensure that such decisions are made in","page_number":47,"box":{"x":89,"y":615,"width":872,"height":12}},{"id":"c6930e9c-9d7a-405b-b865-ddc74f8957c4","block_type":"box","text":"accordance with BlackRock’s fiduciary obligations to its clients. Nevertheless, notwithstanding such proxy voting policies and","page_number":47,"box":{"x":89,"y":630,"width":876,"height":12}},{"id":"014abb29-1864-49b5-aaea-27953a520827","block_type":"box","text":"procedures, actual proxy voting decisions of BlackRock may have the effect of favoring the interests of other clients or","page_number":47,"box":{"x":89,"y":645,"width":824,"height":12}},{"id":"9e1af6be-f4f5-4176-b30d-3b87bae3c9e4","block_type":"box","text":"businesses of other divisions or units of BlackRock, provided that BlackRock believes such voting decisions to be in","page_number":47,"box":{"x":89,"y":660,"width":801,"height":12}},{"id":"fc79d09d-bdc1-4b2f-85a9-b813e6814384","block_type":"box","text":"accordance with its fiduciary obligations. For a more detailed discussion of these policies and procedures, see “Proxy Voting","page_number":47,"box":{"x":89,"y":675,"width":865,"height":12}},{"id":"8e486a99-c0b3-4639-b4ef-e3bd7a976725","block_type":"box","text":"Policies.”","page_number":47,"box":{"x":89,"y":690,"width":61,"height":10}},{"id":"d049fc0a-f07b-4d8a-960e-1aa07c6fa8b7","block_type":"box","text":"It is also possible that, from time to time, BlackRock and /or its advisory clients (including other funds and separately","page_number":47,"box":{"x":89,"y":717,"width":819,"height":12}},{"id":"6d561c1f-1d64-49d5-89de-d77203e33516","block_type":"box","text":"managed accounts) may, subject to compliance with applicable law, purchase and hold shares of a Fund. Increasing a Fund’s","page_number":47,"box":{"x":89,"y":732,"width":875,"height":12}},{"id":"02197f23-f3b9-4312-9cac-49831781ff15","block_type":"box","text":"assets may enhance investment flexibility and diversification and may contribute to economies of scale that tend to reduce","page_number":47,"box":{"x":89,"y":747,"width":860,"height":12}},{"id":"bf814f1d-aa63-4c79-8853-276da276f609","block_type":"box","text":"the Fund’s expense ratio.","page_number":47,"box":{"x":88,"y":762,"width":174,"height":12}},{"id":"a371c4e6-7d28-4b43-b621-d4a0690674da","block_type":"box","text":"BlackRock reserves the right, subject to compliance with applicable law, to sell into the market or redeem in Creation Units","page_number":47,"box":{"x":89,"y":788,"width":855,"height":13}},{"id":"0905b4df-3212-472d-ae3d-7065eeebf32e","block_type":"box","text":"through an Authorized Participant at any time some or all of the shares of the Fund acquired for its own accounts or the","page_number":47,"box":{"x":88,"y":804,"width":840,"height":12}},{"id":"8bb6e317-20e3-4028-bd82-2c15743bb5f2","block_type":"box","text":"account of a BlackRock advisory client. A large sale or redemption of shares of the Fund by BlackRock itself or a BlackRock","page_number":47,"box":{"x":89,"y":819,"width":855,"height":12}},{"id":"61cdb9ee-3153-4619-ab02-148fe8dd9b30","block_type":"box","text":"advisory client could significantly reduce the asset size of the Fund, which might have an adverse effect on the Fund’s","page_number":47,"box":{"x":89,"y":834,"width":822,"height":12}},{"id":"c37201c5-d1c0-42d9-85ea-9ff674bc7e6e","block_type":"box","text":"liquidity, investment flexibility, portfolio diversification, expense ratio or ability to comply with the listing requirements for the","page_number":47,"box":{"x":89,"y":849,"width":872,"height":12}},{"id":"24e5d71a-5c39-4aad-acc8-003932083020","block_type":"box","text":"Fund.","page_number":47,"box":{"x":89,"y":864,"width":38,"height":10}},{"id":"52f1f774-bd8e-4c67-a097-8406799dbafc","block_type":"box","text":"40","page_number":47,"box":{"x":519,"y":894,"width":17,"height":9}},{"id":"3ca924e6-994d-4ca6-bc42-d4873d9ae34f","block_type":"box","text":"It is possible that a Fund may invest in securities of, or engage in transactions with, companies in which BlackRock has","page_number":48,"box":{"x":89,"y":44,"width":828,"height":12}},{"id":"ca818f44-20e9-40ac-8536-42f56cf8dc85","block_type":"box","text":"significant debt or equity investments or other interests. A Fund may also invest in issuances (such as structured notes) by","page_number":48,"box":{"x":89,"y":59,"width":857,"height":12}},{"id":"821d957a-307c-4199-9756-a4715939048d","block_type":"box","text":"entities for which BlackRock provides and is compensated for cash management services relating to the proceeds from the","page_number":48,"box":{"x":89,"y":74,"width":860,"height":12}},{"id":"e7ad6aa7-b1ad-42b8-92e5-ca16e7843510","block_type":"box","text":"sale of such issuances. In making investment decisions for a Fund, BlackRock is not permitted to obtain or use material non","page_number":48,"box":{"x":89,"y":89,"width":869,"height":13}},{"id":"67afd28d-6c62-459a-a7b8-3c9a2862b1b2","block_type":"box","text":"public information acquired by any unit of BlackRock, in the course of these activities. In addition, from time to time, the","page_number":48,"box":{"x":89,"y":104,"width":839,"height":13}},{"id":"08dec0da-b640-46bb-91f0-ab2fb115b9aa","block_type":"box","text":"activities of BlackRock may limit a Fund’s flexibility in purchases and sales of securities. As indicated below, BlackRock may","page_number":48,"box":{"x":89,"y":119,"width":859,"height":13}},{"id":"e83933bd-9768-4ee1-9efe-3589d135877d","block_type":"box","text":"engage in transactions with companies in which BlackRock-advised funds or other clients of BlackRock have an investment.","page_number":48,"box":{"x":89,"y":135,"width":866,"height":12}},{"id":"65e64c9a-5376-4ca1-ace1-d30c526bec6b","block_type":"box","text":"BlackRock and its personnel and other financial service providers may have interests in promoting sales of the Funds. With","page_number":48,"box":{"x":89,"y":161,"width":856,"height":12}},{"id":"2e355dd6-a8a3-47bc-bdaa-1cf6cac95a78","block_type":"box","text":"respect to BlackRock and its personnel, the remuneration and profitability relating to services to and sales of the Funds or","page_number":48,"box":{"x":89,"y":176,"width":850,"height":13}},{"id":"f6b83fd3-5f63-42de-9f0f-71614da31357","block_type":"box","text":"other products may be greater than remuneration and profitability relating to services to and sales of certain funds or other","page_number":48,"box":{"x":89,"y":191,"width":863,"height":13}},{"id":"ec6128f3-81d4-444d-adea-b2cc3dcf4f08","block_type":"box","text":"products that might be provided or offered. BlackRock and its sales personnel may directly or indirectly receive a portion of","page_number":48,"box":{"x":89,"y":206,"width":860,"height":13}},{"id":"6161c46b-038c-42d7-b2bd-f3399ccaa19c","block_type":"box","text":"the fees and commissions charged to the Funds or their shareholders. BlackRock and its advisory or other personnel may","page_number":48,"box":{"x":88,"y":222,"width":849,"height":12}},{"id":"bee39f46-530f-4ab8-88f5-9dfb6d5e63ef","block_type":"box","text":"also benefit from increased amounts of assets under management. Fees and commissions may also be higher than for other","page_number":48,"box":{"x":89,"y":237,"width":871,"height":12}},{"id":"b046b9bd-7728-4dbe-bf03-e544be29dc5a","block_type":"box","text":"products or services, and the remuneration and profitability to BlackRock and such personnel resulting from transactions on","page_number":48,"box":{"x":89,"y":252,"width":868,"height":12}},{"id":"e22d5834-af62-46e3-b080-e6acb608b503","block_type":"box","text":"behalf of or management of the Funds may be greater than the remuneration and profitability resulting from other funds or","page_number":48,"box":{"x":89,"y":267,"width":865,"height":12}},{"id":"aa316dab-58f5-4317-9457-2ce38061f4cf","block_type":"box","text":"products.","page_number":48,"box":{"x":89,"y":282,"width":65,"height":12}},{"id":"3189ddc0-9244-4c14-a432-1169a0864964","block_type":"box","text":"Third parties, including service providers to BlackRock or the Fund, may sponsor events (including, but not limited to,","page_number":48,"box":{"x":88,"y":308,"width":820,"height":13}},{"id":"fa0fe8e2-eeb8-496f-9f40-ebc756d3f3b1","block_type":"box","text":"marketing and promotional activities and presentations, educational training programs and conferences) for registered","page_number":48,"box":{"x":89,"y":324,"width":832,"height":12}},{"id":"5dc9852c-0ee0-415b-bd15-62fefc48ba36","block_type":"box","text":"representatives, other professionals and individual investors. There is a potential conflict of interest as such sponsorships","page_number":48,"box":{"x":89,"y":339,"width":845,"height":12}},{"id":"a6bce9d1-b2c0-4202-9fc8-ad7e5147868e","block_type":"box","text":"may defray the costs of such activities to BlackRock, and may provide an incentive to BlackRock to retain such third parties to","page_number":48,"box":{"x":89,"y":354,"width":876,"height":12}},{"id":"31ad9a68-dbec-47fb-ba38-1924f7641b71","block_type":"box","text":"provide services to the Fund.","page_number":48,"box":{"x":89,"y":369,"width":200,"height":12}},{"id":"3531a5f0-bfce-471d-b5c4-bf7fde608863","block_type":"box","text":"BlackRock may provide valuation assistance to certain clients with respect to certain securities or other investments and the","page_number":48,"box":{"x":89,"y":395,"width":867,"height":13}},{"id":"0e274794-892c-4c38-a4ed-67ed4a98dd08","block_type":"box","text":"valuation recommendations made for such clients’ accounts may differ from the valuations for the same securities or","page_number":48,"box":{"x":88,"y":410,"width":821,"height":13}},{"id":"c2525576-9a32-4457-8c99-d48ce7987088","block_type":"box","text":"investments assigned by a Fund’s pricing vendors, especially if such valuations are based on broker-dealer quotes or other","page_number":48,"box":{"x":89,"y":426,"width":855,"height":12}},{"id":"d3c0c200-5f80-42dc-a2cc-0762663d0216","block_type":"box","text":"data sources unavailable to the Fund’s pricing vendors. While BlackRock will generally communicate its valuation information","page_number":48,"box":{"x":89,"y":441,"width":877,"height":12}},{"id":"19403c19-63c1-4861-b033-980515dc9e75","block_type":"box","text":"or determinations to a Fund’s pricing vendors and/or fund accountants, there may be instances where the Fund’s pricing","page_number":48,"box":{"x":89,"y":456,"width":848,"height":12}},{"id":"127f91a6-4267-400a-af71-444da271485d","block_type":"box","text":"vendors or fund accountants assign a different valuation to a security or other investment than the valuation for such","page_number":48,"box":{"x":88,"y":471,"width":821,"height":12}},{"id":"baf2cd64-a2e1-40f1-abcf-1efc74f5a7c5","block_type":"box","text":"security or investment determined or recommended by BlackRock.","page_number":48,"box":{"x":89,"y":486,"width":466,"height":12}},{"id":"17ea5356-5d56-42b8-abd0-51690623cdbd","block_type":"box","text":"As disclosed in more detail in “Determination of Net Asset Value” in this SAI, when market quotations are not readily","page_number":48,"box":{"x":88,"y":513,"width":817,"height":12}},{"id":"447fdd28-139c-4623-8c2e-b8977a2ca614","block_type":"box","text":"available or are believed by BlackRock to be unreliable, a Fund’s investments are valued at fair value by BlackRock. BlackRock","page_number":48,"box":{"x":89,"y":528,"width":869,"height":12}},{"id":"bcbd6f2b-14f9-40c7-967b-6f39108e2e4d","block_type":"box","text":"has been designated as the Fund’s valuation designee pursuant to Rule 2a-5 under the Investment Company Act and acts","page_number":48,"box":{"x":89,"y":543,"width":851,"height":12}},{"id":"e343f6fd-6ae6-4373-bd04-0651e7a203f9","block_type":"box","text":"through BlackRock’s Rule 2a-5 Committee (the “2a-5 Committee”), with assistance from other BlackRock pricing committees","page_number":48,"box":{"x":88,"y":558,"width":879,"height":12}},{"id":"97a5a48f-95a9-4e39-9004-5e36407b62eb","block_type":"box","text":"and in accordance with BlackRock’s policies and procedures (the “Valuation Procedures”). When determining a “fair value","page_number":48,"box":{"x":89,"y":573,"width":853,"height":12}},{"id":"3e01e423-21a8-4dea-92e5-0a397cb7aab6","block_type":"box","text":"price,” the 2a-5 Committee seeks to determine the price that a Fund might reasonably expect to receive from the current sale","page_number":48,"box":{"x":89,"y":588,"width":877,"height":12}},{"id":"d5ea64eb-e435-4342-807d-6acc31c44851","block_type":"box","text":"of that asset or liability in an arm’s-length transaction. The price generally may not be determined based on what a Fund","page_number":48,"box":{"x":89,"y":603,"width":844,"height":13}},{"id":"07648a1a-04bb-469c-8d82-7d2465a805af","block_type":"box","text":"might reasonably expect to receive for selling an asset or liability at a later time or if it holds the asset or liability to maturity.","page_number":48,"box":{"x":89,"y":618,"width":863,"height":13}},{"id":"a5ea41cc-4168-4ab8-806a-3941d3688d86","block_type":"box","text":"While fair value determinations will be based upon all available factors that BlackRock deems relevant at the time of the","page_number":48,"box":{"x":88,"y":633,"width":835,"height":13}},{"id":"970024f8-78ce-420d-aecf-5450808011d7","block_type":"box","text":"determination, and may be based on analytical values determined by BlackRock using proprietary or third party valuation","page_number":48,"box":{"x":89,"y":649,"width":845,"height":12}},{"id":"0db5c014-4948-4c72-92e1-7cb2b437fba5","block_type":"box","text":"models, fair value represents only a good faith approximation of the value of an asset or liability. The fair value of one or more","page_number":48,"box":{"x":89,"y":664,"width":876,"height":12}},{"id":"1f2c1334-5a75-480c-96db-addffb54fbe8","block_type":"box","text":"assets or liabilities may not, in retrospect, be the price at which those assets or liabilities could have been sold during the","page_number":48,"box":{"x":89,"y":679,"width":842,"height":12}},{"id":"a3d14180-216a-4950-b8cb-10cb63cbf65b","block_type":"box","text":"period in which the particular fair values were used in determining a Fund’s NAV. As a result, a Fund’s sale or redemption of","page_number":48,"box":{"x":89,"y":694,"width":864,"height":12}},{"id":"d32f52bc-cff1-4319-9c70-ecbdd072cbad","block_type":"box","text":"its shares at NAV, at a time when a holding or holdings are valued by the 2a-5 Committee at fair value, may have the effect of","page_number":48,"box":{"x":89,"y":709,"width":873,"height":12}},{"id":"ed552a23-bdea-48fc-bb4d-11fc3f58900e","block_type":"box","text":"diluting or increasing the economic interest of existing shareholders and may affect the amount of revenue received by","page_number":48,"box":{"x":89,"y":724,"width":832,"height":13}},{"id":"dcd61213-9365-4583-9ad3-ebc8f7364fb6","block_type":"box","text":"BlackRock with respect to services for which it receives an asset-based fee.","page_number":48,"box":{"x":89,"y":739,"width":522,"height":13}},{"id":"df203461-dbf1-4e3d-9700-0c1aa119d711","block_type":"box","text":"To the extent permitted by applicable law, a Fund may invest all or some of its short term cash investments in any money","page_number":48,"box":{"x":88,"y":766,"width":847,"height":12}},{"id":"6f4c8605-9021-41b2-ac19-e19912520218","block_type":"box","text":"market fund or similarly-managed private fund advised or managed by BlackRock. In connection with any such investments,","page_number":48,"box":{"x":89,"y":781,"width":870,"height":12}},{"id":"3267cdc2-7738-4a9f-950c-6fad050f9881","block_type":"box","text":"a Fund, to the extent permitted by the Investment Company Act, may pay its share of expenses of a money market fund or","page_number":48,"box":{"x":89,"y":796,"width":857,"height":12}},{"id":"d27a74f1-9f50-4973-917f-0e16ff3e649b","block_type":"box","text":"other similarly managed private fund in which it invests, which may result in a Fund bearing some additional expenses.","page_number":48,"box":{"x":89,"y":811,"width":831,"height":12}},{"id":"49b34d70-6be9-497c-95c4-de276b14e89a","block_type":"box","text":"BlackRock and its directors, officers and employees, may buy and sell securities or other investments for their own accounts","page_number":48,"box":{"x":89,"y":838,"width":866,"height":12}},{"id":"071a0e94-ca64-4220-9da4-3b9a6a887333","block_type":"box","text":"and may have conflicts of interest with respect to investments made on behalf of a Fund. As a result of differing trading and","page_number":48,"box":{"x":89,"y":853,"width":865,"height":12}},{"id":"69122497-41a1-448e-9c50-3339ca96a383","block_type":"box","text":"41","page_number":48,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"c0ccc90b-0897-4c2a-9273-163e009cc7fd","block_type":"box","text":"investment strategies or constraints, positions may be taken by directors, officers and employees of BlackRock that are the","page_number":49,"box":{"x":89,"y":44,"width":855,"height":12}},{"id":"a3e9836a-5d0e-4ce6-aa0d-6c3735751b90","block_type":"box","text":"same, different from or made at different times than positions taken for the Fund. To lessen the possibility that a Fund will be","page_number":49,"box":{"x":89,"y":59,"width":872,"height":12}},{"id":"595d7b31-ffe0-4b8c-94ee-39c3190150c1","block_type":"box","text":"adversely affected by this personal trading, the Fund, BRIL and BlackRock each have adopted a Code of Ethics in compliance","page_number":49,"box":{"x":89,"y":74,"width":867,"height":12}},{"id":"2dc94922-2450-4154-96c9-18b670a08ec4","block_type":"box","text":"with Section 17(j) of the Investment Company Act that restricts securities trading in the personal accounts of investment","page_number":49,"box":{"x":88,"y":89,"width":847,"height":13}},{"id":"f1d547d1-0f4d-4b73-8e95-bb42c9e09474","block_type":"box","text":"professionals and others who normally come into possession of information regarding the Fund’s portfolio transactions.","page_number":49,"box":{"x":89,"y":104,"width":841,"height":13}},{"id":"e4c9a76e-cc19-4bfd-aa34-4c1366e8c8be","block_type":"box","text":"Each Code of Ethics is also available on the EDGAR Database on the SEC’s Internet site at http://www.sec.gov, and copies","page_number":49,"box":{"x":89,"y":119,"width":851,"height":13}},{"id":"1c737ac2-5919-4839-bf28-51cf7fb5ca84","block_type":"box","text":"may be obtained, after paying a duplicating fee, by e-mail at publicinfo@sec.gov.","page_number":49,"box":{"x":89,"y":135,"width":562,"height":12}},{"id":"ee5fb78c-7237-44a7-a449-2b82426ea3be","block_type":"box","text":"BlackRock will not purchase securities or other property from, or sell securities or other property to, a Fund, except that the","page_number":49,"box":{"x":89,"y":161,"width":861,"height":12}},{"id":"e02eb0df-58b7-4535-a390-c94e5b818838","block_type":"box","text":"Fund may in accordance with rules or guidance adopted under the Investment Company Act engage in transactions with","page_number":49,"box":{"x":89,"y":176,"width":847,"height":13}},{"id":"dbe2d3d5-fe65-4727-bb96-e0513ebf371a","block_type":"box","text":"another Fund or accounts that are affiliated with the Fund as a result of common officers, directors, or investment advisers or","page_number":49,"box":{"x":89,"y":191,"width":877,"height":12}},{"id":"a3726ec9-a13a-431e-a162-3ef96a77c6e7","block_type":"box","text":"pursuant to exemptive orders granted to the Funds and/or BlackRock by the SEC. These transactions would be effected in","page_number":49,"box":{"x":89,"y":206,"width":852,"height":13}},{"id":"239774e7-2865-4acc-85d8-0c625cd0d23b","block_type":"box","text":"circumstances in which BlackRock determined that it would be appropriate for the Fund to purchase and another client of","page_number":49,"box":{"x":89,"y":222,"width":855,"height":12}},{"id":"7a159f40-6861-4c37-921d-465d82806d63","block_type":"box","text":"BlackRock to sell, or the Fund to sell and another client of BlackRock to purchase, the same security or instrument on the","page_number":49,"box":{"x":89,"y":237,"width":846,"height":12}},{"id":"fd09f48e-036e-4c39-9cad-3516e53ba97e","block_type":"box","text":"same day. From time to time, the activities of a Fund may be restricted because of regulatory requirements applicable to","page_number":49,"box":{"x":89,"y":252,"width":839,"height":12}},{"id":"ea766fed-7657-4306-9f4d-ba3ddc444837","block_type":"box","text":"BlackRock and/or BlackRock’s internal policies designed to comply with, limit the applicability of, or otherwise relate to such","page_number":49,"box":{"x":89,"y":267,"width":870,"height":12}},{"id":"cde093a4-c772-411c-8a4d-431c5e940d0c","block_type":"box","text":"requirements. A client not advised by BlackRock would not be subject to some of those considerations. There may be periods","page_number":49,"box":{"x":89,"y":282,"width":876,"height":12}},{"id":"b2b1c4bc-a596-43af-9a80-489dd7ae800a","block_type":"box","text":"when BlackRock may not initiate or recommend certain types of transactions, or may otherwise restrict or limit its advice in","page_number":49,"box":{"x":88,"y":297,"width":864,"height":12}},{"id":"d5781d70-6655-4dc8-bd26-b5f2e3233c5e","block_type":"box","text":"certain securities or instruments issued by or related to companies for which BlackRock is performing advisory or other","page_number":49,"box":{"x":89,"y":312,"width":834,"height":13}},{"id":"8de2cdc3-0f69-439e-a684-904bfb8cbc77","block_type":"box","text":"services or has proprietary positions. For example, when BlackRock is engaged to provide advisory or risk management","page_number":49,"box":{"x":89,"y":327,"width":834,"height":13}},{"id":"a57661c5-77ad-4407-a4e4-27efb405d504","block_type":"box","text":"services for a company, BlackRock may be prohibited from or limited in purchasing or selling securities of that company on","page_number":49,"box":{"x":89,"y":342,"width":859,"height":13}},{"id":"f55d61e9-e41c-44a9-97c6-9bd1a75276d1","block_type":"box","text":"behalf of a Fund, particularly where such services result in BlackRock obtaining material non-public information about the","page_number":49,"box":{"x":89,"y":358,"width":853,"height":12}},{"id":"dbc024fc-824e-4119-a9dc-4819898163fc","block_type":"box","text":"company (","page_number":49,"box":{"x":89,"y":373,"width":73,"height":12}},{"id":"53564981-bd35-4b63-a5ae-ceb923014005","block_type":"box","text":"e.g","page_number":49,"box":{"x":164,"y":376,"width":20,"height":9}},{"id":"dc24187d-4d13-41f0-bed8-a12fb92820ea","block_type":"box","text":"., in connection with participation in a creditors’ committee). Similar situations could arise if personnel of","page_number":49,"box":{"x":185,"y":373,"width":735,"height":12}},{"id":"49946654-ef22-4a7b-9efc-4dfebaa6400e","block_type":"box","text":"BlackRock serve as directors of companies the securities of which the Funds wish to purchase or sell. However, if permitted","page_number":49,"box":{"x":89,"y":388,"width":860,"height":12}},{"id":"44623b03-4953-4d7f-a6e5-808805692254","block_type":"box","text":"by applicable law, and where consistent with BlackRock’s policies and procedures (including the necessary implementation","page_number":49,"box":{"x":89,"y":403,"width":860,"height":12}},{"id":"62122643-d6bc-4740-9d8c-bd5c7702f892","block_type":"box","text":"of appropriate information barriers), the Funds may purchase securities or instruments that are issued by such companies,","page_number":49,"box":{"x":89,"y":418,"width":857,"height":12}},{"id":"dd7ea1bb-1868-4d20-a689-08c52b5a5e35","block_type":"box","text":"are the subject of an advisory or risk management assignment by BlackRock, or where personnel of BlackRock are directors","page_number":49,"box":{"x":89,"y":433,"width":863,"height":13}},{"id":"a5cc3552-4d4c-4bfd-8578-e2c0b71bf4dd","block_type":"box","text":"or officers of the issuer.","page_number":49,"box":{"x":89,"y":448,"width":161,"height":10}},{"id":"6ced2e83-cd22-458e-8657-12bc91914638","block_type":"box","text":"BlackRock has adopted and implemented policies and procedures that are designed to address potential conflicts that arise","page_number":49,"box":{"x":89,"y":475,"width":863,"height":12}},{"id":"2665e751-69c1-44a6-8faa-9b6ae9e36e3a","block_type":"box","text":"in connection with the advisory services BlackRock provides to Funds and other clients. Certain BlackRock advisory personnel","page_number":49,"box":{"x":89,"y":490,"width":878,"height":12}},{"id":"62705ceb-8673-4744-85da-a6df4bdda9be","block_type":"box","text":"may take views, and make decisions or recommendations, that are different than or opposite those of other BlackRock","page_number":49,"box":{"x":89,"y":505,"width":829,"height":12}},{"id":"563f43f7-0812-4ae1-a625-e163341c0a2c","block_type":"box","text":"advisory personnel. Certain portfolio management teams within BlackRock may make decisions or take (or refrain from","page_number":49,"box":{"x":89,"y":520,"width":834,"height":12}},{"id":"cc0bb9c1-c6cd-4097-8fcc-e9cbbac7310e","block_type":"box","text":"taking) actions with respect to clients they advise in a manner different than or adverse to the decisions made or the actions","page_number":49,"box":{"x":88,"y":535,"width":870,"height":13}},{"id":"a96319d3-f878-46c5-9805-43e9f89c9caf","block_type":"box","text":"taken (or not taken) by the Funds’ portfolio management teams. The various portfolio management teams may not share","page_number":49,"box":{"x":88,"y":550,"width":852,"height":13}},{"id":"5477bf89-b801-462d-9b7a-045920bea4ad","block_type":"box","text":"information with each other, including as a result of certain information barriers and other policies, and will not have any","page_number":49,"box":{"x":89,"y":565,"width":843,"height":13}},{"id":"8f96091f-99ea-46be-99e9-f49714bae442","block_type":"box","text":"obligation or other duty to do so.","page_number":49,"box":{"x":89,"y":581,"width":230,"height":12}},{"id":"ace5ca50-9950-4491-be7d-086833dda81a","block_type":"box","text":"BlackRock has established certain information barriers and other policies to address the sharing of information between","page_number":49,"box":{"x":89,"y":607,"width":838,"height":12}},{"id":"30df1ef0-4b45-440b-b3b2-d0bbf4ac41a4","block_type":"box","text":"different businesses within BlackRock, including, effective on or about January 21, 2025, with respect to personnel responsible","page_number":49,"box":{"x":89,"y":622,"width":879,"height":12}},{"id":"8f6d934e-31a4-48b6-a3e1-bd73ae44a7db","block_type":"box","text":"with managing portfolios and voting proxies with respect to certain index equity portfolios versus those responsible for","page_number":49,"box":{"x":88,"y":637,"width":834,"height":13}},{"id":"d9fe6fe9-dbd7-48c9-b34e-c121b34feaae","block_type":"box","text":"managing portfolios and voting proxies with respect to all other portfolios. As a result of information barriers, certain units of","page_number":49,"box":{"x":89,"y":652,"width":875,"height":13}},{"id":"f84ba6f0-0570-4876-9d94-573a2d303a12","block_type":"box","text":"BlackRock generally will not have access, or will have limited access, to certain information and personnel, including senior","page_number":49,"box":{"x":89,"y":668,"width":859,"height":12}},{"id":"2e154d27-c9a8-4eaf-a5cd-edba15e17c52","block_type":"box","text":"personnel, in other units of BlackRock, and generally will not manage the Funds with the benefit of information possessed by","page_number":49,"box":{"x":89,"y":683,"width":875,"height":12}},{"id":"bd9e541d-875f-4d0e-a8e1-f51bd2be2c1a","block_type":"box","text":"such other units. Therefore, BlackRock may not be able to review potential investments for the Funds with the benefit of","page_number":49,"box":{"x":89,"y":698,"width":841,"height":12}},{"id":"88dcc1a5-ff04-4e8e-b205-fc0911097bff","block_type":"box","text":"information held by certain areas of BlackRock.","page_number":49,"box":{"x":89,"y":713,"width":328,"height":12}},{"id":"3e6aa238-58a6-4e4b-b8df-951eaafbcda0","block_type":"box","text":"BlackRock may determine to move certain personnel, businesses, or business units from one side of an information barrier to","page_number":49,"box":{"x":89,"y":739,"width":875,"height":13}},{"id":"f3faf872-b213-47a2-917c-a995ec942e64","block_type":"box","text":"the other side of the information barrier. In connection therewith, BlackRock personnel, businesses, and business units that","page_number":49,"box":{"x":88,"y":754,"width":862,"height":13}},{"id":"f234cea5-5042-4bdc-8a5a-0612d90e7cbb","block_type":"box","text":"were moved will no longer have access to the information and personnel from the side of the information barrier from which","page_number":49,"box":{"x":88,"y":770,"width":873,"height":12}},{"id":"92ba28c6-f03c-4e48-969f-cfd62d36697a","block_type":"box","text":"they were moved. Information obtained in connection with such changes to information barriers may limit or restrict the","page_number":49,"box":{"x":88,"y":785,"width":845,"height":12}},{"id":"00dc3865-6871-40af-bee7-9ddabeedb60e","block_type":"box","text":"ability of BlackRock to engage in or otherwise effect transactions on behalf of the Funds (including purchasing or selling","page_number":49,"box":{"x":89,"y":800,"width":840,"height":12}},{"id":"4bf3f13b-f6e6-4314-9e88-a13fd2a116d8","block_type":"box","text":"securities that BlackRock may otherwise have purchased or sold for a client in the absence of a change to an information","page_number":49,"box":{"x":89,"y":815,"width":845,"height":12}},{"id":"1294fd6c-2974-41de-9303-cb7b4e2e896f","block_type":"box","text":"barrier). Information barriers may not have their intended impact due to, for example, changes in applicable law or","page_number":49,"box":{"x":89,"y":830,"width":800,"height":12}},{"id":"aad2c3d2-9621-411c-b7b6-08524b75b851","block_type":"box","text":"inadvertent crossings of the barriers, and actions by personnel on one side of a barrier may impact the potential actions of","page_number":49,"box":{"x":89,"y":845,"width":856,"height":12}},{"id":"5ff4366c-355f-4d1e-9e94-940abb2155d8","block_type":"box","text":"personnel on the other side of a barrier.","page_number":49,"box":{"x":89,"y":860,"width":274,"height":13}},{"id":"3517ead6-e24d-48cd-a8c1-c267aea2ca74","block_type":"box","text":"42","page_number":49,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"2ec754b8-1b24-40de-a159-0b717ca5f117","block_type":"box","text":"Although the information barriers are intended to allow for independent portfolio management decision making and proxy","page_number":50,"box":{"x":88,"y":44,"width":861,"height":12}},{"id":"9965f13a-2bf9-4eaf-9172-d41df8b05bd5","block_type":"box","text":"voting among certain BlackRock businesses, the investment activities of BlackRock for BlackRock clients, as well as","page_number":50,"box":{"x":88,"y":59,"width":803,"height":12}},{"id":"f42b62f1-0f62-407a-8ad9-4c1024e7f5a6","block_type":"box","text":"BlackRock’s proprietary accounts, may nonetheless limit the investment strategies and rights of other clients (including the","page_number":50,"box":{"x":89,"y":74,"width":862,"height":12}},{"id":"8da37410-a7fb-4b97-82b8-1daee7424b46","block_type":"box","text":"Funds). As BlackRock’s assets under management increases, BlackRock clients may face greater negative impacts due to","page_number":50,"box":{"x":89,"y":89,"width":845,"height":13}},{"id":"080661a4-c599-4dc5-abd0-2c188614959c","block_type":"box","text":"ownership restrictions and limitations imposed by laws, regulations, rules, regulators, or issuers. For example, in certain","page_number":50,"box":{"x":89,"y":104,"width":834,"height":13}},{"id":"42d16b1d-d233-4343-b9ff-492ac4d01ad8","block_type":"box","text":"circumstances where a BlackRock client invests in securities issued by companies that operate in certain industries (","page_number":50,"box":{"x":89,"y":119,"width":811,"height":13}},{"id":"a8ade54f-a769-4c42-8915-355b2d9a65b6","block_type":"box","text":"e.g","page_number":50,"box":{"x":901,"y":123,"width":21,"height":9}},{"id":"9375b8d6-4238-4e7b-b694-81d97ac56955","block_type":"box","text":".,","page_number":50,"box":{"x":923,"y":128,"width":6,"height":3}},{"id":"e949be4d-c542-4642-acf7-e7b087f77715","block_type":"box","text":"banking, insurance, and utilities) or in certain emerging or international markets, or are subject to regulatory or corporate","page_number":50,"box":{"x":89,"y":135,"width":849,"height":12}},{"id":"d70e9cae-1e1c-41a2-b306-6731e0d2a0a8","block_type":"box","text":"ownership restrictions (","page_number":50,"box":{"x":89,"y":150,"width":165,"height":12}},{"id":"6e492f1a-809f-4b5f-8315-fd119408fdf3","block_type":"box","text":"e.g","page_number":50,"box":{"x":255,"y":153,"width":20,"height":9}},{"id":"85ddd86b-0ba2-426f-b6b8-2e29012cec51","block_type":"box","text":"., with mechanisms such as poison pills in place to prevent takeovers), or where a BlackRock client","page_number":50,"box":{"x":276,"y":150,"width":688,"height":12}},{"id":"6acc61b8-7c35-4a30-8611-5791f4530900","block_type":"box","text":"invests in certain futures and derivatives, there may be limits on the aggregate amount invested by BlackRock for its clients","page_number":50,"box":{"x":89,"y":165,"width":857,"height":12}},{"id":"246af866-45c2-4d29-9881-aab097017f5b","block_type":"box","text":"and BlackRock’s proprietary accounts that may not be exceeded without the grant of a license or other regulatory or","page_number":50,"box":{"x":89,"y":180,"width":815,"height":12}},{"id":"e7276b31-10e8-4877-b1d2-754691cafb81","block_type":"box","text":"corporate approval, order, consent, relief, waiver or non-disapproval or, if exceeded, may cause BlackRock or its clients to be","page_number":50,"box":{"x":89,"y":195,"width":864,"height":12}},{"id":"b42894b8-8ab6-4aa0-8edd-2b6e311b182a","block_type":"box","text":"subject to enforcement actions, disgorgement of share ownership or profits, regulatory restrictions, complex compliance","page_number":50,"box":{"x":89,"y":210,"width":846,"height":13}},{"id":"948ab151-58c0-467c-bb72-eb1284016d90","block_type":"box","text":"reporting, increased compliance costs or suffer disadvantages or business restrictions. In light of certain restrictions,","page_number":50,"box":{"x":89,"y":225,"width":813,"height":13}},{"id":"ba5bcecb-ef44-44f5-90eb-878f96b1ca11","block_type":"box","text":"BlackRock may also seek to make indirect investments (","page_number":50,"box":{"x":89,"y":240,"width":390,"height":13}},{"id":"60d383fb-fccf-4fbd-ae54-d40578d7735d","block_type":"box","text":"e.g","page_number":50,"box":{"x":480,"y":243,"width":20,"height":10}},{"id":"c96af07e-5d64-40c8-9f3c-9a751822e707","block_type":"box","text":"., using derivatives) on behalf of its clients to receive exposure to","page_number":50,"box":{"x":501,"y":240,"width":451,"height":13}},{"id":"5ba6b543-2b35-4f66-9fc0-98b7a4437489","block_type":"box","text":"certain securities in excess of the applicable ownership restrictions and limitations when legally permitted that will expose","page_number":50,"box":{"x":89,"y":256,"width":854,"height":12}},{"id":"6d18af97-6a22-4c62-a8a3-ae6727ac35ca","block_type":"box","text":"such clients to additional costs and additional risks, including any risks associated with investing in derivatives. There may be","page_number":50,"box":{"x":89,"y":271,"width":874,"height":12}},{"id":"ebce2929-5895-465d-8f0a-0f43d58a79ff","block_type":"box","text":"limited availability of derivatives that provide indirect exposure to an impacted security. In addition, BlackRock clients can be","page_number":50,"box":{"x":89,"y":286,"width":866,"height":12}},{"id":"1b2627e3-0d21-4665-ba08-f3fa797e9e5b","block_type":"box","text":"subject to more than one ownership limitation depending on each client’s holdings, and each ownership limitation can","page_number":50,"box":{"x":89,"y":301,"width":831,"height":12}},{"id":"abbd9136-e251-4844-8f06-916bf124f74c","block_type":"box","text":"impact multiple securities held by the client. Certain clients or shareholders may have their own overlapping obligations to","page_number":50,"box":{"x":89,"y":316,"width":854,"height":12}},{"id":"9890d33e-efab-488a-a35b-cb1ad6df0c99","block_type":"box","text":"monitor their compliance with ownership limitations across their investments.","page_number":50,"box":{"x":89,"y":331,"width":547,"height":12}},{"id":"86eb4dc4-de0c-40c6-8437-489879e072eb","block_type":"box","text":"If certain aggregate ownership thresholds are reached either through the actions of BlackRock or a BlackRock client or as a","page_number":50,"box":{"x":89,"y":358,"width":859,"height":12}},{"id":"1690acc3-0970-4477-8a34-784ee5b8c677","block_type":"box","text":"result of corporate actions by the issuer, the ability of BlackRock on behalf of clients to purchase or dispose of investments, or","page_number":50,"box":{"x":89,"y":373,"width":878,"height":12}},{"id":"1064f2d2-7cc4-4d96-b3e3-ce3a2d8ca3a0","block_type":"box","text":"exercise rights (including voting) or undertake business transactions, may be restricted by law, regulation, rule, or","page_number":50,"box":{"x":89,"y":388,"width":793,"height":12}},{"id":"18d8355f-f939-4b93-ac46-2fac9047f659","block_type":"box","text":"organizational documents or otherwise impaired. For example, to meet the requirements of an ownership limitation or","page_number":50,"box":{"x":89,"y":403,"width":828,"height":12}},{"id":"82a23e9e-b53f-4682-973f-5b250c111de6","block_type":"box","text":"restriction, a client may be unable to purchase or directly hold a security the client would otherwise purchase or hold. The","page_number":50,"box":{"x":89,"y":418,"width":852,"height":12}},{"id":"f2554780-dcd6-4a90-9eac-00b58792dd78","block_type":"box","text":"limitation or restriction may be based on the holdings of other BlackRock clients instead of the specific client being restricted.","page_number":50,"box":{"x":89,"y":433,"width":877,"height":13}},{"id":"f6f9a70e-120d-4088-9646-c3ef690127aa","block_type":"box","text":"For index funds, this means a fund may not be able to track its index as closely as it would if it was not subject to an","page_number":50,"box":{"x":89,"y":448,"width":810,"height":13}},{"id":"e5547e59-ea12-4a8b-be3c-765f2d8f2ee7","block_type":"box","text":"ownership limitation or restriction because the fund cannot acquire the amount of the impacted security included in its","page_number":50,"box":{"x":89,"y":463,"width":835,"height":13}},{"id":"a7c5ab61-b1e2-4f88-9a07-f149d94ee746","block_type":"box","text":"index. BlackRock on behalf of its clients may limit purchases, sell existing investments, utilize indirect investments, utilize","page_number":50,"box":{"x":89,"y":479,"width":841,"height":12}},{"id":"753b566a-89af-444f-8801-6b289ad7c78b","block_type":"box","text":"information barriers, or otherwise restrict, forgo, or limit the exercise of rights (including transferring, outsourcing, or limiting","page_number":50,"box":{"x":89,"y":494,"width":874,"height":12}},{"id":"5af52a6e-47f9-4944-a7c1-9b3f70e2bb4f","block_type":"box","text":"voting rights or forgoing the right to receive dividends) when BlackRock, in its sole discretion, deems it appropriate in light of","page_number":50,"box":{"x":88,"y":509,"width":876,"height":12}},{"id":"73edfbe7-baa0-4def-9d75-9b1e9e5b0210","block_type":"box","text":"potential regulatory or other restrictions on ownership or other consequences resulting from reaching investment thresholds.","page_number":50,"box":{"x":89,"y":524,"width":878,"height":12}},{"id":"5d0df2a6-e7cd-4b7e-9813-2d7196e82cd5","block_type":"box","text":"These types of restrictions could negatively impact a client’s performance or ability to meet its investment objective.","page_number":50,"box":{"x":88,"y":539,"width":812,"height":12}},{"id":"e02ead59-37db-4643-be5e-60e9ba0fd53e","block_type":"box","text":"When BlackRock or a BlackRock client is subject to an ownership limitation, BlackRock may in its discretion seek permission","page_number":50,"box":{"x":88,"y":565,"width":867,"height":13}},{"id":"16d36668-869c-4542-b367-614e02fe11a4","block_type":"box","text":"from the applicable issuers or regulators to exceed the limitation. However, there is no guarantee that permission will be","page_number":50,"box":{"x":88,"y":581,"width":840,"height":12}},{"id":"6aac00e0-2ea3-408d-9018-b631e58051a6","block_type":"box","text":"granted, or that, once granted, it will not be modified or revoked at a later date with minimal or no notice. The issuer and/or","page_number":50,"box":{"x":89,"y":596,"width":868,"height":12}},{"id":"4c1e48bc-9d77-419e-9c1f-a19c4f463f4f","block_type":"box","text":"regulator may also require that BlackRock on behalf of itself and its clients take or refrain from taking certain actions in","page_number":50,"box":{"x":89,"y":611,"width":829,"height":12}},{"id":"e030b284-e168-48a7-8deb-23bb407ddf4d","block_type":"box","text":"connection with the approval, order, consent, relief or non-disapproval, which BlackRock may accept if it believes the benefits","page_number":50,"box":{"x":89,"y":626,"width":876,"height":12}},{"id":"17a596e1-b80f-4a22-8650-896134a276a1","block_type":"box","text":"outweigh the costs and may limit BlackRock from taking actions that it otherwise would take. In those circumstances where","page_number":50,"box":{"x":89,"y":641,"width":868,"height":12}},{"id":"b4b633a4-a960-4597-8754-ea9b2cbc20c4","block_type":"box","text":"ownership thresholds or limitations must be observed, BlackRock seeks to allocate limited investment opportunities equitably","page_number":50,"box":{"x":89,"y":656,"width":879,"height":13}},{"id":"c841db43-b360-43f3-84d0-6bdc6f652ea9","block_type":"box","text":"among clients, taking into consideration benchmark weight and investment strategy. BlackRock may adopt certain controls","page_number":50,"box":{"x":89,"y":671,"width":863,"height":13}},{"id":"25590da4-e648-4363-a0e5-8501b986490a","block_type":"box","text":"designed to prevent the occurrence of a breach of any applicable ownership threshold or limits, including, for example, when","page_number":50,"box":{"x":89,"y":686,"width":874,"height":13}},{"id":"1255d455-6cd9-45ee-92f3-1a310ba8221c","block_type":"box","text":"ownership in certain securities nears an applicable threshold, BlackRock may limit additional purchases in such securities or,","page_number":50,"box":{"x":89,"y":702,"width":868,"height":12}},{"id":"0ea683d3-2a6b-45ca-9f79-1e9627cfc4a1","block_type":"box","text":"with respect to ETFs, remove such securities from the list of Deposit Securities to be delivered to the Fund in connection with","page_number":50,"box":{"x":88,"y":717,"width":875,"height":12}},{"id":"886616ee-c414-4fb0-95c4-c364be08d0f7","block_type":"box","text":"purchases of Creation Units of such Fund. If client holdings of an issuer exceed an applicable threshold and BlackRock is","page_number":50,"box":{"x":89,"y":732,"width":840,"height":12}},{"id":"fb23007e-7032-40f6-b2c9-4468a3f3446f","block_type":"box","text":"unable to obtain relief to enable the continued holding of such investments, it may be necessary to reduce these positions to","page_number":50,"box":{"x":89,"y":747,"width":872,"height":12}},{"id":"6759095f-ef17-40ff-94e3-1d5c46d3a8da","block_type":"box","text":"meet the applicable limitations and BlackRock or such client may be subject to regulatory actions. In these cases, the","page_number":50,"box":{"x":89,"y":762,"width":817,"height":12}},{"id":"71825eef-a5a7-4cfb-8da1-f6a2421eb676","block_type":"box","text":"investments will be sold in a manner that BlackRock deems fair and equitable over time.","page_number":50,"box":{"x":89,"y":777,"width":613,"height":12}},{"id":"720c3497-ebab-4174-97d8-c823a94d06fb","block_type":"box","text":"Ownership limitations are highly complex. It is possible that, despite BlackRock’s intent to either comply with or be granted","page_number":50,"box":{"x":89,"y":804,"width":861,"height":12}},{"id":"2fff90ae-3abd-4074-b772-e45196edf72d","block_type":"box","text":"permission to exceed ownership limitations, it may inadvertently breach a limit or violate the corporate or regulatory","page_number":50,"box":{"x":89,"y":819,"width":814,"height":12}},{"id":"506c7107-680f-428c-a4eb-68c8a592219e","block_type":"box","text":"approval, order, consent, relief or non-disapproval that was obtained.","page_number":50,"box":{"x":89,"y":834,"width":481,"height":12}},{"id":"c644b405-5615-4bc2-bc81-b0618bfdaa88","block_type":"box","text":"43","page_number":50,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"08b30d0a-0868-4fef-a9b4-7822efb7693c","block_type":"box","text":"In addition to the foregoing, other ownership thresholds may trigger reporting requirements to governmental and regulatory","page_number":51,"box":{"x":89,"y":44,"width":872,"height":12}},{"id":"c9b883c4-59ee-4d70-a89a-076b77fff1d1","block_type":"box","text":"authorities, and such reports may entail the disclosure of the identity of a client or BlackRock’s intended strategy with respect","page_number":51,"box":{"x":89,"y":59,"width":878,"height":12}},{"id":"ef14e3f7-583c-4796-8878-e530897ef488","block_type":"box","text":"to such security or asset.","page_number":51,"box":{"x":88,"y":74,"width":174,"height":12}},{"id":"1818640c-9060-4687-a9f5-df6c31d0c400","block_type":"box","text":"BlackRock may not serve as an Authorized Participant in the creation and redemption of iShares ETFs.","page_number":51,"box":{"x":89,"y":101,"width":710,"height":12}},{"id":"84e189c3-9a17-426c-8167-c6ef0e4629ba","block_type":"box","text":"Under an ETF Services Agreement, the Fund has, when applicable, retained BRIL, an affiliate of BFA, to perform certain order","page_number":51,"box":{"x":89,"y":127,"width":868,"height":12}},{"id":"c5d024ed-c64b-4058-b517-3e5babbb284a","block_type":"box","text":"processing, Authorized Participant communications, and related services in connection with the issuance and redemption of","page_number":51,"box":{"x":89,"y":142,"width":873,"height":12}},{"id":"5bd5bf86-d675-4132-91c6-fb04fa30d8a8","block_type":"box","text":"Creation Units of the Funds (“ETF Services”). BRIL has engaged Citibank, N.A. (“Citibank”) as a subcontractor to provide","page_number":51,"box":{"x":89,"y":157,"width":838,"height":13}},{"id":"8b817c86-8de5-4547-a55f-fac19333c2f2","block_type":"box","text":"certain ETF Services. BRIL retains a portion of the standard transaction fee received from Authorized Participants on each","page_number":51,"box":{"x":89,"y":172,"width":845,"height":13}},{"id":"0210466c-bc48-4598-a208-cf129b0c39c1","block_type":"box","text":"creation or redemption order from the Authorized Participant for the ETF Services provided. BlackRock collaborated with, and","page_number":51,"box":{"x":89,"y":188,"width":876,"height":12}},{"id":"6e5128eb-2bb4-453f-a18a-561259be9648","block_type":"box","text":"received payment from, Citibank on the design and development of the ETF Services platform. Citibank has, and from time to","page_number":51,"box":{"x":89,"y":203,"width":875,"height":12}},{"id":"4681ae33-9eac-4ccd-8873-c859d685c5ba","block_type":"box","text":"time may develop, additional relationships with BlackRock or funds managed by BFA and its affiliates.","page_number":51,"box":{"x":88,"y":218,"width":709,"height":12}},{"id":"d69e3b41-6ffc-457f-b43e-684fa9c591de","block_type":"box","text":"In order to defray transaction expenses and protect against possible shareholder dilution, the Funds may collect certain fees","page_number":51,"box":{"x":89,"y":244,"width":867,"height":13}},{"id":"128e1924-9285-4cfa-9966-05e0693420b5","block_type":"box","text":"from Authorized Participants in connection with cash substitutions for creation and redemption transactions. While","page_number":51,"box":{"x":88,"y":259,"width":809,"height":13}},{"id":"6feb2caa-ee29-4bf9-8445-02a2939d14cf","block_type":"box","text":"BlackRock uses good faith estimates of the expected costs to the Funds in determining the rates for fees collected by the","page_number":51,"box":{"x":89,"y":274,"width":844,"height":13}},{"id":"ba58bab6-1e26-49ee-91a8-0aadb82b56f3","block_type":"box","text":"Funds related to creation and redemption activity, BlackRock may have incentives to improve Fund performance through the","page_number":51,"box":{"x":89,"y":290,"width":871,"height":12}},{"id":"bb955e0f-a357-49d8-9a18-1b9baf737b30","block_type":"box","text":"collection of these fees. As these charges are based on estimates, where the charges exceed actual transaction-related costs","page_number":51,"box":{"x":89,"y":305,"width":870,"height":12}},{"id":"48c2acb0-683d-4c36-9769-0214114a6d9a","block_type":"box","text":"and/or expenses incurred by a Fund, Fund performance could improve as a result. BlackRock has established processes to","page_number":51,"box":{"x":89,"y":320,"width":855,"height":12}},{"id":"7e57ef31-4b53-4b32-8854-e4222f504c2f","block_type":"box","text":"oversee the determination of these estimates in an effort to mitigate this conflict.","page_number":51,"box":{"x":89,"y":335,"width":566,"height":12}},{"id":"36df8010-bb39-4377-8be8-d845f2107162","block_type":"box","text":"BlackRock may maintain securities indices. To the extent permitted by applicable laws, the Funds may seek to license and use","page_number":51,"box":{"x":89,"y":361,"width":877,"height":13}},{"id":"1b4179c4-b6a2-47bc-adf1-c85f304ab9e3","block_type":"box","text":"such indices as part of their investment strategy. Index based funds that seek to track the performance of securities indices","page_number":51,"box":{"x":89,"y":376,"width":859,"height":13}},{"id":"3942bbb3-9b35-40da-a270-acd675b623f6","block_type":"box","text":"also may use the name of the index or index provider in the fund name. Index providers, including BlackRock (to the extent","page_number":51,"box":{"x":89,"y":392,"width":861,"height":12}},{"id":"ff90e802-7672-4e37-9558-3aaa5949c8de","block_type":"box","text":"permitted by applicable law), may be paid licensing fees for use of their index or index name. In instances where BlackRock","page_number":51,"box":{"x":89,"y":407,"width":859,"height":12}},{"id":"8b49dd74-d8d5-44ae-ba82-7eb195b1e675","block_type":"box","text":"charges a unitary management fee, BlackRock may have a financial incentive to use a BlackRock index that is less costly to","page_number":51,"box":{"x":89,"y":422,"width":856,"height":12}},{"id":"7c8f9603-1749-4ed1-8719-81276c385b38","block_type":"box","text":"BlackRock than a third party index. BlackRock may benefit from the Funds using BlackRock indices by creating increasing","page_number":51,"box":{"x":89,"y":437,"width":846,"height":12}},{"id":"3b846651-840d-4b3f-8c16-a1afcdb8d789","block_type":"box","text":"acceptance in the marketplace for such indices. BlackRock is not obligated to license its indices to a Fund and the Funds are","page_number":51,"box":{"x":89,"y":452,"width":867,"height":12}},{"id":"73950fda-0f1c-4c70-b065-7ba4132cb763","block_type":"box","text":"under no obligation to use BlackRock indices. 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BlackRock may also enter into contractual arrangements with","page_number":51,"box":{"x":89,"y":539,"width":853,"height":12}},{"id":"f865fdc7-9569-481f-a016-cf3f5386b6a6","block_type":"box","text":"such service providers pursuant to which BlackRock incurs additional costs if the service provider’s services are terminated","page_number":51,"box":{"x":89,"y":554,"width":858,"height":12}},{"id":"3468b244-7452-4559-9658-6ddee73398d0","block_type":"box","text":"with respect to a Fund. 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The contractual waiver may be terminated prior to the Fund’s termination only upon written agreement of the Trust and BFA.","page_number":54,"box":{"x":134,"y":97,"width":754,"height":10}},{"id":"cd082db0-7459-46d4-8c30-459fed0923ec","block_type":"box","text":"The investment advisory agreement with respect to each Fund continues in effect for two years from its effective date, and","page_number":54,"box":{"x":88,"y":121,"width":858,"height":12}},{"id":"544fa681-ae46-40c1-abb5-20bb7351835d","block_type":"box","text":"thereafter is subject to annual approval by (i) the Board, or (ii) the vote of a majority of the outstanding voting securities (as","page_number":54,"box":{"x":88,"y":136,"width":864,"height":12}},{"id":"f337a0a1-e12c-4e6b-ac2c-9f0c681c1c85","block_type":"box","text":"defined in the 1940 Act) of the applicable Fund, provided that in either event such continuance also is approved by a majority","page_number":54,"box":{"x":89,"y":151,"width":877,"height":12}},{"id":"c2536638-e78a-4301-ad54-ded5c3a64c91","block_type":"box","text":"of the Board members who are not interested persons (as defined in the 1940 Act) of the applicable Fund, by a vote cast in","page_number":54,"box":{"x":89,"y":166,"width":858,"height":12}},{"id":"aa3fdd0d-67d9-4f51-813f-60a277d0052d","block_type":"box","text":"person at a meeting called for the purpose of voting on such approval.","page_number":54,"box":{"x":89,"y":181,"width":491,"height":13}},{"id":"efa2ba51-c906-4b48-817f-e314aaa9de03","block_type":"box","text":"The investment advisory agreement with respect to each Fund is terminable without penalty, on 60 days’ notice, by the Board","page_number":54,"box":{"x":88,"y":208,"width":879,"height":12}},{"id":"3a533041-f67c-414f-bf25-8ee770d79d9f","block_type":"box","text":"or by a vote of the holders of a majority of the applicable Fund’s outstanding voting securities (as defined in the 1940 Act).","page_number":54,"box":{"x":89,"y":223,"width":858,"height":12}},{"id":"4e5a313e-5e55-45a0-b14c-1bb20f7b5e48","block_type":"box","text":"The investment advisory agreement is also terminable upon 60 days’ notice by BFA and will terminate automatically in the","page_number":54,"box":{"x":88,"y":238,"width":856,"height":12}},{"id":"3285f5fa-18bb-4c46-b36c-01bfa672a349","block_type":"box","text":"event of its assignment (as defined in the 1940 Act).","page_number":54,"box":{"x":89,"y":253,"width":365,"height":12}},{"id":"9fb112fa-e32b-4dc1-91ef-36f6089dd7e8","block_type":"box","text":"Portfolio Managers.","page_number":54,"box":{"x":89,"y":279,"width":141,"height":13}},{"id":"40f1f1aa-0e14-46bb-9685-167971200f31","block_type":"box","text":"As of October 31, 2025, the individuals named as Portfolio Managers in each Fund’s Prospectus were","page_number":54,"box":{"x":243,"y":279,"width":706,"height":13}},{"id":"87d49e96-53d0-43c6-ba79-c4511bfb9178","block_type":"box","text":"also primarily responsible for the day-to-day management of other iShares funds and certain other types of portfolios and/or","page_number":54,"box":{"x":89,"y":295,"width":877,"height":12}},{"id":"58c18f42-fce4-47dd-a0dd-c15c5678c548","block_type":"box","text":"accounts as follows:","page_number":54,"box":{"x":89,"y":310,"width":140,"height":9}},{"id":"c883407e-08b9-4836-80aa-589cb703514d","block_type":"box","text":"Jonathan Graves*","page_number":54,"box":{"x":88,"y":339,"width":126,"height":11}},{"id":"413cd525-e332-40df-b4fe-63a32f122d70","block_type":"box","text":"Types of Accounts","page_number":54,"box":{"x":88,"y":356,"width":107,"height":10}},{"id":"94de879c-7111-4f39-b2ea-7221ea9124f1","block_type":"box","text":"Number Total Assets","page_number":54,"box":{"x":677,"y":356,"width":263,"height":7}},{"id":"ca61417e-eca5-4c19-99bf-db2bdc04fc25","block_type":"box","text":"Registered Investment Companies 107 $824,995,000,000","page_number":54,"box":{"x":89,"y":376,"width":879,"height":13}},{"id":"fa261f7f-9c38-465c-8036-ecbef039ec32","block_type":"box","text":"Other Pooled Investment Vehicles 53 31,231,000,000","page_number":54,"box":{"x":89,"y":392,"width":879,"height":11}},{"id":"d640941f-10e8-4114-acf4-6a6732afbd96","block_type":"box","text":"Other Accounts 9 3,504,000,000","page_number":54,"box":{"x":89,"y":407,"width":879,"height":11}},{"id":"549c20df-df20-4cd2-8b22-ce7e76ff94a5","block_type":"box","text":"* Portfolio Manager for Term TIPS ETFs only.","page_number":54,"box":{"x":118,"y":446,"width":248,"height":10}},{"id":"9bc7cdd7-1ea0-4120-b13f-185df9ca9833","block_type":"box","text":"Jennifer Hsui*","page_number":54,"box":{"x":88,"y":472,"width":101,"height":11}},{"id":"d8c7f223-a0cf-4c17-b3a7-f0856084f7cd","block_type":"box","text":"Types of Accounts","page_number":54,"box":{"x":88,"y":489,"width":107,"height":10}},{"id":"5626b3a3-7d26-4726-94a4-e763f87685fd","block_type":"box","text":"Number Total Assets","page_number":54,"box":{"x":671,"y":489,"width":262,"height":8}},{"id":"bb572340-cc8e-42e9-861b-1ecfb889600c","block_type":"box","text":"Registered Investment Companies 372 $3,144,368,000,000","page_number":54,"box":{"x":89,"y":510,"width":879,"height":12}},{"id":"90d3d9ee-d7d4-4696-92e3-c64963225fe6","block_type":"box","text":"Other Pooled Investment Vehicles 93 96,266,000,000","page_number":54,"box":{"x":89,"y":525,"width":879,"height":11}},{"id":"a495ea30-803b-4f76-9bc2-a307c09be9b0","block_type":"box","text":"Other Accounts 0 N/A","page_number":54,"box":{"x":89,"y":540,"width":879,"height":10}},{"id":"425dba32-79bf-4285-a037-c78daec450f2","block_type":"box","text":"* Portfolio Manager for iShares iBonds 1-5 Year TIPS Ladder ETF only.","page_number":54,"box":{"x":118,"y":580,"width":386,"height":10}},{"id":"f59c2e6d-e035-4f35-915b-f4e4f14b15ad","block_type":"box","text":"James Mauro*","page_number":54,"box":{"x":88,"y":606,"width":103,"height":11}},{"id":"b12ec2e9-e813-4285-aca0-12b25d7b54ad","block_type":"box","text":"Types of Accounts","page_number":54,"box":{"x":88,"y":623,"width":107,"height":10}},{"id":"8482be3f-6fee-4ffb-8b10-a78806d7a3fb","block_type":"box","text":"Number Total Assets","page_number":54,"box":{"x":676,"y":623,"width":262,"height":8}},{"id":"13271675-76b4-4342-a90a-ae4e3bbf5dde","block_type":"box","text":"Registered Investment Companies 124 $846,568,000,000","page_number":54,"box":{"x":89,"y":644,"width":879,"height":12}},{"id":"cd3a9662-1de0-4e09-9518-b65c0f2247ee","block_type":"box","text":"Other Pooled Investment Vehicles 30 49,032,000,000","page_number":54,"box":{"x":89,"y":659,"width":879,"height":11}},{"id":"a758b9d6-4978-4b57-9c15-c2e46e631c02","block_type":"box","text":"Other Accounts 5 4,049,000,000","page_number":54,"box":{"x":89,"y":674,"width":879,"height":11}},{"id":"66a6a2c8-12f0-4b27-bd9a-d072a197d547","block_type":"box","text":"* Portfolio Manager for Term TIPS ETFs only.","page_number":54,"box":{"x":118,"y":714,"width":248,"height":9}},{"id":"bc23c4d6-3b3c-4d96-b283-7adde757a9c4","block_type":"box","text":"Peter Sietsema*","page_number":54,"box":{"x":89,"y":739,"width":114,"height":10}},{"id":"a4c8b69a-efcc-4837-81e0-16866f33452b","block_type":"box","text":"Types of Accounts","page_number":54,"box":{"x":88,"y":756,"width":107,"height":10}},{"id":"6261ef04-827b-46c2-b255-9fb82a27a89a","block_type":"box","text":"Number Total Assets","page_number":54,"box":{"x":672,"y":756,"width":263,"height":8}},{"id":"b8f4174d-b543-410a-a1d2-58525b9536bc","block_type":"box","text":"Registered Investment Companies 373 $3,145,874,000,000","page_number":54,"box":{"x":89,"y":777,"width":879,"height":12}},{"id":"f9e0c948-e3d5-4eeb-a17b-33115b7bc82e","block_type":"box","text":"Other Pooled Investment Vehicles 184 961,828,400,000","page_number":54,"box":{"x":89,"y":792,"width":879,"height":12}},{"id":"0aa5436b-5b3c-45ba-abeb-3a72add0cb75","block_type":"box","text":"Other Accounts 63 705,892,200,000","page_number":54,"box":{"x":89,"y":807,"width":879,"height":12}},{"id":"11d771e7-1e59-4c7d-aa82-108f6b562c85","block_type":"box","text":"* Portfolio Manager for iShares iBonds 1-5 Year TIPS Ladder ETF only.","page_number":54,"box":{"x":118,"y":847,"width":386,"height":10}},{"id":"a0a3dca6-6899-4854-ab98-f524ececaeb4","block_type":"box","text":"47","page_number":54,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"ea142ba2-52ac-4807-9518-0b4752c620e2","block_type":"box","text":"Marcus Tom*","page_number":55,"box":{"x":89,"y":44,"width":97,"height":10}},{"id":"8ad94c93-7d21-4c6c-92fc-2bdf71fe4dcc","block_type":"box","text":"Types of Accounts","page_number":55,"box":{"x":88,"y":61,"width":107,"height":10}},{"id":"39ca8026-8b4d-45f4-898b-f59d7d14f0ec","block_type":"box","text":"Number Total Assets","page_number":55,"box":{"x":676,"y":61,"width":263,"height":8}},{"id":"98f53960-a69d-46e7-b2dd-0b776a7b5684","block_type":"box","text":"Registered Investment Companies 107 $830,563,000,000","page_number":55,"box":{"x":89,"y":82,"width":879,"height":12}},{"id":"e343da86-7b43-4318-a14b-40387fe0881b","block_type":"box","text":"Other Pooled Investment Vehicles 8 49,525,000,000","page_number":55,"box":{"x":89,"y":97,"width":879,"height":11}},{"id":"ac0f49f5-b4a7-4415-9721-4ea6e2354a9e","block_type":"box","text":"Other Accounts 6 3,068,000,000","page_number":55,"box":{"x":89,"y":112,"width":879,"height":11}},{"id":"4bd93d48-bdb1-444d-aa0e-558b5da03ad7","block_type":"box","text":"* Portfolio Manager for Term TIPS ETFs only.","page_number":55,"box":{"x":118,"y":152,"width":248,"height":9}},{"id":"192d02e1-d211-4270-9a1a-7b0ca71ced37","block_type":"box","text":"Matt Waldron*","page_number":55,"box":{"x":89,"y":177,"width":106,"height":10}},{"id":"743cfbe4-94e3-4501-bb46-0e487c504ac2","block_type":"box","text":"Types of Accounts","page_number":55,"box":{"x":88,"y":194,"width":107,"height":10}},{"id":"1228d501-d5f8-4f11-ac7f-ba540021d422","block_type":"box","text":"Number Total Assets","page_number":55,"box":{"x":673,"y":194,"width":262,"height":8}},{"id":"923d10fc-767b-4033-b5bb-31c7ac34f8f1","block_type":"box","text":"Registered Investment Companies 366 $3,137,815,000,000","page_number":55,"box":{"x":89,"y":215,"width":879,"height":13}},{"id":"cff9831b-5092-4968-8a25-72453b9c1086","block_type":"box","text":"Other Pooled Investment Vehicles 140 384,278,000,000","page_number":55,"box":{"x":89,"y":230,"width":879,"height":12}},{"id":"bb7dd118-1fd3-47e8-a067-26c97dd6acce","block_type":"box","text":"Other Accounts 75 179,999,000,000","page_number":55,"box":{"x":89,"y":245,"width":879,"height":12}},{"id":"fdeadcd9-c4cc-45a3-a5d3-1544aef40a44","block_type":"box","text":"* Portfolio Manager for iShares iBonds 1-5 Year TIPS Ladder ETF only.","page_number":55,"box":{"x":118,"y":285,"width":386,"height":10}},{"id":"5e2c792a-7292-40f4-a5d4-2f094cc5bbb1","block_type":"box","text":"Steven White*","page_number":55,"box":{"x":88,"y":311,"width":103,"height":10}},{"id":"b2abbdc8-56df-4105-a6b7-ccb19d56257e","block_type":"box","text":"Types of Accounts","page_number":55,"box":{"x":88,"y":328,"width":107,"height":10}},{"id":"6ba6a3a8-860d-47f5-9c25-1a36a62cacc5","block_type":"box","text":"Number Total Assets","page_number":55,"box":{"x":672,"y":328,"width":262,"height":8}},{"id":"24f7bdd0-e4ce-4481-b97c-4637f6852c7d","block_type":"box","text":"Registered Investment Companies 365 $3,137,526,000,000","page_number":55,"box":{"x":89,"y":349,"width":879,"height":12}},{"id":"07bbf10b-6a2b-4453-8fcb-2e83d6bf9d86","block_type":"box","text":"Other Pooled Investment Vehicles 0 N/A","page_number":55,"box":{"x":89,"y":364,"width":879,"height":10}},{"id":"c47ae582-d5a0-4afb-b548-0617cc0e8f19","block_type":"box","text":"Other Accounts 0 N/A","page_number":55,"box":{"x":89,"y":379,"width":879,"height":10}},{"id":"7b8a8f1f-a13c-447b-a4a0-ac3973d90ed5","block_type":"box","text":"* Portfolio Manager for iShares iBonds 1-5 Year TIPS Ladder ETF only.","page_number":55,"box":{"x":118,"y":419,"width":386,"height":10}},{"id":"7d5795b8-d721-43ca-a76e-cf80123918c3","block_type":"box","text":"Pursuant to BFA policy, investment opportunities are allocated equitably among the Funds and other portfolios and accounts.","page_number":55,"box":{"x":89,"y":442,"width":877,"height":12}},{"id":"137c520f-ec93-4017-b61e-e1583e237184","block_type":"box","text":"For example, under certain circumstances, an investment opportunity may be restricted due to limited supply in the market,","page_number":55,"box":{"x":89,"y":457,"width":866,"height":12}},{"id":"a8ebed3b-00a2-4e04-b6eb-83f263c71e13","block_type":"box","text":"legal constraints or other factors, in which event the investment opportunity will be allocated equitably among those","page_number":55,"box":{"x":89,"y":472,"width":817,"height":13}},{"id":"234cca10-8663-4693-8148-5cc2f9b23a9e","block_type":"box","text":"portfolios and accounts, including the Funds, seeking such investment opportunity. As a consequence, from time to time the","page_number":55,"box":{"x":89,"y":487,"width":873,"height":13}},{"id":"4b657a96-ca69-4810-845e-2d28f8c57715","block_type":"box","text":"Funds may receive a smaller allocation of an investment opportunity than they would have if the Portfolio Managers and BFA","page_number":55,"box":{"x":89,"y":502,"width":874,"height":13}},{"id":"d07ed3e6-9ebc-48b3-a274-5f2a9c7ead23","block_type":"box","text":"and its affiliates did not manage other portfolios or accounts.","page_number":55,"box":{"x":89,"y":518,"width":427,"height":12}},{"id":"fc6a9aec-97fe-4ed2-b379-d83d5e41125b","block_type":"box","text":"Like the Funds, the other portfolios or accounts for which the Portfolio Managers are primarily responsible for the day-to-day","page_number":55,"box":{"x":89,"y":544,"width":875,"height":12}},{"id":"de02ae3e-d53b-434b-aea7-7409e21469ef","block_type":"box","text":"portfolio management generally pay an asset-based fee to BFA or its affiliates, as applicable, for its advisory services. One or","page_number":55,"box":{"x":89,"y":559,"width":866,"height":13}},{"id":"0d2927db-a0a8-44b5-a1e7-8076ae1d0209","block_type":"box","text":"more of those other portfolios or accounts, however, may pay BFA or its affiliates a performance-based fee in lieu of, or in","page_number":55,"box":{"x":89,"y":574,"width":846,"height":13}},{"id":"a50ed3a0-99de-44fc-8598-429a08ab0c3a","block_type":"box","text":"addition to, an asset-based fee for its advisory services. A portfolio or account with a performance-based fee would pay BFA","page_number":55,"box":{"x":89,"y":589,"width":866,"height":13}},{"id":"80764dc7-cde8-4c8c-b570-587197a75737","block_type":"box","text":"or its affiliates a portion of that portfolio’s or account’s gains, or would pay BFA or its affiliates more for its services than","page_number":55,"box":{"x":89,"y":605,"width":835,"height":12}},{"id":"21288634-666f-452b-8478-0a88185802bc","block_type":"box","text":"would otherwise be the case if BFA or its affiliates meets or exceeds specified performance targets. Performance-based fee","page_number":55,"box":{"x":88,"y":620,"width":857,"height":12}},{"id":"031b4daa-2881-4dbd-9e6b-0abc13e2d7b7","block_type":"box","text":"arrangements could present an incentive for BFA or its affiliates to devote greater resources, and allocate more investment","page_number":55,"box":{"x":89,"y":635,"width":856,"height":12}},{"id":"0da60580-bf9e-466d-a6dd-69910ad7b63c","block_type":"box","text":"opportunities, to the portfolios or accounts that have those fee arrangements, relative to other portfolios or accounts, in","page_number":55,"box":{"x":89,"y":650,"width":838,"height":12}},{"id":"a559c84b-7f2c-4042-9d85-84dc1a8fb1b1","block_type":"box","text":"order to earn larger fees. Although BFA and its affiliates have an obligation to allocate resources and opportunities equitably","page_number":55,"box":{"x":89,"y":665,"width":866,"height":12}},{"id":"610030c3-f97e-4f0c-affa-7a02faa1f320","block_type":"box","text":"among portfolios and accounts and intend to do so, shareholders of the Funds should be aware that, as with any group of","page_number":55,"box":{"x":89,"y":680,"width":855,"height":12}},{"id":"21c34b47-7a58-4378-b284-556ed330b970","block_type":"box","text":"portfolios and accounts managed by an investment adviser and/or its affiliates pursuant to varying fee arrangements,","page_number":55,"box":{"x":89,"y":695,"width":823,"height":13}},{"id":"536b0a8a-bded-475a-a4a0-95b728551f30","block_type":"box","text":"including performance-based fee arrangements, there is the potential for a conflict of interest, which may result in the","page_number":55,"box":{"x":89,"y":710,"width":826,"height":13}},{"id":"a225964a-9065-4b14-aa95-4643fd053794","block_type":"box","text":"Portfolio Managers’ favoring those portfolios or accounts with performance-based fee arrangements.","page_number":55,"box":{"x":89,"y":725,"width":708,"height":13}},{"id":"fe984fc0-b0c8-46b0-b5a6-02b53bc5bbe0","block_type":"box","text":"The tables below show, for each Portfolio Manager, the number of portfolios or accounts of the types set forth in the above","page_number":55,"box":{"x":88,"y":752,"width":861,"height":12}},{"id":"e7abb178-6521-4355-8a89-0549d96239fb","block_type":"box","text":"tables and the aggregate of total assets in those portfolios or accounts with respect to which the investment management","page_number":55,"box":{"x":88,"y":767,"width":858,"height":12}},{"id":"518c881c-1109-4bc3-be2c-5ac2451dc9dc","block_type":"box","text":"fees are based on the performance of those portfolios or accounts as of October 31, 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A portion of the discretionary incentive compensation for James Mauro is distributed in the","page_number":57,"box":{"x":88,"y":693,"width":869,"height":12}},{"id":"fd3ed47e-df27-48cd-9d2a-ad3b22d03cf7","block_type":"box","text":"form of deferred cash awards that notionally track the returns of select BlackRock, Inc. investment products he manages,","page_number":57,"box":{"x":88,"y":708,"width":846,"height":12}},{"id":"837a6196-774f-4970-84f2-c039494294b7","block_type":"box","text":"which provides direct alignment of portfolio manager discretionary incentive compensation with investment product results.","page_number":57,"box":{"x":88,"y":723,"width":872,"height":12}},{"id":"889eaee9-8093-4c9d-810b-28ca06a9edc3","block_type":"box","text":"Deferred cash awards vest ratably over a number of years and, once vested, settle in the form of cash.","page_number":57,"box":{"x":89,"y":738,"width":709,"height":12}},{"id":"21d6519a-9484-43ac-bb8d-57d9e7bc3d05","block_type":"box","text":"As of October 31, 2025, the Portfolio Managers did not beneficially own shares of the Funds.","page_number":57,"box":{"x":88,"y":765,"width":646,"height":12}},{"id":"cec283fb-2e10-45f0-a8c0-3d65c4c59fe9","block_type":"box","text":"Codes of Ethics.","page_number":57,"box":{"x":89,"y":791,"width":114,"height":10}},{"id":"530e1f0a-2f2f-4536-a5fa-80ab7f82c447","block_type":"box","text":"The Trust, BFA and the Distributor have adopted codes of ethics pursuant to Rule 17j-1 under the 1940 Act.","page_number":57,"box":{"x":211,"y":791,"width":751,"height":12}},{"id":"cc95a448-06aa-418f-8510-099807ca3930","block_type":"box","text":"The codes of ethics permit personnel subject to the codes of ethics to invest in securities, subject to certain limitations,","page_number":57,"box":{"x":88,"y":806,"width":833,"height":12}},{"id":"883b7860-4293-4cff-9a22-6d8c06fa53a7","block_type":"box","text":"including securities that may be purchased or held by the Funds. Each code of ethics is available by contacting BlackRock at","page_number":57,"box":{"x":89,"y":821,"width":865,"height":13}},{"id":"147edf78-7425-4a6e-b4d1-55722628c5bf","block_type":"box","text":"the telephone number on the back cover of each Fund’s Prospectus or by accessing the EDGAR Database on the SEC’s","page_number":57,"box":{"x":88,"y":836,"width":829,"height":13}},{"id":"862c8ced-4f83-4806-bc76-b644b48af201","block_type":"box","text":"Internet site at http://www.sec.gov, and copies may be obtained, after paying a duplicating fee, by e-mail at","page_number":57,"box":{"x":89,"y":851,"width":754,"height":13}},{"id":"747530b3-9f51-4e19-905f-0754e5678aa4","block_type":"box","text":"publicinfo@sec.gov.","page_number":57,"box":{"x":89,"y":867,"width":139,"height":12}},{"id":"710f6ce6-bc1d-456f-899a-71dcfbd2b89a","block_type":"box","text":"50","page_number":57,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"ccfd9f92-cc7f-41f2-bd97-1020c102e253","block_type":"box","text":"Anti-Money Laundering Requirements.","page_number":58,"box":{"x":88,"y":44,"width":282,"height":12}},{"id":"87b96cec-648e-49f2-9401-f5ffaa743087","block_type":"box","text":"The Funds are subject to the USA PATRIOT Act (the “Patriot Act”). The Patriot Act is","page_number":58,"box":{"x":379,"y":44,"width":588,"height":12}},{"id":"29027903-5739-46cc-b228-2c34e431abe4","block_type":"box","text":"intended to prevent the use of the U.S. financial system in furtherance of money laundering, terrorism or other illicit activities.","page_number":58,"box":{"x":89,"y":59,"width":877,"height":12}},{"id":"6c8ad284-74ec-49d4-940c-7cc75f8a4a66","block_type":"box","text":"Pursuant to requirements under the Patriot Act, a Fund may request information from Authorized Participants to enable it to","page_number":58,"box":{"x":89,"y":74,"width":870,"height":12}},{"id":"6bc56580-2c2b-4f5c-8d52-48667f046ebf","block_type":"box","text":"form a reasonable belief that it knows the true identity of its Authorized Participants. This information will be used to verify","page_number":58,"box":{"x":88,"y":89,"width":860,"height":13}},{"id":"986b6077-9819-457c-8530-6f7c57acaa68","block_type":"box","text":"the identity of Authorized Participants or, in some cases, the status of financial professionals; it will be used only for","page_number":58,"box":{"x":88,"y":104,"width":807,"height":13}},{"id":"970e13e0-948c-4db9-95e6-708b4e196fc2","block_type":"box","text":"compliance with the requirements of the Patriot Act.","page_number":58,"box":{"x":89,"y":119,"width":367,"height":13}},{"id":"4e13dca9-a11f-4c97-955f-cb200daeacb5","block_type":"box","text":"The Funds reserve the right to reject purchase orders from persons who have not submitted information sufficient to allow","page_number":58,"box":{"x":88,"y":146,"width":860,"height":12}},{"id":"74802028-ca30-4ba4-85c1-16efbd3c3964","block_type":"box","text":"the Fund to verify their identity. Each Fund also reserves the right to redeem any amounts in a Fund from persons whose","page_number":58,"box":{"x":88,"y":161,"width":844,"height":12}},{"id":"32efa50a-92c6-4c95-a827-669041d3839c","block_type":"box","text":"identity it is unable to verify on a timely basis. It is the Funds’ policy to cooperate fully with appropriate regulators in any","page_number":58,"box":{"x":89,"y":176,"width":839,"height":13}},{"id":"f49f6ad8-e013-4bf2-b6d8-e91a4530067f","block_type":"box","text":"investigations conducted with respect to potential money laundering, terrorism or other illicit activities.","page_number":58,"box":{"x":89,"y":191,"width":721,"height":13}},{"id":"03f1448a-25f5-4ad7-8bf0-3e68e65ecee3","block_type":"box","text":"Administrator, Custodian and Transfer Agent.","page_number":58,"box":{"x":88,"y":218,"width":329,"height":12}},{"id":"b2b2d01d-7f6a-473e-8264-1061b8b2294e","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF","page_number":58,"box":{"x":88,"y":244,"width":287,"height":10}},{"id":"6472fcb5-e08b-4f30-9de5-c3bf72dde93a","block_type":"box","text":"State Street Bank and Trust Company (“State Street”) serves as administrator, custodian and transfer agent for the above","page_number":58,"box":{"x":88,"y":271,"width":852,"height":12}},{"id":"6dcc80c0-5c60-4659-a05e-e147f0358032","block_type":"box","text":"listed Fund under the Master Services Agreement and related Service Schedule (the “Service Module”). State Street’s","page_number":58,"box":{"x":89,"y":286,"width":817,"height":12}},{"id":"cf1c25a7-6949-46da-a7d0-9bdabc5e8a3b","block_type":"box","text":"principal address is One Congress Street, Suite 1, Boston, MA 02114-2016. Pursuant to the Service Module for Fund","page_number":58,"box":{"x":89,"y":301,"width":805,"height":12}},{"id":"45dea2d1-19ca-4568-8662-c901bc603b35","block_type":"box","text":"Administration and Accounting Services with the Trust, State Street provides necessary administrative, legal, tax and","page_number":58,"box":{"x":88,"y":316,"width":816,"height":12}},{"id":"0bf2863c-97d2-4bc6-af5d-961c197b854e","block_type":"box","text":"accounting and financial reporting services for the maintenance and operations of the Trust and the Fund. In addition, State","page_number":58,"box":{"x":89,"y":331,"width":867,"height":12}},{"id":"e5ddd69f-bb1c-4ea8-895e-13b563273375","block_type":"box","text":"Street makes available the office space, equipment, personnel and facilities required to provide such services. Pursuant to the","page_number":58,"box":{"x":88,"y":346,"width":874,"height":13}},{"id":"6a0bd995-5a37-41a3-a741-1b4a65255219","block_type":"box","text":"Service Module for Custodial Services with the Trust, State Street maintains, in separate accounts, cash, securities and other","page_number":58,"box":{"x":88,"y":361,"width":869,"height":13}},{"id":"bd8b1d9c-8cba-4932-a7ab-a2fdfcfe4288","block_type":"box","text":"assets of the Trust and the Fund, keeps all necessary accounts and records and provides other services. State Street is","page_number":58,"box":{"x":89,"y":376,"width":822,"height":13}},{"id":"9b8dd75b-b0e6-4cfb-97d8-0256f8dbca9f","block_type":"box","text":"required, upon the order of the Trust, to deliver securities held by State Street and to make payments for securities purchased","page_number":58,"box":{"x":89,"y":392,"width":875,"height":12}},{"id":"5177ea53-3c3e-4dcb-9074-3c3af304282f","block_type":"box","text":"by the Trust for the Fund. State Street is authorized to appoint certain foreign custodians or foreign custody managers for","page_number":58,"box":{"x":89,"y":407,"width":850,"height":12}},{"id":"865bc566-530b-4658-9e52-c326201a73b8","block_type":"box","text":"Fund investments outside the U.S. Pursuant to the Service Module for Transfer Agency Services with the Trust, State Street","page_number":58,"box":{"x":89,"y":422,"width":858,"height":12}},{"id":"e547a5e1-d705-4808-8e8d-5f81670ca0d8","block_type":"box","text":"acts as a transfer agent for the Fund’s authorized and issued shares of beneficial interest, and as dividend disbursing agent of","page_number":58,"box":{"x":89,"y":437,"width":877,"height":12}},{"id":"d632e4ab-960c-4e0f-9088-221825816e32","block_type":"box","text":"the Trust. As compensation for these services, State Street receives certain out-of-pocket costs, transaction fees and asset","page_number":58,"box":{"x":88,"y":452,"width":861,"height":12}},{"id":"ad5f7856-e188-4ad7-a77f-80017208e041","block_type":"box","text":"based fees which are accrued daily and paid monthly by BFA. BFA pays the compensation because it has agreed to pay these","page_number":58,"box":{"x":89,"y":467,"width":871,"height":13}},{"id":"85d4c0e2-a9b5-4025-8506-e09dce88d1ed","block_type":"box","text":"operating expenses under the Investment Advisory Agreement as described therein.","page_number":58,"box":{"x":89,"y":482,"width":587,"height":13}},{"id":"7edf9e23-fd9f-4950-97fe-0d70dc191bd2","block_type":"box","text":"iShares iBonds 1-5 Year TIPS Ladder ETF","page_number":58,"box":{"x":88,"y":509,"width":294,"height":9}},{"id":"4e990a20-4c80-4f08-993d-527faf165219","block_type":"box","text":"Citibank serves as administrator, custodian and transfer agent for the above-listed Fund under the Master Services","page_number":58,"box":{"x":89,"y":535,"width":799,"height":13}},{"id":"78417f2b-f051-403a-85f2-58b7a9c0eb95","block_type":"box","text":"Agreement (the “Master Services Agreement”). Citibank’s principal address is 388 Greenwich Street, New York, NY 10013.","page_number":58,"box":{"x":88,"y":550,"width":853,"height":13}},{"id":"b68ac64c-568e-4413-8b0a-85505a54c7ec","block_type":"box","text":"Pursuant to the Master Services Agreement with the Trust, Citibank provides necessary administrative, tax and accounting","page_number":58,"box":{"x":89,"y":565,"width":857,"height":13}},{"id":"2b0bde9e-0fe7-42b5-8244-a1ec4dc952dc","block_type":"box","text":"and financial reporting services for the maintenance and operations of the Trust and the Fund. In addition, Citibank makes","page_number":58,"box":{"x":89,"y":581,"width":855,"height":12}},{"id":"7451f852-3242-4789-9ddf-b3f1abddc6b6","block_type":"box","text":"available the office space, equipment, personnel and facilities required to provide such services. Pursuant to the Master","page_number":58,"box":{"x":89,"y":596,"width":832,"height":12}},{"id":"fde2b22b-a6e6-49c1-9d47-4b039511efc8","block_type":"box","text":"Services Agreement with the Trust, Citibank maintains, in separate accounts, cash, securities and other assets of the Trust","page_number":58,"box":{"x":88,"y":611,"width":855,"height":12}},{"id":"9e32ef09-eaa4-4419-9bd9-92a19a6c68af","block_type":"box","text":"and the Fund, keeps all necessary accounts and records and provides other services. Citibank is required, upon the order of","page_number":58,"box":{"x":89,"y":626,"width":861,"height":12}},{"id":"367028b8-bab6-4600-96ef-7c40a44cf315","block_type":"box","text":"the Trust, to deliver securities held by Citibank and to make payments for securities purchased by the Trust for the Fund.","page_number":58,"box":{"x":88,"y":641,"width":841,"height":12}},{"id":"67dd7fcb-349a-4d92-87d5-b721f81ee693","block_type":"box","text":"Citibank is authorized to appoint certain foreign custodians or foreign custody managers for Fund investments outside the","page_number":58,"box":{"x":89,"y":656,"width":856,"height":13}},{"id":"37039f4a-3e5d-468a-9bdb-7812465aedbf","block_type":"box","text":"U.S. Pursuant to the Master Services Agreement with the Trust, Citibank acts as a transfer agent for the Fund’s authorized","page_number":58,"box":{"x":89,"y":671,"width":851,"height":13}},{"id":"af08f5c4-9552-4253-a5fe-b01d688edd1d","block_type":"box","text":"and issued shares of beneficial interest, and as dividend disbursing agent of the Trust. As compensation for these services,","page_number":58,"box":{"x":89,"y":686,"width":855,"height":13}},{"id":"b1e154e6-0a51-4a19-a77e-7fe4440a8930","block_type":"box","text":"Citibank receives certain out-of-pocket costs, transaction fees and asset-based fees which are accrued daily and paid","page_number":58,"box":{"x":89,"y":702,"width":818,"height":12}},{"id":"c0303315-0e8c-46bf-9aee-81936be6d675","block_type":"box","text":"monthly by BFA. BFA pays the compensation because it has agreed to pay these operating expenses under the Investment","page_number":58,"box":{"x":89,"y":717,"width":854,"height":12}},{"id":"7db21a74-2807-473a-83a6-1bbb6735aa07","block_type":"box","text":"Advisory Agreement as described therein.","page_number":58,"box":{"x":88,"y":732,"width":293,"height":12}},{"id":"2ea579f6-0d73-46b1-9a0d-111c69e63af0","block_type":"box","text":"JPMorgan serves as custodian for the iShares iBonds Oct 2034 Term TIPS ETF and iShares iBonds 1-5 Year TIPS Ladder ETF in","page_number":58,"box":{"x":88,"y":758,"width":874,"height":13}},{"id":"6fd4d707-5ce9-4e4c-80d0-666832f1709c","block_type":"box","text":"connection with certain securities lending activities under a Custody Services Agreement. JPMorgan’s principal address is","page_number":58,"box":{"x":89,"y":773,"width":848,"height":13}},{"id":"895fb548-7583-4231-8960-d81ff7a5d93d","block_type":"box","text":"383 Madison Avenue, 11","page_number":58,"box":{"x":89,"y":788,"width":169,"height":12}},{"id":"3c18cbbf-2e6a-4ce0-a2a0-f929e3c23f00","block_type":"box","text":"th","page_number":58,"box":{"x":262,"y":786,"width":10,"height":7}},{"id":"be996389-3ba4-4a47-9cd9-3a84c168caf4","block_type":"box","text":"Floor, New York, NY 10179. Pursuant to the Custody Services Agreement with BTC and the Trust,","page_number":58,"box":{"x":278,"y":788,"width":674,"height":13}},{"id":"21d0ac32-6cf7-4427-a13b-8a27ec899a3f","block_type":"box","text":"JPMorgan provides custody and related services required to facilitate securities lending by each Fund. JPMorgan maintains","page_number":58,"box":{"x":88,"y":804,"width":854,"height":12}},{"id":"66d37c8c-2196-4ed3-aaa2-fb7321961cf6","block_type":"box","text":"custody as may be necessary to facilitate Fund securities lending activity in coordination with other funds, maintains","page_number":58,"box":{"x":89,"y":819,"width":816,"height":12}},{"id":"fbc68a02-9ecb-4541-b9d9-547844a3802e","block_type":"box","text":"custodial records and provides other services. As compensation for these services, JPMorgan receives certain fees and","page_number":58,"box":{"x":89,"y":834,"width":824,"height":12}},{"id":"e1319961-4072-4951-96ef-14e03723dfce","block_type":"box","text":"expenses paid by BTC from its compensation for its services as securities lending agent.","page_number":58,"box":{"x":89,"y":849,"width":612,"height":12}},{"id":"ec1a4382-bfdb-493f-85ff-92f0d269d382","block_type":"box","text":"51","page_number":58,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"9dfd66d5-1c5d-455c-809d-506011324132","block_type":"box","text":"iShares iBonds Oct 2026 Term TIPS ETF, iShares iBonds Oct 2027 Term TIPS ETF, iShares iBonds Oct 2028 Term TIPS ETF,","page_number":59,"box":{"x":88,"y":44,"width":870,"height":11}},{"id":"47a44d84-7477-4c06-b849-28020394a2fd","block_type":"box","text":"iShares iBonds Oct 2029 Term TIPS ETF, iShares iBonds Oct 2030 Term TIPS ETF, iShares iBonds Oct 2031 Term TIPS ETF,","page_number":59,"box":{"x":88,"y":59,"width":870,"height":11}},{"id":"66fe0109-b38f-4a39-943a-919caf338ec5","block_type":"box","text":"iShares iBonds Oct 2032 Term TIPS ETF, iShares iBonds Oct 2033 Term TIPS ETF and iShares iBonds Oct 2035 Term TIPS","page_number":59,"box":{"x":88,"y":74,"width":868,"height":12}},{"id":"b64eeefc-2489-407d-a7c1-2e6cceb606a0","block_type":"box","text":"ETF","page_number":59,"box":{"x":88,"y":90,"width":28,"height":9}},{"id":"5fe52b26-3925-47e2-809b-7a8c182c847c","block_type":"box","text":"JPMorgan serves as administrator, custodian and transfer agent for the above-listed Funds under the Master Services","page_number":59,"box":{"x":88,"y":116,"width":818,"height":12}},{"id":"e86c31e1-80c1-4c8a-aec1-ad1f572fb968","block_type":"box","text":"Agreement (the “Master Services Agreement”). JPMorgan’s principal address is 383 Madison Avenue, 11","page_number":59,"box":{"x":88,"y":131,"width":729,"height":12}},{"id":"fcab4c82-a34e-4863-8b7e-7073d127371d","block_type":"box","text":"th","page_number":59,"box":{"x":821,"y":129,"width":10,"height":6}},{"id":"e2881de7-6772-4092-9bbe-92ee7e708b35","block_type":"box","text":"Floor, New York,","page_number":59,"box":{"x":837,"y":131,"width":111,"height":11}},{"id":"7c22ace2-d2d0-462b-84b1-8381e8516a22","block_type":"box","text":"NY 10179. Pursuant to the Master Services Agreement with the Trust, JPMorgan provides necessary administrative, tax and","page_number":59,"box":{"x":89,"y":146,"width":860,"height":12}},{"id":"b324dac9-91bf-42e9-be9f-0748e17598af","block_type":"box","text":"accounting and financial reporting services for the maintenance and operations of the Trust and each Fund. In addition,","page_number":59,"box":{"x":89,"y":161,"width":837,"height":12}},{"id":"48ae4915-b13a-4d4f-915b-64e5eb0393cf","block_type":"box","text":"JPMorgan makes available the office space, equipment, personnel and facilities required to provide such services. Pursuant to","page_number":59,"box":{"x":88,"y":176,"width":875,"height":13}},{"id":"1f3b355f-d05b-4b74-a756-e3e7ba1a0356","block_type":"box","text":"the Master Services Agreement with the Trust, JPMorgan maintains, in separate accounts, cash, securities and other assets of","page_number":59,"box":{"x":88,"y":191,"width":880,"height":13}},{"id":"587a5185-7c3b-4d2b-99ec-e14b5e40cc74","block_type":"box","text":"the Trust and each Fund, keeps all necessary accounts and records and provides other services. JPMorgan is required, upon","page_number":59,"box":{"x":88,"y":206,"width":862,"height":13}},{"id":"52674f03-c4b4-4f39-9562-fa647ab16b2d","block_type":"box","text":"the order of the Trust, to deliver securities held by JPMorgan and to make payments for securities purchased by the Trust for","page_number":59,"box":{"x":88,"y":222,"width":869,"height":12}},{"id":"f95f4d49-d7ca-45f1-b945-0b20b0d88a71","block_type":"box","text":"each Fund. JPMorgan is authorized to appoint certain foreign custodians or foreign custody managers for Fund investments","page_number":59,"box":{"x":89,"y":237,"width":865,"height":12}},{"id":"e4f22294-ea57-473c-bba2-be542173ad89","block_type":"box","text":"outside the U.S. Pursuant to the Master Services Agreement with the Trust, JPMorgan acts as a transfer agent for each Fund’s","page_number":59,"box":{"x":89,"y":252,"width":877,"height":12}},{"id":"e522ab3a-19bf-46c1-b080-6c2ca021db82","block_type":"box","text":"authorized and issued shares of beneficial interest, and as dividend disbursing agent of the Trust. As compensation for these","page_number":59,"box":{"x":89,"y":267,"width":871,"height":12}},{"id":"af87c89a-81d7-405d-8de6-faa4e196ff79","block_type":"box","text":"services, JPMorgan receives certain out-of-pocket costs, transaction fees and asset-based fees which are accrued daily and","page_number":59,"box":{"x":89,"y":282,"width":859,"height":12}},{"id":"db69960e-8e14-4dd1-9a91-9590697b7e72","block_type":"box","text":"paid monthly by BFA from its management fee. BFA pays the compensation because it has agreed to pay these operating","page_number":59,"box":{"x":89,"y":297,"width":845,"height":12}},{"id":"e88ca35d-c2e0-4f0b-b804-3f12e2ad2dbd","block_type":"box","text":"expenses under the Investment Advisory Agreement as described therein.","page_number":59,"box":{"x":89,"y":312,"width":516,"height":13}},{"id":"b36570f6-d9e3-4b5c-9352-5307ca608571","block_type":"box","text":"Distributor.","page_number":59,"box":{"x":89,"y":339,"width":80,"height":10}},{"id":"cec8e9dd-dcd9-4a97-8754-9016a5bf01fa","block_type":"box","text":"The Distributor’s principal address is 50 Hudson Yards, New York, NY 10001. Shares are continuously offered for","page_number":59,"box":{"x":178,"y":339,"width":783,"height":12}},{"id":"0cd41886-7fee-4d6d-bbd5-ed0255ca61be","block_type":"box","text":"sale by the Funds through the Distributor or its agent only in Creation Units, as described in the applicable Prospectus and","page_number":59,"box":{"x":89,"y":354,"width":854,"height":12}},{"id":"a1e93612-d5c4-4e08-b4ea-4986a566e30b","block_type":"box","text":"below in the","page_number":59,"box":{"x":89,"y":369,"width":85,"height":10}},{"id":"550c5a5b-3dfa-4311-9c3d-c9d1e1e005ff","block_type":"box","text":"Creation and Redemption of Creation Units","page_number":59,"box":{"x":179,"y":369,"width":300,"height":12}},{"id":"0044754a-fa4f-4bf5-9e03-718fe8147b61","block_type":"box","text":"section of this SAI. Fund shares in amounts less than Creation Units","page_number":59,"box":{"x":484,"y":369,"width":473,"height":10}},{"id":"3e58908d-9d0c-47f6-a469-c593357251bf","block_type":"box","text":"are generally not distributed by the Distributor or its agent. The Distributor or its agent will arrange for the delivery of the","page_number":59,"box":{"x":89,"y":384,"width":845,"height":12}},{"id":"dbb35f88-c4fd-4ec5-a925-b531e718edb8","block_type":"box","text":"applicable Prospectus and, upon request, this SAI to persons purchasing Creation Units and will maintain records of both","page_number":59,"box":{"x":89,"y":399,"width":846,"height":13}},{"id":"db526f90-6744-44e7-b72b-ab0f1806c881","block_type":"box","text":"orders placed with it or its agents and confirmations of acceptance furnished by it or its agents. The Distributor is a broker","page_number":59,"box":{"x":89,"y":414,"width":861,"height":13}},{"id":"8594fe95-7804-4b4e-85b6-7ca36c981ac7","block_type":"box","text":"dealer registered under the Securities Exchange Act of 1934, as amended (the “1934 Act”), and a member of the Financial","page_number":59,"box":{"x":89,"y":429,"width":852,"height":13}},{"id":"9e6e276e-cbb9-462e-9504-af0fee2dd27d","block_type":"box","text":"Industry Regulatory Authority, Inc. (“FINRA”). The Distributor is also licensed as a broker-dealer in all 50 U.S. states, as well as","page_number":59,"box":{"x":89,"y":445,"width":876,"height":12}},{"id":"c2215e08-0d24-43b7-9ba5-07f0fa9b4f11","block_type":"box","text":"in Puerto Rico, the U.S. Virgin Islands and the District of Columbia.","page_number":59,"box":{"x":89,"y":460,"width":462,"height":12}},{"id":"ce9b92db-6794-41cd-936a-aff21a56ecaa","block_type":"box","text":"The Distribution Agreement for each Fund provides that it may be terminated at any time, without the payment of any","page_number":59,"box":{"x":88,"y":486,"width":829,"height":12}},{"id":"8a3a526e-0ff2-40f5-a82a-77ca065dd5b3","block_type":"box","text":"penalty, on at least 60 days’ prior written notice to the other party following (i) the vote of a majority of the Independent","page_number":59,"box":{"x":89,"y":501,"width":840,"height":13}},{"id":"65a6bf90-5b5b-4c62-93a8-5fb832c94e72","block_type":"box","text":"Trustees, or (ii) the vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the relevant Fund.","page_number":59,"box":{"x":88,"y":516,"width":861,"height":13}},{"id":"7ea238d5-c96e-4e5d-b943-c62d0e54ff51","block_type":"box","text":"The Distribution Agreement will terminate automatically in the event of its assignment (as defined in the 1940 Act).","page_number":59,"box":{"x":88,"y":531,"width":811,"height":13}},{"id":"507b7e84-6b16-4691-b44f-8116e0766057","block_type":"box","text":"The Distributor may also enter into agreements with securities dealers (“Soliciting Dealers”) who will solicit purchases of","page_number":59,"box":{"x":88,"y":558,"width":848,"height":12}},{"id":"fcf60a8c-ed22-4b8a-b47e-fdfb27884b4a","block_type":"box","text":"Creation Units of Fund shares. Such Soliciting Dealers may also be Authorized Participants (as described below), Depository","page_number":59,"box":{"x":89,"y":573,"width":866,"height":12}},{"id":"715ff771-59fc-419e-b96d-479162a3a956","block_type":"box","text":"Trust Company (“DTC”) participants and/or investor services organizations.","page_number":59,"box":{"x":88,"y":588,"width":530,"height":12}},{"id":"b2938368-c680-4a6e-9207-3ef4bb26fd8d","block_type":"box","text":"BFA or its affiliates may, from time to time and from its own resources, pay, defray or absorb costs relating to distribution,","page_number":59,"box":{"x":89,"y":615,"width":847,"height":12}},{"id":"12e980ed-a8ba-4093-83de-d16292e22302","block_type":"box","text":"including payments out of its own resources to the Distributor, or to otherwise promote the sale of shares.","page_number":59,"box":{"x":89,"y":630,"width":743,"height":12}},{"id":"f4c000de-614a-4368-aafe-99993e3c0e1f","block_type":"box","text":"Securities Lending.","page_number":59,"box":{"x":88,"y":656,"width":137,"height":13}},{"id":"a87ef891-7f02-4809-946f-2d00d6b4392f","block_type":"box","text":"To the extent that a Fund engages in securities lending, each Fund conducts its securities lending","page_number":59,"box":{"x":234,"y":656,"width":681,"height":13}},{"id":"8b404d49-516f-45cf-bc15-ea071ab3d056","block_type":"box","text":"pursuant to SEC exemptive relief, and BTC acts as securities lending agent for the Funds, subject to the overall supervision of","page_number":59,"box":{"x":89,"y":671,"width":872,"height":13}},{"id":"1aea9fce-45d1-482d-b389-3afcf08a0d28","block_type":"box","text":"BFA, pursuant to a written agreement (the “Securities Lending Agency Agreement”).","page_number":59,"box":{"x":89,"y":686,"width":592,"height":13}},{"id":"dc4d14ca-2dc7-4030-8340-ddd9f9921509","block_type":"box","text":"Each Fund retains a portion of the securities lending income and remits the remaining portion to BTC as compensation for its","page_number":59,"box":{"x":89,"y":713,"width":876,"height":12}},{"id":"e4472d3a-7e78-4bf8-8660-2e48a9a6110b","block_type":"box","text":"services as securities lending agent. Securities lending income is generally equal to the total of income earned from the","page_number":59,"box":{"x":89,"y":728,"width":833,"height":12}},{"id":"a421163e-1442-4f43-b1c5-b1ec75165500","block_type":"box","text":"reinvestment of cash collateral (and excludes collateral investment fees as defined below), and any fees or other payments to","page_number":59,"box":{"x":89,"y":743,"width":874,"height":12}},{"id":"745956c9-3665-44c9-bdca-65e2328475ab","block_type":"box","text":"and from borrowers of securities. As securities lending agent, BTC bears all operational costs directly related to securities","page_number":59,"box":{"x":89,"y":758,"width":844,"height":13}},{"id":"c51ccac2-dedf-4f75-a516-076be573e0d2","block_type":"box","text":"lending, including custodial costs of JPMorgan. Each Fund is responsible for fees in connection with the investment of cash","page_number":59,"box":{"x":89,"y":773,"width":859,"height":13}},{"id":"59b89d7f-6415-49d7-bf80-0fdfc53473f1","block_type":"box","text":"collateral received for securities on loan in a money market fund managed by BFA (the “collateral investment fees”); however,","page_number":59,"box":{"x":89,"y":788,"width":874,"height":13}},{"id":"3e0aef71-3fcd-4c4a-ab86-22a2acab2335","block_type":"box","text":"BTC has agreed to reduce the amount of securities lending income it receives in order to effectively limit the collateral","page_number":59,"box":{"x":89,"y":804,"width":820,"height":12}},{"id":"144f8c2c-5d55-46e3-9b87-d04fd3c34322","block_type":"box","text":"investment fees the Fund bears to an annual rate of 0.04%. Such money market fund shares will not be subject to a sales","page_number":59,"box":{"x":89,"y":819,"width":846,"height":12}},{"id":"aa20d6f3-1b1c-406b-9c53-f87e18fa84c4","block_type":"box","text":"load, redemption fee, distribution fee or service fee.","page_number":59,"box":{"x":89,"y":834,"width":357,"height":12}},{"id":"426ac2fa-2600-4ec3-9822-a228ef083e17","block_type":"box","text":"52","page_number":59,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"8259c009-fbb9-489e-9fcd-cc6f83fb1085","block_type":"box","text":"To the extent that a Fund invests cash collateral in a non-government money market fund, the Fund may be subject to a","page_number":60,"box":{"x":88,"y":44,"width":841,"height":12}},{"id":"8c8f00fd-c34c-4142-809b-b5657ba5e310","block_type":"box","text":"discretionary liquidity fee of up to 2% on all redemptions. Discretionary liquidity fees may be imposed or terminated at any","page_number":60,"box":{"x":89,"y":59,"width":858,"height":12}},{"id":"341ffb75-a7b3-4b63-8814-ae5f78be73c8","block_type":"box","text":"time at the discretion of the board of directors of the money market fund, or its delegate, if it is determined that such fee","page_number":60,"box":{"x":88,"y":74,"width":844,"height":12}},{"id":"4d0b2f03-b039-4807-b555-56a4f3a53471","block_type":"box","text":"would be, or would not be, respectively, in the best interest of the money market fund. Additionally, a Fund will be subject to","page_number":60,"box":{"x":88,"y":89,"width":868,"height":13}},{"id":"00771d73-9c8c-4e8b-98ef-f6fb8d6bb0f5","block_type":"box","text":"a mandatory liquidity fee if the money market fund’s total net redemptions on a single day exceed 5% of the money market","page_number":60,"box":{"x":89,"y":104,"width":865,"height":13}},{"id":"b4e48f9f-f59a-4f3d-9260-11dbe97d4190","block_type":"box","text":"fund’s net assets, unless the liquidity costs are de minimis (","page_number":60,"box":{"x":88,"y":119,"width":415,"height":13}},{"id":"e2c8a628-1e0a-48bb-9604-f486687ce7dd","block_type":"box","text":"i.e","page_number":60,"box":{"x":504,"y":120,"width":15,"height":9}},{"id":"5bc58322-a1ee-4ca4-9a95-96f10df9d4a7","block_type":"box","text":"., less than one basis point (0.01%)). The money market fund","page_number":60,"box":{"x":520,"y":119,"width":429,"height":13}},{"id":"417cccb1-5429-478c-b62a-a501d1e593d2","block_type":"box","text":"will determine the size of the mandatory liquidity fee by making a good faith estimate of certain costs the money market fund","page_number":60,"box":{"x":88,"y":135,"width":879,"height":12}},{"id":"c089cf59-a225-4186-b39e-a3807e538e55","block_type":"box","text":"would incur if it were to sell a pro rata amount of each security in the portfolio to satisfy the amount of net redemptions on","page_number":60,"box":{"x":88,"y":150,"width":861,"height":12}},{"id":"48f4ca53-7651-41bc-ae8c-4f065598258f","block_type":"box","text":"that day. There is no limit to the size of a mandatory liquidity fee. If the money market fund cannot estimate the costs of","page_number":60,"box":{"x":88,"y":165,"width":841,"height":12}},{"id":"d23a92cb-56a8-46a2-a4ce-06407f881256","block_type":"box","text":"selling a pro rata amount of each portfolio security in good faith and supported by data, it is required to apply a default","page_number":60,"box":{"x":89,"y":180,"width":831,"height":12}},{"id":"9b2f45c0-b25e-4030-8959-fa49203720c4","block_type":"box","text":"liquidity fee of 1% on the value of shares redeemed on that day. The imposition of any such discretionary or mandatory","page_number":60,"box":{"x":89,"y":195,"width":835,"height":12}},{"id":"7601089a-9ba1-468a-912a-2532a3e382c0","block_type":"box","text":"liquidity fee would reduce the Fund’s returns on securities lending.","page_number":60,"box":{"x":89,"y":210,"width":464,"height":13}},{"id":"36fb1fcd-d005-4483-ae92-721eb4e62d16","block_type":"box","text":"Under the securities lending program, the Funds are categorized into one of several specific asset classes. The determination","page_number":60,"box":{"x":89,"y":237,"width":871,"height":12}},{"id":"3ad45c70-bf01-4a71-b24f-a86b93f0e745","block_type":"box","text":"of a Fund’s asset class category (fixed-income, domestic equity, international equity or fund-of-funds), each of which may be","page_number":60,"box":{"x":89,"y":252,"width":877,"height":12}},{"id":"f39176b3-629c-4f83-ad49-b4f2b20d7872","block_type":"box","text":"subject to a different fee arrangement, is based on a methodology agreed to by the Trust and BTC.","page_number":60,"box":{"x":89,"y":267,"width":685,"height":12}},{"id":"bfb957e6-592c-4d50-9b23-50d762f7e0c8","block_type":"box","text":"Pursuant to the current Securities Lending Agency Agreement:","page_number":60,"box":{"x":89,"y":293,"width":439,"height":13}},{"id":"74d265d6-3d72-4150-b9c6-0f2be0c1f7de","block_type":"box","text":"(i) fixed-income funds, such as the Funds, retain 82% of securities lending income (which excludes collateral investment","page_number":60,"box":{"x":89,"y":320,"width":845,"height":12}},{"id":"517bd773-465e-4847-a99e-dff8b8234042","block_type":"box","text":"fees), and (ii) this amount can never be less than 70% of the sum of securities lending income plus collateral investment fees.","page_number":60,"box":{"x":88,"y":335,"width":879,"height":12}},{"id":"80973cf6-6326-4fcb-af84-035d26f3d392","block_type":"box","text":"In addition, commencing the business day following the date that the aggregate securities lending income (which includes,","page_number":60,"box":{"x":89,"y":361,"width":863,"height":13}},{"id":"6bdf7fba-9915-4bc8-a645-13d70f699187","block_type":"box","text":"for this purpose, collateral investment fees) earned across the iShares Complex (as defined in the","page_number":60,"box":{"x":88,"y":376,"width":679,"height":13}},{"id":"74c7950a-550e-49fd-bcf1-51c8942ed8f9","block_type":"box","text":"Management — Trustees","page_number":60,"box":{"x":772,"y":377,"width":178,"height":12}},{"id":"29f5482d-1396-4f3c-a221-684e7d5acae0","block_type":"box","text":"and Officers","page_number":60,"box":{"x":88,"y":392,"width":84,"height":11}},{"id":"45b01166-9f33-472a-88b3-e96fe1c73791","block_type":"box","text":"section of this SAI) in a calendar year exceeds specified thresholds, each applicable fixed-income fund, pursuant","page_number":60,"box":{"x":177,"y":392,"width":786,"height":12}},{"id":"1c92c624-6a6a-4019-8890-906681cb4f47","block_type":"box","text":"to the current Securities Lending Agency Agreement, will receive for the remainder of that calendar year securities lending","page_number":60,"box":{"x":88,"y":407,"width":856,"height":12}},{"id":"c9235618-53b7-4ac7-a936-2c05a5324132","block_type":"box","text":"income as follows:","page_number":60,"box":{"x":89,"y":422,"width":128,"height":10}},{"id":"e8ed0483-cef4-4fc9-8844-ad00fa12c793","block_type":"box","text":"(i) 85% of securities lending income (which excludes collateral investment fees) and (ii) this amount can never be less than","page_number":60,"box":{"x":89,"y":448,"width":862,"height":13}},{"id":"437975c4-78a9-449e-8014-86593f6fae5b","block_type":"box","text":"70% of the sum of securities lending income plus collateral investment fees.","page_number":60,"box":{"x":89,"y":463,"width":532,"height":13}},{"id":"3fa6d304-221a-4891-b2cc-59ed225d2b00","block_type":"box","text":"The services provided to the Funds by BTC in the most recent fiscal year ended October 31, 2025 primarily included the","page_number":60,"box":{"x":88,"y":490,"width":834,"height":12}},{"id":"ff323cd3-5924-4128-acd6-1efb21895b69","block_type":"box","text":"following:","page_number":60,"box":{"x":88,"y":505,"width":68,"height":12}},{"id":"959e9485-2183-45a3-9ae6-392caca01437","block_type":"box","text":"(1) selecting borrowers from an approved list of borrowers and executing a securities lending agreement as agent on","page_number":60,"box":{"x":109,"y":531,"width":817,"height":13}},{"id":"ccb88a72-1aca-44d0-b89e-4adf39e33fcc","block_type":"box","text":"behalf of the Funds with each such borrower;","page_number":60,"box":{"x":109,"y":547,"width":316,"height":11}},{"id":"47babd50-42ad-4051-b2c8-167342053fe7","block_type":"box","text":"(2) negotiating the terms of securities loans, including the amount of fees;","page_number":60,"box":{"x":109,"y":573,"width":519,"height":12}},{"id":"7aaf960b-bb59-48e9-a7ef-2ab0ef523432","block_type":"box","text":"(3) directing the delivery of loaned securities;","page_number":60,"box":{"x":109,"y":599,"width":314,"height":13}},{"id":"875ef5c2-57cf-4002-b22f-f482679eac34","block_type":"box","text":"(4) monitoring the daily value of the loaned securities and directing the payment of additional collateral or the return of","page_number":60,"box":{"x":109,"y":626,"width":836,"height":12}},{"id":"48485a7d-3a4b-4358-a88c-48bfbb2dbd45","block_type":"box","text":"excess collateral, as necessary;","page_number":60,"box":{"x":108,"y":641,"width":214,"height":12}},{"id":"7d5fff78-2c7b-40ff-b79e-e9b349389b94","block_type":"box","text":"(5) investing cash collateral received in connection with any loaned securities;","page_number":60,"box":{"x":109,"y":668,"width":543,"height":12}},{"id":"c3a74397-474e-46af-9550-272e28c9a236","block_type":"box","text":"(6) monitoring distributions on loaned securities (for example, interest and dividend activity);","page_number":60,"box":{"x":109,"y":694,"width":652,"height":12}},{"id":"eace8c55-7a27-4297-a640-5a4180c8a414","block_type":"box","text":"(7) in the event of default by a borrower with respect to any securities loan, using the collateral or the proceeds of the","page_number":60,"box":{"x":109,"y":720,"width":821,"height":13}},{"id":"19d7dd3c-f6b7-4757-8c0a-bb8263f04a71","block_type":"box","text":"liquidation of collateral to purchase replacement securities of the same issue, type, class and series as that of the loaned","page_number":60,"box":{"x":109,"y":736,"width":839,"height":12}},{"id":"b5fd4fb2-c9f7-45d3-ac29-004a418016a0","block_type":"box","text":"securities; and","page_number":60,"box":{"x":108,"y":751,"width":100,"height":11}},{"id":"cda38f96-1456-4918-b70f-506727979456","block_type":"box","text":"(8) terminating securities loans and arranging for the return of loaned securities to the Funds at loan termination.","page_number":60,"box":{"x":109,"y":777,"width":793,"height":12}},{"id":"3a763712-5357-40fa-9988-d54ef8cab642","block_type":"box","text":"The following tables show the dollar amounts of income and fees/compensation related to the securities lending activities of","page_number":60,"box":{"x":88,"y":804,"width":878,"height":12}},{"id":"c97a39ea-3b5c-40c5-b107-894e57fbc57d","block_type":"box","text":"each Fund during its most recent fiscal year ended October 31, 2025.","page_number":60,"box":{"x":89,"y":819,"width":481,"height":12}},{"id":"26b75fe4-b761-4ff0-85e0-6630e546c9c8","block_type":"box","text":"53","page_number":60,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"b6c4fddc-0f37-4e9c-a76d-d80d134ff6be","block_type":"box","text":"Fund","page_number":61,"box":{"x":89,"y":55,"width":27,"height":7}},{"id":"2e091d01-690c-4248-a095-8cb365f1b6b8","block_type":"box","text":"iShares iBonds 1-5","page_number":61,"box":{"x":474,"y":45,"width":106,"height":7}},{"id":"9cad975f-6263-448f-a81d-6b9765a0bdb7","block_type":"box","text":"Year TIPS Ladder ETF","page_number":61,"box":{"x":466,"y":55,"width":122,"height":7}},{"id":"feace2c7-7ee4-4357-a661-f6f4c4edf306","block_type":"box","text":"iShares iBonds Oct 2026","page_number":61,"box":{"x":638,"y":45,"width":140,"height":7}},{"id":"1e001969-4b97-45d4-9abc-ed971ef86db8","block_type":"box","text":"Term TIPS ETF","page_number":61,"box":{"x":666,"y":55,"width":84,"height":7}},{"id":"d3707d01-1650-4f14-92fd-c78210e7ab9f","block_type":"box","text":"iShares iBonds Oct 2027","page_number":61,"box":{"x":828,"y":45,"width":140,"height":7}},{"id":"bdbc9bf5-deb6-419b-b35b-797c1692a464","block_type":"box","text":"Term TIPS ETF","page_number":61,"box":{"x":856,"y":55,"width":84,"height":7}},{"id":"2ecb5cd6-0f75-4c52-b2a5-81557600966a","block_type":"box","text":"Gross income from","page_number":61,"box":{"x":89,"y":72,"width":136,"height":10}},{"id":"3f0133e2-939e-41a6-9921-e0eb16420b82","block_type":"box","text":"securities","page_number":61,"box":{"x":105,"y":88,"width":68,"height":9}},{"id":"965714a9-d571-418b-af1b-7bf99b2b726a","block_type":"box","text":"lending activities","page_number":61,"box":{"x":105,"y":102,"width":121,"height":13}},{"id":"f4fda1c1-446d-4781-bb5f-f5ae751dcb76","block_type":"box","text":"N/A N/A $655","page_number":61,"box":{"x":513,"y":72,"width":403,"height":11}},{"id":"5ccfa57e-c475-4058-a754-7f58905b48a6","block_type":"box","text":"Fees and/or compensation","page_number":61,"box":{"x":88,"y":137,"width":188,"height":12}},{"id":"e6508416-2fd7-4cdf-8385-276f897a2b6d","block_type":"box","text":"for securities lending","page_number":61,"box":{"x":104,"y":152,"width":145,"height":13}},{"id":"08c507c1-6a0f-4ff4-a0b6-2fd5e8c91498","block_type":"box","text":"activities and","page_number":61,"box":{"x":105,"y":167,"width":92,"height":10}},{"id":"33f08325-ad00-463b-b8c1-b71b42365e28","block_type":"box","text":"related services","page_number":61,"box":{"x":104,"y":182,"width":108,"height":10}},{"id":"dce2ab58-2222-4154-95a9-9d8500aea613","block_type":"box","text":"Securities lending","page_number":61,"box":{"x":118,"y":215,"width":123,"height":13}},{"id":"0a3e1078-a9d0-45ec-b896-c96bc6fc8180","block_type":"box","text":"income paid 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Payments of the type described above are","page_number":65,"box":{"x":89,"y":256,"width":868,"height":12}},{"id":"1a6a5565-e4ad-4bad-9f95-a827df907ff5","block_type":"box","text":"sometimes referred to as revenue-sharing payments.","page_number":65,"box":{"x":89,"y":271,"width":369,"height":12}},{"id":"08fd241e-4b95-4e93-b3a3-ff90c9c3a2b3","block_type":"box","text":"Payments to an Intermediary may be significant to the Intermediary, and amounts that Intermediaries pay to your","page_number":65,"box":{"x":89,"y":297,"width":795,"height":12}},{"id":"52bdf4f0-d90b-4cf7-b140-e0ec27271b1c","block_type":"box","text":"salesperson or other investment professional may also be significant for your salesperson or other investment professional.","page_number":65,"box":{"x":89,"y":312,"width":861,"height":13}},{"id":"dee82fcd-4e83-4d43-bf68-3cfbf9719650","block_type":"box","text":"Because an Intermediary may make decisions about which investment options it will recommend or make available to its","page_number":65,"box":{"x":89,"y":327,"width":845,"height":13}},{"id":"6ee521a6-b388-46f4-a1b6-9a9af6b4f690","block_type":"box","text":"clients, what services to provide for various products or what marketing content to make available to its clients based on","page_number":65,"box":{"x":89,"y":342,"width":842,"height":13}},{"id":"3ae00dea-4a92-4670-a950-73a832791b1f","block_type":"box","text":"payments it receives or is eligible to receive, such payments may create conflicts of interest between the Intermediary and its","page_number":65,"box":{"x":89,"y":358,"width":871,"height":12}},{"id":"a0f39e04-226c-4b09-ab93-1e09f92a0af7","block_type":"box","text":"clients. These financial incentives may cause the Intermediary to recommend the Fund or other Products or otherwise","page_number":65,"box":{"x":89,"y":373,"width":827,"height":12}},{"id":"03ebb4ae-9891-4ba4-b815-a92434323bb7","block_type":"box","text":"promote the Fund or other Products over other investments. The same conflicts of interest and financial incentives exist with","page_number":65,"box":{"x":89,"y":388,"width":874,"height":12}},{"id":"280510f6-7383-4855-b0b5-f874579704f9","block_type":"box","text":"respect to your salesperson or other investment professional if he or she receives similar payments from his or her","page_number":65,"box":{"x":89,"y":403,"width":798,"height":12}},{"id":"af3a8d93-85c7-4a5c-9c9d-94b962424d39","block_type":"box","text":"Intermediary firm.","page_number":65,"box":{"x":89,"y":418,"width":125,"height":12}},{"id":"63a5b7a8-8d2f-4811-834d-ef20a862fe5c","block_type":"box","text":"In addition to the payments described above, BFA Entities have developed proprietary tools, calculators and related","page_number":65,"box":{"x":89,"y":445,"width":802,"height":12}},{"id":"13a71182-b8cf-4c31-b1ba-e03310c521a1","block_type":"box","text":"interactive or digital content that is made available through the www.blackrock.com website at no additional cost to","page_number":65,"box":{"x":89,"y":460,"width":812,"height":12}},{"id":"be358520-be3d-498e-ae6b-5c28f69f2910","block_type":"box","text":"Intermediaries. BlackRock may configure these tools and calculators and localize the content for Intermediaries as part of its","page_number":65,"box":{"x":89,"y":475,"width":868,"height":12}},{"id":"82460dfa-ea16-419c-af9a-301651642c58","block_type":"box","text":"customary digital marketing support and promotion of the Fund or other Products.","page_number":65,"box":{"x":89,"y":490,"width":581,"height":12}},{"id":"c93da8db-a52c-45e3-bdd4-d13bf3a19289","block_type":"box","text":"As of March 1, 2013, BFA Entities have contractual arrangements to make payments (in addition to payments for Education","page_number":65,"box":{"x":88,"y":516,"width":862,"height":13}},{"id":"18b57a19-e416-4fae-b08b-a517ccf56182","block_type":"box","text":"Costs or Publishing Costs) to one Intermediary, Fidelity Brokerage Services LLC (“FBS”). Effective June 4, 2016, this","page_number":65,"box":{"x":89,"y":531,"width":795,"height":13}},{"id":"8055892b-1bf9-4192-9345-a4f4570aa4b6","block_type":"box","text":"relationship was expanded to include National Financial Services, LLC (“NFS”), an affiliate of FBS. Pursuant to this special,","page_number":65,"box":{"x":89,"y":547,"width":847,"height":12}},{"id":"c10d7b28-a2c5-4667-b63d-ab31eed3edf3","block_type":"box","text":"long-term and significant arrangement (the “Marketing Program”), FBS, NFS and certain of their affiliates (collectively","page_number":65,"box":{"x":89,"y":562,"width":824,"height":12}},{"id":"bac95a57-6ad9-4a5d-b6ad-8b79dbcade26","block_type":"box","text":"“Fidelity”) have agreed, among other things, to actively promote certain funds and Products to customers, investment","page_number":65,"box":{"x":89,"y":577,"width":826,"height":12}},{"id":"606f1e7f-a98c-49e3-a053-bb8a7b745af1","block_type":"box","text":"professionals and other intermediaries and in advertising campaigns as the preferred exchange-traded product, to offer","page_number":65,"box":{"x":89,"y":592,"width":835,"height":12}},{"id":"f89bc959-ffa8-4660-b9f2-46367618f39f","block_type":"box","text":"certain funds and Products in certain Fidelity platforms and investment programs, in some cases at a waived or reduced","page_number":65,"box":{"x":89,"y":607,"width":838,"height":12}},{"id":"dd02e048-3122-40a4-99fc-ae0d6f9aa041","block_type":"box","text":"commission rate or ticket charge, and to provide marketing data to BFA Entities. BFA Entities have agreed to facilitate the","page_number":65,"box":{"x":89,"y":622,"width":844,"height":12}},{"id":"4c24c8ad-58cb-4672-bcfa-3ddb519b4a10","block_type":"box","text":"Marketing Program by, among other things, making certain payments to FBS and NFS for marketing and implementing","page_number":65,"box":{"x":89,"y":637,"width":831,"height":13}},{"id":"d70cf29c-d290-4df1-aad7-f756c2cbedfe","block_type":"box","text":"certain brokerage and investment programs. Upon termination of the arrangement, the BFA Entities will make additional","page_number":65,"box":{"x":89,"y":652,"width":840,"height":13}},{"id":"9f36c48a-3f19-4880-a412-40f9952f946f","block_type":"box","text":"payments to FBS and/or NFS based upon a number of criteria, including the overall success of the Marketing Program and","page_number":65,"box":{"x":89,"y":668,"width":856,"height":12}},{"id":"ae6b70be-b829-4da6-b18e-c99ad843bbf1","block_type":"box","text":"the level of services provided by FBS and NFS during the wind-down period.","page_number":65,"box":{"x":88,"y":683,"width":529,"height":12}},{"id":"78ddada9-96a5-4cbf-ba96-ac7fc8bb699d","block_type":"box","text":"In addition, BFA Entities have entered into other contractual arrangements with Intermediaries and certain other third parties","page_number":65,"box":{"x":89,"y":709,"width":873,"height":12}},{"id":"52908de0-4a3a-4bef-b09a-03226b01dcef","block_type":"box","text":"that the BFA Entities believe may benefit the business of the BFA Entities or facilitate investment in the Fund or certain","page_number":65,"box":{"x":88,"y":724,"width":824,"height":13}},{"id":"9430f62b-f28b-40c5-9e7a-a4f7c7923332","block_type":"box","text":"Products. Such agreements can include payments by BFA Entities to such Intermediaries and third parties for data collection","page_number":65,"box":{"x":89,"y":739,"width":868,"height":13}},{"id":"437f0a9d-e68e-4207-be33-c849a130333b","block_type":"box","text":"and provision, technology support, platform enhancement, or educational content, co-marketing and cross-promotional","page_number":65,"box":{"x":89,"y":754,"width":844,"height":13}},{"id":"f46a6d79-43ee-468e-a216-1e107b86c73e","block_type":"box","text":"efforts. In certain cases, such payments to Intermediaries are subject to certain minimum payment levels or tiered payments.","page_number":65,"box":{"x":89,"y":770,"width":871,"height":12}},{"id":"485a5a13-56e5-48e4-8ec1-e18714daa014","block_type":"box","text":"With respect to certain funds and Products, payments by the BFA Entities may take the form of, among other things, “due","page_number":65,"box":{"x":88,"y":785,"width":850,"height":12}},{"id":"3c0d59ba-7ff1-437b-8773-1a49695490b8","block_type":"box","text":"diligence” payments for an Intermediary’s review of such funds and Products; payment for providing employee training and","page_number":65,"box":{"x":89,"y":800,"width":863,"height":12}},{"id":"009d2552-ae2d-4dae-bf12-fcd411ca3eb3","block_type":"box","text":"information relating to such funds and Products; fees for access (in some cases on a preferential basis) to an Intermediary’s","page_number":65,"box":{"x":89,"y":815,"width":864,"height":12}},{"id":"151a706f-1d7b-4454-a986-946d82c36aa9","block_type":"box","text":"registered representatives, salespersons or other personnel, fees for maintaining an Intermediary’s investor platform, “shelf","page_number":65,"box":{"x":89,"y":830,"width":861,"height":12}},{"id":"e93768ce-bdcc-47d6-99ed-838a7cfdf860","block_type":"box","text":"space” payments for making such funds and Products available on the Intermediary’s platform or fees for providing","page_number":65,"box":{"x":89,"y":845,"width":807,"height":12}},{"id":"192e8975-c826-4781-b19a-d2d2b85be74a","block_type":"box","text":"assistance in promoting the sale of such funds and Products. In such cases, the payments to Intermediaries may be tiered or","page_number":65,"box":{"x":89,"y":860,"width":871,"height":13}},{"id":"df201bff-4d4c-40b1-bc5f-d48ba97100a1","block_type":"box","text":"58","page_number":65,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"acdb75f5-cd21-448e-8475-73b1fc440232","block_type":"box","text":"based on a percentage of the value of the funds and Products held by customers of the applicable Intermediary and may also","page_number":66,"box":{"x":89,"y":44,"width":875,"height":12}},{"id":"6a38f9e7-51f6-4b8a-acc8-dc5ce044aa37","block_type":"box","text":"be subject to minimum payment levels. Payments made pursuant to such arrangements may vary in any year and may be","page_number":66,"box":{"x":89,"y":59,"width":851,"height":12}},{"id":"6c422658-76e1-42d2-96b0-c13c8b082c05","block_type":"box","text":"different for different Intermediaries and third parties and may reflect different services provided. As of the date of this SAI,","page_number":66,"box":{"x":89,"y":74,"width":855,"height":12}},{"id":"6d353b92-7122-48bf-8b7e-e4dc59cb3f01","block_type":"box","text":"the Intermediaries and other third parties (or their respective affiliates) receiving one or more types of the contractual","page_number":66,"box":{"x":88,"y":89,"width":821,"height":13}},{"id":"1850de93-5546-452f-8576-b3f814fb9a67","block_type":"box","text":"payments described above include (in addition to FBS and NFS): &Partners, Advisor Credit Exchange, AE Wealth","page_number":66,"box":{"x":89,"y":104,"width":780,"height":13}},{"id":"fde626c0-15b0-4080-8efd-f7a17a6ff712","block_type":"box","text":"Management, LLC, American Enterprise Investment Services, Inc., Avantax Investment Services, Inc., BNY Mellon Capital","page_number":66,"box":{"x":89,"y":119,"width":839,"height":13}},{"id":"1870775d-c109-4011-b960-b653ce0ed36d","block_type":"box","text":"Markets, LLC, BNY Mellon Performance & Risk Analytics, LLC, Cetera Financial Group, Inc., Charles Schwab & Co., Inc.,","page_number":66,"box":{"x":89,"y":135,"width":821,"height":12}},{"id":"e0277665-6326-461a-9b3a-b481ee511f46","block_type":"box","text":"Clearstream Fund Centre AG, Commonwealth Equity Services, LLC, Dorsey Wright and Associates, LLC, Dynasty Financial","page_number":66,"box":{"x":89,"y":150,"width":847,"height":12}},{"id":"3023a893-7db0-4d58-9a19-fa791611d090","block_type":"box","text":"Partners LLC, E*Trade Securities LLC, Envestnet Asset Management, Inc., iCapital Markets LLC, Interactive Brokers LLC, LPL","page_number":66,"box":{"x":89,"y":165,"width":858,"height":12}},{"id":"0251cf70-1e6c-43ee-b193-ae0af0621779","block_type":"box","text":"Financial LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, MML Investors Services, LLC, Morgan Stanley Smith Barney","page_number":66,"box":{"x":89,"y":180,"width":877,"height":12}},{"id":"fd5e9c3a-b100-441a-9a43-0444be6a1551","block_type":"box","text":"LLC, Northwestern Mutual Investment Services, LLC, Orion Portfolio Solutions, LLC, Pershing LLC, Raymond James Financial","page_number":66,"box":{"x":89,"y":195,"width":862,"height":12}},{"id":"bd522b36-fab4-47fd-97e4-e28a48ba92ed","block_type":"box","text":"Services, Inc., Riskalyze, Inc., Sanctuary Wealth Group, LLC, UBS Financial Services Inc., Wells Fargo Clearing Services, LLC and","page_number":66,"box":{"x":88,"y":210,"width":878,"height":13}},{"id":"00586cbb-65cb-4566-9fb5-4eabbcb914bf","block_type":"box","text":"Wells Fargo Advisors Financial Network, LLC. Any additions, modifications, or deletions to Intermediaries and other third","page_number":66,"box":{"x":88,"y":225,"width":842,"height":13}},{"id":"56f7160c-9f2c-4832-a68b-b306612702e1","block_type":"box","text":"parties listed above that have occurred since the date of this SAI are not included in the list.","page_number":66,"box":{"x":89,"y":240,"width":637,"height":13}},{"id":"ced135c9-4b22-4b6c-a77c-dcfce8496a78","block_type":"box","text":"Further, BFA Entities make Education Costs and Publishing Costs payments to other Intermediaries that are not listed in the","page_number":66,"box":{"x":89,"y":267,"width":861,"height":12}},{"id":"a1e2a64b-e7d3-4eb8-af8b-a3c6719adf38","block_type":"box","text":"immediately preceding paragraph. BFA Entities may determine to make such payments based on any number of metrics. For","page_number":66,"box":{"x":89,"y":282,"width":870,"height":12}},{"id":"da083005-e30f-489d-afeb-d1d8514e5d4f","block_type":"box","text":"example, BFA Entities may make payments at year-end or other intervals in a fixed amount, an amount based upon an","page_number":66,"box":{"x":89,"y":297,"width":826,"height":12}},{"id":"4391e4c5-1a81-4544-b068-ab342bb1733b","block_type":"box","text":"Intermediary’s services at defined levels or an amount based on the Intermediary’s net sales of one or more Products,","page_number":66,"box":{"x":89,"y":312,"width":821,"height":13}},{"id":"2ab291f1-4a5e-444d-86c9-bf0cb1b224a1","block_type":"box","text":"including the Fund, in a year or other period, any of which arrangements may include an agreed-upon minimum or","page_number":66,"box":{"x":89,"y":327,"width":805,"height":13}},{"id":"7e02d3fb-e73e-41fd-bd41-79edf3d08b6d","block_type":"box","text":"maximum payment, or any combination of the foregoing. Please contact your salesperson or other investment professional","page_number":66,"box":{"x":89,"y":342,"width":862,"height":13}},{"id":"9b8bf102-d173-4453-a550-578441f64da5","block_type":"box","text":"for more information regarding any such payments or financial incentives his or her Intermediary firm may receive. Any","page_number":66,"box":{"x":88,"y":358,"width":835,"height":12}},{"id":"8f3db225-1d24-4a89-8bf0-6bb37b6e5df2","block_type":"box","text":"payments made, or financial incentives offered, by the BFA Entities to an Intermediary may create the incentive for the","page_number":66,"box":{"x":89,"y":373,"width":823,"height":12}},{"id":"ab2f005e-8df6-4d63-beab-b5b5e9cb3af1","block_type":"box","text":"Intermediary to encourage customers to buy shares of the Fund or other Products.","page_number":66,"box":{"x":89,"y":388,"width":578,"height":12}},{"id":"4a28a849-7709-4a90-b721-8fb3ccb7fb39","block_type":"box","text":"The Fund may participate in certain market maker incentive programs of a national securities exchange in which an affiliate","page_number":66,"box":{"x":88,"y":414,"width":864,"height":13}},{"id":"e117ab7a-b3da-4039-8dea-702585a6e254","block_type":"box","text":"of the Fund would pay a fee to the exchange used for the purpose of incentivizing one or more market makers in the","page_number":66,"box":{"x":89,"y":429,"width":814,"height":13}},{"id":"18acda13-e509-43c4-a714-5a3d3689a8a6","block_type":"box","text":"securities of the Fund to enhance the liquidity and quality of the secondary market of securities of the Fund. The fee would","page_number":66,"box":{"x":89,"y":445,"width":859,"height":12}},{"id":"a2c33870-74f9-4c14-a182-33e803b1cb75","block_type":"box","text":"then be credited by the exchange to one or more market makers that meet or exceed liquidity and market quality standards","page_number":66,"box":{"x":88,"y":460,"width":865,"height":12}},{"id":"39f4fa70-bd52-40b1-bf2d-998055c5478c","block_type":"box","text":"with respect to the securities of the Fund. Each market maker incentive program is subject to approval from the SEC. Any","page_number":66,"box":{"x":88,"y":475,"width":847,"height":12}},{"id":"19c9b1ad-368f-4a29-8752-075c24175f3a","block_type":"box","text":"such fee payments made to an exchange will be made by an affiliate of the Fund solely for the benefit of the Fund and will","page_number":66,"box":{"x":89,"y":490,"width":851,"height":12}},{"id":"0c64235c-839e-4da9-b637-8da6eaa7887f","block_type":"box","text":"not be paid from any Fund assets. Other funds managed by BFA may also participate in such programs.","page_number":66,"box":{"x":89,"y":505,"width":722,"height":12}},{"id":"4ae21320-3505-42e4-9705-daf61e84f780","block_type":"box","text":"Determination of Net Asset Value","page_number":66,"box":{"x":91,"y":536,"width":558,"height":23}},{"id":"53e31c6f-ade7-414a-ae84-a1cadc82efb0","block_type":"box","text":"Valuation of Shares.","page_number":66,"box":{"x":88,"y":577,"width":144,"height":10}},{"id":"74d2c6f2-0d07-41ae-8f3b-e852b752440b","block_type":"box","text":"The NAV for each Fund is generally calculated as of the close of regular trading hours on the New York","page_number":66,"box":{"x":237,"y":577,"width":717,"height":12}},{"id":"2f459443-f5fe-4db6-a51d-707a31272b15","block_type":"box","text":"Stock Exchange (“NYSE”) (normally 4:00 p.m., Eastern Time) on each business day the NYSE is open. Valuation of assets held","page_number":66,"box":{"x":88,"y":592,"width":877,"height":12}},{"id":"eb88f2fd-0553-4414-95cf-a1c64fa45129","block_type":"box","text":"by a Fund is as follows:","page_number":66,"box":{"x":89,"y":607,"width":159,"height":12}},{"id":"2d62392b-3030-4f34-96d0-962295900e29","block_type":"box","text":"Equity Investments.","page_number":66,"box":{"x":89,"y":634,"width":139,"height":12}},{"id":"910c9bec-8aa5-418a-9efc-5a5c21c4a5de","block_type":"box","text":"Equity securities traded on a recognized securities exchange (","page_number":66,"box":{"x":235,"y":633,"width":429,"height":13}},{"id":"a94e38bc-915f-4db3-9471-79993ff1fa9e","block_type":"box","text":"e.g.","page_number":66,"box":{"x":665,"y":637,"width":23,"height":9}},{"id":"6766b278-1294-45a1-8e72-370831e6ee7c","block_type":"box","text":", NYSE), on separate trading boards of a","page_number":66,"box":{"x":690,"y":633,"width":277,"height":13}},{"id":"01a1373b-4a77-4a8a-b2a0-b1d88e4c9637","block_type":"box","text":"securities exchange or through a market system that provides contemporaneous transaction pricing information (each an","page_number":66,"box":{"x":89,"y":649,"width":853,"height":12}},{"id":"708af331-cb18-468a-9299-8ec24e1d3cd9","block_type":"box","text":"“Exchange”) are valued using information obtained via independent pricing services, generally at the Exchange closing price","page_number":66,"box":{"x":89,"y":664,"width":869,"height":12}},{"id":"9a40cfba-0950-4a0d-85dc-cdeca3ca3ccc","block_type":"box","text":"or, if an Exchange closing price is not available, the last traded price on that Exchange prior to the time as of which the assets","page_number":66,"box":{"x":89,"y":679,"width":874,"height":12}},{"id":"666e1829-690c-47d9-9191-e974dd0a0a3f","block_type":"box","text":"or liabilities are valued. However, under certain circumstances, other means of determining current market value may be","page_number":66,"box":{"x":89,"y":694,"width":841,"height":12}},{"id":"4cf51638-172a-4125-bf56-71435b59e73f","block_type":"box","text":"used. If an equity security is traded on more than one Exchange, the current market value of the security where it is primarily","page_number":66,"box":{"x":89,"y":709,"width":872,"height":12}},{"id":"56b0f112-05a8-46ea-afcc-b5ed389048ca","block_type":"box","text":"traded generally will be used. In the event that there are no sales involving an equity security held by a Fund on a day on","page_number":66,"box":{"x":88,"y":724,"width":838,"height":13}},{"id":"e21a9001-1dd0-4512-95d9-629aa085e749","block_type":"box","text":"which a Fund values such security, the prior day’s price will be used, unless BFA determines that such prior day’s price no","page_number":66,"box":{"x":88,"y":739,"width":848,"height":13}},{"id":"4675f28b-8b0f-4ee6-b9fd-290755c76c7c","block_type":"box","text":"longer reflects the fair value of the security, in which case such asset would be treated as a Fair Value Asset (as defined","page_number":66,"box":{"x":89,"y":754,"width":829,"height":13}},{"id":"9fd01eb7-ce6c-494b-947b-38a0a0cf69eb","block_type":"box","text":"below).","page_number":66,"box":{"x":89,"y":770,"width":50,"height":12}},{"id":"85ab1101-65e8-4f8d-9321-306d4d2c5f30","block_type":"box","text":"Fixed-Income Investments.","page_number":66,"box":{"x":89,"y":796,"width":194,"height":10}},{"id":"14b4558a-3864-4b9b-90f0-4e83b81f5529","block_type":"box","text":"Fixed-income securities are valued using the last available bid prices or current market","page_number":66,"box":{"x":289,"y":796,"width":603,"height":12}},{"id":"901f0159-d7f1-49f2-af11-aca0270ceb1b","block_type":"box","text":"quotations provided by dealers or prices (including evaluated prices) supplied by the Funds’ approved independent third","page_number":66,"box":{"x":89,"y":811,"width":846,"height":12}},{"id":"2ee3d82b-ac0d-4db5-b206-f8b1b981c540","block_type":"box","text":"party pricing services, each in accordance with BFA’s Valuation Procedures. The pricing services may use matrix pricing or","page_number":66,"box":{"x":89,"y":826,"width":854,"height":13}},{"id":"c23ed599-9a9a-4a02-9901-a423b54ef258","block_type":"box","text":"valuation models that utilize certain inputs and assumptions to derive values, including transaction data (","page_number":66,"box":{"x":88,"y":841,"width":737,"height":13}},{"id":"7f9b9ea1-f618-441c-8e6f-7aef6d5a92eb","block_type":"box","text":"e.g.","page_number":66,"box":{"x":826,"y":844,"width":23,"height":10}},{"id":"4be99ed8-b3b2-4240-91a4-a552e340f19c","block_type":"box","text":", recent","page_number":66,"box":{"x":851,"y":843,"width":52,"height":10}},{"id":"07a09d55-6344-49c7-8506-6d3228179cae","block_type":"box","text":"representative bids and offers), credit quality information, perceived market movements, news, and other relevant","page_number":66,"box":{"x":89,"y":856,"width":795,"height":13}},{"id":"0b448a0b-5927-40a4-aeeb-d20e52af0d5f","block_type":"box","text":"59","page_number":66,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"2e8e36fd-0b8d-4c23-9f3b-ffbf4e3121d9","block_type":"box","text":"information. Pricing services also may consider yields or prices of securities of comparable quality, coupon, maturity and","page_number":67,"box":{"x":89,"y":44,"width":842,"height":12}},{"id":"d0860f41-dad7-40fc-8d18-e932ace43e47","block_type":"box","text":"type; indications as to values from dealers; general market conditions; and/or other factors and assumptions. Pricing services","page_number":67,"box":{"x":88,"y":59,"width":878,"height":12}},{"id":"bf450d62-824b-4b50-83b0-3c015482822d","block_type":"box","text":"generally value fixed-income securities assuming orderly transactions of an institutional round lot size, but a Fund may hold","page_number":67,"box":{"x":89,"y":74,"width":865,"height":12}},{"id":"2cc99801-ddd4-47a4-a473-71cc60cea3ca","block_type":"box","text":"or transact in such securities in smaller, odd lot sizes. Odd lots of securities in certain asset classes may trade at lower prices","page_number":67,"box":{"x":89,"y":89,"width":866,"height":13}},{"id":"718b44e7-07e4-4e03-9e56-5d45d34e6b0c","block_type":"box","text":"than institutional round lots, and the value ultimately realized when the securities are sold could differ from the prices used","page_number":67,"box":{"x":88,"y":104,"width":860,"height":13}},{"id":"096f00d4-b3af-4948-9cb4-3f85aa3196f2","block_type":"box","text":"by a Fund. The amortized cost method of valuation may be used with respect to debt obligations with 60 days or less","page_number":67,"box":{"x":89,"y":119,"width":819,"height":13}},{"id":"7cc26d46-e84c-428a-9367-8afc1a44556f","block_type":"box","text":"remaining to maturity unless BFA determines in good faith that such method does not represent fair value. Certain fixed","page_number":67,"box":{"x":89,"y":135,"width":844,"height":12}},{"id":"ff6077a1-900f-45e1-ac61-2cb1ad54f274","block_type":"box","text":"income investments, including asset-backed and mortgage-related securities, may be valued based on valuation models that","page_number":67,"box":{"x":89,"y":150,"width":874,"height":12}},{"id":"410ec385-7f7d-4a70-ab95-9a69f922e529","block_type":"box","text":"consider the estimated cash flows of each tranche of the issuer, establish a benchmark yield and develop an estimated","page_number":67,"box":{"x":89,"y":165,"width":829,"height":12}},{"id":"f156ff23-cbae-4ec2-a30f-66bd2a7ddac4","block_type":"box","text":"tranche-specific spread to the benchmark yield based on the unique attributes of the tranche.","page_number":67,"box":{"x":88,"y":180,"width":656,"height":12}},{"id":"17a5f0ff-62a1-4286-872e-d279fecfe2f3","block_type":"box","text":"Options, Futures, Swaps and Other Derivatives.","page_number":67,"box":{"x":89,"y":206,"width":337,"height":13}},{"id":"24fcba8a-e3ac-4666-94dd-12b170fdef71","block_type":"box","text":"Exchange-traded equity options (except ETF options, equity index options","page_number":67,"box":{"x":432,"y":206,"width":518,"height":13}},{"id":"61ba6c0e-6e16-44e7-b9ff-2e5699ae7a90","block_type":"box","text":"or those that are customized) for which market quotations are readily available are valued at the mean of the last bid and ask","page_number":67,"box":{"x":89,"y":222,"width":874,"height":12}},{"id":"3f2d6b57-23cf-44e7-9bb4-c8c63ec7fb1a","block_type":"box","text":"prices as quoted on the Exchange or the board of trade on which such options are traded. In the event that there is no mean","page_number":67,"box":{"x":89,"y":237,"width":868,"height":12}},{"id":"540ff9e9-1ce7-4204-8ebb-20e3abfa383f","block_type":"box","text":"price available for such exchange-traded equity option held by a Fund on a day on which the Fund values such option, the","page_number":67,"box":{"x":89,"y":252,"width":853,"height":12}},{"id":"bc025d6b-9ab9-4b6b-b18d-9165986561df","block_type":"box","text":"last bid (long positions) or ask (short positions) price, if available, will be used as the value of such option. If no bid or ask","page_number":67,"box":{"x":89,"y":267,"width":848,"height":12}},{"id":"41fcb625-7632-4dba-a9f2-c0dc21e4b87a","block_type":"box","text":"price is available on a day on which a Fund values such option, the prior day’s price will be used, unless BFA determines that","page_number":67,"box":{"x":89,"y":282,"width":867,"height":12}},{"id":"156b1868-ea1f-4e38-bcb2-75d4cb42da63","block_type":"box","text":"such prior day’s price no longer reflects the fair value of the option, in which case such option will be treated as a Fair Value","page_number":67,"box":{"x":89,"y":297,"width":862,"height":12}},{"id":"731a7f25-8e84-4e35-8455-82ab9d3047aa","block_type":"box","text":"Asset. Customized exchange-traded equity options, ETF options, equity index options and OTC derivatives may be valued","page_number":67,"box":{"x":88,"y":312,"width":848,"height":13}},{"id":"20aefc17-d06d-4991-9dff-ceb732dc7385","block_type":"box","text":"using a mathematical model which may incorporate a number of market data factors. Financial futures contracts and","page_number":67,"box":{"x":89,"y":327,"width":822,"height":13}},{"id":"4511818c-af83-4f26-810a-c4f0e4eb077a","block_type":"box","text":"options thereon, which are traded on exchanges, are valued at their last sale price or settle price as of the close of such","page_number":67,"box":{"x":89,"y":342,"width":830,"height":13}},{"id":"98562046-a24a-4744-af00-6a199aae389f","block_type":"box","text":"exchanges. Swap agreements and other derivatives are generally valued daily based upon quotations from market makers or","page_number":67,"box":{"x":89,"y":358,"width":872,"height":12}},{"id":"246a4571-1359-4e7f-884b-a61e638a34e9","block_type":"box","text":"by a pricing service in accordance with the Valuation Procedures.","page_number":67,"box":{"x":89,"y":373,"width":454,"height":12}},{"id":"a2ac1220-595b-463f-a192-d30030bd060e","block_type":"box","text":"Underlying Funds.","page_number":67,"box":{"x":89,"y":399,"width":130,"height":13}},{"id":"b6e5b88a-1b4a-4885-8b6e-218aec422353","block_type":"box","text":"Shares of underlying open-end funds (including money market funds) are valued at NAV. Shares of","page_number":67,"box":{"x":224,"y":399,"width":694,"height":13}},{"id":"53877cf3-ffb6-42ae-b75c-19ac862fee9a","block_type":"box","text":"underlying exchange-traded closed-end funds or other ETFs will be valued at their most recent closing price.","page_number":67,"box":{"x":89,"y":414,"width":759,"height":13}},{"id":"dd8f000b-c144-4cad-acea-07bb49e8cc4d","block_type":"box","text":"General Valuation Information.","page_number":67,"box":{"x":89,"y":441,"width":222,"height":10}},{"id":"31770e77-891c-4e69-a52f-4bff0606f581","block_type":"box","text":"Prices obtained from independent third-party pricing services, broker-dealers or market","page_number":67,"box":{"x":317,"y":441,"width":612,"height":12}},{"id":"72e53581-d3eb-44d4-9c58-212cc33fbb86","block_type":"box","text":"makers to value a Fund’s securities and other assets and liabilities are based on information available at the time the Fund","page_number":67,"box":{"x":89,"y":456,"width":851,"height":10}},{"id":"3634e4eb-6b4c-455b-9a83-905a8c39ab64","block_type":"box","text":"values its assets and liabilities. In the event that a pricing service quotation is revised or updated subsequent to the day on","page_number":67,"box":{"x":88,"y":471,"width":853,"height":12}},{"id":"ad73a4ec-8b26-4272-ad35-9058c9c2ecf9","block_type":"box","text":"which a Fund valued such security, the revised pricing service quotation generally will be applied prospectively. Such","page_number":67,"box":{"x":88,"y":486,"width":813,"height":12}},{"id":"3fa6aa37-9875-434d-afe6-cab83a7354a6","block_type":"box","text":"determination will be made considering pertinent facts and circumstances surrounding the revision.","page_number":67,"box":{"x":89,"y":501,"width":700,"height":13}},{"id":"688ef9e2-54c3-41e6-8d9a-d14647ddc892","block_type":"box","text":"The price a Fund could receive upon the sale of any particular portfolio investment may differ from a Fund’s valuation of the","page_number":67,"box":{"x":88,"y":528,"width":867,"height":12}},{"id":"e9828b31-cfda-4249-a266-059345e2cd40","block_type":"box","text":"investment, particularly for assets that trade in thin or volatile markets or that are valued using a fair valuation methodology","page_number":67,"box":{"x":89,"y":543,"width":866,"height":12}},{"id":"38669ea6-4e9f-47da-8481-6e9912dcb45a","block_type":"box","text":"or a price provided by an independent pricing service. As a result, the price received upon the sale of an investment may be","page_number":67,"box":{"x":89,"y":558,"width":859,"height":12}},{"id":"1a7f06d2-2f51-4c89-b573-840f6e5fd3b0","block_type":"box","text":"less than the value ascribed by a Fund, and a Fund could realize a greater than expected loss or lesser than expected gain","page_number":67,"box":{"x":89,"y":573,"width":846,"height":12}},{"id":"533c62ad-fad1-45f9-a6dd-eb631d9f14f1","block_type":"box","text":"upon the sale of the investment. A Fund’s ability to value its investment may also be impacted by technological issues and/or","page_number":67,"box":{"x":89,"y":588,"width":876,"height":12}},{"id":"c0610b33-270b-499d-9be8-fc000fc58e41","block_type":"box","text":"errors by pricing services or other third-party service providers.","page_number":67,"box":{"x":89,"y":603,"width":439,"height":13}},{"id":"cc19724a-930a-4b0c-a94c-f6374716cd9e","block_type":"box","text":"All cash, receivables and current payables are carried on a Fund’s books at their fair value.","page_number":67,"box":{"x":88,"y":630,"width":627,"height":12}},{"id":"112369f9-887c-4fc0-bfc5-15d41cc72225","block_type":"box","text":"In the event that application of the methods of valuation discussed above result in a price for a security which is deemed not","page_number":67,"box":{"x":89,"y":656,"width":871,"height":13}},{"id":"ff2803f3-1e34-49bf-95c5-d299469e372f","block_type":"box","text":"to be representative of the fair market value of such security, the security will be valued by, under the direction of or in","page_number":67,"box":{"x":88,"y":671,"width":823,"height":13}},{"id":"4579a363-947e-454a-a5b2-d11e36a4ef06","block_type":"box","text":"accordance with a method approved by BFA, the Funds’ valuation designee, as reflecting fair value. All other assets and","page_number":67,"box":{"x":89,"y":686,"width":832,"height":13}},{"id":"afe2a5b4-dd88-41f2-8228-a7090509f35b","block_type":"box","text":"liabilities (including securities for which market quotations are not readily available) held by a Fund (including restricted","page_number":67,"box":{"x":89,"y":702,"width":836,"height":12}},{"id":"9c42388c-e5af-474f-b661-06b495d0da69","block_type":"box","text":"securities) are valued at fair value as determined in good faith by BFA pursuant to the Valuation Procedures. Any assets and","page_number":67,"box":{"x":89,"y":717,"width":862,"height":12}},{"id":"61461429-3ae0-4f27-ac39-328f758e22cb","block_type":"box","text":"liabilities which are denominated in a foreign currency are translated into U.S. dollars at the prevailing market rates.","page_number":67,"box":{"x":89,"y":732,"width":805,"height":12}},{"id":"ffb72ea7-55ba-44fa-abd7-590448d7cf2e","block_type":"box","text":"Use of fair value prices and certain current market valuations could result in a difference between the prices used to calculate","page_number":67,"box":{"x":89,"y":758,"width":874,"height":13}},{"id":"19577b5f-23f4-45a7-81e1-6c2187c1bed7","block_type":"box","text":"a Fund’s NAV and the prices used in the Underlying Index, which, in turn, could result in a difference between a Fund’s","page_number":67,"box":{"x":89,"y":773,"width":826,"height":13}},{"id":"888dca4f-7a1b-4f09-9165-ac4306de6a44","block_type":"box","text":"performance and the performance of the Underlying Index.","page_number":67,"box":{"x":89,"y":788,"width":413,"height":13}},{"id":"f46ecba3-e520-4835-9503-d63736b57c9a","block_type":"box","text":"Fair Value.","page_number":67,"box":{"x":89,"y":815,"width":73,"height":10}},{"id":"5cb2a58d-61b6-4e76-9e7c-0fb07c50f1c6","block_type":"box","text":"When market quotations are not readily available or are believed by BFA to be unreliable, a Fund’s investments are","page_number":67,"box":{"x":167,"y":815,"width":796,"height":12}},{"id":"de73d70b-1201-40df-9d75-db21b68141d1","block_type":"box","text":"valued at fair value (“Fair Value Assets”). Fair Value Assets are valued by BFA in accordance with the Valuation Procedures.","page_number":67,"box":{"x":88,"y":830,"width":854,"height":12}},{"id":"8f91d50c-827e-40da-9dbe-34629a4c2243","block_type":"box","text":"Pursuant to Rule 2a-5 under the Investment Company Act, the Board of Trustees has designated BFA as the valuation","page_number":67,"box":{"x":89,"y":845,"width":820,"height":12}},{"id":"e8b9e9c2-6e2e-4ccd-8ab5-cdf97e1f70b8","block_type":"box","text":"designee for the respective Funds for which it serves as investment adviser. BFA may reasonably conclude that a market","page_number":67,"box":{"x":89,"y":860,"width":837,"height":13}},{"id":"7fedd70a-a95a-47e4-a392-7a290ea64d64","block_type":"box","text":"60","page_number":67,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"ad4958c5-1081-4c26-8576-38f853f0f5d3","block_type":"box","text":"quotation is not readily available or is unreliable if, among other things, a security or other asset or liability does not have a","page_number":68,"box":{"x":89,"y":44,"width":855,"height":12}},{"id":"cdb248c8-9b2f-4118-a9e7-6d3d4b824cac","block_type":"box","text":"price source due to its complete lack of trading, if BFA believes a market quotation from a broker-dealer or other source is","page_number":68,"box":{"x":89,"y":59,"width":851,"height":12}},{"id":"684f26f8-c212-4d6d-8ab1-74fd1caa7e51","block_type":"box","text":"unreliable (","page_number":68,"box":{"x":89,"y":74,"width":77,"height":12}},{"id":"94d2ac1c-834a-423d-aee8-5f0a9790ec26","block_type":"box","text":"e.g.","page_number":68,"box":{"x":167,"y":77,"width":23,"height":9}},{"id":"a522c110-57d5-4064-b8a9-f25e1fa318ba","block_type":"box","text":", where it varies significantly from a recent trade, or no longer reflects the fair value of the security or other","page_number":68,"box":{"x":192,"y":74,"width":745,"height":12}},{"id":"f234fe1d-a601-439e-b494-a741a57b9595","block_type":"box","text":"asset or liability subsequent to the most recent market quotation), or where the security or other asset or liability is only","page_number":68,"box":{"x":89,"y":89,"width":839,"height":13}},{"id":"151f01a8-1295-4fe3-9537-ccde4c003387","block_type":"box","text":"thinly traded or due to the occurrence of a significant event subsequent to the most recent market quotation. For this","page_number":68,"box":{"x":88,"y":104,"width":822,"height":13}},{"id":"0dbece0a-737d-4138-a845-f3814b13aa15","block_type":"box","text":"purpose, a “significant event” is deemed to occur if BFA determines, in its reasonable business judgment, that an event has","page_number":68,"box":{"x":89,"y":119,"width":860,"height":13}},{"id":"5c7ef222-c94b-42bb-8fca-3383d28b2b05","block_type":"box","text":"occurred after the close of trading for an asset or liability but prior to or at the time of pricing a Fund’s assets or liabilities, is","page_number":68,"box":{"x":89,"y":135,"width":862,"height":12}},{"id":"667a539e-facb-4cce-b47b-62765e8042ec","block_type":"box","text":"likely to cause a material change to the last exchange closing price or closing market price of one or more assets held by, or","page_number":68,"box":{"x":89,"y":150,"width":864,"height":12}},{"id":"22bf4f6e-af3f-432e-8e11-a418ec102eb2","block_type":"box","text":"liabilities of, a Fund. On any day the NYSE is open and a foreign market or the primary exchange on which a foreign asset or","page_number":68,"box":{"x":89,"y":165,"width":864,"height":12}},{"id":"10204ab2-798a-4f69-ae77-614a42d8a065","block_type":"box","text":"liability is traded is closed, such asset or liability will be valued using the prior day’s price, provided that BFA is not aware of","page_number":68,"box":{"x":89,"y":180,"width":858,"height":12}},{"id":"1eefcbda-e54a-4131-8426-08a9b3ac43be","block_type":"box","text":"any significant event or other information that would cause such price to no longer reflect the fair value of the asset or","page_number":68,"box":{"x":89,"y":195,"width":829,"height":12}},{"id":"3745e181-bf71-4248-a53f-3b145d13e4fd","block_type":"box","text":"liability, in which case such asset or liability would be treated as a Fair Value Asset.","page_number":68,"box":{"x":89,"y":210,"width":573,"height":13}},{"id":"307b4859-f7fc-4be3-a892-590b1faa5fd9","block_type":"box","text":"For certain foreign assets, a third-party vendor supplies evaluated, systematic fair value pricing based upon the movement of","page_number":68,"box":{"x":89,"y":237,"width":874,"height":12}},{"id":"1ff7244b-7e2b-41cd-8965-a9d295f5c72c","block_type":"box","text":"a proprietary multi-factor model after the relevant foreign markets have closed. This systematic fair value pricing","page_number":68,"box":{"x":89,"y":252,"width":787,"height":12}},{"id":"da424402-c9bc-437b-9c95-57b301bc7935","block_type":"box","text":"methodology is designed to correlate the prices of foreign assets in one or more non-U.S. markets following the close of the","page_number":68,"box":{"x":89,"y":267,"width":867,"height":12}},{"id":"e86d5ccb-66ec-42e7-b07c-24efff61f52c","block_type":"box","text":"local markets to the prices that might have prevailed as of a Fund’s pricing time.","page_number":68,"box":{"x":89,"y":282,"width":559,"height":12}},{"id":"46544dfc-47c9-4318-b004-584522a91e0b","block_type":"box","text":"BFA’s Rule 2a-5 Committee is responsible for reviewing and approving methodologies by investment type and significant","page_number":68,"box":{"x":89,"y":308,"width":843,"height":13}},{"id":"08261f1e-0321-40e3-8de2-5caad58ed1c5","block_type":"box","text":"inputs used in the fair valuation of Fund assets or liabilities. In addition, a Fund’s accounting agent assists BFA by periodically","page_number":68,"box":{"x":89,"y":324,"width":874,"height":12}},{"id":"97d64ec4-f502-4e74-9258-28da0331f41d","block_type":"box","text":"endeavoring to confirm the prices it receives from all third-party pricing services, index providers and broker-dealers. BFA","page_number":68,"box":{"x":89,"y":339,"width":847,"height":12}},{"id":"29b4bbae-1e02-422a-8004-6ec8bdb40a6b","block_type":"box","text":"regularly evaluates the values assigned to the securities and other assets and liabilities of a Fund.","page_number":68,"box":{"x":89,"y":354,"width":676,"height":12}},{"id":"b71dbcb5-cadc-445b-bc99-6dc0b9db6dcf","block_type":"box","text":"When determining the price for a Fair Value Asset, BFA will seek to determine the price that a Fund might reasonably expect","page_number":68,"box":{"x":88,"y":380,"width":868,"height":13}},{"id":"0bd3a813-29e1-4e81-b172-37ae060544d3","block_type":"box","text":"to receive from the current sale of that asset or liability in an arm’s-length transaction on the date on which the asset or","page_number":68,"box":{"x":88,"y":395,"width":838,"height":13}},{"id":"09747693-1831-4b0c-9c8d-77615064fc89","block_type":"box","text":"liability is being valued, and does not seek to determine the price a Fund might reasonably expect to receive for selling an","page_number":68,"box":{"x":89,"y":410,"width":847,"height":13}},{"id":"67ea27bd-127d-4c70-9606-65ef31ae41b6","block_type":"box","text":"asset or liability at a later time or if it holds the asset or liability to maturity. Fair value determinations will be based upon all","page_number":68,"box":{"x":89,"y":426,"width":856,"height":12}},{"id":"652c7d38-776c-410c-97b3-02c12a9ea493","block_type":"box","text":"available factors that BFA deems relevant at the time of the determination, and may be based on analytical values determined","page_number":68,"box":{"x":89,"y":441,"width":877,"height":12}},{"id":"10a1e520-474b-4bfa-a6e9-1f4ea22f1b03","block_type":"box","text":"by BFA using proprietary or third-party valuation models.","page_number":68,"box":{"x":89,"y":456,"width":397,"height":12}},{"id":"93b7621f-6a7f-44c6-b8a0-508d9e2b542c","block_type":"box","text":"Fair value represents a good faith approximation of the value of an asset or liability. When determining the fair value of an","page_number":68,"box":{"x":89,"y":482,"width":848,"height":13}},{"id":"e78acaaa-d0fa-4de2-a6a0-e2f0e624a0bf","block_type":"box","text":"investment, one or more fair value methodologies may be used (depending on certain factors, including the asset type). For","page_number":68,"box":{"x":89,"y":497,"width":865,"height":13}},{"id":"3534079f-18c8-4afb-a497-f133e8b48ca6","block_type":"box","text":"example, the investment may be initially priced based on the original cost of the investment or, alternatively, using proprietary","page_number":68,"box":{"x":89,"y":513,"width":878,"height":12}},{"id":"d4cfcfb2-07f9-4416-9416-77f842554ca3","block_type":"box","text":"or third-party models that may rely upon one or more unobservable inputs. Prices of actual, executed or historical","page_number":68,"box":{"x":89,"y":528,"width":795,"height":12}},{"id":"4f16ca5b-f91e-4065-a9e8-38c2db2093e7","block_type":"box","text":"transactions in the relevant investment (or comparable instruments) or, where appropriate, an appraisal by a third-party","page_number":68,"box":{"x":88,"y":543,"width":839,"height":12}},{"id":"b4be5ed2-a8c9-4cec-b1ff-149f90f5a24c","block_type":"box","text":"experienced in the valuation of similar instruments, may also be used as a basis for establishing the fair value of an","page_number":68,"box":{"x":89,"y":558,"width":801,"height":12}},{"id":"7c89a37c-2e7c-4c26-9cec-00c5f5b3e38b","block_type":"box","text":"investment.","page_number":68,"box":{"x":89,"y":574,"width":80,"height":9}},{"id":"0f506c02-7bef-439e-a95d-3ad788f683bc","block_type":"box","text":"The fair value of one or more assets or liabilities may not, in retrospect, be the price at which those assets or liabilities could","page_number":68,"box":{"x":88,"y":599,"width":865,"height":13}},{"id":"82851ba2-ffb9-4e48-82cd-5a433c1d1443","block_type":"box","text":"have been sold during the period in which the particular fair values were used in determining a Fund’s NAV. As a result, a","page_number":68,"box":{"x":89,"y":615,"width":843,"height":12}},{"id":"ab6384f7-817b-4a4e-9bbf-c962323d1eba","block_type":"box","text":"Fund’s sale or redemption of its shares at NAV, at a time when a holding or holdings are valued at fair value, may have the","page_number":68,"box":{"x":89,"y":630,"width":850,"height":12}},{"id":"13f47055-635f-498c-9e1b-a8c1c9103dec","block_type":"box","text":"effect of diluting or increasing the economic interest of existing shareholders.","page_number":68,"box":{"x":89,"y":645,"width":540,"height":12}},{"id":"e62e6dc3-2d86-48e2-ab72-5219cc6bfcb3","block_type":"box","text":"A Fund’s annual audited financial statements, which are prepared in accordance with accounting principles generally","page_number":68,"box":{"x":88,"y":671,"width":821,"height":13}},{"id":"545cf906-2ea5-440d-a73f-c3624ad393ae","block_type":"box","text":"accepted in the United States of America (“US GAAP”), follow the requirements for valuation set forth in Financial","page_number":68,"box":{"x":89,"y":686,"width":795,"height":13}},{"id":"b346799c-bf0d-4886-8b5b-d450fa7434cf","block_type":"box","text":"Accounting Standards Board Accounting Standards Codification Topic 820, “Fair Value Measurements and Disclosures”","page_number":68,"box":{"x":88,"y":702,"width":838,"height":12}},{"id":"faf3a84e-ac4c-40e6-8b98-a1731a640318","block_type":"box","text":"(“ASC 820”), which defines and establishes a framework for measuring fair value under US GAAP and expands financial","page_number":68,"box":{"x":89,"y":717,"width":835,"height":12}},{"id":"dbb5bd4b-ae90-4acf-b926-6c9fde0bc3d3","block_type":"box","text":"statement disclosure requirements relating to fair value measurements.","page_number":68,"box":{"x":89,"y":732,"width":499,"height":12}},{"id":"aac7feef-beba-44cd-800f-b0ff2723d764","block_type":"box","text":"Generally, ASC 820 and other accounting rules applicable to funds and various assets in which they invest are evolving. Such","page_number":68,"box":{"x":89,"y":758,"width":870,"height":13}},{"id":"cbea1406-8acf-4527-8231-6f2eb3a15ebe","block_type":"box","text":"changes may adversely affect a Fund. For example, the evolution of rules governing the determination of the fair market","page_number":68,"box":{"x":89,"y":773,"width":839,"height":13}},{"id":"36cb3827-d0b9-4854-85ff-387515570945","block_type":"box","text":"value of assets or liabilities, to the extent such rules become more stringent, would tend to increase the cost and/or reduce","page_number":68,"box":{"x":88,"y":788,"width":863,"height":13}},{"id":"bd0c58da-7802-4552-9fd2-5ae2ef66466b","block_type":"box","text":"the availability of third-party determinations of fair market value. This may in turn increase the costs associated with selling","page_number":68,"box":{"x":88,"y":804,"width":863,"height":12}},{"id":"111ff92f-264f-48d1-b748-06db66430d62","block_type":"box","text":"assets or affect their liquidity due to a Fund’s inability to obtain a third-party determination of fair market value.","page_number":68,"box":{"x":89,"y":819,"width":778,"height":12}},{"id":"fa3a6149-ac07-40ee-acae-4932b2fc1be6","block_type":"box","text":"61","page_number":68,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"16e17b03-00b2-4cc6-a3f9-3881364e483e","block_type":"box","text":"Brokerage Transactions","page_number":69,"box":{"x":91,"y":44,"width":390,"height":30}},{"id":"182d9a84-3650-49a7-ad33-d57bf2d6f086","block_type":"box","text":"Subject to policies established by the Board, BFA is primarily responsible for the execution of a Fund’s portfolio transactions","page_number":69,"box":{"x":88,"y":85,"width":863,"height":13}},{"id":"c66037a4-aab5-44fc-a368-b06dcb2fa498","block_type":"box","text":"and the allocation of brokerage. BFA does not execute transactions through any particular broker or dealer, but seeks to","page_number":69,"box":{"x":89,"y":101,"width":835,"height":12}},{"id":"2a6ae7a9-59ba-4c42-8bf9-8c5c15f902d0","block_type":"box","text":"obtain the best net results for the Funds, taking into account such factors as price (including the applicable brokerage","page_number":69,"box":{"x":89,"y":116,"width":824,"height":12}},{"id":"e4570580-4b55-46b3-bd46-1d8ee9bead40","block_type":"box","text":"commission or dealer spread), size of order, difficulty of execution, operational facilities of the firm and the firm’s risk and skill","page_number":69,"box":{"x":89,"y":131,"width":877,"height":12}},{"id":"ac95ef0d-e595-4ff7-b224-0df5aafe1e35","block_type":"box","text":"in positioning blocks of securities. While BFA generally seeks reasonable trade execution costs, a Fund does not necessarily","page_number":69,"box":{"x":89,"y":146,"width":861,"height":12}},{"id":"9b2de1f2-4d52-4e69-af98-51bf9b1c7728","block_type":"box","text":"pay the lowest spread or commission available, and payment of the lowest commission or spread is not necessarily","page_number":69,"box":{"x":89,"y":161,"width":805,"height":12}},{"id":"10f2e2b9-90fb-4f06-975f-5fc1dc11bf56","block_type":"box","text":"consistent with obtaining the best price and execution in particular transactions. Subject to applicable legal requirements,","page_number":69,"box":{"x":89,"y":176,"width":851,"height":13}},{"id":"9102ec0d-a8c4-468c-80be-bc55277a2f38","block_type":"box","text":"BFA may select a broker based partly upon brokerage or research services provided to BFA and its clients, including a Fund. In","page_number":69,"box":{"x":89,"y":191,"width":876,"height":13}},{"id":"607399d7-882a-4978-a6cf-2ea76d8d514a","block_type":"box","text":"return for such services, BFA may cause a Fund to pay a higher commission than other brokers would charge if BFA","page_number":69,"box":{"x":89,"y":206,"width":807,"height":13}},{"id":"0f5b61cc-bf70-4da3-9fa8-61404f7617f5","block_type":"box","text":"determines in good faith that the commission is reasonable in relation to the services provided.","page_number":69,"box":{"x":89,"y":222,"width":664,"height":12}},{"id":"d3f3cf2e-5869-4cff-8a26-c58674c7e43d","block_type":"box","text":"In selecting brokers or dealers to execute portfolio transactions, BFA seeks to obtain the best price and most favorable","page_number":69,"box":{"x":89,"y":248,"width":825,"height":12}},{"id":"2f2ddb22-abf0-47ce-b1b1-6510522823ec","block_type":"box","text":"execution for a Fund and may take into account a variety of factors including: (i) the size, nature and character of the security","page_number":69,"box":{"x":89,"y":263,"width":878,"height":12}},{"id":"2fe40b8f-c70a-4785-beaa-f0fbc8bb90f4","block_type":"box","text":"or instrument being traded and the markets in which it is purchased or sold; (ii) the desired timing of the transaction; (iii)","page_number":69,"box":{"x":89,"y":278,"width":846,"height":13}},{"id":"cce1d2b5-2d90-468c-a3c4-195169052ba7","block_type":"box","text":"BFA’s knowledge of the expected commission rates and spreads currently available; (iv) the activity existing and expected in","page_number":69,"box":{"x":89,"y":293,"width":865,"height":13}},{"id":"4ef8e249-9d9d-421f-b8b3-02984fe3949a","block_type":"box","text":"the market for the particular security or instrument, including any anticipated execution difficulties; (v) the full range of","page_number":69,"box":{"x":88,"y":308,"width":835,"height":13}},{"id":"70f80c60-c4be-4bac-b95a-677b7c491fdf","block_type":"box","text":"brokerage services provided; (vi) the broker’s or dealer’s capital; (vii) the quality of research and research services provided;","page_number":69,"box":{"x":89,"y":324,"width":860,"height":12}},{"id":"c84e18f1-3478-4b45-8ecf-62bb226e4fed","block_type":"box","text":"(viii) the reasonableness of the commission, dealer spread or its equivalent for the specific transaction; and (ix) BFA’s","page_number":69,"box":{"x":89,"y":339,"width":816,"height":12}},{"id":"1791dd1e-9461-455e-8f78-b3d34ef63808","block_type":"box","text":"knowledge of any actual or apparent operational problems of a broker or dealer. Brokers may also be selected because of","page_number":69,"box":{"x":89,"y":354,"width":846,"height":12}},{"id":"cd49f88d-25b2-4dff-b1c4-461f441cb1b9","block_type":"box","text":"their ability to handle special or difficult executions, such as may be involved in large block trades, thinly traded securities, or","page_number":69,"box":{"x":88,"y":369,"width":870,"height":12}},{"id":"4546a9cc-80fd-4aa7-98fd-9fb68624fd39","block_type":"box","text":"other circumstances.","page_number":69,"box":{"x":89,"y":384,"width":146,"height":10}},{"id":"e03ea38a-e0cc-4dd6-b1ba-ea90ae6a7c85","block_type":"box","text":"Section 28(e) of the 1934 Act (“Section 28(e)”) permits a U.S. investment adviser, under certain circumstances, to cause an","page_number":69,"box":{"x":88,"y":410,"width":863,"height":13}},{"id":"01f567ef-a9c8-4803-8004-907ee6dc70b0","block_type":"box","text":"account to pay a broker or dealer a commission for effecting a transaction in securities that exceeds the amount another","page_number":69,"box":{"x":89,"y":426,"width":844,"height":12}},{"id":"a7c6075c-bdde-4533-bda9-0afd7e8c7af8","block_type":"box","text":"broker or dealer would have charged for effecting the same transaction in recognition of the value of brokerage and research","page_number":69,"box":{"x":89,"y":441,"width":871,"height":12}},{"id":"6ec02d67-d94e-4951-9480-c6eab789b8e6","block_type":"box","text":"services provided by that broker or dealer. This includes commissions paid on riskless principal transactions in securities","page_number":69,"box":{"x":89,"y":456,"width":839,"height":12}},{"id":"72dca245-7906-4aba-9762-0a69e2c444bb","block_type":"box","text":"under certain conditions.","page_number":69,"box":{"x":89,"y":471,"width":174,"height":10}},{"id":"7f2dea76-aa90-40b2-86cd-abc8086e6631","block_type":"box","text":"From time to time, a Fund may purchase new issues of securities in a fixed price offering. In these situations, the broker may","page_number":69,"box":{"x":89,"y":497,"width":869,"height":13}},{"id":"63b422ac-58be-4311-be6f-d65139029825","block_type":"box","text":"be a member of the selling group that will, in addition to selling securities, provide BFA with research services. FINRA has","page_number":69,"box":{"x":89,"y":513,"width":844,"height":12}},{"id":"2361b5a9-e855-44bd-9850-fe009fb4b0fc","block_type":"box","text":"adopted rules expressly permitting these types of arrangements under certain circumstances. Generally, the broker will","page_number":69,"box":{"x":89,"y":528,"width":831,"height":12}},{"id":"939e4ea8-ae42-41c6-a489-1fd85c61ed1c","block_type":"box","text":"provide research “credits” in these situations at a rate that is higher than that available for typical secondary market","page_number":69,"box":{"x":89,"y":543,"width":807,"height":12}},{"id":"2f963b31-4eb9-4c10-b512-5ccc8ef7cc8b","block_type":"box","text":"transactions. These arrangements may not fall within the safe harbor of Section 28(e).","page_number":69,"box":{"x":88,"y":558,"width":605,"height":12}},{"id":"3c7b988c-79e4-4e7a-8154-0bc836d7fa40","block_type":"box","text":"OTC issues, including most fixed-income securities such as corporate debt and U.S. Government securities, are normally","page_number":69,"box":{"x":89,"y":584,"width":842,"height":13}},{"id":"548e42ab-da18-4b3c-8f2e-26dc433dd4ac","block_type":"box","text":"traded on a “net” basis without a stated commission, through dealers acting for their own account and not as brokers. The","page_number":69,"box":{"x":88,"y":599,"width":861,"height":13}},{"id":"9270334d-70cd-4c9f-8fe1-e0c4ba13148f","block_type":"box","text":"Funds will primarily engage in transactions with these dealers or deal directly with the issuer unless a better price or","page_number":69,"box":{"x":89,"y":615,"width":811,"height":12}},{"id":"2f4e1fbb-a16b-4c88-8c75-78271b9f0875","block_type":"box","text":"execution could be obtained by using a broker. Prices paid to a dealer with respect to both foreign and domestic securities","page_number":69,"box":{"x":89,"y":630,"width":853,"height":12}},{"id":"41e3835e-9cb3-4e8a-b9a9-0d855f4e3a7d","block_type":"box","text":"will generally include a “spread,” which is the difference between the prices at which the dealer is willing to purchase and sell","page_number":69,"box":{"x":88,"y":645,"width":875,"height":12}},{"id":"62589877-2333-410f-afa4-b7a594415cba","block_type":"box","text":"the specific security at the time, and includes the dealer’s normal profit.","page_number":69,"box":{"x":88,"y":660,"width":501,"height":12}},{"id":"50f07bab-ae80-4a37-8720-8b2c49c21b29","block_type":"box","text":"Under the 1940 Act, persons affiliated with a Fund and persons who are affiliated with such affiliated persons are prohibited","page_number":69,"box":{"x":89,"y":686,"width":866,"height":13}},{"id":"c110182f-b40d-4948-a999-d8231cad83b9","block_type":"box","text":"from dealing with the Fund as principal in the purchase and sale of securities unless a permissive order allowing such","page_number":69,"box":{"x":88,"y":702,"width":820,"height":12}},{"id":"d61fc6e5-25a4-4c5f-b7be-da8eb80e2e00","block_type":"box","text":"transactions is obtained from the SEC. Since transactions in the OTC market usually involve transactions with the dealers","page_number":69,"box":{"x":88,"y":717,"width":845,"height":12}},{"id":"6ce475c9-6eca-4484-8c79-33a74edb1ce0","block_type":"box","text":"acting as principal for their own accounts, the Funds will not deal with affiliated persons and affiliated persons of such","page_number":69,"box":{"x":89,"y":732,"width":826,"height":12}},{"id":"1cfe255c-1930-4156-824e-c2cc02bf6f70","block_type":"box","text":"affiliated persons in connection with such transactions. The Funds will not purchase securities during the existence of any","page_number":69,"box":{"x":89,"y":747,"width":854,"height":12}},{"id":"55832ef1-1988-4867-8dbd-5ef887636728","block_type":"box","text":"underwriting or selling group relating to such securities of which BFA, BRIL or any affiliated person (as defined in the 1940","page_number":69,"box":{"x":89,"y":762,"width":853,"height":12}},{"id":"e2a55bec-9a10-4453-b76e-73548409ef48","block_type":"box","text":"Act) thereof is a member except pursuant to procedures adopted by the Board in accordance with Rule 10f-3 under the 1940","page_number":69,"box":{"x":88,"y":777,"width":875,"height":12}},{"id":"4317e24f-32ea-483c-b7ca-9776ecc5f353","block_type":"box","text":"Act.","page_number":69,"box":{"x":88,"y":793,"width":27,"height":9}},{"id":"4a121902-91a5-4f2a-94dd-8daf0e53d5b5","block_type":"box","text":"Purchases of money market instruments by the Funds are made from dealers, underwriters and issuers. The Funds do not","page_number":69,"box":{"x":89,"y":819,"width":854,"height":12}},{"id":"86e11c60-25b1-4f44-8fd6-e80f6745d188","block_type":"box","text":"currently expect to incur any brokerage commission expense on such transactions because money market instruments are","page_number":69,"box":{"x":89,"y":834,"width":860,"height":12}},{"id":"dbe6ca1d-2561-4a68-aad2-c40864dc507a","block_type":"box","text":"generally traded on a “net” basis with dealers acting as principal for their own accounts without a stated commission. The","page_number":69,"box":{"x":89,"y":849,"width":855,"height":12}},{"id":"27e8a681-b97d-4498-ac42-d8eb250dbded","block_type":"box","text":"price of the security, however, usually includes a profit to the dealer.","page_number":69,"box":{"x":89,"y":864,"width":472,"height":12}},{"id":"71501f05-c450-484d-a272-bccc226be6da","block_type":"box","text":"62","page_number":69,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"43dacac6-2acd-486e-b65b-339386c5d076","block_type":"box","text":"BFA may, from time to time, effect trades on behalf of and for the account of the Funds with brokers or dealers that are","page_number":70,"box":{"x":89,"y":44,"width":831,"height":12}},{"id":"a4546842-52f8-44c8-8505-810fc514cee2","block_type":"box","text":"affiliated with BFA, in conformity with Rule 17e-1 under the 1940 Act and SEC rules and regulations. Under these provisions,","page_number":70,"box":{"x":89,"y":59,"width":865,"height":12}},{"id":"518696db-52e2-43bf-9908-21e7b8364efd","block_type":"box","text":"any commissions paid to affiliated brokers or dealers must be reasonable and fair compared to the commissions charged by","page_number":70,"box":{"x":89,"y":74,"width":867,"height":12}},{"id":"4c181532-9a03-4e37-968d-19c1e734d9bd","block_type":"box","text":"other brokers or dealers in comparable transactions.","page_number":70,"box":{"x":89,"y":89,"width":364,"height":13}},{"id":"adf26b9e-c931-44f9-a4c7-033399175a16","block_type":"box","text":"Securities purchased in underwritten offerings include a fixed amount of compensation to the underwriter, generally referred","page_number":70,"box":{"x":88,"y":116,"width":874,"height":12}},{"id":"9813a190-7384-412e-8fbe-b68a5f07cd03","block_type":"box","text":"to as the underwriter’s concession or discount. When securities are purchased or sold directly from or to an issuer, no","page_number":70,"box":{"x":88,"y":131,"width":824,"height":12}},{"id":"2a707ac2-1959-4ab1-b769-7a73e157e5c1","block_type":"box","text":"commissions or discounts are paid.","page_number":70,"box":{"x":89,"y":146,"width":246,"height":12}},{"id":"4bb790df-6f51-4dce-b465-4154e65b29b2","block_type":"box","text":"Investment decisions for the Funds and for other investment accounts managed by BFA and the other Affiliates are made","page_number":70,"box":{"x":89,"y":172,"width":847,"height":13}},{"id":"abe5db03-54bf-42db-a397-a02daf2cf1f2","block_type":"box","text":"independently of each other in light of differing conditions. A variety of factors will be considered in making investment","page_number":70,"box":{"x":89,"y":188,"width":835,"height":12}},{"id":"18fd5c1a-06fa-4957-834f-99d06c2912ef","block_type":"box","text":"allocations. These factors include: (i) investment objectives or strategies for particular accounts, including sector, industry,","page_number":70,"box":{"x":89,"y":203,"width":854,"height":12}},{"id":"d379b02d-6076-4197-b85f-7977e63db0c4","block_type":"box","text":"country or region and capitalization weightings; (ii) tax considerations of an account; (iii) risk or investment concentration","page_number":70,"box":{"x":89,"y":218,"width":854,"height":12}},{"id":"610d04ff-b3b3-4780-a1d3-65c3dc358ffc","block_type":"box","text":"parameters for an account; (iv) supply or demand for a security at a given price level; (v) size of available investment; (vi)","page_number":70,"box":{"x":89,"y":233,"width":842,"height":12}},{"id":"242769b1-8698-4781-a431-89cdb0d6083f","block_type":"box","text":"cash availability and liquidity requirements for accounts; (vii) regulatory restrictions; (viii) minimum investment size of an","page_number":70,"box":{"x":89,"y":248,"width":845,"height":12}},{"id":"644b0556-87ab-4a09-91a0-27dd0b113cab","block_type":"box","text":"account; (ix) relative size of account; and (x) such other factors as may be approved by BlackRock’s general counsel.","page_number":70,"box":{"x":89,"y":263,"width":812,"height":12}},{"id":"7f4e229c-59ee-4e5e-9491-01948555dc7c","block_type":"box","text":"Moreover, investments may not be allocated to one client account over another based on any of the following considerations:","page_number":70,"box":{"x":89,"y":278,"width":876,"height":13}},{"id":"d2d56b6a-7354-4fa0-8a40-82d0954c3f3f","block_type":"box","text":"(i) to favor one client account at the expense of another; (ii) to generate higher fees paid by one client account over another","page_number":70,"box":{"x":89,"y":293,"width":866,"height":13}},{"id":"13e900d5-6c30-4b7e-ae44-1ceda23e3568","block_type":"box","text":"or to produce greater performance compensation to BlackRock; (iii) to develop or enhance a relationship with a client or","page_number":70,"box":{"x":89,"y":308,"width":842,"height":13}},{"id":"9ca92a0a-18c1-4bfb-8c39-fe16f2fb192d","block_type":"box","text":"prospective client; (iv) to compensate a client for past services or benefits rendered to BlackRock or to induce future services","page_number":70,"box":{"x":89,"y":324,"width":871,"height":12}},{"id":"69fb9b43-7a01-4a9d-a2ef-f9ae7a93171c","block_type":"box","text":"or benefits to be rendered to BlackRock; or (v) to manage or equalize investment performance among different client","page_number":70,"box":{"x":89,"y":339,"width":817,"height":12}},{"id":"4c527f70-ada3-4dd8-96cd-5bde33a49293","block_type":"box","text":"accounts. BFA and the other Affiliates may deal, trade and invest for their own respective accounts in the types of securities","page_number":70,"box":{"x":89,"y":354,"width":862,"height":12}},{"id":"03aedf9a-5a69-4022-861a-666644316e42","block_type":"box","text":"in which the Funds may invest.","page_number":70,"box":{"x":89,"y":369,"width":215,"height":12}},{"id":"bd76a0fd-6558-46bf-ab30-f65abf7aa1e0","block_type":"box","text":"Initial public offerings (“IPOs”) of securities may be over-subscribed and subsequently trade at a premium in the secondary","page_number":70,"box":{"x":89,"y":395,"width":862,"height":13}},{"id":"da9975e3-9461-4f23-9124-afb5b3de5954","block_type":"box","text":"market. When BFA is given an opportunity to invest in such an initial offering or “new” or “hot” issue, the supply of securities","page_number":70,"box":{"x":89,"y":410,"width":872,"height":13}},{"id":"369d274d-b848-47e5-8ef5-ae56a545455a","block_type":"box","text":"available for client accounts is often less than the amount of securities the accounts would otherwise take. In order to","page_number":70,"box":{"x":89,"y":426,"width":823,"height":9}},{"id":"044c5946-3648-47f2-b43d-327a0ea2ab0f","block_type":"box","text":"allocate these investments fairly and equitably among client accounts over time, each portfolio manager or a member of his","page_number":70,"box":{"x":89,"y":441,"width":867,"height":12}},{"id":"d26784e9-f5b0-4401-948a-e65c44f8e4fc","block_type":"box","text":"or her respective investment team will indicate to BFA’s trading desk their level of interest in a particular offering with respect","page_number":70,"box":{"x":89,"y":456,"width":872,"height":12}},{"id":"4891c2a9-88c1-465c-9fce-ed92ceaabc0e","block_type":"box","text":"to eligible clients’ accounts for which that team is responsible. IPOs of U.S. equity securities will be identified as eligible for","page_number":70,"box":{"x":88,"y":471,"width":855,"height":12}},{"id":"964912fe-2368-4573-9404-65f340e65c79","block_type":"box","text":"particular client accounts that are managed by portfolio teams who have indicated interest in the offering based on market","page_number":70,"box":{"x":89,"y":486,"width":859,"height":12}},{"id":"2e65e523-ab57-4d9a-b32d-ef23a7e5a861","block_type":"box","text":"capitalization of the issuer of the security and the investment mandate of the client account and in the case of international","page_number":70,"box":{"x":89,"y":501,"width":863,"height":13}},{"id":"3d1a16a9-75d7-46de-ab1e-e1bb4c74e4a3","block_type":"box","text":"equity securities, the country where the offering is taking place and the investment mandate of the client account. Generally,","page_number":70,"box":{"x":89,"y":516,"width":870,"height":13}},{"id":"1b5caba6-9924-4adb-b272-13aac19082c8","block_type":"box","text":"shares received during the IPO will be allocated among participating client accounts within each investment mandate on a","page_number":70,"box":{"x":89,"y":531,"width":856,"height":13}},{"id":"55aee306-737b-4e01-b875-25426b1ba730","block_type":"box","text":"pro rata","page_number":70,"box":{"x":87,"y":548,"width":56,"height":11}},{"id":"0c4c4aa7-98ca-4c8c-ade1-81f41c4c12bc","block_type":"box","text":"basis. This","page_number":70,"box":{"x":149,"y":547,"width":71,"height":9}},{"id":"0af2715d-ce02-46e3-a43d-562678528a1e","block_type":"box","text":"pro rata","page_number":70,"box":{"x":224,"y":548,"width":56,"height":11}},{"id":"43672f03-1c22-4dc7-97ca-39fe80e6dc96","block_type":"box","text":"allocation may result in a Fund receiving less of a particular security than if pro-rating had not","page_number":70,"box":{"x":285,"y":547,"width":656,"height":12}},{"id":"ed12e5bb-23a0-4a13-a957-1d5bea7beca4","block_type":"box","text":"occurred. All allocations of securities will be subject, where relevant, to share minimums established for accounts and","page_number":70,"box":{"x":89,"y":562,"width":822,"height":12}},{"id":"008e6ac1-53a0-40ea-a4e6-3d34e060009a","block_type":"box","text":"compliance constraints. In situations where supply is too limited to be allocated among all accounts for which the","page_number":70,"box":{"x":89,"y":577,"width":797,"height":12}},{"id":"2f410604-f6c4-42a2-a695-9b3b011355c1","block_type":"box","text":"investment is eligible, portfolio managers may rotate such investment opportunities among one or more accounts so long as","page_number":70,"box":{"x":89,"y":592,"width":873,"height":12}},{"id":"018053fd-54d0-4ea0-bc24-4619ef4044dd","block_type":"box","text":"the rotation system provides for fair access for all client accounts over time. Other allocation methodologies that are","page_number":70,"box":{"x":88,"y":607,"width":814,"height":12}},{"id":"5c2dc514-0125-425d-9d36-6fb0c25ec655","block_type":"box","text":"considered by BFA to be fair and equitable to clients may be used as well.","page_number":70,"box":{"x":89,"y":622,"width":510,"height":12}},{"id":"27b2812f-4d82-41e7-9180-2e45976e6994","block_type":"box","text":"Because different accounts may have differing investment objectives and policies, BFA may buy and sell the same securities","page_number":70,"box":{"x":89,"y":649,"width":861,"height":12}},{"id":"eec0bded-1fcd-45ca-8be6-9fc0c1bd8dce","block_type":"box","text":"at the same time for different clients based on the particular investment objective, guidelines and strategies of those","page_number":70,"box":{"x":89,"y":664,"width":811,"height":12}},{"id":"140f709c-0385-4c52-bb23-11e97dd4016e","block_type":"box","text":"accounts. For example, BFA may decide that it may be entirely appropriate for a growth fund to sell a security at the same","page_number":70,"box":{"x":89,"y":679,"width":850,"height":12}},{"id":"44ecf310-4f1b-4397-a2ce-e276c3ddb04c","block_type":"box","text":"time a value fund is buying that security. To the extent that transactions on behalf of more than one client of BFA or the other","page_number":70,"box":{"x":88,"y":694,"width":878,"height":12}},{"id":"269fd229-57d7-48f3-b25e-322b025a2a03","block_type":"box","text":"Affiliates during the same period increase the demand for securities being purchased or the supply of securities being sold,","page_number":70,"box":{"x":88,"y":709,"width":860,"height":12}},{"id":"687902b1-7f8b-48d7-a34b-b77371499e7b","block_type":"box","text":"there may be an adverse effect on price. For example, sales of a security by BlackRock on behalf of one or more of its clients","page_number":70,"box":{"x":88,"y":724,"width":865,"height":13}},{"id":"b81be6c3-7cf9-4423-916e-eee961f91761","block_type":"box","text":"may decrease the market price of such security, adversely impacting other BlackRock clients that still hold the security. If","page_number":70,"box":{"x":89,"y":739,"width":843,"height":13}},{"id":"843a562a-6f2e-4048-a89c-fa1a74e38872","block_type":"box","text":"purchases or sales of securities arise for consideration at or about the same time that would involve the Funds or other","page_number":70,"box":{"x":89,"y":754,"width":831,"height":13}},{"id":"32edac8b-fb04-43fc-aacf-82bef8425118","block_type":"box","text":"clients or funds for which BFA or another Affiliate act as investment manager, transactions in such securities will be made,","page_number":70,"box":{"x":89,"y":770,"width":854,"height":12}},{"id":"1251ef6b-895f-4c2c-83dc-72e4783772cd","block_type":"box","text":"insofar as feasible, for the respective funds and clients in a manner deemed equitable to all.","page_number":70,"box":{"x":89,"y":785,"width":637,"height":12}},{"id":"14d06a06-bee7-491c-ad58-d82784046719","block_type":"box","text":"In certain instances, BFA may find it efficient for purposes of seeking to obtain best execution, to aggregate or “bunch”","page_number":70,"box":{"x":89,"y":811,"width":831,"height":12}},{"id":"5dd1ec77-ec93-4c00-ba0b-62a7ec84f2cf","block_type":"box","text":"certain contemporaneous purchases or sale orders of its advisory accounts and advisory accounts of affiliates. In general, all","page_number":70,"box":{"x":89,"y":826,"width":869,"height":13}},{"id":"1b80d10b-cf41-4d86-b011-198e01f939cf","block_type":"box","text":"contemporaneous trades for client accounts under management by the same portfolio manager or investment team will be","page_number":70,"box":{"x":89,"y":841,"width":864,"height":13}},{"id":"b17c9adc-b6c3-46fc-8551-111646e8f6b4","block_type":"box","text":"bunched in a single order if the trader believes the bunched trade would provide each client with an opportunity to achieve a","page_number":70,"box":{"x":89,"y":856,"width":871,"height":13}},{"id":"8d53a66a-ecef-4570-bc26-d2994e223e5c","block_type":"box","text":"63","page_number":70,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"8c3d4702-cb7c-497a-bf1a-69b93040b884","block_type":"box","text":"more favorable execution at a potentially lower execution cost. The costs associated with a bunched order will be shared","page_number":71,"box":{"x":89,"y":44,"width":844,"height":12}},{"id":"666b5c7d-9ad7-43dd-a29b-a88be890c5c7","block_type":"box","text":"pro","page_number":71,"box":{"x":937,"y":47,"width":23,"height":9}},{"id":"86bc8c77-20f1-4af2-acde-f162cbf895d7","block_type":"box","text":"rata","page_number":71,"box":{"x":88,"y":60,"width":28,"height":9}},{"id":"2bbc8e87-a630-4c66-b1b2-b4c39e77e176","block_type":"box","text":"among the clients in the bunched order. Generally, if an order for a particular portfolio manager or management team is","page_number":71,"box":{"x":121,"y":59,"width":838,"height":12}},{"id":"738e83fd-307e-459b-bd9a-c0bdea746d0d","block_type":"box","text":"filled at several different prices through multiple trades, all accounts participating in the order will receive the average price","page_number":71,"box":{"x":88,"y":74,"width":857,"height":12}},{"id":"80988cba-0b57-4f9f-b3c7-4aa9a3a1efc1","block_type":"box","text":"(except in the case of certain international markets where average pricing is not permitted). While in some cases this practice","page_number":71,"box":{"x":89,"y":89,"width":877,"height":13}},{"id":"c47d2edb-51a7-44a4-a953-82a8e4969c46","block_type":"box","text":"could have a detrimental effect upon the price or value of the security as far as the Funds are concerned, in other cases it","page_number":71,"box":{"x":89,"y":104,"width":845,"height":13}},{"id":"bbc61a41-19bb-492c-ac27-6a8f8c5191d8","block_type":"box","text":"could be beneficial to the Funds. Transactions effected by BFA or the other Affiliates on behalf of more than one of its clients","page_number":71,"box":{"x":89,"y":119,"width":869,"height":13}},{"id":"aa298cff-3bd0-4ae3-b5fb-8c4a7213e935","block_type":"box","text":"during the same period may increase the demand for securities being purchased or the supply of securities being sold,","page_number":71,"box":{"x":89,"y":135,"width":828,"height":12}},{"id":"d2d375aa-c234-4de0-a35b-f4e6e59ec3d3","block_type":"box","text":"causing an adverse effect on price. The trader will give the bunched order to the broker-dealer that the trader has identified","page_number":71,"box":{"x":89,"y":150,"width":861,"height":12}},{"id":"874619c7-5013-4ba0-9a52-a513f469b83e","block_type":"box","text":"as being able to provide the best execution of the order. Orders for purchase or sale of securities will be placed within a","page_number":71,"box":{"x":89,"y":165,"width":831,"height":12}},{"id":"21922711-4d54-4f29-bdcf-08a4b5142e57","block_type":"box","text":"reasonable amount of time of the order receipt and bunched orders will be kept bunched only long enough to execute the","page_number":71,"box":{"x":89,"y":180,"width":854,"height":12}},{"id":"27b63041-1b2d-49c6-b70b-862616f98ebd","block_type":"box","text":"order.","page_number":71,"box":{"x":89,"y":195,"width":38,"height":10}},{"id":"ddd98d20-17a0-4b52-8791-eb21033320c6","block_type":"box","text":"The table below sets forth the brokerage commissions paid by each Fund for the fiscal years noted. Any differences in","page_number":71,"box":{"x":88,"y":222,"width":822,"height":12}},{"id":"0da5bcf4-ee6e-40b2-8eae-9abb455408c7","block_type":"box","text":"brokerage commissions paid by a Fund from year to year are principally due to increases or decreases in that Fund’s assets","page_number":71,"box":{"x":89,"y":237,"width":858,"height":12}},{"id":"eab19630-f08a-4ab2-83ba-6c07322e988d","block_type":"box","text":"over those periods or the magnitude of changes to the components of a Fund’s Underlying 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If purchases or sales of portfolio securities of the Funds and one or more other","page_number":71,"box":{"x":89,"y":587,"width":873,"height":12}},{"id":"3fb99778-44ca-4f3d-9614-9e8351544a12","block_type":"box","text":"accounts managed or advised by BlackRock are considered at or about the same time, transactions in such securities are","page_number":71,"box":{"x":89,"y":602,"width":845,"height":12}},{"id":"7481e664-7a5f-4409-b21d-229326efd388","block_type":"box","text":"allocated among the Funds and the other accounts in a manner deemed equitable to all by BlackRock. In some cases, this","page_number":71,"box":{"x":89,"y":617,"width":851,"height":12}},{"id":"be2ea01f-f21a-402f-b43c-9a2906a738e2","block_type":"box","text":"procedure could have a detrimental effect on the price or volume of the security as far as the Funds are concerned. However,","page_number":71,"box":{"x":89,"y":632,"width":871,"height":13}},{"id":"bbbc4458-dcd4-4463-9b7f-25c96bbeee0d","block_type":"box","text":"in other cases, it is possible that the ability to participate in volume transactions and to negotiate lower transaction costs will","page_number":71,"box":{"x":89,"y":647,"width":870,"height":13}},{"id":"653935a0-3de5-4215-a8ab-7aa576c841db","block_type":"box","text":"be beneficial to the Funds. BlackRock may deal, trade and invest for its own account in the types of securities in which the","page_number":71,"box":{"x":89,"y":662,"width":852,"height":13}},{"id":"3f6e8a3b-e0e8-4b0d-9c98-56f0ef7d833e","block_type":"box","text":"Funds may invest. BlackRock may, from time to time, effect trades on behalf of and for the account of the Funds with brokers","page_number":71,"box":{"x":89,"y":678,"width":874,"height":12}},{"id":"c2fea60b-91fd-48f5-b323-2dff6f62040d","block_type":"box","text":"or dealers that are affiliated with BFA, in conformity with the 1940 Act and SEC rules and regulations. Under these provisions,","page_number":71,"box":{"x":89,"y":693,"width":874,"height":12}},{"id":"c0ba5e8e-b43b-4a12-8576-dc2b785b2c7b","block_type":"box","text":"any commissions paid to affiliated brokers or dealers must be reasonable and fair compared to the commissions charged by","page_number":71,"box":{"x":89,"y":708,"width":867,"height":12}},{"id":"6eaf37a1-c7e5-4183-b340-b2d04d9541d3","block_type":"box","text":"other brokers or dealers in comparable transactions. The Funds will not deal with affiliates in principal transactions unless","page_number":71,"box":{"x":89,"y":723,"width":850,"height":12}},{"id":"1bcf0444-2f2f-46ad-b1b7-362fef7bd38d","block_type":"box","text":"permitted by applicable SEC rules or regulations, or by SEC exemptive order.","page_number":71,"box":{"x":89,"y":738,"width":528,"height":12}},{"id":"eb684fe8-0e71-4dd5-9968-2b100dac4229","block_type":"box","text":"Portfolio turnover may vary from year to year, as well as within a year. High turnover rates may result in comparatively greater","page_number":71,"box":{"x":89,"y":765,"width":876,"height":12}},{"id":"26988902-2439-4ba8-81a1-c4edeb05d131","block_type":"box","text":"brokerage expenses. The table below sets forth the portfolio turnover rates of each Fund for the fiscal years noted:","page_number":71,"box":{"x":89,"y":780,"width":798,"height":12}},{"id":"6302e85b-2b15-4339-931e-96b49a98e30d","block_type":"box","text":"Fund","page_number":71,"box":{"x":89,"y":819,"width":27,"height":8}},{"id":"39186a83-24b0-4b46-b9bc-0456fbe733e2","block_type":"box","text":"Fiscal Year Ended","page_number":71,"box":{"x":673,"y":809,"width":99,"height":8}},{"id":"aa29aa78-3e4b-454e-b2ce-d5c07932e42e","block_type":"box","text":"Oct. 31, 2025","page_number":71,"box":{"x":685,"y":820,"width":75,"height":9}},{"id":"380c1621-ffbf-4872-a30b-411ac9da20ed","block_type":"box","text":"Fiscal Year Ended","page_number":71,"box":{"x":869,"y":809,"width":99,"height":8}},{"id":"dd0db5ce-5c75-4ce4-8535-582b885daa7b","block_type":"box","text":"Oct. 31, 2024","page_number":71,"box":{"x":881,"y":820,"width":75,"height":9}},{"id":"9c9db972-19a8-46f1-9735-6ac8d8e70647","block_type":"box","text":"iShares 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2024","page_number":72,"box":{"x":881,"y":55,"width":75,"height":9}},{"id":"1801073e-37fe-4846-a908-f722d9665373","block_type":"box","text":"iShares iBonds Oct 2026 Term TIPS ETF 0% 0%","page_number":72,"box":{"x":89,"y":77,"width":843,"height":9}},{"id":"b97efdec-0437-4d40-90cb-3e7a145d2ea1","block_type":"box","text":"iShares iBonds Oct 2027 Term TIPS ETF 0% 0%","page_number":72,"box":{"x":89,"y":92,"width":843,"height":9}},{"id":"9dc54a1f-5cb7-4181-af8c-3555dfd96b17","block_type":"box","text":"iShares iBonds Oct 2028 Term TIPS ETF 10% 10%","page_number":72,"box":{"x":89,"y":107,"width":843,"height":10}},{"id":"8ee7cd8c-8b9c-4845-9eb9-be8b142f851a","block_type":"box","text":"iShares iBonds Oct 2029 Term TIPS ETF 8% 57%","page_number":72,"box":{"x":89,"y":122,"width":843,"height":10}},{"id":"db07cc7d-e8ab-4f6f-b616-8b6056b66498","block_type":"box","text":"iShares iBonds Oct 2030 Term TIPS ETF","page_number":72,"box":{"x":89,"y":137,"width":276,"height":10}},{"id":"c4d248da-9e90-4058-8f49-e128d1c07a61","block_type":"box","text":"1","page_number":72,"box":{"x":367,"y":135,"width":2,"height":6}},{"id":"81a78fc1-5169-4e63-9117-10bb52faff7b","block_type":"box","text":"79% 0%","page_number":72,"box":{"x":699,"y":138,"width":233,"height":9}},{"id":"6e736012-ef8a-44f8-9b4d-e40050741e9c","block_type":"box","text":"iShares iBonds Oct 2031 Term TIPS ETF 0% 0%","page_number":72,"box":{"x":89,"y":152,"width":843,"height":10}},{"id":"d9675b65-f531-4439-81a0-527a75760d49","block_type":"box","text":"iShares iBonds Oct 2032 Term TIPS ETF 1% 0%","page_number":72,"box":{"x":89,"y":167,"width":843,"height":10}},{"id":"41aab0d2-53f3-428c-a015-c1154cebedc8","block_type":"box","text":"iShares iBonds Oct 2033 Term TIPS ETF 1% 5%","page_number":72,"box":{"x":89,"y":182,"width":843,"height":10}},{"id":"4878cf26-64bb-4bdb-ae76-41565d5a7080","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF 4% 50%","page_number":72,"box":{"x":89,"y":198,"width":843,"height":9}},{"id":"cd1f2621-91d4-42c3-841b-44b2c6e91fb2","block_type":"box","text":"2,3","page_number":72,"box":{"x":933,"y":196,"width":15,"height":7}},{"id":"5934d167-e2e6-486c-ac76-fe10a3e9d590","block_type":"box","text":"iShares iBonds Oct 2035 Term TIPS ETF 51%","page_number":72,"box":{"x":89,"y":213,"width":641,"height":9}},{"id":"d25b6e6a-8fbe-45d8-b395-eb90277958ff","block_type":"box","text":"4,5","page_number":72,"box":{"x":731,"y":211,"width":15,"height":7}},{"id":"bf5ac7f0-c6b5-4d5b-ab44-b85f81a5a9d6","block_type":"box","text":"N/A","page_number":72,"box":{"x":889,"y":213,"width":28,"height":9}},{"id":"b0d41764-f277-49f4-81c7-2be82f9e90f8","block_type":"box","text":"1","page_number":72,"box":{"x":118,"y":251,"width":3,"height":5}},{"id":"8f1028b3-6e1e-4ec4-8640-ee99d18bf6b9","block_type":"box","text":"The increase in the portfolio turnover rate as compared to the prior fiscal year is primarily due to portfolio rebalancing in connection with new","page_number":72,"box":{"x":132,"y":252,"width":795,"height":10}},{"id":"23b4c454-1a50-4506-8ea1-7e464073a9bf","block_type":"box","text":"issuances during the fiscal year ended October 31, 2025.","page_number":72,"box":{"x":133,"y":265,"width":315,"height":10}},{"id":"3d615797-2097-4a50-a2be-b501fc34c865","block_type":"box","text":"2","page_number":72,"box":{"x":118,"y":279,"width":4,"height":5}},{"id":"39d39edb-bf4d-437a-9089-2caa3f053255","block_type":"box","text":"The portfolio turnover for the iShares iBonds Oct 2034 Term TIPS ETF relates to the period of May 22, 2024 to October 31, 2024 and is not","page_number":72,"box":{"x":132,"y":280,"width":772,"height":10}},{"id":"2ae1eaf9-2632-40f5-955c-93686d13f460","block_type":"box","text":"annualized.","page_number":72,"box":{"x":132,"y":293,"width":63,"height":8}},{"id":"75c452dd-0374-4843-bf5d-f0a22c9c0ad6","block_type":"box","text":"3","page_number":72,"box":{"x":118,"y":307,"width":4,"height":4}},{"id":"42c8b11f-0dc3-4e75-a8d8-39d3415343e5","block_type":"box","text":"The inception date for the iShares iBonds Oct 2034 Term TIPS ETF was May 22, 2024.","page_number":72,"box":{"x":132,"y":308,"width":478,"height":10}},{"id":"56437b2e-0e86-4024-a07b-f2056e62f547","block_type":"box","text":"4","page_number":72,"box":{"x":117,"y":322,"width":5,"height":5}},{"id":"b7050cb2-d95d-4b3d-aff6-82b29e5e2dc3","block_type":"box","text":"The portfolio turnover for the iShares iBonds Oct 2035 Term TIPS ETF relates to the period of March 25, 2025 to October 31, 2025 and is not","page_number":72,"box":{"x":132,"y":323,"width":784,"height":10}},{"id":"c934a839-493d-4118-9244-8412afe94049","block_type":"box","text":"annualized.","page_number":72,"box":{"x":132,"y":336,"width":63,"height":7}},{"id":"041e90c0-2127-42ac-9d6e-e45f7e66a6fa","block_type":"box","text":"5","page_number":72,"box":{"x":118,"y":350,"width":4,"height":4}},{"id":"d2ebdb50-39c0-4133-b3ca-a8a7d288a38f","block_type":"box","text":"The inception date for the iShares iBonds Oct 2035 Term TIPS ETF was March 25, 2025.","page_number":72,"box":{"x":132,"y":351,"width":489,"height":10}},{"id":"5d3eebad-1063-4c16-a1aa-7f4626aa7cf7","block_type":"box","text":"Additional Information Concerning the Trust","page_number":72,"box":{"x":88,"y":378,"width":750,"height":30}},{"id":"4945b863-e5a0-4e1a-87de-f614c9e60042","block_type":"box","text":"Shares.","page_number":72,"box":{"x":88,"y":419,"width":52,"height":10}},{"id":"39991912-d730-407d-a04e-aae82e03937c","block_type":"box","text":"The Trust issues shares of beneficial interests in the funds with no par value. The Board may designate additional","page_number":72,"box":{"x":149,"y":419,"width":789,"height":13}},{"id":"27c758fd-a143-481f-92a1-2f771ffd5ab1","block_type":"box","text":"iShares funds.","page_number":72,"box":{"x":89,"y":434,"width":97,"height":10}},{"id":"b00afeb7-8afb-4dc3-b4f8-680300092094","block_type":"box","text":"Each share issued by a fund has a","page_number":72,"box":{"x":89,"y":461,"width":234,"height":12}},{"id":"1171806d-3076-4a33-a127-601e02641446","block_type":"box","text":"pro rata","page_number":72,"box":{"x":327,"y":462,"width":56,"height":11}},{"id":"626c09b9-4a49-4eb6-a4a6-795a7a40e984","block_type":"box","text":"interest in the assets of that fund. Shares have no preemptive, exchange,","page_number":72,"box":{"x":388,"y":461,"width":507,"height":12}},{"id":"3ac32af0-59d3-4194-b75a-b1330fc6f72e","block_type":"box","text":"subscription or conversion rights and are freely transferable. Each share is entitled to participate equally in dividends and","page_number":72,"box":{"x":89,"y":476,"width":842,"height":12}},{"id":"9cb0460c-96fa-4abd-8322-49beec1e2354","block_type":"box","text":"distributions declared by the Board with respect to the relevant fund, and in the net distributable assets of such fund on","page_number":72,"box":{"x":89,"y":491,"width":835,"height":12}},{"id":"e75954ec-6e04-469a-a741-93e4d5bbafa2","block_type":"box","text":"liquidation.","page_number":72,"box":{"x":89,"y":506,"width":76,"height":13}},{"id":"521a9ac3-e7e7-47ee-bd19-8bd6c36f2d4b","block_type":"box","text":"Each share has one vote with respect to matters upon which the shareholder is entitled to vote. In any matter submitted to","page_number":72,"box":{"x":89,"y":533,"width":858,"height":12}},{"id":"aaace071-4678-4ef2-a24e-a292aff9b824","block_type":"box","text":"shareholders for a vote, each fund shall hold a separate vote, provided that shareholders of all affected funds will vote","page_number":72,"box":{"x":89,"y":548,"width":821,"height":12}},{"id":"75822e38-294b-4240-b2ff-7cddc775bcfe","block_type":"box","text":"together when: (i) required by the 1940 Act, or (ii) the Trustees determine that the matter affects the interests of more than","page_number":72,"box":{"x":88,"y":563,"width":864,"height":12}},{"id":"2fc7c277-2ccc-45bc-9d08-a758e4bd838e","block_type":"box","text":"one fund.","page_number":72,"box":{"x":89,"y":578,"width":65,"height":10}},{"id":"acad08c1-aa08-45fa-9570-d9d48c5c7e46","block_type":"box","text":"Under Delaware law, the Trust is not required to hold an annual meeting of shareholders unless required to do so under the","page_number":72,"box":{"x":89,"y":605,"width":861,"height":12}},{"id":"d8e7df0b-d14d-4b46-a60c-63984db3a63d","block_type":"box","text":"1940 Act. The policy of the Trust is not to hold an annual meeting of shareholders unless required to do so under the 1940","page_number":72,"box":{"x":90,"y":620,"width":857,"height":12}},{"id":"9a80b6b4-b242-4545-ac2c-6d07b6dd9156","block_type":"box","text":"Act. All shares (regardless of the fund) have noncumulative voting rights in the election of members of the Board. Under","page_number":72,"box":{"x":88,"y":635,"width":842,"height":12}},{"id":"62d3ee45-550b-42c2-b965-96a6d771520e","block_type":"box","text":"Delaware law, Trustees of the Trust may be removed by vote of the shareholders.","page_number":72,"box":{"x":89,"y":650,"width":563,"height":12}},{"id":"ba681d13-4080-490d-96c6-3a75ca203f6f","block_type":"box","text":"Following the creation of the initial Creation Unit(s) of shares of a fund and immediately prior to the commencement of","page_number":72,"box":{"x":89,"y":676,"width":837,"height":13}},{"id":"cb23425c-d71c-410e-8aae-ee439a28fdf8","block_type":"box","text":"trading in such fund’s shares, a holder of shares may be a “control person” of the fund, as defined in Rule 0-1 under the 1940","page_number":72,"box":{"x":88,"y":691,"width":874,"height":13}},{"id":"17d40daf-341e-4b06-b81a-2f364a7a48de","block_type":"box","text":"Act. A fund cannot predict the length of time for which one or more shareholders may remain a control person of the fund.","page_number":72,"box":{"x":88,"y":707,"width":862,"height":12}},{"id":"44305412-99a0-44a4-8b7e-3ddf32dce5fc","block_type":"box","text":"Shareholders may make inquiries by writing to iShares Trust, c/o BlackRock Investments, LLC, 1 University Square Drive,","page_number":72,"box":{"x":88,"y":733,"width":840,"height":12}},{"id":"cef74d0c-2c59-4f7c-b376-7327b20b94cf","block_type":"box","text":"Princeton, NJ 08540.","page_number":72,"box":{"x":89,"y":749,"width":141,"height":10}},{"id":"7949a5a5-e4e5-46db-b5d0-19604060b3ec","block_type":"box","text":"Absent an applicable exemption or other relief from the SEC or its staff, beneficial owners of more than 5% of the shares of a","page_number":72,"box":{"x":88,"y":775,"width":873,"height":12}},{"id":"17992741-ec88-4957-bcda-256d864201b6","block_type":"box","text":"fund may be subject to the reporting provisions of Section 13 of the 1934 Act and the SEC’s rules promulgated thereunder. In","page_number":72,"box":{"x":88,"y":790,"width":876,"height":12}},{"id":"f3c43451-9d5c-484d-bb3f-ce7bbd3380d9","block_type":"box","text":"addition, absent an applicable exemption or other relief from the SEC or its staff, officers and trustees of a fund and beneficial","page_number":72,"box":{"x":89,"y":805,"width":875,"height":12}},{"id":"67b1c6a8-6708-4f6a-b5b1-5b7e36e5cf4c","block_type":"box","text":"owners of 10% of the shares of a fund (“Insiders”) may be subject to the insider reporting, short-swing profit and short sale","page_number":72,"box":{"x":89,"y":820,"width":865,"height":12}},{"id":"af45ebf6-0fe8-4248-b8cd-c8aeebd27165","block_type":"box","text":"provisions of Section 16 of the 1934 Act and the SEC’s rules promulgated thereunder. Beneficial owners and Insiders should","page_number":72,"box":{"x":89,"y":835,"width":864,"height":12}},{"id":"97929fc5-6935-4827-88ff-b7e42ded479f","block_type":"box","text":"consult with their own legal counsel concerning their obligations under Sections 13 and 16 of the 1934 Act and existing","page_number":72,"box":{"x":89,"y":850,"width":838,"height":13}},{"id":"7a4c481d-93ff-4188-a9ac-81e0d6874bbf","block_type":"box","text":"guidance provided by the SEC staff.","page_number":72,"box":{"x":89,"y":865,"width":245,"height":13}},{"id":"7a6a6fe6-42b6-40d6-bcbc-4b313079eb3d","block_type":"box","text":"65","page_number":72,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"87558b00-5078-4f5e-8634-d446998cc3a2","block_type":"box","text":"In accordance with the Trust’s current Agreement and Declaration of Trust (the “Declaration of Trust”), the Board may,","page_number":73,"box":{"x":89,"y":44,"width":831,"height":12}},{"id":"af1aa30a-4641-4bf9-91f1-18bc6429584c","block_type":"box","text":"without shareholder approval (unless such shareholder approval is required by the Declaration of Trust or applicable law,","page_number":73,"box":{"x":88,"y":59,"width":844,"height":12}},{"id":"83f5db30-3988-408a-9970-5f66aa365a66","block_type":"box","text":"including the 1940 Act), authorize certain funds to merge, reorganize, consolidate, sell all or substantially all of their assets, or","page_number":73,"box":{"x":89,"y":74,"width":879,"height":12}},{"id":"d8b0fb23-787d-4b37-8191-3116e73d84eb","block_type":"box","text":"take other similar actions with, to or into another fund. The Trust or a fund may be terminated by a majority vote of the","page_number":73,"box":{"x":88,"y":89,"width":839,"height":13}},{"id":"853cf9c1-0934-4381-a11c-7a58e7309593","block_type":"box","text":"Board, subject to the affirmative vote of a majority of the shareholders of the Trust or such fund entitled to vote on","page_number":73,"box":{"x":89,"y":104,"width":800,"height":13}},{"id":"c947f9a6-e31d-4ca7-ae68-513df49cdc77","block_type":"box","text":"termination; however, in certain circumstances described in the Declaration of Trust, only a majority vote of the Board is","page_number":73,"box":{"x":88,"y":119,"width":839,"height":13}},{"id":"af636040-8f0b-483e-aef3-09ee152792e4","block_type":"box","text":"required. Although the shares are not automatically redeemable upon the occurrence of any specific event, the Declaration of","page_number":73,"box":{"x":89,"y":135,"width":879,"height":12}},{"id":"b3476e47-e42d-4cd1-8efc-d2fefd988307","block_type":"box","text":"Trust provides that the Board will have the unrestricted power to alter the number of shares in a Creation Unit. Therefore, in","page_number":73,"box":{"x":88,"y":150,"width":863,"height":12}},{"id":"bae7b3ce-3c1a-43e8-82b1-afefbb29cb3a","block_type":"box","text":"the event of a termination of the Trust or a fund, the Board, in its sole discretion, could determine to permit the shares to be","page_number":73,"box":{"x":88,"y":165,"width":866,"height":12}},{"id":"139f0048-eccd-408a-be44-809c7fc09d5f","block_type":"box","text":"redeemable in aggregations smaller than Creation Units or to be individually redeemable. In such circumstance, the Trust or a","page_number":73,"box":{"x":89,"y":180,"width":878,"height":12}},{"id":"f53429f2-d709-4d0a-a4b2-017a3eb1ba44","block_type":"box","text":"fund may make redemptions in-kind, for cash or for a combination of cash or securities. Further, in the event of a termination","page_number":73,"box":{"x":88,"y":195,"width":877,"height":12}},{"id":"789716d1-f0ff-4ddc-9132-4aef18db5864","block_type":"box","text":"of the Trust or a fund, the Trust or a fund might elect to pay cash redemptions to all shareholders, with an in-kind election for","page_number":73,"box":{"x":89,"y":210,"width":878,"height":13}},{"id":"997c8860-fd6d-4832-bea9-0c236bd35acb","block_type":"box","text":"shareholders owning in excess of a certain stated minimum amount.","page_number":73,"box":{"x":89,"y":225,"width":480,"height":13}},{"id":"92da1f5c-fe5f-4114-991b-dbe4ab4c8545","block_type":"box","text":"DTC as Securities Depository for Shares of the Funds.","page_number":73,"box":{"x":89,"y":252,"width":383,"height":12}},{"id":"b10fbbf6-001e-444a-addf-ec1427a26488","block_type":"box","text":"Shares of each Fund are represented by securities registered in the","page_number":73,"box":{"x":481,"y":252,"width":465,"height":12}},{"id":"db1def9f-b9ae-4421-8b85-b85cbb3452a9","block_type":"box","text":"name of DTC or its nominee and deposited with, or on behalf of, DTC.","page_number":73,"box":{"x":89,"y":267,"width":486,"height":12}},{"id":"e52533ad-cadf-4d2e-8dc4-29c73b3d6d27","block_type":"box","text":"DTC was created in 1973 to enable electronic movement of securities between its participants (“DTC Participants”), and","page_number":73,"box":{"x":89,"y":293,"width":836,"height":13}},{"id":"3ba8a707-39d2-4fe7-84e5-194176ada4d4","block_type":"box","text":"NSCC was established in 1976 to provide a single settlement system for securities clearing and to serve as central","page_number":73,"box":{"x":89,"y":308,"width":790,"height":13}},{"id":"5f4abe1b-76c7-46fa-a49c-f657b3666c0c","block_type":"box","text":"counterparty for securities trades among DTC Participants. In 1999, DTC and NSCC were consolidated within The Depository","page_number":73,"box":{"x":89,"y":324,"width":872,"height":12}},{"id":"614277b7-0909-49e1-9af6-ef4d0ab26173","block_type":"box","text":"Trust & Clearing Corporation (“DTCC”) and became wholly-owned subsidiaries of DTCC. The common stock of DTCC is","page_number":73,"box":{"x":88,"y":339,"width":837,"height":12}},{"id":"913b877b-2bf9-439b-9d0b-1e86eac35386","block_type":"box","text":"owned by the DTC Participants, but NYSE and FINRA, through subsidiaries, hold preferred shares in DTCC that provide them","page_number":73,"box":{"x":89,"y":354,"width":864,"height":12}},{"id":"85cf7d2f-efe4-4579-95e1-10e3d39032da","block_type":"box","text":"with the right to elect one member each to the DTCC board of directors. Access to the DTC system is available to entities,","page_number":73,"box":{"x":88,"y":369,"width":848,"height":12}},{"id":"b776cb25-64ba-43e5-abb2-0c8024c231e8","block_type":"box","text":"such as banks, brokers, dealers and trust companies, that clear through or maintain a custodial relationship with a DTC","page_number":73,"box":{"x":89,"y":384,"width":833,"height":12}},{"id":"c8fa838d-590e-457f-9d9a-1c0338ca3194","block_type":"box","text":"Participant, either directly or indirectly (“Indirect Participants”).","page_number":73,"box":{"x":89,"y":399,"width":439,"height":13}},{"id":"d592d7c3-c88f-43f5-8909-248216d9264e","block_type":"box","text":"Beneficial ownership of shares is limited to DTC Participants, Indirect Participants and persons holding interests through DTC","page_number":73,"box":{"x":89,"y":426,"width":873,"height":12}},{"id":"bbeb2344-5b58-458a-a655-ebf8d0d77e7a","block_type":"box","text":"Participants and Indirect Participants. Ownership of beneficial interests in shares (owners of such beneficial interests are","page_number":73,"box":{"x":89,"y":441,"width":840,"height":12}},{"id":"4f118721-2c3c-498c-8d11-a4b877b84dbb","block_type":"box","text":"referred to herein as “Beneficial Owners”) is shown on, and the transfer of ownership is effected only through, records","page_number":73,"box":{"x":89,"y":456,"width":825,"height":12}},{"id":"588be275-bb89-40b5-8dee-ff0932d35739","block_type":"box","text":"maintained by DTC (with respect to DTC Participants) and on the records of DTC Participants (with respect to Indirect","page_number":73,"box":{"x":89,"y":471,"width":822,"height":12}},{"id":"c5be2fc5-7ebe-446a-884f-9d0c40b9343b","block_type":"box","text":"Participants and Beneficial Owners that are not DTC Participants). Beneficial Owners will receive from or through the DTC","page_number":73,"box":{"x":89,"y":486,"width":848,"height":12}},{"id":"ecfbc44a-55e7-4f15-9154-f30840b8e5a6","block_type":"box","text":"Participant a written confirmation relating to their purchase of shares. The laws of some jurisdictions may require that certain","page_number":73,"box":{"x":89,"y":501,"width":877,"height":13}},{"id":"d4dd1e06-38ce-4396-b38f-dd42b0901e1d","block_type":"box","text":"purchasers of securities take physical delivery of such securities in definitive form. Such laws may impair the ability of certain","page_number":73,"box":{"x":89,"y":516,"width":872,"height":13}},{"id":"4c02cbae-46bd-4408-9a79-db93ee78023d","block_type":"box","text":"investors to acquire beneficial interests in shares of the Fund.","page_number":73,"box":{"x":89,"y":531,"width":426,"height":13}},{"id":"dd4473a3-db6a-4984-9497-7498945558ed","block_type":"box","text":"Conveyance of all notices, statements and other communications to Beneficial Owners is effected as follows. Pursuant to the","page_number":73,"box":{"x":89,"y":558,"width":873,"height":12}},{"id":"d8d021d5-a5d8-444b-86bd-cbdc31a507b2","block_type":"box","text":"Depositary Agreement between the Trust and DTC, DTC is required to make available to the Trust upon request and for a fee","page_number":73,"box":{"x":89,"y":573,"width":869,"height":12}},{"id":"a0c508aa-4cf6-4a00-afdc-8aa23cff4d94","block_type":"box","text":"to be charged to the Trust a listing of the shares of each Fund held by each DTC Participant. The Trust shall inquire of each","page_number":73,"box":{"x":88,"y":588,"width":856,"height":12}},{"id":"b64c084f-a9fb-4db4-a888-b76b2350e8e9","block_type":"box","text":"such DTC Participant as to the number of Beneficial Owners holding shares, directly or indirectly, through such DTC","page_number":73,"box":{"x":89,"y":603,"width":807,"height":13}},{"id":"06295ddf-085c-46b2-a47c-825e5c11f34f","block_type":"box","text":"Participant. The Trust shall provide each such DTC Participant with copies of such notice, statement or other communication,","page_number":73,"box":{"x":89,"y":618,"width":877,"height":13}},{"id":"9b23419a-f7cb-476e-beef-1b263a703d7d","block_type":"box","text":"in such form, number and at such place as such DTC Participant may reasonably request, in order that such notice,","page_number":73,"box":{"x":89,"y":633,"width":803,"height":13}},{"id":"8a682a69-4347-405d-8f2c-3472af3e8e66","block_type":"box","text":"statement or communication may be transmitted by such DTC Participant, directly or indirectly, to such Beneficial Owners. In","page_number":73,"box":{"x":89,"y":649,"width":874,"height":12}},{"id":"77c501c9-5049-4932-b1c5-974f56a57184","block_type":"box","text":"addition, the Trust shall pay to each such DTC Participant a fair and reasonable amount as reimbursement for the expenses","page_number":73,"box":{"x":89,"y":664,"width":861,"height":12}},{"id":"bbb03c6e-1d2a-4776-b5d3-3314b4315d76","block_type":"box","text":"attendant to such transmittal, all subject to applicable statutory and regulatory requirements.","page_number":73,"box":{"x":89,"y":679,"width":652,"height":12}},{"id":"6b52ddf7-dee1-4426-9783-9b57e87b19b0","block_type":"box","text":"Share distributions shall be made to DTC or its nominee, Cede & Co., as the registered holder of all shares of the Trust. DTC or","page_number":73,"box":{"x":88,"y":705,"width":878,"height":13}},{"id":"90eb4230-e5f2-4b30-b88d-a2f8e9b561ce","block_type":"box","text":"its nominee, upon receipt of any such distributions, shall credit immediately DTC Participants’ accounts with payments in","page_number":73,"box":{"x":89,"y":720,"width":847,"height":13}},{"id":"e1e13d88-660e-4637-a31a-6fb7ebb88efa","block_type":"box","text":"amounts proportionate to their respective beneficial interests in shares of each Fund as shown on the records of DTC or its","page_number":73,"box":{"x":89,"y":736,"width":858,"height":12}},{"id":"ea4205de-c30b-4019-9309-ce006d18df24","block_type":"box","text":"nominee. Payments by DTC Participants to Indirect Participants and Beneficial Owners of shares held through such DTC","page_number":73,"box":{"x":89,"y":751,"width":836,"height":12}},{"id":"b19168ba-8b29-45ae-beec-a942690432e4","block_type":"box","text":"Participants will be governed by standing instructions and customary practices, as is now the case with securities held for the","page_number":73,"box":{"x":89,"y":766,"width":877,"height":12}},{"id":"11f915a6-1e0e-4bc2-b348-d41b2f535722","block_type":"box","text":"accounts of customers in bearer form or registered in a “street name,” and will be the responsibility of such DTC Participants.","page_number":73,"box":{"x":89,"y":781,"width":875,"height":12}},{"id":"b51e7603-2914-488a-b4ed-0431ca7fac1a","block_type":"box","text":"The Trust has no responsibility or liability for any aspect of the records relating to or notices to Beneficial Owners, or","page_number":73,"box":{"x":88,"y":807,"width":813,"height":13}},{"id":"0bc0d6c8-131a-4963-9a42-f2f848f4ab24","block_type":"box","text":"payments made on account of beneficial ownership interests in such shares, or for maintaining, supervising or reviewing any","page_number":73,"box":{"x":89,"y":822,"width":874,"height":13}},{"id":"69f48b25-dd9d-4e35-8c1b-0d8ab0dca7f9","block_type":"box","text":"records relating to such beneficial ownership interests, or for any other aspect of the relationship between DTC and the DTC","page_number":73,"box":{"x":89,"y":838,"width":866,"height":12}},{"id":"880f5b7d-190b-482b-bc41-9be08b7cfd5b","block_type":"box","text":"Participants or the relationship between such DTC Participants and the Indirect Participants and Beneficial Owners owning","page_number":73,"box":{"x":89,"y":853,"width":855,"height":12}},{"id":"a8622629-0ade-4ee0-bfa3-a05b575c9782","block_type":"box","text":"66","page_number":73,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"e8ea13ed-3668-4482-b90f-3842734d0751","block_type":"box","text":"through such DTC Participants. DTC may decide to discontinue providing its service with respect to shares of the Trust at any","page_number":74,"box":{"x":88,"y":44,"width":876,"height":12}},{"id":"da401550-8000-4fd1-b2f6-5d00ecaaa272","block_type":"box","text":"time by giving reasonable notice to the Trust and discharging its responsibilities with respect thereto under applicable law.","page_number":74,"box":{"x":88,"y":59,"width":855,"height":12}},{"id":"b3ac5e6a-cc81-40ee-a219-66371ff0bcdd","block_type":"box","text":"Under such circumstances, the Trust shall take action to find a replacement for DTC to perform its functions at a comparable","page_number":74,"box":{"x":89,"y":74,"width":873,"height":12}},{"id":"bfc29689-e9c4-4243-a1c3-4db0a8eabf2c","block_type":"box","text":"cost.","page_number":74,"box":{"x":89,"y":91,"width":32,"height":8}},{"id":"a2a11a9a-b658-4920-aab4-aa7b6c9e5693","block_type":"box","text":"Distribution of Shares.","page_number":74,"box":{"x":89,"y":116,"width":160,"height":10}},{"id":"f4c39a0f-30e4-4e6d-a2d2-5563f5fc0a9e","block_type":"box","text":"In connection with each Fund’s launch, each Fund was seeded through the sale of one or more","page_number":74,"box":{"x":259,"y":116,"width":665,"height":12}},{"id":"886fb5b2-3b5d-4cc3-a603-43b8a12f0085","block_type":"box","text":"Creation Units by each Fund to one or more initial investors. Initial investors participating in the seeding may be Authorized","page_number":74,"box":{"x":89,"y":131,"width":859,"height":12}},{"id":"4c95e4f8-6db4-4987-a3e9-5844f4de2e70","block_type":"box","text":"Participants, a lead market maker or other third party investor or an affiliate of each Fund or each Fund’s adviser. Each such","page_number":74,"box":{"x":89,"y":146,"width":861,"height":12}},{"id":"024f9c40-5a16-44cf-80f1-7d6c98b76e71","block_type":"box","text":"initial investor may sell some or all of the shares underlying the Creation Unit(s) held by them pursuant to the registration","page_number":74,"box":{"x":89,"y":161,"width":848,"height":12}},{"id":"93bafcd5-f524-4495-a355-dc3011465b13","block_type":"box","text":"statement for each Fund (each, a “Selling Shareholder”), which shares have been registered to permit the resale from time to","page_number":74,"box":{"x":89,"y":176,"width":873,"height":13}},{"id":"b9f0d406-33e6-4cb2-82a6-7222c4fd9002","block_type":"box","text":"time after purchase. Each Fund will not receive any of the proceeds from the resale by the Selling Shareholders of these","page_number":74,"box":{"x":88,"y":191,"width":833,"height":13}},{"id":"fdba17d8-a655-491c-a6f4-e91597138d5f","block_type":"box","text":"shares.","page_number":74,"box":{"x":89,"y":206,"width":47,"height":10}},{"id":"563b0986-d3ca-4c8f-802e-67faa1de9ea4","block_type":"box","text":"Selling Shareholders may sell shares owned by them directly or through broker-dealers, in accordance with applicable law, on","page_number":74,"box":{"x":88,"y":233,"width":877,"height":12}},{"id":"874ff100-7e0a-41ea-adf0-d780a1536c94","block_type":"box","text":"any national securities exchange on which the shares may be listed or quoted at the time of sale, through trading systems, in","page_number":74,"box":{"x":89,"y":248,"width":873,"height":12}},{"id":"791a9863-4bd3-4048-9f03-ed36ba10151e","block_type":"box","text":"the OTC market or in transactions other than on these exchanges or systems at fixed prices, at prevailing market prices at the","page_number":74,"box":{"x":88,"y":263,"width":878,"height":12}},{"id":"fd2c4046-10a1-45fc-9cec-bcb21532978c","block_type":"box","text":"time of the sale, at varying prices determined at the time of sale, or at negotiated prices. These sales may be effected through","page_number":74,"box":{"x":88,"y":278,"width":877,"height":13}},{"id":"1fa23a80-d8df-4a46-ad7c-cd1a02584cc8","block_type":"box","text":"brokerage transactions, privately negotiated trades, block sales, entry into options or other derivatives transactions or","page_number":74,"box":{"x":89,"y":293,"width":822,"height":13}},{"id":"9df85740-bba2-48eb-a6cd-9241613d5372","block_type":"box","text":"through any other means authorized by applicable law. Selling Shareholders may redeem the shares held in Creation Unit size","page_number":74,"box":{"x":88,"y":308,"width":875,"height":13}},{"id":"21d35d8b-876f-4788-b32b-2e1e524bb3db","block_type":"box","text":"by them through an Authorized Participant.","page_number":74,"box":{"x":89,"y":324,"width":302,"height":12}},{"id":"64853f2f-c57a-42db-9141-2ef414ef5b72","block_type":"box","text":"Any Selling Shareholder and any broker-dealer or agents participating in the distribution of shares may be deemed to be","page_number":74,"box":{"x":88,"y":350,"width":840,"height":12}},{"id":"18736cac-2bff-4193-ac10-431569921bf8","block_type":"box","text":"“underwriters” within the meaning of Section 2(a)(11) of the 1933 Act, in connection with such sales.","page_number":74,"box":{"x":89,"y":365,"width":712,"height":12}},{"id":"6312ebb6-cfaf-46a1-b129-957d3f858e6d","block_type":"box","text":"Any Selling Shareholder and any other person participating in such distribution will be subject to applicable provisions of the","page_number":74,"box":{"x":88,"y":392,"width":871,"height":12}},{"id":"19a507f0-4b9e-43e7-83ab-33d1d9c0311a","block_type":"box","text":"1934 Act and the rules and regulations thereunder.","page_number":74,"box":{"x":90,"y":407,"width":354,"height":12}},{"id":"4efc2d04-6560-4c0e-863c-c2c8a703d4f9","block_type":"box","text":"Creation and Redemption of Creation Units","page_number":74,"box":{"x":90,"y":437,"width":721,"height":30}},{"id":"ee817c2b-e163-41d3-9bb4-d08d0f139976","block_type":"box","text":"General.","page_number":74,"box":{"x":89,"y":479,"width":59,"height":9}},{"id":"fbe335ed-4b53-4b42-bbe6-8d265b11dab0","block_type":"box","text":"The Trust issues and sells shares of each Fund only in Creation Units on a continuous basis through the Distributor","page_number":74,"box":{"x":156,"y":479,"width":804,"height":12}},{"id":"c7288fa0-7281-4f6c-b5ac-7d23e4920a86","block_type":"box","text":"or its agent, without a sales load, at a price based on each Fund’s NAV next determined after receipt, on any Business Day (as","page_number":74,"box":{"x":89,"y":494,"width":875,"height":12}},{"id":"59fa6cbe-1572-4e7c-bb4e-8682ebb84569","block_type":"box","text":"defined below), of an order received by the Distributor or its agent in proper form. On days when the Listing Exchange or the","page_number":74,"box":{"x":89,"y":509,"width":871,"height":12}},{"id":"a42c41e2-1b25-40d7-876f-3914b3a23435","block_type":"box","text":"bond markets close earlier than normal, a Fund may require orders to be placed earlier in the day. The following table sets","page_number":74,"box":{"x":89,"y":524,"width":850,"height":12}},{"id":"0a56f333-e7a8-4503-a49b-36a7a8ad1057","block_type":"box","text":"forth the number of shares of a Fund that constitute a Creation Unit for such Fund and the approximate value of such","page_number":74,"box":{"x":88,"y":539,"width":823,"height":12}},{"id":"5e49935e-f773-468f-a4f4-a692a9707606","block_type":"box","text":"Creation Unit as of October 31, 2025:","page_number":74,"box":{"x":89,"y":554,"width":257,"height":11}},{"id":"2fac7e1c-606c-4a3a-854e-a312f6675cb3","block_type":"box","text":"Fund","page_number":74,"box":{"x":89,"y":614,"width":27,"height":8}},{"id":"423f5024-3068-4da6-8093-f310c639560f","block_type":"box","text":"Shares Per","page_number":74,"box":{"x":744,"y":604,"width":61,"height":8}},{"id":"48c6d852-66ba-4d0c-9b5c-33b2551cd03d","block_type":"box","text":"Creation Unit","page_number":74,"box":{"x":736,"y":614,"width":76,"height":8}},{"id":"8d6e5ce8-d4f4-481d-b383-48fda13238c7","block_type":"box","text":"Approximate","page_number":74,"box":{"x":891,"y":584,"width":75,"height":10}},{"id":"905f1173-7144-4678-b19a-cf2cc5eabd21","block_type":"box","text":"Value Per","page_number":74,"box":{"x":902,"y":594,"width":54,"height":8}},{"id":"2bb027c0-6591-4437-9a6c-e19ff0c41adb","block_type":"box","text":"Creation","page_number":74,"box":{"x":905,"y":604,"width":47,"height":8}},{"id":"0fff817e-b729-44a9-a2e7-320e38b3ce9c","block_type":"box","text":"Unit (U.S.$)","page_number":74,"box":{"x":896,"y":614,"width":65,"height":10}},{"id":"bd7b6043-e703-4365-b931-0ff6f62c64fe","block_type":"box","text":"iShares iBonds 1-5 Year TIPS Ladder ETF 20,000 $ 508,495","page_number":74,"box":{"x":89,"y":636,"width":878,"height":11}},{"id":"fca5b12f-0aba-4077-9cdf-c16db32b0cfe","block_type":"box","text":"iShares iBonds Oct 2026 Term TIPS ETF 50,000 1,284,815","page_number":74,"box":{"x":89,"y":651,"width":878,"height":11}},{"id":"6aac7a84-4e6e-41c8-92a8-6f5abeca1085","block_type":"box","text":"iShares iBonds Oct 2027 Term TIPS ETF 50,000 1,298,750","page_number":74,"box":{"x":89,"y":666,"width":879,"height":12}},{"id":"9242108a-7290-45ad-851a-631dd84ff8c8","block_type":"box","text":"iShares iBonds Oct 2028 Term TIPS ETF 50,000 1,308,376","page_number":74,"box":{"x":89,"y":681,"width":879,"height":12}},{"id":"d0edab8f-250b-4792-a0b5-2a2c5e1827d0","block_type":"box","text":"iShares iBonds Oct 2029 Term TIPS ETF 50,000 1,312,559","page_number":74,"box":{"x":89,"y":696,"width":878,"height":12}},{"id":"9d0ee249-9793-4b6e-bb87-3ac810ebac67","block_type":"box","text":"iShares iBonds Oct 2030 Term TIPS ETF 50,000 1,319,870","page_number":74,"box":{"x":89,"y":712,"width":879,"height":11}},{"id":"1876e7ce-c732-4342-9b87-aadae6db44fc","block_type":"box","text":"iShares iBonds Oct 2031 Term TIPS ETF 50,000 1,315,656","page_number":74,"box":{"x":89,"y":727,"width":879,"height":11}},{"id":"38d93807-e634-4bd2-869f-6d6caaa209c2","block_type":"box","text":"iShares iBonds Oct 2032 Term TIPS ETF 50,000 1,302,455","page_number":74,"box":{"x":89,"y":742,"width":878,"height":11}},{"id":"b2241251-9c02-4eb6-81bc-78f82ba86722","block_type":"box","text":"iShares iBonds Oct 2033 Term TIPS ETF 50,000 1,308,951","page_number":74,"box":{"x":89,"y":757,"width":876,"height":11}},{"id":"f2d70733-8d60-4ebd-bcfd-e6d1b55fb504","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF 50,000 1,298,807","page_number":74,"box":{"x":89,"y":772,"width":879,"height":11}},{"id":"7c878043-bae9-4ead-ac84-32b87a6be574","block_type":"box","text":"iShares iBonds Oct 2035 Term TIPS ETF 50,000 1,286,213","page_number":74,"box":{"x":89,"y":787,"width":878,"height":12}},{"id":"2bde298a-f020-47e5-acde-7234c5270849","block_type":"box","text":"In its discretion, the Trust reserves the right to increase or decrease the number of a Fund’s shares that constitute a Creation","page_number":74,"box":{"x":89,"y":820,"width":869,"height":12}},{"id":"b980d390-d65d-4e62-87ef-600c29601025","block_type":"box","text":"Unit. The Board reserves the right to declare a split or a consolidation in the number of shares outstanding of any Fund, and","page_number":74,"box":{"x":89,"y":835,"width":864,"height":12}},{"id":"99e55fca-6007-4889-9b2b-c20dd0ac3188","block_type":"box","text":"to make a corresponding change in the number of shares constituting a Creation Unit, in the event that the per share price in","page_number":74,"box":{"x":88,"y":850,"width":874,"height":13}},{"id":"8b828b7e-a23d-406f-ba1e-97e31561c318","block_type":"box","text":"the secondary market rises (or declines) to an amount that falls outside the range deemed desirable by the Board.","page_number":74,"box":{"x":88,"y":865,"width":796,"height":13}},{"id":"8d3719eb-b500-47e2-b036-215f4c2c53ea","block_type":"box","text":"67","page_number":74,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"b083ca5c-8c7f-4033-838a-97a87d883438","block_type":"box","text":"A “Business Day” with respect to each Fund is any day the Fund is open for business, including any day when it satisfies","page_number":75,"box":{"x":88,"y":44,"width":839,"height":12}},{"id":"1b5990cd-159a-4563-b0da-ed20071ae73a","block_type":"box","text":"redemption requests as required by Section 22(e) of the 1940 Act. Each Fund is open for business any day on which the","page_number":75,"box":{"x":89,"y":59,"width":837,"height":12}},{"id":"e5c8ff9d-88ae-44b4-918d-a3bd2be9bd2d","block_type":"box","text":"Listing Exchange on which the Fund is listed for trading is open for business. As of the date of this SAI, the Listing Exchange","page_number":75,"box":{"x":89,"y":74,"width":866,"height":12}},{"id":"9df48d9e-694d-4ab6-84d1-94bad0c6aa11","block_type":"box","text":"observes the following holidays, as observed: New Year’s Day, Martin Luther King Jr. Day, Presidents’ Day, Good Friday,","page_number":75,"box":{"x":89,"y":89,"width":821,"height":13}},{"id":"aea6c26d-0591-4d66-bf3c-8561c0c3b3da","block_type":"box","text":"Memorial Day, Juneteenth, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.","page_number":75,"box":{"x":89,"y":104,"width":669,"height":13}},{"id":"bef6cddd-3683-41a6-a0a4-90b57d155cb2","block_type":"box","text":"Fund Deposit.","page_number":75,"box":{"x":89,"y":131,"width":98,"height":12}},{"id":"779451c0-9da5-406a-89e8-4401330137da","block_type":"box","text":"The consideration for purchase of Creation Units of a Fund generally consists of Deposit Securities and the","page_number":75,"box":{"x":196,"y":131,"width":747,"height":12}},{"id":"b48dbb7e-58ec-4505-a5ad-291619459264","block_type":"box","text":"Cash Component computed as described below. Together, the Deposit Securities and the Cash Component constitute the","page_number":75,"box":{"x":89,"y":146,"width":852,"height":12}},{"id":"3e69065f-3c77-4dbd-81c1-66a766c5f043","block_type":"box","text":"“Fund Deposit,” which, when combined with a Fund’s portfolio securities, is designed to generate performance that has a","page_number":75,"box":{"x":89,"y":161,"width":851,"height":12}},{"id":"ed494957-ce6f-4a72-b0ba-9317d457fca5","block_type":"box","text":"collective investment profile similar to that of the Underlying Index. The Fund Deposit represents the minimum initial and","page_number":75,"box":{"x":89,"y":176,"width":848,"height":13}},{"id":"1459803f-4651-4bfb-baf2-22390ee44dba","block_type":"box","text":"subsequent investment amount for a Creation Unit of a Fund. Such Fund Deposit is applicable, subject to any adjustments as","page_number":75,"box":{"x":89,"y":191,"width":874,"height":13}},{"id":"3a9f472d-e3ea-464a-acc0-d70d4be10c6b","block_type":"box","text":"described below, to purchases of Creation Units of shares of a given Fund until such time as the next-announced Fund","page_number":75,"box":{"x":89,"y":206,"width":828,"height":13}},{"id":"fe09c958-f730-4fa3-a332-b6bdf8a0f5f4","block_type":"box","text":"Deposit is made available.","page_number":75,"box":{"x":89,"y":222,"width":179,"height":12}},{"id":"f4783a69-cc2b-48f3-a37b-29f7cc633037","block_type":"box","text":"The Cash Component is an amount equal to the difference between the NAV of the shares (per Creation Unit) and the","page_number":75,"box":{"x":88,"y":248,"width":824,"height":12}},{"id":"7cc7f0a0-9cbe-43e9-aead-d825d50f1445","block_type":"box","text":"“Deposit Amount,” which is an amount equal to the market value of the Deposit Securities, and serves to compensate for any","page_number":75,"box":{"x":89,"y":263,"width":879,"height":12}},{"id":"b486f996-9e14-42bf-9e2e-e004135ee500","block_type":"box","text":"differences between the NAV per Creation Unit and the Deposit Amount. Payment of any stamp duty or other similar fees and","page_number":75,"box":{"x":89,"y":278,"width":878,"height":13}},{"id":"4c8bac91-c1d0-4dcb-a0f0-742e46356aee","block_type":"box","text":"expenses payable upon transfer of beneficial ownership of the Deposit Securities are the sole responsibility of the Authorized","page_number":75,"box":{"x":89,"y":293,"width":872,"height":13}},{"id":"53c5b9ed-5e5b-4014-8380-4ae5efcfb8c8","block_type":"box","text":"Participant purchasing the Creation Unit.","page_number":75,"box":{"x":89,"y":308,"width":284,"height":13}},{"id":"055aa6fe-9ac3-4439-8a23-c2893e771b96","block_type":"box","text":"As the planned termination date of each Fund approaches, and particularly as the bonds held by each Fund begin to mature,","page_number":75,"box":{"x":88,"y":335,"width":872,"height":12}},{"id":"fb8c10c5-9098-4f81-b564-fda54f0bc80f","block_type":"box","text":"the Fund expects to effect both creations and redemptions increasingly for cash.","page_number":75,"box":{"x":88,"y":350,"width":563,"height":12}},{"id":"54f1efa1-251a-4c3b-86d8-84b89adb6c08","block_type":"box","text":"The identity and number or par value of the Deposit Securities change pursuant to changes in the composition of a Fund’s","page_number":75,"box":{"x":88,"y":376,"width":858,"height":13}},{"id":"f6e78279-5153-4351-a881-a8c5d19663e8","block_type":"box","text":"portfolio and as rebalancing adjustments and corporate action events are reflected from time to time by BFA with a view to","page_number":75,"box":{"x":89,"y":392,"width":860,"height":12}},{"id":"c709978f-0193-4e49-90a5-300e60bcf5b9","block_type":"box","text":"the investment objective of the Fund. The composition of the Deposit Securities may also change in response to adjustments","page_number":75,"box":{"x":88,"y":407,"width":876,"height":12}},{"id":"95d0a435-d399-4de8-acf4-ec9805071171","block_type":"box","text":"to the weighting or composition of the component securities constituting the relevant Underlying Index.","page_number":75,"box":{"x":88,"y":422,"width":730,"height":12}},{"id":"462c34b7-ec33-47ea-b770-d47a04408c6e","block_type":"box","text":"The Fund Deposit may also be modified to minimize the Cash Component by redistributing the cash to the Deposit Securities","page_number":75,"box":{"x":88,"y":448,"width":877,"height":13}},{"id":"b7b98677-aa50-464b-a4cf-01ff65667f9d","block_type":"box","text":"portion of the Fund Deposit through “systematic rounding.” The rounding methodology “rounds up” position sizes of","page_number":75,"box":{"x":89,"y":463,"width":824,"height":13}},{"id":"acdfee3e-d375-40fe-aa38-fff8076a34db","block_type":"box","text":"securities in the Deposit Securities (which in turn reduces the cash portion). However, the methodology limits the maximum","page_number":75,"box":{"x":89,"y":479,"width":869,"height":12}},{"id":"fe6073ee-7df0-4e9d-a279-621587d5df3d","block_type":"box","text":"allowed percentage change in weight and share quantity of any given security in the Fund Deposit.","page_number":75,"box":{"x":89,"y":494,"width":690,"height":12}},{"id":"c5997538-b54f-42a4-b6ff-0fb04e17bd90","block_type":"box","text":"Fund Deposits may also be modified to position a fund towards a forward index rebalance to reflect revisions that account for","page_number":75,"box":{"x":89,"y":520,"width":879,"height":12}},{"id":"5cfdbd92-7247-4295-8161-47c1af29308f","block_type":"box","text":"index additions, deletions, and re-weights.","page_number":75,"box":{"x":89,"y":535,"width":295,"height":13}},{"id":"99bdc9f9-223f-4c6f-bb2f-f4319eb0613f","block_type":"box","text":"The Trust may, in its sole discretion, substitute a “cash in lieu” amount to be added to the Cash Component to replace any","page_number":75,"box":{"x":88,"y":562,"width":854,"height":12}},{"id":"e61f4860-ef7b-4fe5-be1b-2019a9a62fc4","block_type":"box","text":"Deposit Security in certain circumstances, including: (i) when instruments are not available in sufficient quantity for delivery;","page_number":75,"box":{"x":89,"y":577,"width":870,"height":12}},{"id":"31eb20cb-08b5-4f00-b172-0aea5f00c490","block_type":"box","text":"(ii) when instruments are not eligible for transfer through DTC or the clearing process (as discussed below); (iii) when","page_number":75,"box":{"x":89,"y":592,"width":823,"height":12}},{"id":"85bdf782-95eb-4c71-b20c-032d1800842d","block_type":"box","text":"instruments that the Authorized Participant (or an investor on whose behalf the Authorized Participant is acting) are not able","page_number":75,"box":{"x":89,"y":607,"width":873,"height":12}},{"id":"47fcfd80-2f7a-4370-8713-6020db26f851","block_type":"box","text":"to be traded due to a trading restriction; (iv) when delivery of the Deposit Security by the Authorized Participant (or by an","page_number":75,"box":{"x":88,"y":622,"width":847,"height":12}},{"id":"ba468975-b07c-4c8c-ac96-5770810253a5","block_type":"box","text":"investor on whose behalf the Authorized Participant is acting) would be restricted under applicable securities or other local","page_number":75,"box":{"x":89,"y":637,"width":859,"height":13}},{"id":"0cebdfba-5503-470f-9ea4-d8cc42d061d2","block_type":"box","text":"laws; (v) in connection with distribution payments to be made by a Fund; or (vi) in certain other situations.","page_number":75,"box":{"x":89,"y":652,"width":745,"height":13}},{"id":"2f3d7249-47dd-4d7d-8412-182128b8ec00","block_type":"box","text":"Cash Purchase Method.","page_number":75,"box":{"x":89,"y":679,"width":170,"height":10}},{"id":"e14ea9fc-3e9a-4c00-8428-a7e2dced57c4","block_type":"box","text":"Although the Trust does not generally permit partial or full cash purchases of Creation Units of its","page_number":75,"box":{"x":268,"y":679,"width":682,"height":12}},{"id":"576c4441-009c-432f-84c2-2e2f3b54d3ef","block_type":"box","text":"funds, when partial or full cash purchases of Creation Units are available or specified for a Fund, they will be effected in","page_number":75,"box":{"x":88,"y":694,"width":830,"height":12}},{"id":"fdbceb5a-ea70-4076-91b8-aca861e16aec","block_type":"box","text":"essentially the same manner as in-kind purchases thereof. In the case of a partial or full cash purchase, the Authorized","page_number":75,"box":{"x":89,"y":709,"width":826,"height":12}},{"id":"19257432-23a4-4cc6-a1e1-7301c37532cf","block_type":"box","text":"Participant must pay the cash equivalent of the Deposit Securities it would otherwise be required to provide through an in","page_number":75,"box":{"x":89,"y":724,"width":857,"height":13}},{"id":"934343e7-e974-416d-a74d-dc008c36a760","block_type":"box","text":"kind purchase, plus the same Cash Component required to be paid by an in-kind purchaser.","page_number":75,"box":{"x":89,"y":739,"width":639,"height":13}},{"id":"10bd218f-3b0d-4018-897b-aa5f364f2dad","block_type":"box","text":"Procedures for Creation of Creation Units.","page_number":75,"box":{"x":89,"y":766,"width":301,"height":10}},{"id":"f1b462ac-1013-440c-80ed-433973e1e023","block_type":"box","text":"To be eligible to place orders with the Distributor and to create a Creation Unit of","page_number":75,"box":{"x":398,"y":766,"width":568,"height":12}},{"id":"0fa2ffe5-8223-4a25-85a9-b1f8bb18db07","block_type":"box","text":"the Funds, an entity must be: (i) a “Participating Party,”","page_number":75,"box":{"x":88,"y":781,"width":385,"height":12}},{"id":"72e69fed-f59a-4136-9920-41765913d068","block_type":"box","text":"i.e","page_number":75,"box":{"x":478,"y":782,"width":15,"height":9}},{"id":"ddec891b-6600-4e13-ac5d-d57007139c5c","block_type":"box","text":"., a broker-dealer or other participant in the clearing process","page_number":75,"box":{"x":494,"y":781,"width":420,"height":12}},{"id":"e68fec95-18bd-44bc-9daf-e219483bea82","block_type":"box","text":"through the Continuous Net Settlement System of the NSCC (the “Clearing Process”), a clearing agency that is registered","page_number":75,"box":{"x":88,"y":796,"width":847,"height":12}},{"id":"a4f08eb1-b0f8-4d2e-97c6-22cab337070b","block_type":"box","text":"with the SEC, or (ii) a DTC Participant, and must have executed an agreement with the Distributor, with respect to creations","page_number":75,"box":{"x":88,"y":811,"width":863,"height":12}},{"id":"50c2d164-5f5d-4df3-b7b2-28257b9bd700","block_type":"box","text":"and redemptions of Creation Units (“Authorized Participant Agreement”) (discussed below). A member or participant of a","page_number":75,"box":{"x":89,"y":826,"width":851,"height":13}},{"id":"37e12bd4-afb2-4ab0-b179-cec86b527bad","block_type":"box","text":"clearing agency registered with the SEC which has a written agreement with the Funds or one of their service providers that","page_number":75,"box":{"x":89,"y":841,"width":866,"height":13}},{"id":"75c6c4b5-1849-45b9-85fe-69d0d533880a","block_type":"box","text":"68","page_number":75,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"744fe6eb-1d72-40d7-88de-f42f0a9ec072","block_type":"box","text":"allows such member or participant to place orders for the purchase and redemption of Creation Units is referred to as an","page_number":76,"box":{"x":89,"y":44,"width":843,"height":12}},{"id":"93d616c9-47db-466f-8eef-2326b121ead2","block_type":"box","text":"“Authorized Participant.” All shares of the Funds, however created, will be entered on the records of DTC in the name of Cede","page_number":76,"box":{"x":89,"y":59,"width":873,"height":12}},{"id":"a6919e56-6d6d-43f2-9aea-b0fa0060dd3c","block_type":"box","text":"& Co. for the account of a DTC Participant.","page_number":76,"box":{"x":89,"y":74,"width":295,"height":12}},{"id":"8c666e17-8743-44d7-ad8f-72033d10bd52","block_type":"box","text":"Role of the Authorized Participant.","page_number":76,"box":{"x":89,"y":101,"width":247,"height":12}},{"id":"cb74f61f-763a-4e80-a442-05239c174138","block_type":"box","text":"Creation Units may be purchased only by or through a member or participant of a","page_number":76,"box":{"x":346,"y":101,"width":570,"height":12}},{"id":"552d2266-fe5c-4456-8341-615f816ab348","block_type":"box","text":"clearing agency registered with the SEC, which has a written agreement with the Funds or one of their service providers that","page_number":76,"box":{"x":89,"y":116,"width":870,"height":12}},{"id":"16c8de3b-d67d-42fd-b834-b367878fc942","block_type":"box","text":"allows such member or participant to place orders for the purchase and redemption of Creation Units. Such Authorized","page_number":76,"box":{"x":89,"y":131,"width":833,"height":12}},{"id":"5423708f-bda6-44f1-b925-b846057f0518","block_type":"box","text":"Participant will agree, pursuant to the terms of such Authorized Participant Agreement and on behalf of itself or any investor","page_number":76,"box":{"x":89,"y":146,"width":871,"height":12}},{"id":"33d1a019-7ca2-4836-a480-77c4f896f9f8","block_type":"box","text":"on whose behalf it will act, to certain conditions, including that such Authorized Participant will make available in advance of","page_number":76,"box":{"x":89,"y":161,"width":873,"height":12}},{"id":"709996d9-89ac-43a8-b8b0-aafb3aea3c3b","block_type":"box","text":"each purchase of shares an amount of cash sufficient to pay the Cash Component, once the NAV of a Creation Unit is next","page_number":76,"box":{"x":89,"y":176,"width":855,"height":13}},{"id":"b9e68d6d-d809-4dea-80c0-a0618038f846","block_type":"box","text":"determined after receipt of the purchase order in proper form, together with the transaction fees described below. An","page_number":76,"box":{"x":89,"y":191,"width":820,"height":13}},{"id":"cf1ad476-8d0e-4459-940d-e70812b5c282","block_type":"box","text":"Authorized Participant, acting on behalf of an investor, may require the investor to enter into an agreement with such","page_number":76,"box":{"x":88,"y":206,"width":819,"height":13}},{"id":"86b4e783-c7c8-48f6-b140-6a19d81b6056","block_type":"box","text":"Authorized Participant with respect to certain matters, including payment of the Cash Component. Investors who are not","page_number":76,"box":{"x":88,"y":222,"width":847,"height":12}},{"id":"24c37fa7-d0db-406a-9498-960f9ecfd314","block_type":"box","text":"Authorized Participants must make appropriate arrangements with an Authorized Participant. Investors should be aware that","page_number":76,"box":{"x":88,"y":237,"width":875,"height":12}},{"id":"f058c825-54d7-4ffa-b53c-7d5d7fcbbca4","block_type":"box","text":"their particular broker may not be a DTC Participant or may not have executed an Authorized Participant Agreement and that","page_number":76,"box":{"x":88,"y":252,"width":875,"height":12}},{"id":"dc0bab2b-c27a-47df-b36b-e519f4644e21","block_type":"box","text":"orders to purchase Creation Units may have to be placed by the investor’s broker through an Authorized Participant. As a","page_number":76,"box":{"x":89,"y":267,"width":844,"height":12}},{"id":"deab266b-3b29-4f87-8d26-35cd73ef37a8","block_type":"box","text":"result, purchase orders placed through an Authorized Participant may result in additional charges to such investor. The Trust","page_number":76,"box":{"x":89,"y":282,"width":871,"height":12}},{"id":"481cd1d0-3bd9-4fd5-9a07-f31939c80429","block_type":"box","text":"does not expect to enter into an Authorized Participant Agreement with more than a small number of DTC Participants. A list","page_number":76,"box":{"x":89,"y":297,"width":874,"height":12}},{"id":"7c31edc5-c7a1-43ac-8dda-50646a4c4f25","block_type":"box","text":"of current Authorized Participants may be obtained from the Distributor. The Distributor has adopted guidelines regarding","page_number":76,"box":{"x":89,"y":312,"width":853,"height":13}},{"id":"809ad3cc-47ed-4886-b2aa-c37b3f12c80e","block_type":"box","text":"Authorized Participants’ transactions in Creation Units that are made available to all Authorized Participants. These guidelines","page_number":76,"box":{"x":88,"y":327,"width":877,"height":13}},{"id":"b28a28b1-6d17-4eb2-b98b-5f2865cb8027","block_type":"box","text":"set forth the processes and standards for Authorized Participants to transact with the Distributor and its agents in connection","page_number":76,"box":{"x":89,"y":342,"width":878,"height":13}},{"id":"396c513c-f3ab-4e96-b711-b955684fdf1e","block_type":"box","text":"with creation and redemption transactions. In addition, the Distributor may be appointed as the proxy of the Authorized","page_number":76,"box":{"x":88,"y":358,"width":839,"height":12}},{"id":"82162088-964c-4408-9212-0c30d812665b","block_type":"box","text":"Participant and may be granted a power of attorney under its Authorized Participant Agreement.","page_number":76,"box":{"x":89,"y":373,"width":674,"height":12}},{"id":"1c835476-52a4-49dc-ac36-57d85abacd43","block_type":"box","text":"Placement of Creation Orders.","page_number":76,"box":{"x":89,"y":399,"width":216,"height":10}},{"id":"688935b9-c054-44a1-8e4e-d3844b136b9a","block_type":"box","text":"Fund Deposits must be delivered through the Federal Reserve System (for cash and U.S.","page_number":76,"box":{"x":315,"y":399,"width":612,"height":13}},{"id":"17b6fc70-d273-46d6-abcd-68e431819727","block_type":"box","text":"government securities), through DTC (for corporate and municipal securities) or through a central depository account, such","page_number":76,"box":{"x":89,"y":414,"width":867,"height":13}},{"id":"39179e7f-3157-4391-8411-77e0108d5734","block_type":"box","text":"as with Euroclear or DTC, maintained by State Street, JPMorgan, or Citibank, as applicable, or a sub-custodian (a “Central","page_number":76,"box":{"x":89,"y":429,"width":843,"height":13}},{"id":"e9816279-5d85-457b-b752-8b8df6a67003","block_type":"box","text":"Depository Account”). Any portion of a Fund Deposit that may not be delivered through the Federal Reserve System or DTC","page_number":76,"box":{"x":89,"y":445,"width":863,"height":12}},{"id":"739d95ad-bfe0-4033-8bdc-e1f8e78129a1","block_type":"box","text":"must be delivered through a Central Depository Account. The Fund Deposit transfers made through DTC must be ordered by","page_number":76,"box":{"x":89,"y":460,"width":873,"height":12}},{"id":"9e7c08cb-97bc-4c12-9e3b-86d6332a4dec","block_type":"box","text":"the DTC Participant in a timely fashion so as to ensure the delivery of the requisite number of Deposit Securities through DTC","page_number":76,"box":{"x":88,"y":475,"width":875,"height":12}},{"id":"ad8d696a-2b93-44fd-8a14-d87249ad26ba","block_type":"box","text":"to the account of the Funds generally before 3:00 p.m., Eastern time on the Settlement Date. Fund Deposit transfers made","page_number":76,"box":{"x":88,"y":490,"width":855,"height":12}},{"id":"bbaa86ef-7744-4399-9583-73738da06dcd","block_type":"box","text":"through the Federal Reserve System must be deposited by the participant institution in a timely fashion so as to ensure the","page_number":76,"box":{"x":88,"y":505,"width":857,"height":12}},{"id":"ce34e19e-f35a-4fcb-81b5-56680fc66e72","block_type":"box","text":"delivery of the requisite number or amount of Deposit Securities or cash through the Federal Reserve System to the account","page_number":76,"box":{"x":89,"y":520,"width":867,"height":12}},{"id":"1c24557a-41f7-4135-a0ed-3e679e56316d","block_type":"box","text":"of the Funds generally before 3:00 p.m., Eastern time on the Settlement Date. Fund Deposit transfers made through a Central","page_number":76,"box":{"x":89,"y":535,"width":874,"height":13}},{"id":"1c6dbc15-83f6-4a57-8304-3446be1b7165","block_type":"box","text":"Depository Account must be completed pursuant to the requirements established by the custodian or sub-custodian for","page_number":76,"box":{"x":89,"y":550,"width":843,"height":13}},{"id":"e0a68d0f-6b89-4b9b-993c-3ce6d32b44a5","block_type":"box","text":"such Central Depository Account generally before 2:00 p.m., Eastern time on the Settlement Date. The “Settlement Date” for","page_number":76,"box":{"x":89,"y":565,"width":871,"height":13}},{"id":"60875311-73ee-4043-ab24-d408e61d8f88","block_type":"box","text":"all funds is generally the first business day after the Transmittal Date. All questions as to the number of Deposit Securities to","page_number":76,"box":{"x":89,"y":581,"width":868,"height":12}},{"id":"cff6b786-0539-47a3-8a0c-c03fdb4b09ca","block_type":"box","text":"be delivered, and the validity, form and eligibility (including time of receipt) for the deposit of any tendered securities, will be","page_number":76,"box":{"x":89,"y":596,"width":866,"height":12}},{"id":"dd53272b-9430-4b07-ab98-eee7f2e3a717","block_type":"box","text":"determined by the Trust, whose determination shall be final and binding. The amount of cash equal to the Cash Component","page_number":76,"box":{"x":89,"y":611,"width":869,"height":12}},{"id":"2832088f-3d93-42a1-aede-d7938e244408","block_type":"box","text":"must be transferred directly to State Street, JPMorgan, or Citibank, as applicable, through the Federal Reserve Bank wire","page_number":76,"box":{"x":89,"y":626,"width":833,"height":12}},{"id":"6640ec2f-fd43-4968-aca4-2a87216dcceb","block_type":"box","text":"transfer system in a timely manner so as to be received by State Street, JPMorgan, or Citibank, as applicable, generally before","page_number":76,"box":{"x":88,"y":641,"width":871,"height":12}},{"id":"2d010a3b-9588-4cad-89e3-e777f937dd09","block_type":"box","text":"3:00 p.m., Eastern time on the Settlement Date. If the Cash Component and the Deposit Securities are not received by 3:00","page_number":76,"box":{"x":89,"y":656,"width":857,"height":13}},{"id":"1c89a89c-d9a5-4d81-86ba-b95332592266","block_type":"box","text":"p.m., Eastern time on the Settlement Date, the creation order may be canceled. Upon written notice to the Distributor, such","page_number":76,"box":{"x":89,"y":671,"width":860,"height":13}},{"id":"0440f9df-0852-443e-ae98-3c9ca4fa6b0c","block_type":"box","text":"canceled order may be resubmitted the following Business Day using a Fund Deposit as newly constituted to reflect the then","page_number":76,"box":{"x":89,"y":686,"width":871,"height":13}},{"id":"9d483a5c-1c5c-42f0-9a29-ca02c7666d9f","block_type":"box","text":"current NAV of the Funds. The delivery of Creation Units so created generally will occur no later than the first Business Day","page_number":76,"box":{"x":89,"y":702,"width":857,"height":12}},{"id":"fc921dc6-4993-4cd0-ba63-5bb3935300bb","block_type":"box","text":"following the day on which the purchase order is deemed received by the Distributor, provided that the relevant Fund Deposit","page_number":76,"box":{"x":88,"y":717,"width":878,"height":12}},{"id":"350f8fe5-7148-48fe-b736-5e3df696a2a2","block_type":"box","text":"has been received by the Funds prior to such time.","page_number":76,"box":{"x":89,"y":732,"width":351,"height":12}},{"id":"2aad9186-e378-41bb-af80-c26c9d3fa869","block_type":"box","text":"Purchase Orders.","page_number":76,"box":{"x":89,"y":758,"width":122,"height":10}},{"id":"f63516a9-cd9b-45ac-81b0-53a1eaa421ae","block_type":"box","text":"To initiate an order for a Creation Unit, an Authorized Participant must submit to the Distributor or its","page_number":76,"box":{"x":224,"y":758,"width":708,"height":13}},{"id":"4876e245-245a-4099-bb5f-a1675e7b0ef0","block_type":"box","text":"agent an irrevocable order to purchase shares of a Fund, in proper form, generally before 4:00 p.m., Eastern time on any","page_number":76,"box":{"x":89,"y":773,"width":837,"height":13}},{"id":"d3e5e022-1546-4a1b-9a62-0c9fff624fef","block_type":"box","text":"Business Day to receive that day’s NAV. The Distributor or its agent will notify BFA and the custodian of such order. The","page_number":76,"box":{"x":89,"y":788,"width":832,"height":13}},{"id":"2c0ca744-d832-4abe-a8de-d64494982a8a","block_type":"box","text":"custodian will then provide such information to any appropriate sub-custodian. Procedures and requirements governing the","page_number":76,"box":{"x":89,"y":804,"width":868,"height":12}},{"id":"148f787f-5d05-4627-9722-c632f92cad25","block_type":"box","text":"delivery of the Fund Deposit are set forth in the procedures handbook for Authorized Participants and may change from time","page_number":76,"box":{"x":89,"y":819,"width":873,"height":12}},{"id":"33adfc6f-53f9-47f0-8c1e-f34be30591e3","block_type":"box","text":"to time. Investors, other than Authorized Participants, are responsible for making arrangements for a creation request to be","page_number":76,"box":{"x":88,"y":834,"width":862,"height":12}},{"id":"14e30bb8-32b5-4f77-b7a8-f81d81d3fb46","block_type":"box","text":"69","page_number":76,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"2c844e3b-814f-4d9f-8d95-5b32d34bfc4f","block_type":"box","text":"made through an Authorized Participant. The Distributor or its agent will provide a list of current Authorized Participants","page_number":77,"box":{"x":89,"y":44,"width":842,"height":12}},{"id":"2f9fdf7a-2595-46de-8108-e56e9fe4e13d","block_type":"box","text":"upon request. Those placing orders to purchase Creation Units through an Authorized Participant should allow sufficient time","page_number":77,"box":{"x":89,"y":59,"width":878,"height":12}},{"id":"cdc5c256-05da-4040-97f0-4949a7a4899f","block_type":"box","text":"to permit proper submission of the purchase order to the Distributor or its agent by the Cutoff Time (as defined below) on","page_number":77,"box":{"x":88,"y":74,"width":854,"height":12}},{"id":"f84c7c08-7150-44c7-a2e4-bbe67ae26fbc","block_type":"box","text":"such Business Day.","page_number":77,"box":{"x":89,"y":89,"width":131,"height":13}},{"id":"55779d9c-7c6e-436c-94ce-56780b470df2","block_type":"box","text":"The Authorized Participant must also make available on or before the contractual settlement date, by means satisfactory to","page_number":77,"box":{"x":88,"y":116,"width":861,"height":12}},{"id":"8bfc010c-7388-456e-abf0-e1d5b5fa237a","block_type":"box","text":"the Funds, immediately available or same day funds estimated by the Funds to be sufficient to pay the Cash Component next","page_number":77,"box":{"x":88,"y":131,"width":875,"height":12}},{"id":"2176fa82-9d50-493b-a4b0-bae4a5a9905c","block_type":"box","text":"determined after acceptance of the purchase order, together with the applicable purchase transaction fees. Those placing","page_number":77,"box":{"x":89,"y":146,"width":851,"height":12}},{"id":"6adc21de-a98f-479e-91c3-d855659e7e4c","block_type":"box","text":"orders should ascertain the applicable deadline for cash transfers by contacting the operations department of the broker or","page_number":77,"box":{"x":89,"y":161,"width":861,"height":12}},{"id":"11b2b5e9-41a2-42e4-bf5d-1f70c212dc56","block_type":"box","text":"depositary institution effectuating the transfer of the Cash Component. This deadline is likely to be significantly earlier than","page_number":77,"box":{"x":89,"y":176,"width":860,"height":13}},{"id":"09f45922-4893-4a7a-a3ae-2b2a0e9466fc","block_type":"box","text":"the Cutoff Time of the Funds. Investors should be aware that an Authorized Participant may require orders for purchases of","page_number":77,"box":{"x":88,"y":191,"width":862,"height":13}},{"id":"6bbd4096-a792-4b19-827f-ee802c493dbb","block_type":"box","text":"shares placed with it to be in the particular form required by the individual Authorized Participant.","page_number":77,"box":{"x":89,"y":206,"width":681,"height":13}},{"id":"9abaf17f-6041-40c5-91d3-a9600988d377","block_type":"box","text":"The Authorized Participant is responsible for any and all expenses and costs incurred by a Fund, including any applicable cash","page_number":77,"box":{"x":88,"y":233,"width":879,"height":12}},{"id":"6cc2c841-0d7e-42e8-a8b3-decce602bc97","block_type":"box","text":"amounts, in connection with any purchase order.","page_number":77,"box":{"x":89,"y":248,"width":342,"height":12}},{"id":"4a3df1aa-2156-446c-a3ac-ab065bcf920e","block_type":"box","text":"Timing of Submission of Purchase Orders.","page_number":77,"box":{"x":88,"y":274,"width":304,"height":13}},{"id":"beaab0d9-d63d-4938-9396-7804d0f9d8eb","block_type":"box","text":"An Authorized Participant must submit an irrevocable order to purchase shares","page_number":77,"box":{"x":401,"y":274,"width":554,"height":13}},{"id":"f6833490-da73-4fef-a4f4-d0b73ec90483","block_type":"box","text":"of a Fund generally before 4:00 p.m., Eastern time on any Business Day in order to receive that day’s NAV. Creation Orders","page_number":77,"box":{"x":89,"y":290,"width":850,"height":12}},{"id":"75ab55e9-353b-4a21-8cf3-2dfdf40ffb45","block_type":"box","text":"must be transmitted by an Authorized Participant in the form required by the Funds to the Distributor or its agent pursuant to","page_number":77,"box":{"x":89,"y":305,"width":878,"height":12}},{"id":"831cd674-7cc8-4d10-8863-8859e3357a06","block_type":"box","text":"procedures set forth in the Authorized Participant Agreement. Economic or market disruptions or changes, or telephone or","page_number":77,"box":{"x":89,"y":320,"width":859,"height":12}},{"id":"f50c20b1-8647-4af8-9a49-fa2935cc1f56","block_type":"box","text":"other communication failure, may impede the ability to reach the Distributor or its agent or an Authorized Participant. Each","page_number":77,"box":{"x":89,"y":335,"width":861,"height":12}},{"id":"1a850e9b-f9d1-4ce3-9476-ec0b61c430a7","block_type":"box","text":"Fund’s deadline specified above for the submission of purchase orders is referred to as that Fund’s “Cutoff Time.” The","page_number":77,"box":{"x":89,"y":350,"width":823,"height":12}},{"id":"7076fc73-34a2-49fd-9b1a-284b409f7a61","block_type":"box","text":"Distributor or its agent, in their discretion, may permit the submission of such orders and requests by or through an","page_number":77,"box":{"x":89,"y":365,"width":808,"height":12}},{"id":"10c1b351-d182-4e85-94fd-d826c68b2e7f","block_type":"box","text":"Authorized Participant at any time (including on days on which the Listing Exchange is not open for business) via","page_number":77,"box":{"x":88,"y":380,"width":792,"height":13}},{"id":"f9e256ba-2b7a-4267-b8c4-b4a76a5fbcc1","block_type":"box","text":"communication through the facilities of the Distributor’s or its agent’s proprietary website maintained for this purpose.","page_number":77,"box":{"x":89,"y":395,"width":832,"height":13}},{"id":"0928c401-92e9-4307-a632-e528f929ae47","block_type":"box","text":"Purchase orders and redemption requests, if accepted by the Trust, will be processed based on the NAV next determined","page_number":77,"box":{"x":89,"y":410,"width":843,"height":13}},{"id":"be3ee1b6-1f92-49cd-993b-7944ffdc7abf","block_type":"box","text":"after such acceptance in accordance with a Fund’s Cutoff Times as provided in the Authorized Participant Agreement and","page_number":77,"box":{"x":89,"y":426,"width":851,"height":12}},{"id":"87f81e41-bda5-47bc-a8bd-470a5e48a71e","block_type":"box","text":"disclosed in this SAI.","page_number":77,"box":{"x":89,"y":441,"width":142,"height":9}},{"id":"f56a1839-83f6-47a8-9a04-25184fcd5d3c","block_type":"box","text":"Acceptance of Orders for Creation Units.","page_number":77,"box":{"x":88,"y":467,"width":293,"height":13}},{"id":"d87b25c9-a499-4889-8839-935d18b2dbc4","block_type":"box","text":"Subject to the conditions that (i) an irrevocable purchase order has been","page_number":77,"box":{"x":394,"y":467,"width":507,"height":13}},{"id":"03ae6e4e-0a0b-429d-8d0d-05437be32eb1","block_type":"box","text":"submitted by the Authorized Participant (either on its own or another investor’s behalf ) and (ii) arrangements satisfactory to","page_number":77,"box":{"x":89,"y":482,"width":871,"height":13}},{"id":"b405e6ec-62f9-481d-aedd-d4464c52068d","block_type":"box","text":"the Funds are in place for payment of the Cash Component and any other cash amounts which may be due, the Funds will","page_number":77,"box":{"x":88,"y":497,"width":858,"height":13}},{"id":"e1b8a74f-f819-4baa-936e-c3cf974cf034","block_type":"box","text":"accept the order, subject to each Fund’s right (and the right of the Distributor and BFA) to reject any order until acceptance,","page_number":77,"box":{"x":89,"y":513,"width":865,"height":12}},{"id":"90e88896-33eb-41fe-914e-4eca56209b26","block_type":"box","text":"as set forth below.","page_number":77,"box":{"x":89,"y":528,"width":126,"height":9}},{"id":"eb170293-478e-4bcf-8bc2-693ce3162ff7","block_type":"box","text":"Once a Fund has accepted an order, upon the next determination of the NAV of the shares, the Fund will confirm the","page_number":77,"box":{"x":89,"y":554,"width":815,"height":12}},{"id":"834de784-868c-4fc1-8220-c9a1fe813874","block_type":"box","text":"issuance of a Creation Unit, against receipt of payment, at such NAV. The Distributor or its agent will then transmit a","page_number":77,"box":{"x":89,"y":569,"width":812,"height":13}},{"id":"b57878bf-c29c-4a42-afa7-f26c9f85fcb8","block_type":"box","text":"confirmation of acceptance to the Authorized Participant that placed the order.","page_number":77,"box":{"x":89,"y":584,"width":552,"height":13}},{"id":"cc1ebfbc-3b18-4245-bfc8-5150e0322062","block_type":"box","text":"Each Fund reserves the right to reject or revoke a creation order transmitted to it by the Distributor or its agent provided that","page_number":77,"box":{"x":89,"y":611,"width":870,"height":12}},{"id":"002782f4-545f-4da1-afa5-c9e1e6e029a9","block_type":"box","text":"a rejection or revocation of a creation order does not violate Rule 6c-11 under the Investment Company Act. For example, a","page_number":77,"box":{"x":89,"y":626,"width":860,"height":12}},{"id":"cbfaa59a-ada3-4d95-9150-dcc4f2cbb831","block_type":"box","text":"Fund may reject or revoke a creation order transmitted to it by the Distributor or its agent if (i) the order is not in proper form;","page_number":77,"box":{"x":89,"y":641,"width":877,"height":12}},{"id":"beebfbcb-7f46-43e1-99f3-805394509389","block_type":"box","text":"(ii) the investor(s), upon obtaining the shares ordered, would own 80% or more of the currently outstanding shares of the","page_number":77,"box":{"x":89,"y":656,"width":853,"height":13}},{"id":"c576eb28-3046-4d49-8318-8c1d1f728907","block_type":"box","text":"Fund; (iii) the Deposit Securities delivered do not conform to the identity and number of shares specified, as described above;","page_number":77,"box":{"x":89,"y":671,"width":876,"height":13}},{"id":"b74d517c-b82e-4d0b-99fd-92eab66ac56d","block_type":"box","text":"(iv) acceptance of the Deposit Securities is not legally required or would, in the opinion of counsel, be unlawful; or (v)","page_number":77,"box":{"x":89,"y":686,"width":820,"height":13}},{"id":"da50db91-0216-4d59-86fd-ebb75fbcad07","block_type":"box","text":"circumstances outside the control of the Fund, the Distributor or its agent and BFA make it impracticable to process","page_number":77,"box":{"x":89,"y":702,"width":810,"height":12}},{"id":"c57034b3-a1c8-4453-bb14-360091816a4f","block_type":"box","text":"purchase orders. The Distributor or its agent shall notify a prospective purchaser of a Creation Unit and/or the Authorized","page_number":77,"box":{"x":89,"y":717,"width":852,"height":12}},{"id":"b4a0d209-e055-4602-8809-1e18126bc1b8","block_type":"box","text":"Participant acting on behalf of such purchaser of its rejection of such order. The Funds, State Street, JPMorgan, or Citibank, as","page_number":77,"box":{"x":89,"y":732,"width":877,"height":12}},{"id":"384ec8e7-e7c3-4468-9e1a-fab86de32f6b","block_type":"box","text":"applicable, the sub-custodian and the Distributor or its agent are under no duty, however, to give notification of any defects","page_number":77,"box":{"x":89,"y":747,"width":862,"height":12}},{"id":"b00b067c-4e07-42a6-9eae-7db3f164d363","block_type":"box","text":"or irregularities in the delivery of Fund Deposits nor shall any of them incur any liability for failure to give such notification.","page_number":77,"box":{"x":89,"y":762,"width":853,"height":12}},{"id":"a5f92ae2-e17b-4bdf-aec2-ccccdc13f525","block_type":"box","text":"Issuance of a Creation Unit.","page_number":77,"box":{"x":89,"y":788,"width":197,"height":10}},{"id":"26b71e4c-6767-4b40-b944-9f62e7db4e90","block_type":"box","text":"Except as provided herein, a Creation Unit will not be issued until the transfer of good title to the applicable Fund of the","page_number":77,"box":{"x":89,"y":815,"width":832,"height":12}},{"id":"51281411-f93d-4369-9b40-e8f6b472dcb2","block_type":"box","text":"Deposit Securities and the payment of the Cash Component have been completed. When the sub-custodian has confirmed","page_number":77,"box":{"x":89,"y":830,"width":861,"height":12}},{"id":"dbd495ec-1330-44eb-b80b-47ea3f7f9ad9","block_type":"box","text":"to the custodian that the securities included in the Fund Deposit (or the cash value thereof ) have been delivered to the","page_number":77,"box":{"x":88,"y":845,"width":830,"height":12}},{"id":"514e359f-b9f4-4ce7-a8b2-8d6ac3376989","block_type":"box","text":"70","page_number":77,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"f1a9d123-75b6-482e-b7f2-55e86a278f91","block_type":"box","text":"account of the relevant sub-custodian or sub-custodians, the Distributor or its agent and BFA shall be notified of such","page_number":78,"box":{"x":89,"y":44,"width":824,"height":12}},{"id":"6cc5ce22-11c9-4d7b-a267-e71e5f9cf3f5","block_type":"box","text":"delivery and the applicable Fund will issue and cause the delivery of the Creation Unit.","page_number":78,"box":{"x":89,"y":59,"width":599,"height":12}},{"id":"667c01fe-fdd1-4983-95f4-6bf6b6cb1759","block_type":"box","text":"Creation Units of each Fund are generally issued on a “T+1 basis” (","page_number":78,"box":{"x":89,"y":85,"width":465,"height":13}},{"id":"c95a4a1b-4055-4b5c-b742-f337ee6beafc","block_type":"box","text":"i.e.","page_number":78,"box":{"x":555,"y":86,"width":18,"height":9}},{"id":"c656ff1f-d8d9-41c4-b751-2e652c299450","block_type":"box","text":", one Business Day after trade date). However, each","page_number":78,"box":{"x":575,"y":85,"width":357,"height":13}},{"id":"bedb779d-bb04-4555-ad28-ba1e24981b4e","block_type":"box","text":"Fund reserves the right to settle Creation Unit transactions on a different basis, if necessary or appropriate under the","page_number":78,"box":{"x":89,"y":101,"width":812,"height":12}},{"id":"6699faf1-41e2-4491-8d4c-b5fbb9d36be3","block_type":"box","text":"circumstances and compliant with applicable law. These circumstances may include, among others, accommodating non","page_number":78,"box":{"x":89,"y":116,"width":857,"height":12}},{"id":"d1c37b28-7d25-478a-860e-a6064f4cfd43","block_type":"box","text":"U.S. market holiday schedules and accounting for different treatment among non-U.S. and U.S. markets of dividend record","page_number":78,"box":{"x":89,"y":131,"width":855,"height":12}},{"id":"3d557647-dac5-48cd-ab5c-3ed6708ef79a","block_type":"box","text":"dates and ex-dividend dates (","page_number":78,"box":{"x":89,"y":146,"width":206,"height":12}},{"id":"3f8e97c8-217f-4d78-bb02-3d1f9088d44a","block_type":"box","text":"i.e.","page_number":78,"box":{"x":296,"y":147,"width":18,"height":9}},{"id":"a7854ac4-0519-47bf-884a-2d62b23079a0","block_type":"box","text":", the last day the holder of a security can sell the security and still receive dividends payable","page_number":78,"box":{"x":316,"y":146,"width":637,"height":12}},{"id":"08d8c9d1-5a0e-4e47-8796-c8fa1b5fde67","block_type":"box","text":"on the security).","page_number":78,"box":{"x":89,"y":161,"width":112,"height":12}},{"id":"fa50050f-8013-4985-80d0-6b32fa6f89dd","block_type":"box","text":"To the extent contemplated by an Authorized Participant Agreement with the Distributor, each Fund will issue Creation Units","page_number":78,"box":{"x":88,"y":188,"width":873,"height":12}},{"id":"0fd06803-71cf-4aec-ae02-f909c7b3b47e","block_type":"box","text":"to such Authorized Participant, notwithstanding the fact that the corresponding Fund Deposits have not been received in","page_number":78,"box":{"x":88,"y":203,"width":847,"height":12}},{"id":"f1f8661b-ba0d-4ace-a860-7768521b527f","block_type":"box","text":"part or in whole, in reliance on the undertaking of the Authorized Participant to deliver the missing Deposit Securities as soon","page_number":78,"box":{"x":89,"y":218,"width":876,"height":12}},{"id":"97f5cc0b-c080-4efd-9dd5-76cc7e724ecb","block_type":"box","text":"as possible, which undertaking shall be secured by such Authorized Participant’s delivery and maintenance of collateral as set","page_number":78,"box":{"x":89,"y":233,"width":878,"height":12}},{"id":"22679498-a07e-40b4-be3a-68dfb3c20e09","block_type":"box","text":"forth in the handbook for Authorized Participants. The Trust may use such collateral at any time to buy Deposit Securities for","page_number":78,"box":{"x":88,"y":248,"width":874,"height":12}},{"id":"acc5e8a3-a49c-4d39-8c7d-5870a4d6c7d7","block_type":"box","text":"the Funds. Such collateral must be delivered no later than the time specified by a Fund or its custodian on the contractual","page_number":78,"box":{"x":88,"y":263,"width":850,"height":12}},{"id":"67c823f7-a607-4c1b-aaa2-a99ab580c005","block_type":"box","text":"settlement date. Information concerning the Funds’ current procedures for collateralization of missing Deposit Securities is","page_number":78,"box":{"x":89,"y":278,"width":859,"height":13}},{"id":"3573d82e-2152-4cc3-8903-054c668f01b4","block_type":"box","text":"available from the Distributor or its agent. The Authorized Participant Agreement will permit the Funds to buy the missing","page_number":78,"box":{"x":89,"y":293,"width":851,"height":13}},{"id":"849ec2a6-4567-46a4-a007-1e4bd5c860aa","block_type":"box","text":"Deposit Securities at any time and will subject the Authorized Participant to liability for any shortfall between the cost to the","page_number":78,"box":{"x":89,"y":308,"width":865,"height":13}},{"id":"8f2648c4-c375-40b9-bbe2-c5f09df44b69","block_type":"box","text":"Funds of purchasing such securities and the collateral including, without limitation, liability for related brokerage, borrowings","page_number":78,"box":{"x":89,"y":324,"width":875,"height":12}},{"id":"ede3021d-514c-47c9-bb2b-68e0cc496ffa","block_type":"box","text":"and other charges.","page_number":78,"box":{"x":89,"y":339,"width":130,"height":12}},{"id":"29250374-1c88-4295-9263-1aef56796938","block_type":"box","text":"In certain cases, Authorized Participants may create and redeem Creation Units on the same trade date and in these","page_number":78,"box":{"x":89,"y":365,"width":809,"height":12}},{"id":"925edf9b-93ed-407c-bf5c-5b090376709b","block_type":"box","text":"instances, the Funds reserve the right to settle these transactions on a net basis or require a representation from the","page_number":78,"box":{"x":89,"y":380,"width":811,"height":13}},{"id":"e42393d5-e132-4119-9eb6-c837c4480c1f","block_type":"box","text":"Authorized Participants that the creation and redemption transactions are for separate beneficial owners. All questions as to","page_number":78,"box":{"x":88,"y":395,"width":869,"height":13}},{"id":"17567f86-543a-4436-8c9a-974dd1a3ee27","block_type":"box","text":"the number of shares of each security in the Deposit Securities and the validity, form, eligibility and acceptance for deposit of","page_number":78,"box":{"x":88,"y":410,"width":876,"height":13}},{"id":"58cd89b7-a8a8-4d29-a6e1-76c7c930031a","block_type":"box","text":"any securities to be delivered shall be determined by each Fund and the Fund’s determination shall be final and binding.","page_number":78,"box":{"x":89,"y":426,"width":837,"height":12}},{"id":"34533692-2b8b-4a35-ad7b-990bf26ab1f2","block_type":"box","text":"Costs Associated with Creation Transactions.","page_number":78,"box":{"x":89,"y":452,"width":325,"height":10}},{"id":"28f23ace-f1f6-4777-85f2-aeac70db8a2b","block_type":"box","text":"A standard creation transaction fee is imposed to offset the transfer and","page_number":78,"box":{"x":426,"y":452,"width":505,"height":12}},{"id":"fed0c400-c823-4b66-98cb-10dd18c61d16","block_type":"box","text":"other transaction costs associated with the issuance of Creation Units. Under an ETF Services Agreement, the Funds have","page_number":78,"box":{"x":89,"y":467,"width":850,"height":13}},{"id":"08c73af9-a553-492c-891b-a6f46cc9006c","block_type":"box","text":"retained BRIL, an affiliate of BFA, to perform the ETF Services. BRIL will receive from an Authorized Participant a standard","page_number":78,"box":{"x":89,"y":482,"width":842,"height":13}},{"id":"bb870ce0-828b-42d5-a410-51400760846d","block_type":"box","text":"transaction fee on each creation order, which consists of (1) a fee for providing the ETF Services (the “ETF Servicing Fee”)","page_number":78,"box":{"x":88,"y":497,"width":849,"height":13}},{"id":"efecc187-b15e-4fd7-8dbc-cd1e62cc1c9d","block_type":"box","text":"and (2) transfer, processing and other transaction costs charged by a Fund custodian in connection with the issuance of","page_number":78,"box":{"x":89,"y":513,"width":843,"height":12}},{"id":"6f2e055f-0b93-4be1-9752-4fbcb3fe2ff1","block_type":"box","text":"Creation Units for such creation order (“Custody Transaction Costs”). BRIL is entitled to retain the ETF Servicing Fee pursuant","page_number":78,"box":{"x":89,"y":528,"width":876,"height":12}},{"id":"872608e0-4254-4ddb-baa6-bafe269bb829","block_type":"box","text":"to the ETF Services Agreement, but BRIL will reimburse any Custody Transaction Costs to the applicable Fund custodian","page_number":78,"box":{"x":88,"y":543,"width":840,"height":12}},{"id":"fa5cb01d-1cc5-40d7-812a-5e5276fb95da","block_type":"box","text":"according to the amounts invoiced by such custodian.","page_number":78,"box":{"x":89,"y":558,"width":378,"height":12}},{"id":"f1a43885-298b-4d72-ac93-8375181c4aed","block_type":"box","text":"The ETF Servicing Fee is a flat fee per order regardless of the number of Creation Units being purchased, which amount will","page_number":78,"box":{"x":88,"y":584,"width":862,"height":13}},{"id":"1f8a5181-08bb-421f-b06e-fe83fb5e0653","block_type":"box","text":"vary among different Funds based on a number of factors, including the complexity of the order and the types of securities or","page_number":78,"box":{"x":88,"y":599,"width":879,"height":13}},{"id":"f74fba7f-d469-40b3-b95f-6f54ce36c448","block_type":"box","text":"instruments included in a Fund’s Creation Basket, among other variables. The ETF Servicing Fee may be equal to zero in","page_number":78,"box":{"x":89,"y":615,"width":834,"height":12}},{"id":"b0252596-1017-44b1-be15-6b9806b6d17e","block_type":"box","text":"certain instances, such as for creation transactions that consist solely of cash. The actual Custody Transaction Costs vary per","page_number":78,"box":{"x":89,"y":630,"width":874,"height":12}},{"id":"8ebe6d07-0937-4b2b-a042-8a8ff6609fa8","block_type":"box","text":"order based on the number of trades, underlying markets and settlement locations associated with the issuance of a Creation","page_number":78,"box":{"x":89,"y":645,"width":877,"height":12}},{"id":"d178d3a7-7375-4cc1-a3cb-5f405b5d6aed","block_type":"box","text":"Unit. The following table sets forth, for each Fund, an estimate of the creation transaction fee for a Creation Unit based on","page_number":78,"box":{"x":89,"y":660,"width":851,"height":12}},{"id":"eb64ff08-c722-4f41-8152-94dc29186bbf","block_type":"box","text":"data as of January 12, 2026. The actual fee charged to an Authorized Participant in connection with a creation order will vary","page_number":78,"box":{"x":89,"y":675,"width":870,"height":12}},{"id":"4ac0c6ac-e1a9-4421-a621-0ca79d902305","block_type":"box","text":"over time depending on the factors discussed above, and may be higher than the fee set forth below.","page_number":78,"box":{"x":89,"y":690,"width":704,"height":13}},{"id":"06f19e2e-2e18-4547-b923-87f041d41a25","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder dilution, if a creation transaction","page_number":78,"box":{"x":89,"y":717,"width":869,"height":12}},{"id":"66a9bec0-e906-4790-83e5-f270e5116ea0","block_type":"box","text":"consists solely or partially of cash, the Authorized Participant may also be required to cover (up to the maximum amount","page_number":78,"box":{"x":89,"y":732,"width":845,"height":12}},{"id":"b059fa7e-d39e-4331-a16b-f79ad23da155","block_type":"box","text":"shown below) certain brokerage, tax, foreign exchange, execution and other costs and expenses related to the execution of","page_number":78,"box":{"x":89,"y":747,"width":864,"height":12}},{"id":"611a62f2-5010-40ac-acd7-48a2c81c90d6","block_type":"box","text":"trades resulting from such transaction (which may, in certain instances, be based on a good faith estimate of transaction","page_number":78,"box":{"x":88,"y":762,"width":845,"height":12}},{"id":"a1d6c1ca-c20a-4ca6-bc05-16936ddc5f43","block_type":"box","text":"costs based on historical data or other inputs, at BlackRock’s discretion, and may include part or all of the spread between","page_number":78,"box":{"x":89,"y":777,"width":853,"height":12}},{"id":"340e65ea-8497-48b9-9304-ff1d1d70b6e5","block_type":"box","text":"the expected bid and offer side of the market and anticipated market impact). However, a Fund is not obligated to trade","page_number":78,"box":{"x":88,"y":792,"width":836,"height":13}},{"id":"7ef6a784-bf4c-4148-b705-bc8a057a87ab","block_type":"box","text":"identical securities to the securities identified by BlackRock in estimating these transaction and other costs and expenses. In","page_number":78,"box":{"x":89,"y":807,"width":866,"height":13}},{"id":"f66d418d-ffb1-49ac-9cf7-4e7a31060de4","block_type":"box","text":"certain cases, BlackRock or an affiliate may determine in its discretion to deviate from the regular charge, subject to the","page_number":78,"box":{"x":89,"y":822,"width":834,"height":13}},{"id":"53304efe-a5ee-46b5-b300-f82481561d11","block_type":"box","text":"maximum amounts shown below.","page_number":78,"box":{"x":89,"y":838,"width":237,"height":9}},{"id":"6630efcd-7a1c-4de4-8450-9fd2e1ac023f","block_type":"box","text":"71","page_number":78,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"5aaf9a36-9279-480a-9cc4-626e304fbf4d","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Deposit Securities to the Funds. Certain fees/costs","page_number":79,"box":{"x":88,"y":44,"width":817,"height":12}},{"id":"c47702cc-1f69-4358-95b7-3e89c5c2dc3a","block_type":"box","text":"associated with creation transactions may be waived in certain circumstances. Investors who use the services of a broker or","page_number":79,"box":{"x":89,"y":59,"width":866,"height":12}},{"id":"eea63c50-9dbe-4ab1-a8d2-6afe80193f49","block_type":"box","text":"other financial intermediary to acquire Fund shares may be charged a fee for such services.","page_number":79,"box":{"x":89,"y":74,"width":636,"height":12}},{"id":"81e9d9db-9c40-458c-8677-4abecfdd609c","block_type":"box","text":"The following table sets forth each Fund’s estimated creation transaction fee based on data as of January 12, 2026 and","page_number":79,"box":{"x":88,"y":101,"width":830,"height":12}},{"id":"e7b360e7-0cf8-4724-9897-173405482ff5","block_type":"box","text":"maximum additional charge (as described above):","page_number":79,"box":{"x":89,"y":116,"width":350,"height":12}},{"id":"0f83e4e7-7585-4e7a-85b0-69db71ff6a6b","block_type":"box","text":"Fund","page_number":79,"box":{"x":89,"y":155,"width":27,"height":8}},{"id":"bb0c217f-f270-45eb-861a-5fe0d86198d0","block_type":"box","text":"Standard Creation","page_number":79,"box":{"x":660,"y":145,"width":103,"height":8}},{"id":"389c588d-025d-4802-a6e3-71e2e71c16d3","block_type":"box","text":"Transaction Fee**","page_number":79,"box":{"x":659,"y":155,"width":105,"height":8}},{"id":"4c20109b-209f-46bd-a26d-49d77328337e","block_type":"box","text":"Maximum Additional","page_number":79,"box":{"x":844,"y":145,"width":121,"height":8}},{"id":"276f8d6f-870e-4e53-a356-8e7af00e522c","block_type":"box","text":"Charge for Creations*","page_number":79,"box":{"x":842,"y":155,"width":126,"height":10}},{"id":"f70f3972-e630-4f5c-92c5-eef0ca8d6a88","block_type":"box","text":"iShares iBonds 1-5 Year TIPS Ladder ETF $156.25 3.0%","page_number":79,"box":{"x":89,"y":177,"width":841,"height":11}},{"id":"a397438e-a2ad-4391-8d6a-950d89e31943","block_type":"box","text":"iShares iBonds Oct 2026 Term TIPS ETF 303.75 3.0%","page_number":79,"box":{"x":89,"y":193,"width":841,"height":9}},{"id":"7c35a3a5-f99c-4533-978f-d058057e683f","block_type":"box","text":"iShares iBonds Oct 2027 Term TIPS ETF 306.25 3.0%","page_number":79,"box":{"x":89,"y":208,"width":841,"height":9}},{"id":"5294354c-5ddc-49a1-886b-ac58db4715dd","block_type":"box","text":"iShares iBonds Oct 2028 Term TIPS ETF 307.50 3.0%","page_number":79,"box":{"x":89,"y":223,"width":841,"height":10}},{"id":"3d24884a-a672-4cc2-aabb-1b2d1144766f","block_type":"box","text":"iShares iBonds Oct 2029 Term TIPS ETF 307.50 3.0%","page_number":79,"box":{"x":89,"y":238,"width":841,"height":10}},{"id":"0b8da2be-a7d1-4b05-85ab-3a6c6ad4e671","block_type":"box","text":"iShares iBonds Oct 2030 Term TIPS ETF 305.00 3.0%","page_number":79,"box":{"x":89,"y":253,"width":841,"height":10}},{"id":"ebfff27a-bc71-4912-9244-5af341ef6968","block_type":"box","text":"iShares iBonds Oct 2031 Term TIPS ETF 302.50 3.0%","page_number":79,"box":{"x":89,"y":268,"width":841,"height":10}},{"id":"ccbdad18-34ca-4007-9776-e2f89ec9b3e0","block_type":"box","text":"iShares iBonds Oct 2032 Term TIPS ETF 303.75 3.0%","page_number":79,"box":{"x":89,"y":283,"width":841,"height":10}},{"id":"bbd50677-5062-4b3c-bd17-581915e159e0","block_type":"box","text":"iShares iBonds Oct 2033 Term TIPS ETF 302.50 3.0%","page_number":79,"box":{"x":89,"y":298,"width":841,"height":10}},{"id":"36faa314-4b2d-46bd-88bd-1fb7f3bbb568","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF 302.50 3.0%","page_number":79,"box":{"x":89,"y":313,"width":841,"height":10}},{"id":"68c03f0b-b096-4430-9098-ff16c4d6a35b","block_type":"box","text":"iShares iBonds Oct 2035 Term TIPS ETF 302.50 3.0%","page_number":79,"box":{"x":89,"y":329,"width":841,"height":9}},{"id":"55c7e2c3-5c6a-43f1-bb1e-61b5f31eee64","block_type":"box","text":"* As a percentage of the net asset value per Creation Unit.","page_number":79,"box":{"x":118,"y":368,"width":329,"height":10}},{"id":"babc6e02-f673-4609-ab66-86aebd48b074","block_type":"box","text":"** Estimated fee.","page_number":79,"box":{"x":118,"y":383,"width":92,"height":8}},{"id":"ea0054cb-a4b4-4e29-9128-0d54c78c7a96","block_type":"box","text":"Redemption of Creation Units.","page_number":79,"box":{"x":89,"y":407,"width":216,"height":12}},{"id":"aa2a3b75-45c4-4170-bd8a-3367eba32c86","block_type":"box","text":"Shares of a Fund may be redeemed by Authorized Participants only in Creation Units at their NAV next determined after","page_number":79,"box":{"x":88,"y":433,"width":836,"height":13}},{"id":"852a83a2-3ca5-4fe5-b1cb-e4bcfb846b72","block_type":"box","text":"receipt of a redemption request in proper form by the Distributor or its agent and only on a Business Day. The Funds will not","page_number":79,"box":{"x":89,"y":448,"width":869,"height":13}},{"id":"baad3484-3976-46fc-8f73-0fb12f1ea014","block_type":"box","text":"redeem shares in amounts less than Creation Units. There can be no assurance, however, that there will be sufficient liquidity","page_number":79,"box":{"x":89,"y":463,"width":873,"height":13}},{"id":"8b11eee2-71d7-4f00-bb8a-f52dd4bccc44","block_type":"box","text":"in the secondary market at any time to permit assembly of a Creation Unit. Investors should expect to incur brokerage and","page_number":79,"box":{"x":89,"y":479,"width":855,"height":12}},{"id":"5618276a-82cd-49e1-aed4-4355d5a3e8c4","block_type":"box","text":"other costs in connection with assembling a sufficient number of shares to constitute a Creation Unit that could be redeemed","page_number":79,"box":{"x":89,"y":494,"width":878,"height":12}},{"id":"e9ffe65a-617a-41a4-9334-4c54c4f7ec18","block_type":"box","text":"by an Authorized Participant. Beneficial owners also may sell shares in the secondary market.","page_number":79,"box":{"x":89,"y":509,"width":649,"height":12}},{"id":"bbf59bad-0be1-4599-9476-37016d6c7b1c","block_type":"box","text":"Each Fund generally redeems Creation Units for Fund Securities (as defined below). Please see the","page_number":79,"box":{"x":89,"y":535,"width":686,"height":13}},{"id":"c5ca1065-fee6-4e01-9d2c-ff852c0d1ac8","block_type":"box","text":"Cash Redemption Method","page_number":79,"box":{"x":780,"y":535,"width":183,"height":13}},{"id":"8bd29750-fd99-47b6-ae78-21504e3192d7","block_type":"box","text":"section below and the following discussion summarizing the in-kind method for further information on redeeming Creation","page_number":79,"box":{"x":89,"y":550,"width":864,"height":13}},{"id":"d13820d3-b4db-4b7a-b9cc-1ce0cbf3d92f","block_type":"box","text":"Units of the Funds.","page_number":79,"box":{"x":89,"y":565,"width":130,"height":10}},{"id":"23c706a1-c412-45af-8959-02257639a861","block_type":"box","text":"Each Fund publishes the designated portfolio of securities (including any portion of such securities for which cash may be","page_number":79,"box":{"x":89,"y":592,"width":853,"height":12}},{"id":"a2afbbd9-4687-4124-bf61-bb957cc604ca","block_type":"box","text":"substituted) that will be applicable to redemption requests received in proper form (as defined below) on that day (“Fund","page_number":79,"box":{"x":89,"y":607,"width":849,"height":12}},{"id":"0ec4b3f7-b872-4be5-a0ac-3e30bae39ad1","block_type":"box","text":"Securities” or “Redemption Basket”), and an amount of cash (the “Cash Amount,” as described below) in order to effect","page_number":79,"box":{"x":88,"y":622,"width":841,"height":12}},{"id":"abfce875-a1d5-4f82-ab70-07eda69e828b","block_type":"box","text":"redemptions of Creation Units of a Fund. Such Fund Securities and Cash Amount will remain in effect until such time as the","page_number":79,"box":{"x":89,"y":637,"width":863,"height":13}},{"id":"faa9b5bf-7b6e-4739-b739-d7c06913face","block_type":"box","text":"next announced composition of the Fund Securities and Cash Amount is made available. The Fund Securities and Cash","page_number":79,"box":{"x":89,"y":652,"width":833,"height":13}},{"id":"803490ea-8823-4670-844f-dcf9b35a53ab","block_type":"box","text":"Amount are subject to possible amendment or correction. Fund Securities received on redemption may not be identical to","page_number":79,"box":{"x":88,"y":668,"width":855,"height":12}},{"id":"1e57fbfb-5357-4b9b-a1fe-e17b57234435","block_type":"box","text":"Deposit Securities that are applicable to creations of Creation Units. Procedures and requirements governing redemption","page_number":79,"box":{"x":89,"y":683,"width":843,"height":12}},{"id":"51ca5425-ec23-4e7c-a245-e46f5c314b81","block_type":"box","text":"transactions are set forth in the handbook for Authorized Participants and may change from time to time.","page_number":79,"box":{"x":88,"y":698,"width":738,"height":12}},{"id":"8ce420f0-7e15-4340-943f-b9ac6e0e4451","block_type":"box","text":"Unless cash redemptions are available or specified for a Fund, the redemption proceeds for a Creation Unit generally consist","page_number":79,"box":{"x":89,"y":724,"width":866,"height":13}},{"id":"d33f50be-093a-4eb3-b54f-b0746e0210e2","block_type":"box","text":"of Fund Securities, plus the Cash Amount, which is an amount equal to the difference between the NAV of the shares being","page_number":79,"box":{"x":89,"y":739,"width":861,"height":13}},{"id":"42e87941-da82-4f95-84fa-b5db0fa1e9d6","block_type":"box","text":"redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities, less","page_number":79,"box":{"x":89,"y":754,"width":873,"height":13}},{"id":"f9e862da-abbe-4297-bebb-1adbd9a804be","block_type":"box","text":"a redemption transaction fee (as described below).","page_number":79,"box":{"x":89,"y":770,"width":355,"height":12}},{"id":"991ff421-e237-4c1b-bf3f-d17188a9322d","block_type":"box","text":"The Trust may, in its sole discretion, substitute a “cash in lieu” amount to replace any Fund Security in certain circumstances,","page_number":79,"box":{"x":88,"y":796,"width":874,"height":12}},{"id":"52a79d87-5f83-4a4f-a4f7-cf3708498688","block_type":"box","text":"including: (i) when the delivery of a Fund Security to the Authorized Participant (or to an investor on whose behalf the","page_number":79,"box":{"x":89,"y":811,"width":825,"height":12}},{"id":"a50ed01f-7a2d-4729-b45a-e44825b7abe6","block_type":"box","text":"Authorized Participant is acting) would be restricted under applicable securities or other local laws or due to a trading","page_number":79,"box":{"x":88,"y":826,"width":823,"height":13}},{"id":"d747abe3-699c-424e-a415-44a35701e397","block_type":"box","text":"restriction; (ii) when the delivery of a Fund Security to the Authorized Participant would result in the disposition of the Fund","page_number":79,"box":{"x":89,"y":841,"width":863,"height":13}},{"id":"338c3dc7-5865-44ce-9613-aad23d4e9493","block_type":"box","text":"Security by the Authorized Participant due to restrictions under applicable securities or other local laws; (iii) when the delivery","page_number":79,"box":{"x":88,"y":856,"width":880,"height":13}},{"id":"32820aa4-4b96-4373-b539-25d94f8d8e6f","block_type":"box","text":"72","page_number":79,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"edaa68ff-a4d5-432d-8400-37cf8bd8c24b","block_type":"box","text":"of a Fund Security to the Authorized Participant would result in unfavorable tax treatment; (iv) when a Fund Security cannot","page_number":80,"box":{"x":89,"y":44,"width":868,"height":12}},{"id":"3e2ef70f-8a3a-484e-ba18-75827cc76d5c","block_type":"box","text":"be settled or otherwise delivered in time to facilitate an in-kind redemption; or (v) in certain other situations. The amount of","page_number":80,"box":{"x":89,"y":59,"width":867,"height":12}},{"id":"86a30e2c-9011-4165-aa2b-95b44cd813f8","block_type":"box","text":"cash paid out in such cases will be equivalent to the value of the substituted security listed as a Fund Security. In the event","page_number":80,"box":{"x":89,"y":74,"width":855,"height":12}},{"id":"0c230a38-37f7-442e-b053-ca0ca662f026","block_type":"box","text":"that the Fund Securities have a value greater than the NAV of the shares, a compensating cash payment equal to the","page_number":80,"box":{"x":88,"y":89,"width":815,"height":13}},{"id":"fd5f9723-a4b8-4c55-9fe1-dabc64f26509","block_type":"box","text":"difference is required to be made by or through an Authorized Participant by the redeeming shareholder. Each Fund generally","page_number":80,"box":{"x":89,"y":104,"width":874,"height":13}},{"id":"bbc4367e-8e6a-4a96-9699-5ba83253be3c","block_type":"box","text":"redeems Creation Units for Fund Securities, but the Fund reserves the right to utilize a cash option for redemption of Creation","page_number":80,"box":{"x":89,"y":119,"width":875,"height":13}},{"id":"a4fac52a-50f1-49ea-92ce-7540abff6775","block_type":"box","text":"Units. Each Fund may, in its sole discretion, provide such redeeming Authorized Participant a portfolio of securities that differs","page_number":80,"box":{"x":89,"y":135,"width":879,"height":12}},{"id":"bcd02cc8-29a6-4998-bedd-c0cd3088d9f1","block_type":"box","text":"from the exact composition of the Fund Securities, but does not differ in NAV. The Redemption Basket may also be modified","page_number":80,"box":{"x":88,"y":150,"width":868,"height":12}},{"id":"2119e54d-2d68-4751-9a90-c25fad8572ca","block_type":"box","text":"to minimize the Cash Component by redistributing the cash to the Fund Securities portion of the Redemption Basket through","page_number":80,"box":{"x":88,"y":165,"width":876,"height":12}},{"id":"723ccadc-c011-4e05-966e-94c32a6bf23a","block_type":"box","text":"systematically rounding. The rounding methodology allows position sizes of securities in the Fund Securities to be “rounded","page_number":80,"box":{"x":89,"y":180,"width":868,"height":12}},{"id":"41311f05-a240-4a44-9059-ac8f9dcb2b4a","block_type":"box","text":"up,” while limiting the maximum allowed percentage change in weight and share quantity of any given security in the","page_number":80,"box":{"x":89,"y":195,"width":823,"height":12}},{"id":"97acf340-1141-45b9-aa2e-00c32c665cef","block_type":"box","text":"Redemption Basket. Redemption Baskets may also be modified to position a fund towards a forward index rebalance to","page_number":80,"box":{"x":89,"y":210,"width":833,"height":13}},{"id":"c99ca12c-c48e-4658-b788-ba8a5b98d2c6","block_type":"box","text":"reflect revisions that account for index additions, deletions, and re-weights.","page_number":80,"box":{"x":89,"y":225,"width":526,"height":13}},{"id":"cd7397d7-0d92-48b1-99c8-c9a48191ac79","block_type":"box","text":"Cash Redemption Method.","page_number":80,"box":{"x":89,"y":252,"width":191,"height":12}},{"id":"a947c65e-20b6-4427-ac0a-7617a0cfcc81","block_type":"box","text":"Although the Trust does not generally permit partial or full cash redemptions of Creation Units","page_number":80,"box":{"x":293,"y":252,"width":661,"height":12}},{"id":"40b33b91-0af4-4ba4-b355-3bccd5e95edc","block_type":"box","text":"of its funds, when partial or full cash redemptions of Creation Units are available or specified for a Fund, they will be effected","page_number":80,"box":{"x":89,"y":267,"width":869,"height":12}},{"id":"0e73bea7-c444-4a80-8a9b-49aecd707045","block_type":"box","text":"in essentially the same manner as in-kind redemptions thereof. In the case of partial or full cash redemption, the Authorized","page_number":80,"box":{"x":89,"y":282,"width":865,"height":12}},{"id":"471c9cda-0be2-4a02-9849-f878bfd423ac","block_type":"box","text":"Participant receives the cash equivalent of the Fund Securities it would otherwise receive through an in-kind redemption, plus","page_number":80,"box":{"x":89,"y":297,"width":878,"height":12}},{"id":"54539281-bdad-49f6-9d01-7c2176279804","block_type":"box","text":"the same Cash Amount to be paid to an in-kind redeemer.","page_number":80,"box":{"x":88,"y":312,"width":406,"height":13}},{"id":"02f51725-dc56-49fc-8cac-a11c3a730729","block_type":"box","text":"Costs Associated with Redemption Transactions.","page_number":80,"box":{"x":89,"y":339,"width":351,"height":12}},{"id":"c15a2c5c-6ccb-4845-9fd5-8c8b865cbcfa","block_type":"box","text":"A standard redemption transaction fee is imposed to offset transfer and other transaction costs that may be incurred by the","page_number":80,"box":{"x":88,"y":365,"width":866,"height":12}},{"id":"340a6887-57ff-41d2-bb45-9d428dba4ce5","block_type":"box","text":"relevant Fund. As described above, under an ETF Services Agreement, the Funds have retained BRIL, an affiliate of BFA, to","page_number":80,"box":{"x":89,"y":380,"width":848,"height":13}},{"id":"42d608b3-4201-41c8-8b78-a9a2e7b2b730","block_type":"box","text":"perform certain ETF Services. BRIL will receive from an Authorized Participant a standard transaction fee on each redemption","page_number":80,"box":{"x":89,"y":395,"width":873,"height":13}},{"id":"235ae2e2-d5cc-41c8-9f84-de32a18c023a","block_type":"box","text":"order, which consists of (1) the ETF Servicing Fee and (2) Custody Transaction Costs. BRIL is entitled to retain the ETF","page_number":80,"box":{"x":89,"y":410,"width":822,"height":13}},{"id":"62c13625-ba99-422c-892e-b02033415e4f","block_type":"box","text":"Servicing Fee pursuant to the ETF Services Agreement, but BRIL will reimburse any Custody Transaction Costs to the","page_number":80,"box":{"x":88,"y":426,"width":815,"height":12}},{"id":"32caac65-5761-47f0-9f61-e6ece61d9fbc","block_type":"box","text":"applicable Fund custodian according to the amounts invoiced by such custodian.","page_number":80,"box":{"x":89,"y":441,"width":567,"height":12}},{"id":"465c18bf-3092-47b1-8dea-24f3cf05b6d7","block_type":"box","text":"The ETF Servicing Fee is a flat fee per order regardless of the number of Creation Units being redeemed, which amount will","page_number":80,"box":{"x":88,"y":467,"width":859,"height":13}},{"id":"ad54c6dd-658b-4477-b439-c47d6d0d32d3","block_type":"box","text":"vary among different Funds based on a number of factors, including the complexity of the order and the types of securities or","page_number":80,"box":{"x":88,"y":482,"width":879,"height":13}},{"id":"36520f1c-5646-4d07-b237-fb1609921a24","block_type":"box","text":"instruments included in a Fund’s Redemption Basket, among other variables. The ETF Servicing Fee may be equal to zero in","page_number":80,"box":{"x":89,"y":497,"width":860,"height":13}},{"id":"3b478e47-56c3-4e53-aad0-dab5157845c3","block_type":"box","text":"certain instances, such as for redemption transactions that consist solely of cash. The actual Custody Transaction Costs vary","page_number":80,"box":{"x":89,"y":513,"width":872,"height":12}},{"id":"c26e2e9b-4638-4b6c-85bf-19c129655eff","block_type":"box","text":"per order based on the number of trades, underlying markets, and settlement locations associated with the redemption of a","page_number":80,"box":{"x":89,"y":528,"width":866,"height":12}},{"id":"0d358831-48f2-4ae5-8a36-06d8a5a0080d","block_type":"box","text":"Creation Unit. The following table sets forth, for each Fund, an estimate of the redemption transaction fee for a Creation Unit","page_number":80,"box":{"x":89,"y":543,"width":872,"height":12}},{"id":"8fe24581-dd16-44f0-9b3f-eb000059f658","block_type":"box","text":"based on data as of January 12, 2026. The actual fee charged to an Authorized Participant in connection with a redemption","page_number":80,"box":{"x":89,"y":558,"width":859,"height":12}},{"id":"c710e307-6537-4ef7-bfee-2765d8567e15","block_type":"box","text":"order will vary over time depending on the factors discussed above, and may be higher than the fee set forth below.","page_number":80,"box":{"x":89,"y":573,"width":807,"height":12}},{"id":"ea504912-6c59-408e-98d7-8270dd76d67d","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder dilution, if a redemption","page_number":80,"box":{"x":89,"y":599,"width":810,"height":13}},{"id":"5ced0f52-9317-4055-a3d4-f1258a760071","block_type":"box","text":"transaction consists solely or partially of cash, the Authorized Participant may also be required to cover (up to the maximum","page_number":80,"box":{"x":88,"y":615,"width":869,"height":12}},{"id":"fc8c7ddc-2fb0-43fa-a301-d002168de050","block_type":"box","text":"amount shown below) certain brokerage, tax, foreign exchange, execution and other costs and expenses related to the","page_number":80,"box":{"x":89,"y":630,"width":831,"height":12}},{"id":"9572b89e-817b-4980-b60e-544b5644e4ed","block_type":"box","text":"execution of trades resulting from such transaction (which may, in certain instances, be based on a good faith estimate of","page_number":80,"box":{"x":89,"y":645,"width":853,"height":12}},{"id":"8227cb77-be3b-4472-98e9-12a7593645e6","block_type":"box","text":"transaction costs based on historical data or other inputs, at BlackRock’s discretion, and may include part or all of the spread","page_number":80,"box":{"x":88,"y":660,"width":873,"height":12}},{"id":"2e992bcc-adc4-4634-ad1a-a0883a034799","block_type":"box","text":"between the expected bid and offer side of the market and anticipated market impact). However, a Fund is not obligated to","page_number":80,"box":{"x":89,"y":675,"width":859,"height":12}},{"id":"bc13f0c5-4824-4af4-ba74-3882630f84d7","block_type":"box","text":"trade identical securities to the securities identified by BlackRock in estimating these transaction and other costs and","page_number":80,"box":{"x":88,"y":690,"width":817,"height":13}},{"id":"eb34e38e-8460-453c-99d9-9f0aa7a93334","block_type":"box","text":"expenses. In certain cases, BlackRock or an affiliate may determine in its discretion to deviate from the regular charge,","page_number":80,"box":{"x":89,"y":705,"width":824,"height":13}},{"id":"9af21d2a-e6e1-4a72-9218-fc4ea90f4819","block_type":"box","text":"subject to the maximum amounts shown below.","page_number":80,"box":{"x":89,"y":720,"width":338,"height":13}},{"id":"030d4258-2873-43ae-aa32-b847801d4989","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Fund Securities from a Fund to their account on their order.","page_number":80,"box":{"x":88,"y":747,"width":879,"height":12}},{"id":"4be9c885-b282-4b36-8f58-5f2b5611379b","block_type":"box","text":"Certain fees/costs associated with redemption transactions may be waived in certain circumstances. Investors who use the","page_number":80,"box":{"x":89,"y":762,"width":863,"height":12}},{"id":"7f274902-12a4-4954-bdef-ec8008aa8dce","block_type":"box","text":"services of a broker or other financial intermediary to dispose of Fund shares may be charged a fee for such services.","page_number":80,"box":{"x":89,"y":777,"width":815,"height":12}},{"id":"a8938ba8-1ed7-4ed3-995c-567bf4997b44","block_type":"box","text":"The following table sets forth each Fund’s estimated redemption transaction fee based on data as of January 12, 2026 and","page_number":80,"box":{"x":88,"y":804,"width":854,"height":12}},{"id":"52ffa207-ae55-4a97-a46e-7debf6cc6de1","block_type":"box","text":"maximum additional charge (as described above):","page_number":80,"box":{"x":89,"y":819,"width":350,"height":12}},{"id":"30174d1e-7ec2-4616-8f11-0a0b421224e7","block_type":"box","text":"73","page_number":80,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"702be795-552f-4422-ad07-a15804fa78df","block_type":"box","text":"Fund","page_number":81,"box":{"x":89,"y":55,"width":27,"height":7}},{"id":"831c4ba7-6e81-4404-8ef5-899b321d87ba","block_type":"box","text":"Standard Redemption","page_number":81,"box":{"x":617,"y":45,"width":125,"height":9}},{"id":"6deaea36-8403-4daa-8c09-44dcce0b5acf","block_type":"box","text":"Transaction Fee**","page_number":81,"box":{"x":627,"y":55,"width":105,"height":7}},{"id":"17183a4a-e532-4517-9143-f9a6bb121832","block_type":"box","text":"Maximum Additional","page_number":81,"box":{"x":834,"y":45,"width":120,"height":7}},{"id":"af2bbd0f-c35e-4f06-8ddd-a0b7edfb0acd","block_type":"box","text":"Charge for Redemptions*","page_number":81,"box":{"x":820,"y":55,"width":148,"height":9}},{"id":"bebebfca-0f33-4e63-a36e-a743be6225b6","block_type":"box","text":"iShares iBonds 1-5 Year TIPS Ladder ETF $156.25 2.0%","page_number":81,"box":{"x":89,"y":77,"width":830,"height":10}},{"id":"75158586-e257-4d1f-a3e4-9a08b64900f0","block_type":"box","text":"iShares iBonds Oct 2026 Term TIPS ETF 303.75 2.0%","page_number":81,"box":{"x":89,"y":92,"width":830,"height":9}},{"id":"704ad2b0-23c3-4325-ab1a-542f38e4de5c","block_type":"box","text":"iShares iBonds Oct 2027 Term TIPS ETF 306.25 2.0%","page_number":81,"box":{"x":89,"y":107,"width":830,"height":10}},{"id":"a9de774e-ccfb-44bb-bac5-88a7fa861532","block_type":"box","text":"iShares iBonds Oct 2028 Term TIPS ETF 307.50 2.0%","page_number":81,"box":{"x":89,"y":122,"width":830,"height":10}},{"id":"343a9dad-ef21-46da-9056-1d5e0e80ffc3","block_type":"box","text":"iShares iBonds Oct 2029 Term TIPS ETF 307.50 2.0%","page_number":81,"box":{"x":89,"y":137,"width":830,"height":10}},{"id":"4a2ee713-068d-4cbb-bea2-00f3d88abdba","block_type":"box","text":"iShares iBonds Oct 2030 Term TIPS ETF 305.00 2.0%","page_number":81,"box":{"x":89,"y":152,"width":830,"height":10}},{"id":"fc69f95b-7628-4768-b009-ae532ec24fc0","block_type":"box","text":"iShares iBonds Oct 2031 Term TIPS ETF 302.50 2.0%","page_number":81,"box":{"x":89,"y":167,"width":830,"height":10}},{"id":"009b63ef-3ab9-42e6-a1c5-5c499ff973ec","block_type":"box","text":"iShares iBonds Oct 2032 Term TIPS ETF 303.75 2.0%","page_number":81,"box":{"x":89,"y":182,"width":830,"height":10}},{"id":"dbf8fee0-9aa4-45fb-83d3-0d828bea9c84","block_type":"box","text":"iShares iBonds Oct 2033 Term TIPS ETF 302.50 2.0%","page_number":81,"box":{"x":89,"y":198,"width":830,"height":9}},{"id":"6c9351ac-e402-4c73-a721-d5a3d2fc36b9","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF 302.50 2.0%","page_number":81,"box":{"x":89,"y":213,"width":830,"height":9}},{"id":"a0d27a4a-dcc1-43fd-91a1-80d046aa8ddd","block_type":"box","text":"iShares iBonds Oct 2035 Term TIPS ETF 302.50 2.0%","page_number":81,"box":{"x":89,"y":228,"width":830,"height":10}},{"id":"44186f54-64f4-4473-939e-06d50f7995ef","block_type":"box","text":"* As a percentage of the net asset value per Creation Unit.","page_number":81,"box":{"x":118,"y":268,"width":329,"height":9}},{"id":"fee49776-9d13-486a-b90d-9f58dd904d12","block_type":"box","text":"** Estimated fee.","page_number":81,"box":{"x":118,"y":283,"width":92,"height":7}},{"id":"a5af158b-5825-41e9-b3ba-e231d44ef1af","block_type":"box","text":"Placement of Redemption Orders.","page_number":81,"box":{"x":89,"y":306,"width":243,"height":12}},{"id":"90286ed2-852a-49de-8f27-d5645f51652e","block_type":"box","text":"Redemption requests for Creation Units of the Funds must be submitted to the","page_number":81,"box":{"x":342,"y":306,"width":550,"height":12}},{"id":"58baf150-4d2f-4b35-9399-cc6305ee6b3f","block_type":"box","text":"Distributor or its agent by or through an Authorized Participant. An Authorized Participant must submit an irrevocable","page_number":81,"box":{"x":89,"y":321,"width":825,"height":12}},{"id":"ed2b18e2-50e8-491d-b6be-380bea85d48c","block_type":"box","text":"request to redeem shares of a Fund generally before 4:00 p.m., Eastern time on any Business Day in order to receive that","page_number":81,"box":{"x":89,"y":336,"width":840,"height":13}},{"id":"8ee18a71-f1c4-4b97-9f5f-48d9f20a50a4","block_type":"box","text":"day’s NAV. On days when the Listing Exchange closes earlier than normal, a Fund may require orders to redeem Creation","page_number":81,"box":{"x":89,"y":351,"width":843,"height":13}},{"id":"b4fe53d9-4631-40d8-adcf-c43089133a8d","block_type":"box","text":"Units to be placed earlier that day. Investors, other than Authorized Participants, are responsible for making arrangements for","page_number":81,"box":{"x":89,"y":366,"width":875,"height":13}},{"id":"a862c563-1b8a-4c9a-a671-07fd5b091274","block_type":"box","text":"a redemption request to be made through an Authorized Participant. The Distributor or its agent will provide a list of current","page_number":81,"box":{"x":89,"y":382,"width":869,"height":12}},{"id":"0a2dbb4f-f058-46ab-8fdb-fdbd00aa4ac7","block_type":"box","text":"Authorized Participants upon request.","page_number":81,"box":{"x":88,"y":397,"width":264,"height":12}},{"id":"86cd457d-da9d-4af5-9ec6-c48aab2377e2","block_type":"box","text":"The Authorized Participant must transmit the request for redemption in the form required by the Funds to the Distributor or","page_number":81,"box":{"x":88,"y":423,"width":867,"height":12}},{"id":"b0591e2b-3a40-45f7-b4d9-3df582a6b998","block_type":"box","text":"its agent in accordance with procedures set forth in the Authorized Participant Agreement. Investors should be aware that","page_number":81,"box":{"x":89,"y":438,"width":854,"height":13}},{"id":"8d4f96d2-e72e-4468-bc82-86023dca265d","block_type":"box","text":"their particular broker may not have executed an Authorized Participant Agreement and that, therefore, requests to redeem","page_number":81,"box":{"x":88,"y":453,"width":862,"height":13}},{"id":"090e6601-4351-4175-a4c1-3bb9dcdef7df","block_type":"box","text":"Creation Units may have to be placed by the investor’s broker through an Authorized Participant who has executed an","page_number":81,"box":{"x":89,"y":468,"width":823,"height":13}},{"id":"0623b29a-0882-4f0c-a13d-b005e8395155","block_type":"box","text":"Authorized Participant Agreement. At any time, only a limited number of broker-dealers will have an Authorized Participant","page_number":81,"box":{"x":88,"y":484,"width":861,"height":12}},{"id":"05849381-85b3-49dd-89c5-1228da241ce0","block_type":"box","text":"Agreement in effect. Investors making a redemption request should be aware that such request must be in the form specified","page_number":81,"box":{"x":88,"y":499,"width":877,"height":12}},{"id":"73894666-2248-42fb-8caf-5993d874a257","block_type":"box","text":"by such Authorized Participant. Investors making a request to redeem Creation Units should allow sufficient time to permit","page_number":81,"box":{"x":89,"y":514,"width":857,"height":12}},{"id":"82fd5926-f380-4df8-8e3d-fd4aad4d3328","block_type":"box","text":"proper submission of the request by an Authorized Participant and transfer of the shares to the Funds’ transfer agent; such","page_number":81,"box":{"x":89,"y":529,"width":857,"height":12}},{"id":"82e85912-ef5f-4150-8ae3-b4b2a2ff8a9c","block_type":"box","text":"investors should allow for the additional time that may be required to effect redemptions through their banks, brokers or","page_number":81,"box":{"x":89,"y":544,"width":842,"height":12}},{"id":"ddabb855-df84-4773-a0a6-fbcf3cadeb7d","block_type":"box","text":"other financial intermediaries if such intermediaries are not Authorized Participants.","page_number":81,"box":{"x":89,"y":559,"width":585,"height":13}},{"id":"2c0b62f1-6150-4be1-ad91-cf9057ae74a6","block_type":"box","text":"A redemption request is considered to be in “proper form” if: (i) an Authorized Participant has transferred or caused to be","page_number":81,"box":{"x":88,"y":586,"width":850,"height":12}},{"id":"79e36cda-4ac9-4de4-bfb2-b702dbf064d2","block_type":"box","text":"transferred to the Funds’ transfer agent the Creation Unit redeemed through the book-entry system of DTC so as to be","page_number":81,"box":{"x":88,"y":601,"width":829,"height":12}},{"id":"e830228b-7710-4742-af38-41882e2f58be","block_type":"box","text":"effective by the Listing Exchange closing time on any Business Day on which the redemption request is submitted; (ii) a","page_number":81,"box":{"x":89,"y":616,"width":833,"height":12}},{"id":"f7daebd1-0d12-45c5-8813-ba042928335d","block_type":"box","text":"request in form satisfactory to the applicable Fund is received by the Distributor or its agent from the Authorized Participant","page_number":81,"box":{"x":89,"y":631,"width":866,"height":12}},{"id":"942dba5c-1252-4fe0-b10f-e288d249c125","block_type":"box","text":"on behalf of itself or another redeeming investor within the time periods specified above; and (iii) all other procedures set","page_number":81,"box":{"x":89,"y":646,"width":848,"height":12}},{"id":"c36e28bf-a7d8-4ab2-9f5a-6bfafd7fc913","block_type":"box","text":"forth in the Authorized Participant Agreement are properly followed.","page_number":81,"box":{"x":88,"y":661,"width":477,"height":13}},{"id":"b7aecd97-7172-4ac4-8e4e-013f3d16e061","block_type":"box","text":"Upon receiving a redemption request, the Distributor or its agent shall notify the applicable Fund and the Fund’s transfer","page_number":81,"box":{"x":89,"y":688,"width":843,"height":12}},{"id":"9c1e3d89-d5bc-4184-b1c2-aa17aab5ac47","block_type":"box","text":"agent of such redemption request. The tender of an investor’s shares for redemption and the distribution of the securities","page_number":81,"box":{"x":89,"y":703,"width":850,"height":12}},{"id":"7ae350e3-3c6a-47b0-9d43-10f6d3c36b52","block_type":"box","text":"and/or cash included in the redemption payment made in respect of Creation Units redeemed will be made through DTC and","page_number":81,"box":{"x":89,"y":718,"width":876,"height":12}},{"id":"77f09084-8a0c-49d8-b2f8-8ca9ea3d07dc","block_type":"box","text":"the relevant Authorized Participant to the Beneficial Owner thereof as recorded on the book-entry system of DTC or the DTC","page_number":81,"box":{"x":88,"y":733,"width":869,"height":12}},{"id":"b2828f46-9592-4882-a3bb-b09aa111285f","block_type":"box","text":"Participant through which such investor holds, as the case may be, or by such other means specified by the Authorized","page_number":81,"box":{"x":89,"y":748,"width":831,"height":12}},{"id":"63b5a762-d618-4664-848f-5f6e66826ca1","block_type":"box","text":"Participant submitting the redemption request.","page_number":81,"box":{"x":89,"y":763,"width":327,"height":13}},{"id":"f1d44437-e7dc-48df-a978-4e8fcccbee50","block_type":"box","text":"A redeeming Authorized Participant, whether on its own account or acting on behalf of a Beneficial Owner, must maintain","page_number":81,"box":{"x":88,"y":790,"width":854,"height":12}},{"id":"05f5500b-f476-4880-b49d-c0e739fdae20","block_type":"box","text":"appropriate security arrangements with a qualified broker-dealer, bank or other custody providers in each jurisdiction in","page_number":81,"box":{"x":89,"y":805,"width":837,"height":12}},{"id":"c0c9a440-f5e0-4192-a4ba-2c33a513a517","block_type":"box","text":"which any of the portfolio securities are customarily traded, to which account such portfolio securities will be delivered.","page_number":81,"box":{"x":88,"y":820,"width":836,"height":12}},{"id":"dcc57933-fd66-4c64-83d9-86d768e9bf4c","block_type":"box","text":"Deliveries of redemption proceeds by each Fund are generally made within one Business Day (","page_number":81,"box":{"x":89,"y":846,"width":659,"height":13}},{"id":"1d91e149-120b-4959-913e-3dee4e99b0ea","block_type":"box","text":"i.e.","page_number":81,"box":{"x":749,"y":847,"width":18,"height":9}},{"id":"e416c3ba-15c9-4aeb-96ce-b0168aaf7f0f","block_type":"box","text":", “T+1”). However, each","page_number":81,"box":{"x":769,"y":846,"width":162,"height":13}},{"id":"2d395adc-6455-4847-b767-8fe73d2fd7a0","block_type":"box","text":"Fund reserves the right to settle deliveries of redemption proceeds on a different basis, if necessary or appropriate under the","page_number":81,"box":{"x":89,"y":862,"width":867,"height":12}},{"id":"e4547431-a15d-41bf-b206-07d0fbc4f5f6","block_type":"box","text":"74","page_number":81,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"e75e8080-b837-498f-8b01-dc5a8e999131","block_type":"box","text":"circumstances and compliant with applicable law. These circumstances may include, among others, accommodating non","page_number":82,"box":{"x":89,"y":44,"width":857,"height":12}},{"id":"bb353b2f-04db-4a69-b7a6-c0d3d60edac0","block_type":"box","text":"U.S. market holiday schedules and accounting for different treatment among non-U.S. and U.S. markets of dividend record","page_number":82,"box":{"x":89,"y":59,"width":855,"height":12}},{"id":"3a714251-204e-4f70-9e41-dba7d07f374c","block_type":"box","text":"dates and dividend ex-dates (","page_number":82,"box":{"x":89,"y":74,"width":206,"height":12}},{"id":"8e5e664b-20e7-4c08-bc25-4eda288c1b48","block_type":"box","text":"i.e","page_number":82,"box":{"x":296,"y":75,"width":15,"height":9}},{"id":"f8783efc-1950-410b-932a-6511d09d6c2a","block_type":"box","text":"., the last date the holder of a security can sell the security and still receive dividends payable","page_number":82,"box":{"x":312,"y":74,"width":647,"height":12}},{"id":"364c87e0-0077-4afa-9e82-999246582c1a","block_type":"box","text":"on the security).","page_number":82,"box":{"x":89,"y":89,"width":112,"height":13}},{"id":"02840bb3-8b31-49c8-a7bf-4e99cfe829ec","block_type":"box","text":"To the extent contemplated by an Authorized Participant’s agreement with the Distributor or its agent, in the event an","page_number":82,"box":{"x":88,"y":116,"width":825,"height":12}},{"id":"253a77f7-2f9d-4e1d-bca6-9ecc77cab2d6","block_type":"box","text":"Authorized Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation","page_number":82,"box":{"x":88,"y":131,"width":872,"height":12}},{"id":"e50652f0-f4f8-4bf7-9ab2-615bac6303e5","block_type":"box","text":"Unit to be redeemed to a Fund, at or prior to the time specified by a Fund or its custodian on the Business Day after the date","page_number":82,"box":{"x":89,"y":146,"width":868,"height":12}},{"id":"f3cb6e2c-b676-40cd-9419-df8634362172","block_type":"box","text":"of submission of such redemption request, the Distributor or its agent will accept the redemption request in reliance on the","page_number":82,"box":{"x":89,"y":161,"width":863,"height":12}},{"id":"18e65dbf-27f9-455a-928b-d8f44801f520","block_type":"box","text":"undertaking by the Authorized Participant to deliver the missing shares as soon as possible. Such undertaking shall be","page_number":82,"box":{"x":89,"y":176,"width":825,"height":13}},{"id":"c2a1a618-5bbd-4c4f-b28b-04198194410b","block_type":"box","text":"secured by the Authorized Participant’s delivery and maintenance of collateral as set forth in the handbook for Authorized","page_number":82,"box":{"x":89,"y":191,"width":851,"height":13}},{"id":"3756a6b1-0f14-4d8a-96df-af91618045e2","block_type":"box","text":"Participants. Such collateral must be delivered no later than the time specified by a Fund or its custodian on the Business Day","page_number":82,"box":{"x":89,"y":206,"width":875,"height":13}},{"id":"e35291c2-21ee-4594-b583-3b79dc83cf1d","block_type":"box","text":"after the date of submission of such redemption request and shall be held by State Street, JPMorgan, or Citibank, as","page_number":82,"box":{"x":89,"y":222,"width":806,"height":12}},{"id":"911c8c28-2b35-4e83-b59b-e3003c226af7","block_type":"box","text":"applicable, and marked-to-market daily. The fees of State Street, JPMorgan, or Citibank, as applicable, and any sub","page_number":82,"box":{"x":89,"y":237,"width":803,"height":12}},{"id":"804bdaae-bf35-4de0-895a-cf30a66c187e","block_type":"box","text":"custodians in respect of the delivery, maintenance and redelivery of the collateral shall be payable by the Authorized","page_number":82,"box":{"x":89,"y":252,"width":808,"height":12}},{"id":"3f513ce0-3024-4081-b679-65f8c6c9cf39","block_type":"box","text":"Participant. The Authorized Participant Agreement permits the Funds to acquire shares of the Funds at any time and subjects","page_number":82,"box":{"x":89,"y":267,"width":875,"height":12}},{"id":"39e3d92b-5ec3-46bc-bd6f-18f88fa4cee8","block_type":"box","text":"the Authorized Participant to liability for any shortfall between the aggregate of the cost to the Funds of purchasing such","page_number":82,"box":{"x":88,"y":282,"width":845,"height":12}},{"id":"54b7fb92-1293-4f07-99fc-6ec9e8293db4","block_type":"box","text":"shares, plus the value of the Cash Amount, and the value of the collateral together with liability for related brokerage and","page_number":82,"box":{"x":89,"y":297,"width":845,"height":12}},{"id":"7516049b-d231-48ea-b4fe-6feec61d60ab","block_type":"box","text":"other charges.","page_number":82,"box":{"x":89,"y":312,"width":99,"height":13}},{"id":"b311b3d9-f20c-4745-a16a-77e8619aad5e","block_type":"box","text":"The right of redemption may be suspended or the date of payment postponed with respect to any Fund: (i) for any period","page_number":82,"box":{"x":88,"y":339,"width":852,"height":12}},{"id":"1cc75d47-0ab8-4608-81a4-f8bbdc320f6f","block_type":"box","text":"during which the Listing Exchange is closed (other than customary weekend and holiday closings); (ii) for any period during","page_number":82,"box":{"x":89,"y":354,"width":867,"height":12}},{"id":"52932284-1102-4e1d-aef1-e31dc2b06867","block_type":"box","text":"which trading on the Listing Exchange is suspended or restricted; (iii) for any period during which an emergency exists as a","page_number":82,"box":{"x":88,"y":369,"width":863,"height":12}},{"id":"a1ceffeb-f021-43da-a284-3a1b04ae011a","block_type":"box","text":"result of which disposal of the shares of the Fund’s portfolio securities or determination of its NAV is not reasonably","page_number":82,"box":{"x":89,"y":384,"width":810,"height":12}},{"id":"69e4ec8d-922f-41f3-9481-863740e440cc","block_type":"box","text":"practicable; or (iv) in such other circumstance as is permitted by the SEC.","page_number":82,"box":{"x":89,"y":399,"width":511,"height":13}},{"id":"f9b737bd-951e-44cc-9c13-65e2f5597a8a","block_type":"box","text":"Custom Baskets.","page_number":82,"box":{"x":89,"y":426,"width":118,"height":9}},{"id":"45b08765-3bf8-47c0-bd2b-c6e4302c2bc1","block_type":"box","text":"Creation and Redemption baskets may differ and each Fund will accept “custom baskets.” A custom basket","page_number":82,"box":{"x":216,"y":426,"width":750,"height":12}},{"id":"cb1ce780-585a-40d3-9c87-6a9d8ddcc04f","block_type":"box","text":"may include any of the following: (i) a basket that is composed of a non-representative selection of a Fund’s portfolio","page_number":82,"box":{"x":89,"y":441,"width":818,"height":12}},{"id":"73b65db7-faff-4ada-be4b-d8deca3e8359","block_type":"box","text":"holdings; (ii) a representative basket that is different from the initial basket used in transactions on the same business day; or","page_number":82,"box":{"x":89,"y":456,"width":873,"height":12}},{"id":"9ebeca8c-0c6d-46ff-9615-7ada5d518bd4","block_type":"box","text":"(iii) a basket that contains bespoke cash substitutions for a single Authorized Participant. Each Fund has adopted policies and","page_number":82,"box":{"x":89,"y":471,"width":877,"height":12}},{"id":"1eab4c2f-4a15-4988-9dda-29405372e1af","block_type":"box","text":"procedures that govern the construction and acceptance of baskets, including heightened requirements for certain types of","page_number":82,"box":{"x":89,"y":486,"width":865,"height":12}},{"id":"8bf65275-1c7c-41ad-87be-2ce3714202ea","block_type":"box","text":"custom baskets. Such policies and procedures provide the parameters for the construction and acceptance of custom","page_number":82,"box":{"x":89,"y":501,"width":823,"height":13}},{"id":"70b87267-26fa-4ece-beaf-11fcdc0bb01a","block_type":"box","text":"baskets that are in the best interests of a Fund and its shareholders, establish processes for revisions to, or deviations from,","page_number":82,"box":{"x":89,"y":516,"width":859,"height":13}},{"id":"ac493bfc-fc6e-47d3-89f9-1cb110153b71","block_type":"box","text":"such parameters, and specify the titles and roles of the employees of BFA who are required to review each custom basket for","page_number":82,"box":{"x":89,"y":531,"width":871,"height":13}},{"id":"16d9d33e-4a6c-4cb4-ba06-9aa58c92984b","block_type":"box","text":"compliance with those parameters. In addition, when constructing custom baskets for redemptions, the tax efficiency of a","page_number":82,"box":{"x":89,"y":547,"width":854,"height":12}},{"id":"46043c39-dae5-476d-bce4-f398b45a44c6","block_type":"box","text":"Fund may be taken into account. The policies and procedures distinguish among different types of custom baskets that may","page_number":82,"box":{"x":89,"y":562,"width":870,"height":12}},{"id":"4cc04558-8dde-47f8-8aaa-8f414bd66ffa","block_type":"box","text":"be used for each Fund and impose different requirements for different types of custom baskets in order to seek to mitigate","page_number":82,"box":{"x":89,"y":577,"width":856,"height":12}},{"id":"b7e45f84-c225-491b-8946-05e0d6f2d7a2","block_type":"box","text":"against potential risks of conflicts and/or overreaching by an Authorized Participant. BlackRock has established a governance","page_number":82,"box":{"x":89,"y":592,"width":877,"height":12}},{"id":"8938cbe0-aec8-4d2a-a202-5db3a5e0e5c2","block_type":"box","text":"process to oversee basket compliance for the Funds, as set forth in each Fund’s policies and procedures.","page_number":82,"box":{"x":89,"y":607,"width":728,"height":12}},{"id":"29d0a93f-97f6-4bac-b6b1-be9efd679147","block_type":"box","text":"Taxation on Creations and Redemptions of Creation Units.","page_number":82,"box":{"x":88,"y":633,"width":418,"height":13}},{"id":"896e9ad0-1b39-4c99-b3aa-bbfecf90c221","block_type":"box","text":"An Authorized Participant generally will recognize either gain or","page_number":82,"box":{"x":519,"y":633,"width":445,"height":13}},{"id":"9670b558-58c7-4564-ae7a-c2a50797532b","block_type":"box","text":"loss upon the exchange of Deposit Securities for Creation Units. This gain or loss is calculated by taking the market value of","page_number":82,"box":{"x":89,"y":649,"width":864,"height":12}},{"id":"9960ee09-663b-4cf5-b149-5c05e0c90604","block_type":"box","text":"the Creation Units purchased over the Authorized Participant’s aggregate basis in the Deposit Securities exchanged therefor.","page_number":82,"box":{"x":88,"y":664,"width":869,"height":12}},{"id":"f464dd18-52d9-44ff-b050-c13a471c5a7c","block_type":"box","text":"However, the IRS may apply the wash sales rules to determine that any loss realized upon the exchange of Deposit Securities","page_number":82,"box":{"x":89,"y":679,"width":870,"height":12}},{"id":"21ca1005-876e-4da0-85b4-0a3c71aa0481","block_type":"box","text":"for Creation Units is not currently deductible. Authorized Participants should consult their own tax advisors.","page_number":82,"box":{"x":88,"y":694,"width":753,"height":12}},{"id":"54d5af76-31bc-4157-928c-49400bb1bd54","block_type":"box","text":"Current U.S. federal income tax laws dictate that capital gain or loss realized from the redemption of Creation Units will","page_number":82,"box":{"x":89,"y":720,"width":829,"height":13}},{"id":"616f8fbd-22fd-4bcf-bdc2-8c373e8f7c77","block_type":"box","text":"generally create long-term capital gain or loss if the Authorized Participant holds the Creation Units for more than one year,","page_number":82,"box":{"x":89,"y":736,"width":861,"height":12}},{"id":"680278f6-c6b1-4974-86f9-d8eba0e65dd5","block_type":"box","text":"or short-term capital gain or loss if the Creation Units were held for one year or less, if the Creation Units are held as capital","page_number":82,"box":{"x":89,"y":751,"width":859,"height":12}},{"id":"d0945da3-b45e-4d27-9119-d1cf6df38723","block_type":"box","text":"assets.","page_number":82,"box":{"x":89,"y":767,"width":45,"height":8}},{"id":"97f4e295-0ec2-49aa-aa1f-62e12bc8716d","block_type":"box","text":"Taxes","page_number":82,"box":{"x":88,"y":792,"width":94,"height":21}},{"id":"c5284f4e-3e50-4b60-8093-7b746a02efb2","block_type":"box","text":"The following is a summary of certain material U.S. federal income tax considerations regarding the purchase, ownership and","page_number":82,"box":{"x":88,"y":831,"width":878,"height":13}},{"id":"6a579d58-977b-4e33-9500-7c2782ee3a1b","block_type":"box","text":"disposition of shares of a Fund. This summary does not address all of the potential U.S. federal income tax consequences","page_number":82,"box":{"x":89,"y":846,"width":847,"height":13}},{"id":"59e7372e-7be1-41b1-b342-77dbd7fe2dad","block_type":"box","text":"that may be applicable to a Fund or to all categories of investors, some of which may be subject to special tax rules. Current","page_number":82,"box":{"x":88,"y":862,"width":867,"height":12}},{"id":"9046a0c3-2196-4e67-bbf2-0f03cfd60087","block_type":"box","text":"75","page_number":82,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"9759f3c5-e708-4c48-868d-1b72ce4e45a1","block_type":"box","text":"and prospective shareholders are urged to consult their own tax advisors with respect to the specific federal, state, local and","page_number":83,"box":{"x":89,"y":44,"width":868,"height":12}},{"id":"2ff69d02-b5b7-46ec-903f-25c3b00e42e2","block_type":"box","text":"non-U.S. tax consequences of investing in a Fund. The summary is based on the laws and judicial and administrative","page_number":83,"box":{"x":89,"y":59,"width":814,"height":12}},{"id":"7c39706c-47a8-4de5-bd47-73ebf0e64cb8","block_type":"box","text":"interpretations thereof in effect on the date of this SAI, all of which are subject to change, possibly with retroactive effect.","page_number":83,"box":{"x":89,"y":74,"width":846,"height":12}},{"id":"436be1da-0459-4440-85a3-e38b1cb5a2e9","block_type":"box","text":"Regulated Investment Company Qualifications.","page_number":83,"box":{"x":89,"y":101,"width":338,"height":12}},{"id":"c7538d0a-3736-4c40-8695-3ea292be6e12","block_type":"box","text":"Each Fund intends to qualify for treatment as a separate RIC under","page_number":83,"box":{"x":437,"y":101,"width":465,"height":12}},{"id":"b4216479-9d6b-480c-b2d1-9bd0aecb2d21","block_type":"box","text":"Subchapter M of the Internal Revenue Code. To qualify for treatment as a RIC, each Fund must annually distribute at least","page_number":83,"box":{"x":88,"y":116,"width":852,"height":12}},{"id":"0038a896-dd57-450c-9cbf-1871f9fe6df0","block_type":"box","text":"90% of its investment company taxable income (which includes dividends, interest and net short-term capital gains) and","page_number":83,"box":{"x":89,"y":131,"width":847,"height":12}},{"id":"f7a60ca0-f673-42ca-be9d-c1ee98e8346b","block_type":"box","text":"meet several other requirements. Among such other requirements are the following: (i) at least 90% of each Fund’s annual","page_number":83,"box":{"x":89,"y":146,"width":858,"height":12}},{"id":"907e32f3-8afe-4ee1-afcd-2ba0fc9593be","block_type":"box","text":"gross income must be derived from dividends, interest, payments with respect to securities loans, gains from the sale or","page_number":83,"box":{"x":89,"y":161,"width":839,"height":12}},{"id":"2fdcfaa5-00d6-425a-8085-16dda777869e","block_type":"box","text":"other disposition of stock or securities or non-U.S. currencies, other income (including, but not limited to, gains from options,","page_number":83,"box":{"x":89,"y":176,"width":878,"height":13}},{"id":"0cac2e67-d5e9-470b-af61-78e6fc2d725d","block_type":"box","text":"futures or forward contracts) derived with respect to its business of investing in such stock, securities or currencies, and net","page_number":83,"box":{"x":88,"y":191,"width":868,"height":13}},{"id":"220c422c-bc26-4067-a542-6e86de3b5980","block_type":"box","text":"income derived from interests in qualified publicly-traded partnerships (","page_number":83,"box":{"x":89,"y":206,"width":502,"height":13}},{"id":"241416e8-2be0-4ec9-843d-ee3ebd00b5d0","block_type":"box","text":"i.e.","page_number":83,"box":{"x":592,"y":207,"width":18,"height":9}},{"id":"7d4c3e82-a7f5-44d8-b52c-7863758e3ddb","block_type":"box","text":", partnerships that are traded on an established","page_number":83,"box":{"x":612,"y":206,"width":330,"height":13}},{"id":"c7bc4269-bc58-4315-b025-dbb0c4734c9f","block_type":"box","text":"securities market or tradable on a secondary market, other than a partnership that derives at least 90% of its income from","page_number":83,"box":{"x":89,"y":222,"width":854,"height":12}},{"id":"72ada287-c1f6-4076-9586-9fcc0fb6a122","block_type":"box","text":"interest, dividends, capital gains and other traditionally permitted RIC income); and (ii) at the close of each quarter of each","page_number":83,"box":{"x":89,"y":237,"width":856,"height":12}},{"id":"2e2d55df-1cf4-46fe-a545-17ce55f4e1d9","block_type":"box","text":"Fund’s taxable year, (a) at least 50% of the market value of each Fund’s total assets must be represented by cash and cash","page_number":83,"box":{"x":89,"y":252,"width":856,"height":12}},{"id":"e3cf33ec-ffcc-4b40-bca5-9b4442592cb1","block_type":"box","text":"items, U.S. government securities, securities of other RICs and other securities, with such other securities limited for purposes","page_number":83,"box":{"x":89,"y":267,"width":879,"height":12}},{"id":"a690b58e-222c-4a36-82f4-9b7e40008693","block_type":"box","text":"of this calculation in respect of any one issuer to an amount not greater than 5% of the value of the Fund’s assets and not","page_number":83,"box":{"x":89,"y":282,"width":853,"height":12}},{"id":"969b4130-404e-4ccf-a320-c6fb133d1c43","block_type":"box","text":"greater than 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the value of the Fund’s","page_number":83,"box":{"x":89,"y":297,"width":858,"height":12}},{"id":"9f2d5b44-45e3-4de7-b7c7-0442d3a4d412","block_type":"box","text":"total assets may be invested in the securities of any one issuer, of two or more issuers of which 20% or more of the voting","page_number":83,"box":{"x":88,"y":312,"width":852,"height":13}},{"id":"bf348151-55ba-4f4b-b476-d0e9112d2b4f","block_type":"box","text":"stock is held by the Fund and that are engaged in the same or similar trades or businesses or related trades or businesses","page_number":83,"box":{"x":89,"y":327,"width":848,"height":13}},{"id":"66fb3dc2-949a-4c58-9926-4f2fa35d6bb7","block_type":"box","text":"(other than the securities of other RICs) or the securities of one or more qualified publicly-traded partnerships.","page_number":83,"box":{"x":89,"y":342,"width":772,"height":13}},{"id":"7356819e-8a84-4b9f-84dd-976d8d15fa98","block_type":"box","text":"A Fund may be able to cure a failure to derive at least 90% of its income from the sources specified above or a failure to","page_number":83,"box":{"x":88,"y":369,"width":836,"height":12}},{"id":"838af034-1a1c-459b-bafb-21cc4b640b17","block_type":"box","text":"diversify its holdings in the manner described above by paying a tax and/or by disposing of certain assets. If, in any taxable","page_number":83,"box":{"x":89,"y":384,"width":858,"height":12}},{"id":"6b9910e7-8272-4d61-8024-d382f0cb5c47","block_type":"box","text":"year, a Fund fails one of these tests and does not timely cure the failure, that Fund will be taxed in the same manner as an","page_number":83,"box":{"x":88,"y":399,"width":850,"height":13}},{"id":"84807863-8881-4d73-a31c-95535831e327","block_type":"box","text":"ordinary corporation and distributions to its shareholders will not be deductible by that Fund in computing its taxable","page_number":83,"box":{"x":89,"y":414,"width":821,"height":13}},{"id":"62b193e0-0fb3-4358-ba08-9ee3577d65f6","block_type":"box","text":"income.","page_number":83,"box":{"x":89,"y":430,"width":54,"height":9}},{"id":"10417115-cf11-4c3b-ac2b-a672c77ecc02","block_type":"box","text":"Although in general the passive loss rules of the Internal Revenue Code do not apply to RICs, such rules do apply to a RIC","page_number":83,"box":{"x":88,"y":456,"width":847,"height":12}},{"id":"c962126e-9e59-429b-914e-44839d6977b5","block_type":"box","text":"with respect to items attributable to an interest in a qualified publicly-traded partnership. A Fund’s investments in","page_number":83,"box":{"x":88,"y":471,"width":794,"height":12}},{"id":"b0235bcf-6760-4ffd-8065-110f40aa2b76","block_type":"box","text":"partnerships, including in qualified publicly-traded partnerships, may result in the Fund being subject to state, local, or non","page_number":83,"box":{"x":89,"y":486,"width":864,"height":12}},{"id":"e63071bc-b2a1-444a-b06b-d94eaaed66e2","block_type":"box","text":"U.S. income, franchise or withholding tax liabilities.","page_number":83,"box":{"x":89,"y":501,"width":355,"height":13}},{"id":"8a50d063-aead-4b55-a437-3c3e7ae18566","block_type":"box","text":"Taxation of RICs.","page_number":83,"box":{"x":88,"y":528,"width":121,"height":9}},{"id":"b32bcbc2-608f-40ed-939d-5fdc9ebe6462","block_type":"box","text":"As a RIC, a Fund will not be subject to U.S. federal income tax on the portion of its taxable investment","page_number":83,"box":{"x":218,"y":528,"width":710,"height":12}},{"id":"920ec86d-b5e7-4c79-9e32-72c8a25fb747","block_type":"box","text":"income and capital gains that it distributes to its shareholders, provided that it satisfies a minimum distribution requirement.","page_number":83,"box":{"x":89,"y":543,"width":871,"height":12}},{"id":"9c8dc5e0-4992-44a2-a105-7042efcc37aa","block_type":"box","text":"To satisfy the minimum distribution requirement, a Fund must distribute to its shareholders at least the sum of (i) 90% of its","page_number":83,"box":{"x":88,"y":558,"width":871,"height":12}},{"id":"99149f03-d80d-4753-bb21-4d65a1e01669","block_type":"box","text":"“investment company taxable income” (","page_number":83,"box":{"x":89,"y":573,"width":281,"height":12}},{"id":"25a197fd-04f3-4023-9e0f-aa39b4dece30","block_type":"box","text":"i.e.","page_number":83,"box":{"x":371,"y":574,"width":18,"height":9}},{"id":"ff04c9f5-5df2-4485-8587-aeaaa4c834d5","block_type":"box","text":", income other than its net realized long-term capital gain over its net realized","page_number":83,"box":{"x":391,"y":573,"width":540,"height":12}},{"id":"399ff9cd-6bd4-4a46-821d-6c801c378322","block_type":"box","text":"short-term capital loss), plus or minus certain adjustments, and (ii) 90% of its net tax-exempt income for the taxable year. A","page_number":83,"box":{"x":89,"y":588,"width":870,"height":12}},{"id":"b040a399-2fbe-4bec-bb2b-b3e57e618108","block_type":"box","text":"Fund will be subject to income tax at regular corporate rates on any taxable income or gains that it does not distribute to its","page_number":83,"box":{"x":89,"y":603,"width":866,"height":13}},{"id":"a91617a4-fa9a-4922-bd2c-46dabfdb7f27","block_type":"box","text":"shareholders. If a Fund fails to qualify for any taxable year as a RIC or fails to meet the distribution requirement, all of its","page_number":83,"box":{"x":89,"y":618,"width":835,"height":13}},{"id":"fb015ccb-98d8-45cc-8d63-c6e0f7f4b550","block_type":"box","text":"taxable income will be subject to tax at regular corporate income tax rates without any deduction for distributions to","page_number":83,"box":{"x":88,"y":633,"width":817,"height":13}},{"id":"d59cb999-10a7-4dff-a752-6dc7c676209e","block_type":"box","text":"shareholders, and such distributions generally will be taxable to shareholders as ordinary dividends to the extent of the","page_number":83,"box":{"x":89,"y":649,"width":831,"height":12}},{"id":"43f742d5-d011-4c30-a2d0-76886c7b2c63","block_type":"box","text":"Fund’s current and accumulated earnings and profits. In such event, distributions to individuals should be eligible to be","page_number":83,"box":{"x":89,"y":664,"width":833,"height":12}},{"id":"838ab17b-b179-426a-880b-5be611ae6e4e","block_type":"box","text":"treated as qualified dividend income and distributions to corporate shareholders generally should be eligible for the","page_number":83,"box":{"x":88,"y":679,"width":807,"height":12}},{"id":"a73733bf-67c9-45ec-ba88-7f5c8adeae0f","block_type":"box","text":"dividends-received deduction. Although each Fund intends to distribute substantially all of its net investment income and its","page_number":83,"box":{"x":89,"y":694,"width":870,"height":12}},{"id":"72d4d423-d1f6-4f58-99bd-d35c79922357","block_type":"box","text":"capital gains for each taxable year, a Fund may decide to retain a portion of its income or gains. Each Fund will be subject to","page_number":83,"box":{"x":89,"y":709,"width":866,"height":12}},{"id":"af9676e1-92ca-48d3-a144-d4525111bf61","block_type":"box","text":"U.S. federal income taxation and excise taxation (as described below) to the extent it does not distribute all (or, in the case of","page_number":83,"box":{"x":89,"y":724,"width":875,"height":13}},{"id":"bdb8a323-9e63-444c-a978-f637ce1bc583","block_type":"box","text":"the excise tax, substantially all) of such income or gains. In certain circumstances, including in instances where the","page_number":83,"box":{"x":88,"y":739,"width":805,"height":13}},{"id":"f5731478-496d-410a-98e0-9fc77851c6f5","block_type":"box","text":"operational cost of the distribution would exceed the amount of the income or excise tax, BFA or an affiliate may voluntarily","page_number":83,"box":{"x":89,"y":754,"width":865,"height":13}},{"id":"1427e976-2b38-4022-bfb7-125f7a8aa4e0","block_type":"box","text":"pay the tax on behalf of a Fund or reimburse the Fund for the tax. Moreover, if a Fund fails to qualify as a RIC in any year, it","page_number":83,"box":{"x":89,"y":770,"width":853,"height":12}},{"id":"58b5a8f9-ff49-42ce-ae1d-956ddac4d470","block_type":"box","text":"must pay out its earnings and profits accumulated in that year in order to qualify again as a RIC. If a Fund fails to qualify as a","page_number":83,"box":{"x":89,"y":785,"width":869,"height":12}},{"id":"e15b43ba-7b30-4033-b7f1-abfa7321e447","block_type":"box","text":"RIC for a period greater than two taxable years, the Fund may be required to recognize any net built-in gains with respect to","page_number":83,"box":{"x":89,"y":800,"width":864,"height":12}},{"id":"9aee0312-a3e0-49fd-b966-425e6bdd40e5","block_type":"box","text":"certain of its assets (","page_number":83,"box":{"x":89,"y":815,"width":143,"height":12}},{"id":"bfbedf0c-1ff5-43a9-8d13-0fbb2a3803ea","block_type":"box","text":"i.e.","page_number":83,"box":{"x":233,"y":816,"width":18,"height":9}},{"id":"6552013c-de8a-427a-a077-f8f318fb079d","block_type":"box","text":", the excess of the aggregate gains, including items of income, over aggregate losses that would have","page_number":83,"box":{"x":253,"y":815,"width":709,"height":12}},{"id":"04111090-c065-46f3-aaee-a0d179defd3c","block_type":"box","text":"been realized with respect to such assets if the Fund had been liquidated) if it qualifies as a RIC in a subsequent year.","page_number":83,"box":{"x":89,"y":830,"width":813,"height":12}},{"id":"17fd8b67-4faf-45eb-8c1c-5cfc9e9d8f27","block_type":"box","text":"76","page_number":83,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"0e5385ba-4b23-413f-b9ab-ffe9e95c22d5","block_type":"box","text":"Net Capital Loss Carryforwards.","page_number":84,"box":{"x":89,"y":44,"width":227,"height":12}},{"id":"1ef59d8f-77c0-4ab0-9c58-d6840157948b","block_type":"box","text":"Net capital loss carryforwards may be applied against any net realized capital gains in each","page_number":84,"box":{"x":326,"y":44,"width":632,"height":12}},{"id":"6f0c68be-c1f8-49bb-a5d4-f7ac9b6f84aa","block_type":"box","text":"succeeding year, until they have been reduced to zero.","page_number":84,"box":{"x":89,"y":59,"width":376,"height":12}},{"id":"52f522e6-fe15-46b0-9a51-a4a1cf4328a0","block_type":"box","text":"In the event that a Fund were to experience an ownership change as defined under the Internal Revenue Code, the loss","page_number":84,"box":{"x":89,"y":85,"width":831,"height":13}},{"id":"4e43140d-86f4-4350-af87-b3f06611cf27","block_type":"box","text":"carryforwards and other favorable tax attributes of a Fund, if any, may be subject to limitation.","page_number":84,"box":{"x":89,"y":101,"width":656,"height":12}},{"id":"da87ae52-84a2-4f1a-8f70-c495e3d989b3","block_type":"box","text":"The following Funds had net capital loss carryforwards as set forth in the table below as of October 31, 2025, the tax year","page_number":84,"box":{"x":88,"y":127,"width":854,"height":12}},{"id":"2d6bfe02-3b63-41e5-be84-c317355f6bca","block_type":"box","text":"end for the Funds listed:","page_number":84,"box":{"x":89,"y":142,"width":168,"height":10}},{"id":"fa7b4677-56f0-450b-878f-857f4ef21e98","block_type":"box","text":"Fund","page_number":84,"box":{"x":312,"y":192,"width":28,"height":8}},{"id":"c66c78d5-32b9-483e-bf30-9d03f5d3af0b","block_type":"box","text":"Non-Expiring","page_number":84,"box":{"x":667,"y":172,"width":75,"height":10}},{"id":"ed231889-5650-482f-a925-084f126e6a5b","block_type":"box","text":"Capital Loss","page_number":84,"box":{"x":670,"y":182,"width":69,"height":10}},{"id":"bf3a1484-5484-4817-a604-f13dc439b97d","block_type":"box","text":"Carryforward","page_number":84,"box":{"x":666,"y":192,"width":76,"height":10}},{"id":"cdab5a4e-d93b-4fc6-9a3f-8babee70ef22","block_type":"box","text":"iShares iBonds Oct 2026 Term TIPS ETF $ 8,037","page_number":84,"box":{"x":312,"y":214,"width":422,"height":11}},{"id":"7a642a79-7453-4848-b52f-4be0d52082af","block_type":"box","text":"iShares iBonds Oct 2027 Term TIPS ETF 5,064","page_number":84,"box":{"x":312,"y":229,"width":422,"height":11}},{"id":"7795b379-8504-4c5d-99d8-5a34b74c60f9","block_type":"box","text":"iShares iBonds Oct 2028 Term TIPS ETF 21,451","page_number":84,"box":{"x":312,"y":244,"width":420,"height":12}},{"id":"fecaa978-c9ed-4935-8a66-8601ee45db14","block_type":"box","text":"iShares iBonds Oct 2029 Term TIPS ETF 113,939","page_number":84,"box":{"x":312,"y":259,"width":422,"height":12}},{"id":"296a657d-d426-4de7-aca6-51b9af28d30b","block_type":"box","text":"iShares iBonds Oct 2031 Term TIPS ETF 14,062","page_number":84,"box":{"x":312,"y":274,"width":422,"height":12}},{"id":"88d8a9a6-4933-4617-b7b7-1ee85edf6189","block_type":"box","text":"iShares iBonds Oct 2032 Term TIPS ETF 7,915","page_number":84,"box":{"x":312,"y":290,"width":422,"height":11}},{"id":"88464700-9170-43aa-8aae-1f7b677322d0","block_type":"box","text":"iShares iBonds Oct 2033 Term TIPS ETF 28,760","page_number":84,"box":{"x":312,"y":305,"width":422,"height":11}},{"id":"84d0ef7d-f29a-4551-8afe-3cc76098eacf","block_type":"box","text":"iShares iBonds Oct 2034 Term TIPS ETF 27,076","page_number":84,"box":{"x":312,"y":320,"width":422,"height":11}},{"id":"9beb266d-f544-4ff7-86a9-f946296afbf7","block_type":"box","text":"iShares iBonds Oct 2035 Term TIPS ETF 16,194","page_number":84,"box":{"x":312,"y":335,"width":422,"height":11}},{"id":"4fe5fc37-9d5b-4dda-bdb7-72b59874980c","block_type":"box","text":"Excise Tax.","page_number":84,"box":{"x":89,"y":368,"width":77,"height":9}},{"id":"666023b3-3d73-4bbd-8b46-3b4c669d3666","block_type":"box","text":"A Fund will be subject to a 4% excise tax on certain undistributed income if it does not distribute to its","page_number":84,"box":{"x":175,"y":368,"width":716,"height":12}},{"id":"5f328601-b31b-4547-8d1e-e3c260274993","block_type":"box","text":"shareholders in each calendar year at least 98% of its ordinary income for the calendar year plus at least 98.2% of its capital","page_number":84,"box":{"x":89,"y":383,"width":867,"height":12}},{"id":"eaf7ce0b-a699-49d3-9bc0-e886923e0489","block_type":"box","text":"gain net income for the 12 months ended October 31 of such year. For this purpose, however, any ordinary income or capital","page_number":84,"box":{"x":89,"y":398,"width":870,"height":12}},{"id":"54e7e373-648a-4fbd-8937-007ee2adcbf7","block_type":"box","text":"gain net income retained by a Fund that is subject to corporate income tax will be considered to have been distributed by","page_number":84,"box":{"x":89,"y":413,"width":847,"height":12}},{"id":"fb59f68b-618e-416c-bb2e-7380679e84fd","block_type":"box","text":"year-end. In addition, the minimum amounts that must be distributed in any year to avoid the excise tax will be increased or","page_number":84,"box":{"x":88,"y":428,"width":869,"height":12}},{"id":"14844aa2-f7fb-48cf-9b6e-5bd6416c0475","block_type":"box","text":"decreased to reflect any underdistribution or overdistribution, as the case may be, from the previous year.","page_number":84,"box":{"x":89,"y":443,"width":735,"height":13}},{"id":"0d856adf-98fa-4cbf-8529-742117e5167f","block_type":"box","text":"Taxation of U.S. Shareholders.","page_number":84,"box":{"x":88,"y":470,"width":216,"height":10}},{"id":"c702b1b8-4d2b-4184-b119-22e812dcd251","block_type":"box","text":"Dividends and other distributions by a Fund are generally treated under the Internal Revenue","page_number":84,"box":{"x":314,"y":470,"width":647,"height":12}},{"id":"02cdc098-d705-4493-b781-1c9bbd6ea86b","block_type":"box","text":"Code as received by the shareholders at the time the dividend or distribution is made. However, any dividend or capital gain","page_number":84,"box":{"x":89,"y":485,"width":862,"height":12}},{"id":"3bd5233f-ba04-4a80-a13c-615cf1289ec3","block_type":"box","text":"distribution declared by a Fund in October, November or December of any calendar year and payable to shareholders of","page_number":84,"box":{"x":89,"y":500,"width":836,"height":12}},{"id":"15d71caf-b929-4627-99c6-9bbf41900567","block_type":"box","text":"record on a specified date in such a month shall be deemed to have been received by each shareholder on December 31 of","page_number":84,"box":{"x":89,"y":515,"width":858,"height":12}},{"id":"0ab420d6-2194-4c87-b326-c112cbf75202","block_type":"box","text":"such calendar year and to have been paid by the Fund not later than such December 31, provided such dividend is actually","page_number":84,"box":{"x":89,"y":530,"width":856,"height":13}},{"id":"928f2f3c-5c04-4a87-9c5a-710b56a56f5f","block_type":"box","text":"paid by the Fund during January of the following calendar year.","page_number":84,"box":{"x":89,"y":545,"width":437,"height":13}},{"id":"24f212fe-91bb-42fc-93c6-19835f7f21ce","block_type":"box","text":"Each Fund intends to distribute annually to its shareholders substantially all of its net tax-exempt income, investment","page_number":84,"box":{"x":89,"y":572,"width":821,"height":12}},{"id":"af5ef8b1-5490-4de4-8784-c2837ebadb1a","block_type":"box","text":"company taxable income and any net realized long-term capital gains in excess of net realized short-term capital losses","page_number":84,"box":{"x":89,"y":587,"width":834,"height":12}},{"id":"54457c4d-d377-4557-8ec3-f0aea4e22c4e","block_type":"box","text":"(including any capital loss carryovers). However, if a Fund retains for investment an amount equal to all or a portion of its net","page_number":84,"box":{"x":89,"y":602,"width":873,"height":12}},{"id":"b8b0190d-9a0b-41f3-bc1c-a0adcdabbe98","block_type":"box","text":"long-term capital gains in excess of its net short-term capital losses (including any capital loss carr","page_number":84,"box":{"x":89,"y":617,"width":691,"height":12}},{"id":"e90f9300-a211-49d0-a268-2509564e323b","block_type":"box","text":"yove","page_number":84,"box":{"x":780,"y":620,"width":32,"height":9}},{"id":"345499b8-c3d6-4adb-997b-673ec7712d13","block_type":"box","text":"rs), it will be subject","page_number":84,"box":{"x":813,"y":617,"width":139,"height":12}},{"id":"e0a02d28-5a33-4ee0-8f3b-4301d8c9878c","block_type":"box","text":"to a corporate tax (at a flat rate of 21%) on the amount retained. In that event, unless the retained amount is deemed to be","page_number":84,"box":{"x":88,"y":632,"width":862,"height":13}},{"id":"676d8c8e-34b6-41a6-915c-0f65a2cc0943","block_type":"box","text":"de minimis or the applicable tax is otherwise reimbursed by BFA or an affiliate, the Fund will generally designate such","page_number":84,"box":{"x":89,"y":647,"width":818,"height":13}},{"id":"7b125c3b-3b2f-48d7-8c7a-126167a8e028","block_type":"box","text":"retained amounts as undistributed capital gains in a notice to its shareholders who (a) will be required to include in income","page_number":84,"box":{"x":89,"y":662,"width":862,"height":13}},{"id":"51f03413-2417-4233-b395-8f10877208ad","block_type":"box","text":"for U.S. federal income tax purposes, as long-term capital gains, their proportionate shares of the undistributed amount, (b)","page_number":84,"box":{"x":88,"y":678,"width":866,"height":12}},{"id":"ab4dd10c-e7dd-4400-b848-280e0c30c6c7","block_type":"box","text":"will be entitled to credit their proportionate shares of the tax paid by the Fund on the undistributed amount against their U.S.","page_number":84,"box":{"x":88,"y":693,"width":873,"height":12}},{"id":"2b1f81f7-c273-4e6b-9020-80fde5b42ec0","block_type":"box","text":"federal income tax liabilities, if any, and to claim refunds to the extent their credits exceed their liabilities, if any, and (c) will be","page_number":84,"box":{"x":88,"y":708,"width":878,"height":12}},{"id":"a4a15e93-157f-4135-9424-4e6a814a1024","block_type":"box","text":"entitled to increase their tax basis, for U.S. federal income tax purposes, in their shares by an amount equal to the excess of","page_number":84,"box":{"x":89,"y":723,"width":861,"height":12}},{"id":"75840183-3ce4-4483-a0f8-334fe4582178","block_type":"box","text":"the amount in clause (a) over the amount in clause (b). Organizations or persons not subject to U.S. federal income tax on","page_number":84,"box":{"x":88,"y":738,"width":855,"height":12}},{"id":"c4ae32d8-0f26-4346-9578-f150068f08a2","block_type":"box","text":"such capital gains will be entitled to a refund of their","page_number":84,"box":{"x":89,"y":753,"width":367,"height":13}},{"id":"a17cf840-8daa-4508-90fc-021fd2d31b93","block_type":"box","text":"pro rata","page_number":84,"box":{"x":459,"y":754,"width":56,"height":12}},{"id":"9e8af185-8b22-46f6-bb2d-00675c7d77c0","block_type":"box","text":"share of such taxes paid by the Fund upon filing appropriate","page_number":84,"box":{"x":520,"y":753,"width":421,"height":13}},{"id":"d3925264-6d0d-4448-a8f2-15b1b0820696","block_type":"box","text":"returns or claims for refund with the IRS.","page_number":84,"box":{"x":89,"y":768,"width":283,"height":10}},{"id":"c7398a8f-141f-477b-98b2-f545973def8e","block_type":"box","text":"Distributions of net realized long-term capital gains, if any, that a Fund reports as capital gain dividends are taxable as long","page_number":84,"box":{"x":89,"y":795,"width":863,"height":12}},{"id":"0ca8243e-7d5e-4f3e-b27f-21673187739e","block_type":"box","text":"term capital gains, whether paid in cash or in shares and regardless of how long a shareholder has held shares of the Fund.","page_number":84,"box":{"x":88,"y":810,"width":861,"height":12}},{"id":"fc40ea08-023a-48e9-8aa7-c94baed7e6df","block_type":"box","text":"All other dividends of a Fund (including dividends from short-term capital gains) from its current and accumulated earnings","page_number":84,"box":{"x":88,"y":825,"width":870,"height":12}},{"id":"83c40112-69f4-4070-9e44-fb1ed1d7fcca","block_type":"box","text":"and profits (“regular dividends”) are generally subject to tax as ordinary income. Long-term capital gains are eligible for","page_number":84,"box":{"x":89,"y":840,"width":836,"height":12}},{"id":"4c1a59fe-f9fd-4d00-8e21-a1d5f88cd3f3","block_type":"box","text":"77","page_number":84,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"0d71a57d-78ec-40e2-9594-9adaa000ed5a","block_type":"box","text":"taxation at a maximum rate of 15% or 20% for non-corporate shareholders, depending on whether their income exceeds","page_number":85,"box":{"x":88,"y":44,"width":850,"height":12}},{"id":"b38f1d18-ce0a-4452-874d-8e4e2b3c48dc","block_type":"box","text":"certain threshold amounts.","page_number":85,"box":{"x":89,"y":59,"width":188,"height":10}},{"id":"eb50152d-6080-47cb-80bb-676478716f42","block_type":"box","text":"If an individual receives a regular dividend qualifying for the long-term capital gain rates and such dividend constitutes an","page_number":85,"box":{"x":89,"y":85,"width":850,"height":13}},{"id":"a41df5c9-d06a-4fc0-985b-7736f5ccc24d","block_type":"box","text":"“extraordinary dividend,” and the individual subsequently recognizes a loss on the sale or exchange of stock in respect of","page_number":85,"box":{"x":89,"y":101,"width":846,"height":12}},{"id":"66cb3345-6ff8-4a08-a76d-92120b8a48df","block_type":"box","text":"which the extraordinary dividend was paid, then the loss will be long-term capital loss to the extent of such extraordinary","page_number":85,"box":{"x":88,"y":116,"width":850,"height":12}},{"id":"34a064f7-c238-4636-96ff-3459748266a7","block_type":"box","text":"dividend. An “extraordinary dividend” on common stock for this purpose is generally a dividend (i) in an amount greater than","page_number":85,"box":{"x":89,"y":131,"width":876,"height":12}},{"id":"06bd50b2-d944-42c4-aa93-307f51ebe8d8","block_type":"box","text":"or equal to 10% of the taxpayer’s tax basis (or trading value) in a share of stock, aggregating dividends with ex-dividend","page_number":85,"box":{"x":89,"y":146,"width":840,"height":12}},{"id":"2840c16c-66fb-4dac-bb5c-faee9c7b59af","block_type":"box","text":"dates within an 85-day period, or (ii) in an amount greater than 20% of the taxpayer’s tax basis (or trading value) in a share","page_number":85,"box":{"x":89,"y":161,"width":863,"height":12}},{"id":"9cec83bf-ff70-4534-bb16-71b001fa53bb","block_type":"box","text":"of stock, aggregating dividends with ex-dividend dates within a 365-day period.","page_number":85,"box":{"x":89,"y":176,"width":558,"height":13}},{"id":"c84f4732-14b3-48b2-9b72-bc89c4b98e01","block_type":"box","text":"Distributions in excess of a Fund’s current and accumulated earnings and profits will, as to each shareholder, be treated as a","page_number":85,"box":{"x":89,"y":203,"width":868,"height":12}},{"id":"f3c441e2-f95f-4bb6-b7be-8c00804622f0","block_type":"box","text":"tax-free return of capital to the extent of a shareholder’s basis in shares of the Fund, and as a capital gain thereafter (if the","page_number":85,"box":{"x":88,"y":218,"width":855,"height":12}},{"id":"9b0e3aef-242a-4302-b52e-fed6a64f0f9e","block_type":"box","text":"shareholder holds shares of the Fund as capital assets). Distributions in excess of a Fund’s minimum distribution","page_number":85,"box":{"x":89,"y":233,"width":787,"height":12}},{"id":"779bb81d-d077-4536-b01a-1bcfe5e82f71","block_type":"box","text":"requirements, but not in excess of the Fund’s earnings and profits, will be taxable to shareholders and will not constitute","page_number":85,"box":{"x":89,"y":248,"width":842,"height":12}},{"id":"5230709d-8143-4d79-a119-cf2fb4ff907b","block_type":"box","text":"nontaxable returns of capital. Shareholders receiving dividends or distributions in the form of additional shares should be","page_number":85,"box":{"x":89,"y":263,"width":847,"height":12}},{"id":"1b216650-5cc4-450b-b479-31932509b626","block_type":"box","text":"treated for U.S. federal income tax purposes as receiving a distribution in an amount equal to the amount of money that the","page_number":85,"box":{"x":88,"y":278,"width":867,"height":13}},{"id":"5c7a33d5-a22b-4f3d-b4db-e8332f8a1586","block_type":"box","text":"shareholders receiving cash dividends or distributions will receive and should have a cost basis in the shares received equal to","page_number":85,"box":{"x":89,"y":293,"width":878,"height":13}},{"id":"0f4940ec-d25f-49e1-a9ed-2a20a3e6cd09","block_type":"box","text":"such amount. No deduction would be allowed to an investor for interest on indebtedness incurred or continued to purchase","page_number":85,"box":{"x":89,"y":308,"width":867,"height":13}},{"id":"4f443847-a716-4606-8120-0d1141081679","block_type":"box","text":"or carry shares of the Fund to the extent the interest deduction would relate to exempt-interest dividends received.","page_number":85,"box":{"x":89,"y":324,"width":803,"height":12}},{"id":"beec3351-5f08-4215-a71c-316a91752228","block_type":"box","text":"A 3.8% U.S. federal Medicare contribution tax is imposed on net investment income, including, but not limited to, interest,","page_number":85,"box":{"x":88,"y":350,"width":854,"height":12}},{"id":"e8a4d583-a8f3-432d-926f-59cdfe77cd5e","block_type":"box","text":"dividends, and net gain from investments, of U.S. individuals with income exceeding $200,000 (or $250,000 if married and","page_number":85,"box":{"x":89,"y":365,"width":858,"height":12}},{"id":"10e2bc70-443b-4f6c-ae5e-9825e4ea3bd7","block_type":"box","text":"filing jointly), and of estates and trusts.","page_number":85,"box":{"x":88,"y":380,"width":272,"height":13}},{"id":"1e127478-6f7e-4cdb-9142-20892b850177","block_type":"box","text":"Investors considering buying shares just prior to a dividend or capital gain distribution should be aware that, although the","page_number":85,"box":{"x":89,"y":407,"width":851,"height":12}},{"id":"69d0459b-4ec6-4e02-a62f-da79452c0ca6","block_type":"box","text":"price of shares purchased at that time may reflect the amount of the forthcoming distribution, such dividend or distribution","page_number":85,"box":{"x":89,"y":422,"width":864,"height":12}},{"id":"985b235b-5129-439d-b284-9fab0cae87f6","block_type":"box","text":"may nevertheless be taxable to them. If a Fund is the holder of record of any security on the record date for any dividends","page_number":85,"box":{"x":89,"y":437,"width":849,"height":12}},{"id":"6bdc6412-f2f9-4700-bb43-b784feddd458","block_type":"box","text":"payable with respect to such security, such dividends will be included in the Fund’s gross income not as of the date received","page_number":85,"box":{"x":89,"y":452,"width":866,"height":12}},{"id":"d8f20139-218b-44bf-acb6-e66bf640b055","block_type":"box","text":"but as of the later of (i) the date such security became ex-dividend with respect to such dividends (","page_number":85,"box":{"x":89,"y":467,"width":694,"height":13}},{"id":"6c40ba55-cd5b-455a-b177-497159e514f6","block_type":"box","text":"i.e","page_number":85,"box":{"x":784,"y":468,"width":15,"height":9}},{"id":"d4fe7a39-67e6-4b97-aae2-06423b3379ab","block_type":"box","text":"., the date on which a","page_number":85,"box":{"x":800,"y":467,"width":150,"height":12}},{"id":"255e7523-f312-42e6-aa86-2011a5b518a8","block_type":"box","text":"buyer of the security would not be entitled to receive the declared, but unpaid, dividends); or (ii) the date the Fund acquired","page_number":85,"box":{"x":89,"y":482,"width":864,"height":13}},{"id":"c646e9b4-2b18-4687-9572-48a0ed6f72a7","block_type":"box","text":"such security. Accordingly, in order to satisfy its income distribution requirements, a Fund may be required to pay dividends","page_number":85,"box":{"x":89,"y":497,"width":863,"height":13}},{"id":"3b0ceb21-699f-456e-8d1e-2486f1c31587","block_type":"box","text":"based on anticipated earnings, and shareholders may receive dividends in an earlier year than would otherwise be the case.","page_number":85,"box":{"x":89,"y":513,"width":862,"height":12}},{"id":"0cef987e-0f4b-4a9c-8a76-80f40c4b6acf","block_type":"box","text":"In certain situations, a Fund may, for a taxable year, defer all or a portion of its net capital loss (or if there is no net capital","page_number":85,"box":{"x":89,"y":539,"width":843,"height":12}},{"id":"c771bf8b-15ba-4023-8cdd-f16bad1f36bc","block_type":"box","text":"loss, then any net long-term or short-term capital loss) realized after October and its late-year ordinary loss (defined as the","page_number":85,"box":{"x":89,"y":554,"width":859,"height":12}},{"id":"e763b79c-f79a-475b-9a2b-1d68152c93d7","block_type":"box","text":"sum of the excess of post-October foreign currency and passive foreign investment company (“PFIC”) losses over post","page_number":85,"box":{"x":89,"y":569,"width":836,"height":13}},{"id":"837217d1-28c7-400a-b6d2-5e1919b9007d","block_type":"box","text":"October foreign currency and PFIC gains, plus the excess of post-December ordinary losses over post-December ordinary","page_number":85,"box":{"x":89,"y":584,"width":851,"height":13}},{"id":"4abbf0ed-5a86-4daa-8cf9-4c9e4893c123","block_type":"box","text":"income) until the next taxable year in computing its investment company taxable income and net capital gain, which will","page_number":85,"box":{"x":89,"y":599,"width":845,"height":13}},{"id":"48fca3cd-f948-4e3e-92b5-013823d14b6b","block_type":"box","text":"defer the recognition of such realized losses. Such deferrals and other rules regarding gains and losses realized after October","page_number":85,"box":{"x":89,"y":615,"width":870,"height":12}},{"id":"f876a5b0-d4ec-4b60-8a75-512d1e7dfadb","block_type":"box","text":"(or December) may affect the tax character of shareholder distributions.","page_number":85,"box":{"x":89,"y":630,"width":504,"height":12}},{"id":"55ffa8c9-32d1-430f-91f6-f3a9b39568d7","block_type":"box","text":"Sales of Shares.","page_number":85,"box":{"x":88,"y":656,"width":113,"height":10}},{"id":"2854db6b-7928-4ad0-883a-3fd56b2969f8","block_type":"box","text":"Upon the sale or exchange of shares of a Fund, a shareholder will realize a taxable gain or loss equal to the","page_number":85,"box":{"x":210,"y":656,"width":743,"height":13}},{"id":"f9f7a3ba-8bc3-4fd6-abd7-fc2f2dbc94b0","block_type":"box","text":"difference between the amount realized and the shareholder’s basis in shares of the Fund. A redemption of shares by a Fund","page_number":85,"box":{"x":89,"y":671,"width":868,"height":13}},{"id":"d07eea59-ec2a-4978-8599-cb7dc3ebde2c","block_type":"box","text":"will be treated as a sale for this purpose. Such gain or loss will be treated as capital gain or loss if the shares are capital assets","page_number":85,"box":{"x":88,"y":686,"width":876,"height":13}},{"id":"36afa5df-a7d3-4d63-919e-84eaa6bdfef6","block_type":"box","text":"in the shareholder’s hands and will be long-term capital gain or loss if the shares are held for more than one year and short","page_number":85,"box":{"x":89,"y":702,"width":866,"height":12}},{"id":"5bb67605-4601-41b1-a8f1-7930bf33c18c","block_type":"box","text":"term capital gain or loss if the shares are held for one year or less. Any loss realized on a sale or exchange will be disallowed","page_number":85,"box":{"x":88,"y":717,"width":863,"height":12}},{"id":"6e4a138e-c6dc-4c8b-b84f-6084f1a66a1d","block_type":"box","text":"to the extent the shares disposed of are replaced, including replacement through the reinvesting of dividends or capital gains","page_number":85,"box":{"x":88,"y":732,"width":875,"height":12}},{"id":"56554535-d111-4128-9f2a-5b0ee66596b4","block_type":"box","text":"distributions, or by an option, or contract to acquire substantially identical shares, within a 61-day period beginning 30 days","page_number":85,"box":{"x":89,"y":747,"width":864,"height":12}},{"id":"2e98c15b-a32b-4c7a-98b4-dd7d68f9180c","block_type":"box","text":"before and ending 30 days after the disposition of the shares. In such a case, the basis of the shares acquired will be","page_number":85,"box":{"x":89,"y":762,"width":810,"height":12}},{"id":"a49cf139-9bce-4017-a96f-4fc8e714eafe","block_type":"box","text":"increased to reflect the disallowed loss. Any loss realized by a shareholder on the sale of Fund shares held by the shareholder","page_number":85,"box":{"x":89,"y":777,"width":871,"height":12}},{"id":"c2ef9939-5f9a-465c-9446-2e1c403c3bd1","block_type":"box","text":"for six months or less will be treated for U.S. federal income tax purposes as a long-term capital loss to the extent of any","page_number":85,"box":{"x":88,"y":792,"width":841,"height":13}},{"id":"bb58de2f-b534-4aae-a9a1-ffa679d7c689","block_type":"box","text":"distributions or deemed distributions of long-term capital gains received by the shareholder with respect to such share. The","page_number":85,"box":{"x":89,"y":807,"width":865,"height":13}},{"id":"d90b163b-ab65-4714-8a6d-4f2c500f4f04","block_type":"box","text":"Medicare contribution tax described above will apply to the sale of Fund shares.","page_number":85,"box":{"x":89,"y":822,"width":557,"height":13}},{"id":"f5b1795b-f9ed-4f83-9921-9d3c22ae67da","block_type":"box","text":"If a shareholder incurs a sales charge in acquiring shares of a Fund, disposes of those shares within 90 days and then, on or","page_number":85,"box":{"x":89,"y":849,"width":864,"height":12}},{"id":"48c52fea-c71a-4546-ac36-7caa4d83448e","block_type":"box","text":"before January 31 of the following calendar year, acquires shares in a mutual fund for which the otherwise applicable sales","page_number":85,"box":{"x":89,"y":864,"width":854,"height":12}},{"id":"6db8c70f-c4b3-408c-b3a2-483ecd24debd","block_type":"box","text":"78","page_number":85,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"9180ceeb-f774-4730-a318-bda8f17f2171","block_type":"box","text":"charge is reduced by reason of a reinvestment right (","page_number":86,"box":{"x":89,"y":44,"width":368,"height":12}},{"id":"b414231e-7230-4033-8498-c6a5d165ae23","block_type":"box","text":"e.g.","page_number":86,"box":{"x":458,"y":47,"width":23,"height":9}},{"id":"e9909d67-fd25-42c2-a1da-fe403a071048","block_type":"box","text":", an exchange privilege), the original sales charge will not be taken","page_number":86,"box":{"x":483,"y":44,"width":463,"height":12}},{"id":"eb190c4d-2cb4-4ac6-8d6e-cc1e498c1712","block_type":"box","text":"into account in computing gain/loss on the original shares to the extent the subsequent sales charge is reduced. Instead, the","page_number":86,"box":{"x":89,"y":59,"width":875,"height":12}},{"id":"ba2417bf-e666-40dc-8963-eee94c44ccef","block_type":"box","text":"disregarded portion of the original sales charge will be added to the tax basis of the newly acquired shares. Furthermore, the","page_number":86,"box":{"x":89,"y":74,"width":870,"height":12}},{"id":"68756d57-9b14-4a6b-98c1-2fd9b289277c","block_type":"box","text":"same rule also applies to a disposition of the newly acquired shares made within 90 days of the second acquisition. This","page_number":86,"box":{"x":89,"y":89,"width":839,"height":13}},{"id":"b1581bc1-f4fd-4cd1-8843-3f1aba7480dc","block_type":"box","text":"provision prevents a shareholder from immediately deducting the sales charge by shifting his or her investment within a","page_number":86,"box":{"x":89,"y":104,"width":839,"height":13}},{"id":"1ca689ff-9fe9-420c-9f53-3515967e7608","block_type":"box","text":"family of mutual funds.","page_number":86,"box":{"x":88,"y":119,"width":162,"height":13}},{"id":"f506cc66-20b2-42b4-899e-94e95db11219","block_type":"box","text":"Backup Withholding.","page_number":86,"box":{"x":89,"y":146,"width":150,"height":12}},{"id":"d580e037-9445-4475-8b00-0171076ff386","block_type":"box","text":"In certain cases, a Fund will be required to withhold at a 24% rate and remit to the U.S. Treasury such","page_number":86,"box":{"x":249,"y":146,"width":707,"height":12}},{"id":"a19dca78-cb3b-4f3f-8e24-a3464836a8bc","block_type":"box","text":"amounts withheld from any distributions paid to a shareholder who: (i) has failed to provide a correct taxpayer identification","page_number":86,"box":{"x":89,"y":161,"width":868,"height":12}},{"id":"c6619ef8-aefd-460c-bb66-ec7826648abd","block_type":"box","text":"number; (ii) is subject to backup withholding by the IRS; (iii) has failed to certify to a Fund that such shareholder is not","page_number":86,"box":{"x":89,"y":176,"width":828,"height":13}},{"id":"fcffd83d-19a4-4148-bb5b-dd606e1d978c","block_type":"box","text":"subject to backup withholding; or (iv) has not certified that such shareholder is a U.S. person (including a U.S. resident alien).","page_number":86,"box":{"x":89,"y":191,"width":874,"height":13}},{"id":"b6860d00-a1ba-4fd5-ae37-e47540b0bc00","block_type":"box","text":"Backup withholding is not an additional tax and any amount withheld may be credited against a shareholder’s U.S. federal","page_number":86,"box":{"x":89,"y":206,"width":853,"height":13}},{"id":"18c560ec-3f33-410b-983e-f5b7d74434d8","block_type":"box","text":"income tax liability.","page_number":86,"box":{"x":89,"y":222,"width":132,"height":12}},{"id":"ed2e733d-c727-4229-ab7a-4cf02e15b38e","block_type":"box","text":"Sections 351 and 362.","page_number":86,"box":{"x":88,"y":248,"width":159,"height":10}},{"id":"e06e38bf-4726-4625-b452-63aad5d915c4","block_type":"box","text":"The Trust, on behalf of each Fund, has the right to reject an order for a purchase of shares of the","page_number":86,"box":{"x":256,"y":248,"width":675,"height":12}},{"id":"a64fd671-afa6-49a8-a10e-b37cdf46119b","block_type":"box","text":"Fund if the purchaser (or group of purchasers) would, upon obtaining the shares so ordered, own 80% or more of the","page_number":86,"box":{"x":89,"y":263,"width":824,"height":12}},{"id":"9d1c95b9-a83b-4bce-87ef-393c202d5d22","block_type":"box","text":"outstanding shares of a given Fund and if, pursuant to Sections 351 and 362 of the Internal Revenue Code, that Fund would","page_number":86,"box":{"x":89,"y":278,"width":864,"height":13}},{"id":"16467da0-8cbb-4c1a-8d55-c40d7978b753","block_type":"box","text":"have a basis in the securities different from the market value of such securities on the date of deposit. If a Fund’s basis in","page_number":86,"box":{"x":89,"y":293,"width":841,"height":13}},{"id":"b00d2c81-b2bc-4c32-8d93-ddaaef90813d","block_type":"box","text":"such securities on the date of deposit was less than market value on such date, the Fund, upon disposition of the securities,","page_number":86,"box":{"x":89,"y":308,"width":865,"height":13}},{"id":"05fa648d-162c-4616-b306-800b56d2ca1c","block_type":"box","text":"would recognize more taxable gain or less taxable loss than if its basis in the securities had been equal to market value. It is","page_number":86,"box":{"x":88,"y":324,"width":861,"height":12}},{"id":"7bbb33ac-c3ee-4e89-b5cf-af91de8d7dd1","block_type":"box","text":"not anticipated that the Trust will exercise the right of rejection except in a case where the Trust determines that accepting","page_number":86,"box":{"x":89,"y":339,"width":858,"height":12}},{"id":"6cefa718-50ee-4387-b800-bda3202935d3","block_type":"box","text":"the order could result in material adverse tax consequences to a Fund or its shareholders. The Trust also has the right to","page_number":86,"box":{"x":88,"y":354,"width":841,"height":12}},{"id":"270ebb9a-c364-4dce-986b-bf98d7472ad6","block_type":"box","text":"require information necessary to determine beneficial share ownership for purposes of the 80% determination.","page_number":86,"box":{"x":89,"y":369,"width":776,"height":12}},{"id":"32095ead-f4e2-4e52-956b-ae153504b3e6","block_type":"box","text":"Taxation of Certain Derivatives.","page_number":86,"box":{"x":88,"y":395,"width":225,"height":10}},{"id":"36836681-a604-49c4-bdb8-1e4326608089","block_type":"box","text":"A Fund’s transactions in zero coupon securities, non-U.S. currencies, forward contracts,","page_number":86,"box":{"x":322,"y":395,"width":612,"height":13}},{"id":"66ca5487-246e-49f3-a338-155eb6b81398","block_type":"box","text":"options and futures contracts (including options and futures contracts on non-U.S. currencies), to the extent permitted, will","page_number":86,"box":{"x":89,"y":410,"width":865,"height":13}},{"id":"10d579e3-bd9e-4347-b3d2-29c456b987bc","block_type":"box","text":"be subject to special provisions of the Internal Revenue Code (including provisions relating to “hedging transactions” and","page_number":86,"box":{"x":89,"y":426,"width":848,"height":12}},{"id":"47909116-1b54-4920-b185-8f0ff75fd9a9","block_type":"box","text":"“straddles”) that, among other consequences, may affect the character of gains and losses realized by the Fund (","page_number":86,"box":{"x":89,"y":441,"width":789,"height":12}},{"id":"23e040de-bf9b-4687-ae30-440e439867af","block_type":"box","text":"i.e.","page_number":86,"box":{"x":879,"y":442,"width":18,"height":8}},{"id":"f8ab3f89-7182-40e0-a5c0-8a1b377bf1bb","block_type":"box","text":", may","page_number":86,"box":{"x":899,"y":444,"width":37,"height":9}},{"id":"8c8d69a9-9d22-4628-bd3b-c2f8928a160a","block_type":"box","text":"affect whether gains or losses are ordinary or capital), accelerate recognition of income to the Fund and defer Fund losses.","page_number":86,"box":{"x":89,"y":456,"width":856,"height":12}},{"id":"05a27d2a-8ef5-4c17-b3db-3c05754d309a","block_type":"box","text":"These rules could therefore affect the character, amount and timing of distributions to shareholders. These provisions also","page_number":86,"box":{"x":88,"y":471,"width":856,"height":12}},{"id":"88406f5e-abcb-4b70-92eb-1aca0d85914f","block_type":"box","text":"(a) will require a Fund to mark-to-market certain types of the positions in its portfolio (","page_number":86,"box":{"x":89,"y":486,"width":607,"height":12}},{"id":"a814c6c6-4955-4336-a4f6-319be2f4761b","block_type":"box","text":"i.e.","page_number":86,"box":{"x":697,"y":487,"width":18,"height":9}},{"id":"e3d7272b-399a-41eb-a5ef-1da994fae90e","block_type":"box","text":", treat them as if they were closed","page_number":86,"box":{"x":717,"y":486,"width":235,"height":12}},{"id":"39311311-1c20-4e3a-897a-a346a2b3c478","block_type":"box","text":"out at the end of each year) and (b) may cause a Fund to recognize income without receiving cash with which to pay","page_number":86,"box":{"x":89,"y":501,"width":819,"height":13}},{"id":"00237570-84a4-40aa-9503-e49575cf844e","block_type":"box","text":"dividends or make distributions in amounts necessary to satisfy the distribution requirements for avoiding income and excise","page_number":86,"box":{"x":89,"y":516,"width":876,"height":13}},{"id":"563fa9f3-7c1e-4bdd-8d2b-7971e18366d5","block_type":"box","text":"taxes. Each Fund will monitor its transactions, will make the appropriate tax elections and will make the appropriate entries in","page_number":86,"box":{"x":88,"y":531,"width":879,"height":13}},{"id":"dbc1ecec-e6d1-441a-a8fc-672babf034b3","block_type":"box","text":"its books and records when it acquires any zero coupon security, non-U.S. currency, forward contract, option, futures","page_number":86,"box":{"x":89,"y":547,"width":816,"height":12}},{"id":"68022c3d-e672-44e9-b571-f64c6401f68f","block_type":"box","text":"contract or hedged investment in order to mitigate the effect of these rules and prevent disqualification of the Fund as a RIC.","page_number":86,"box":{"x":89,"y":562,"width":870,"height":12}},{"id":"caaa896e-0298-442c-8208-02e0d2fedc5b","block_type":"box","text":"Each Fund’s investments in so-called “section 1256 contracts,” such as regulated futures contracts, most non-U.S. currency","page_number":86,"box":{"x":89,"y":588,"width":867,"height":12}},{"id":"545f1b1a-d25a-4db4-b2b9-8d115c08b6bf","block_type":"box","text":"forward contracts traded in the interbank market and options on most security indexes, are subject to special tax rules. All","page_number":86,"box":{"x":88,"y":603,"width":854,"height":13}},{"id":"55134ac9-5b0c-4ad9-8377-9056af993d0d","block_type":"box","text":"section 1256 contracts held by a Fund at the end of its taxable year are required to be marked to their market value, and any","page_number":86,"box":{"x":89,"y":618,"width":868,"height":13}},{"id":"455dee77-432b-49aa-8c35-d86ea1322508","block_type":"box","text":"unrealized gain or loss on those positions will be included in the Fund’s income as if each position had been sold for its fair","page_number":86,"box":{"x":89,"y":633,"width":858,"height":13}},{"id":"026f846f-062c-4e4f-9343-dcd973bd7fdf","block_type":"box","text":"market value at the end of the taxable year. The resulting gain or loss will be combined with any gain or loss realized by a","page_number":86,"box":{"x":89,"y":649,"width":844,"height":12}},{"id":"deaf56b1-e3ab-40b7-bac1-3072d8032bf2","block_type":"box","text":"Fund from positions in section 1256 contracts closed during the taxable year. Provided such positions were held as capital","page_number":86,"box":{"x":89,"y":664,"width":853,"height":12}},{"id":"9d1a3a92-d053-441a-afe0-4a70832311f1","block_type":"box","text":"assets and were not part of a “hedging transaction” nor part of a “straddle,” 60% of the resulting net gain or loss will be","page_number":86,"box":{"x":89,"y":679,"width":838,"height":12}},{"id":"1ac7f959-e9cc-4ddf-9d22-e4066a7f7a16","block_type":"box","text":"treated as long-term capital gain or loss, and 40% of such net gain or loss will be treated as short-term capital gain or loss,","page_number":86,"box":{"x":88,"y":694,"width":860,"height":12}},{"id":"feeb5c31-434b-4f09-948a-827d94d7a1a8","block_type":"box","text":"regardless of the period of time the positions were actually held by a Fund.","page_number":86,"box":{"x":89,"y":709,"width":520,"height":12}},{"id":"026dd262-b181-4783-a8c1-de6330f9db2e","block_type":"box","text":"As a result of entering into swap contracts, a Fund may make or receive periodic net payments. Each Fund may also make or","page_number":86,"box":{"x":88,"y":736,"width":872,"height":12}},{"id":"352ed419-e152-4844-92db-1f4220c3007a","block_type":"box","text":"receive a payment when a swap is terminated prior to maturity through an assignment of the swap or other closing","page_number":86,"box":{"x":89,"y":751,"width":808,"height":12}},{"id":"16c959bd-e1f9-4ed1-b3c1-9e8e85a95b1a","block_type":"box","text":"transaction. Periodic net payments will generally constitute ordinary income or deductions, while termination of a swap will","page_number":86,"box":{"x":88,"y":766,"width":864,"height":12}},{"id":"87a41a0a-98c6-40f1-abc7-fb8c370f4603","block_type":"box","text":"generally result in capital gain or loss (which will be a long-term capital gain or loss if a Fund has been a party to the swap for","page_number":86,"box":{"x":89,"y":781,"width":878,"height":12}},{"id":"ac3c9a0b-cc52-4d31-ad26-301af0dceac5","block_type":"box","text":"more than one year). The cost of any payments made by a Fund on a swap transaction will be netted","page_number":86,"box":{"x":89,"y":796,"width":705,"height":12}},{"id":"9f54a855-a5e7-4e20-9b80-7fa56dad3843","block_type":"box","text":"pro rata","page_number":86,"box":{"x":798,"y":797,"width":56,"height":11}},{"id":"a8a9f816-c1f8-4139-b165-4cd6ee9069ac","block_type":"box","text":"against both","page_number":86,"box":{"x":859,"y":796,"width":86,"height":12}},{"id":"5e965a6a-d59a-40df-b030-774bb734d87d","block_type":"box","text":"tax exempt and taxable gross income. With respect to certain types of swaps, a Fund may be required to currently recognize","page_number":86,"box":{"x":88,"y":811,"width":869,"height":12}},{"id":"07a37bf5-1b9e-4b7b-bda0-5a5f10f22c3f","block_type":"box","text":"income or loss with respect to future payments on such swaps or may elect under certain circumstances to mark such swaps","page_number":86,"box":{"x":89,"y":826,"width":878,"height":13}},{"id":"5939ac23-6517-4956-96cb-309fe4755443","block_type":"box","text":"to market annually for tax purposes as ordinary income or loss.","page_number":86,"box":{"x":88,"y":841,"width":442,"height":13}},{"id":"cec3365a-32e9-494d-a655-015b1dd2be47","block_type":"box","text":"79","page_number":86,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"e54478f6-db6e-46d1-9c05-efc9df594413","block_type":"box","text":"Market Discount.","page_number":87,"box":{"x":89,"y":44,"width":123,"height":10}},{"id":"21fc75ca-60d3-4de2-a5fd-76d25aee8aa9","block_type":"box","text":"Any market discount recognized on a bond, including a tax-exempt bond, is taxable as ordinary income. A","page_number":87,"box":{"x":221,"y":44,"width":743,"height":12}},{"id":"9bb7db1b-2750-4f60-93ea-c321cc34ea0b","block_type":"box","text":"market discount bond is a bond acquired in the secondary market at a price below redemption value or adjusted issue price if","page_number":87,"box":{"x":89,"y":59,"width":879,"height":12}},{"id":"bc3b9b70-49aa-425b-93da-e7cbacc66e39","block_type":"box","text":"issued with original issue discount (“OID”). To the extent a Fund does not include the market discount in income as it","page_number":87,"box":{"x":89,"y":74,"width":823,"height":12}},{"id":"413cc892-cd3b-4923-8017-d53c435ad76b","block_type":"box","text":"accrues, gain on the Fund’s disposition of such an obligation will be treated as ordinary income rather than capital gain to","page_number":87,"box":{"x":89,"y":89,"width":852,"height":13}},{"id":"c0e3c203-5953-4b76-8549-302aa28e4097","block_type":"box","text":"the extent of the accrued market discount.","page_number":87,"box":{"x":88,"y":104,"width":299,"height":10}},{"id":"759cb7da-60f6-4a89-b688-dfb046355650","block_type":"box","text":"Original Issue Discount.","page_number":87,"box":{"x":89,"y":131,"width":171,"height":12}},{"id":"87e57d95-6058-401b-ac2c-21cf9edcbb3c","block_type":"box","text":"OID on tax-exempt bonds is recognized over the term of the bond and is tax-exempt to the holder","page_number":87,"box":{"x":270,"y":131,"width":686,"height":12}},{"id":"80e54934-e3e4-48ae-a1c9-5b9a02c077c3","block_type":"box","text":"of the bond. Special U.S. federal income tax rules apply to inflation-indexed bonds. Generally, all stated interest on such","page_number":87,"box":{"x":89,"y":146,"width":833,"height":12}},{"id":"119ded99-86db-473e-8bc7-f34fe54c8b22","block_type":"box","text":"bonds is taken into income by a Fund under its regular method of accounting for interest income. The amount of a positive","page_number":87,"box":{"x":89,"y":161,"width":861,"height":12}},{"id":"2aec26f0-c399-4f65-8ea3-ca75801f3cac","block_type":"box","text":"inflation adjustment, which results in an increase in the inflation-adjusted principal amount of the bond, is treated as OID.","page_number":87,"box":{"x":89,"y":176,"width":851,"height":13}},{"id":"7d2473a1-d2cb-47cb-83a0-a72f1dca9cd9","block_type":"box","text":"The OID is included in a Fund’s gross income ratably during the period ending with the maturity of the bond, under the","page_number":87,"box":{"x":88,"y":191,"width":835,"height":13}},{"id":"0a902769-e468-4499-9121-d2dbc52dc913","block_type":"box","text":"general OID inclusion rules. The amount of a Fund’s OID in a taxable year with respect to a bond will increase a Fund’s","page_number":87,"box":{"x":89,"y":206,"width":828,"height":13}},{"id":"61fb231e-a772-46a6-a990-7816efb159c3","block_type":"box","text":"taxable income for such year without a corresponding receipt of cash, until the bond matures. As a result, a Fund may need","page_number":87,"box":{"x":88,"y":222,"width":865,"height":12}},{"id":"b5744587-55cc-4da8-af35-00f77b58dd6b","block_type":"box","text":"to use other sources of cash to satisfy its distributions for such year. The amount of negative inflation adjustment, which","page_number":87,"box":{"x":88,"y":237,"width":844,"height":12}},{"id":"dea1ae64-e94b-43d2-b190-40e70f9b6e8c","block_type":"box","text":"results in a decrease in the inflation-adjusted principal amount of the bond, reduces the amount of interest (including stated,","page_number":87,"box":{"x":89,"y":252,"width":874,"height":12}},{"id":"3270e908-e3b0-488b-a4cf-ef925c5497c8","block_type":"box","text":"interest, OID, and market discount, if any) otherwise includible in a Fund’s income with respect to the bond for the taxable","page_number":87,"box":{"x":89,"y":267,"width":855,"height":12}},{"id":"3711ef2f-62ba-45be-8a5a-3518322db500","block_type":"box","text":"year.","page_number":87,"box":{"x":88,"y":285,"width":31,"height":9}},{"id":"6e5994d5-c138-4322-a0bd-d0a2a9f13917","block_type":"box","text":"Reporting.","page_number":87,"box":{"x":89,"y":309,"width":74,"height":12}},{"id":"d10b091c-b8f9-410d-9428-a64f89e89a94","block_type":"box","text":"If a shareholder recognizes a loss with respect to a Fund’s shares of $2 million or more for an individual","page_number":87,"box":{"x":173,"y":308,"width":720,"height":13}},{"id":"a9b5e155-705a-43d7-9b3e-fa02d8039273","block_type":"box","text":"shareholder or $10 million or more for a corporate shareholder, the shareholder must file with the IRS a disclosure statement","page_number":87,"box":{"x":89,"y":324,"width":871,"height":12}},{"id":"2b9fdd4a-16cf-4356-9c89-2a2ac31756b5","block_type":"box","text":"on IRS Form 8886. Direct shareholders of portfolio securities are in many cases exempted from this reporting requirement,","page_number":87,"box":{"x":89,"y":339,"width":855,"height":12}},{"id":"d5f7bb03-0b0c-426d-b42e-133377d6e4f0","block_type":"box","text":"but under current guidance, shareholders of a RIC are not exempted. The fact that a loss is reportable under these","page_number":87,"box":{"x":89,"y":354,"width":797,"height":12}},{"id":"32991226-fb72-4ce1-bf99-2f668fbe45e6","block_type":"box","text":"regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders","page_number":87,"box":{"x":89,"y":369,"width":851,"height":12}},{"id":"57f5eba4-6732-4d2e-9824-e271c5fc5d39","block_type":"box","text":"should consult their tax advisors to determine the applicability of these regulations in light of their individual circumstances.","page_number":87,"box":{"x":89,"y":384,"width":868,"height":12}},{"id":"fba7a86c-76de-455c-96c7-9f2acd65f93a","block_type":"box","text":"Other Taxes.","page_number":87,"box":{"x":89,"y":410,"width":89,"height":10}},{"id":"81af2b5a-9222-44e8-bd11-93f6be7fbd65","block_type":"box","text":"Dividends, distributions and redemption proceeds may also be subject to additional state, local and non-U.S.","page_number":87,"box":{"x":188,"y":410,"width":758,"height":13}},{"id":"69905a19-31e4-43c0-bf41-81f63b3804cd","block_type":"box","text":"taxes depending on each shareholder’s particular situation.","page_number":87,"box":{"x":88,"y":426,"width":414,"height":12}},{"id":"a91d0ce3-7823-488b-8c81-285178334f51","block_type":"box","text":"Taxation of Non-U.S. Shareholders.","page_number":87,"box":{"x":88,"y":452,"width":252,"height":10}},{"id":"9ba99aa6-c621-4832-be65-08452bb281f3","block_type":"box","text":"Dividends paid by a Fund to non-U.S. shareholders are generally subject to withholding","page_number":87,"box":{"x":350,"y":452,"width":608,"height":12}},{"id":"c29d2351-4ac8-4672-8486-bb2ade8c1002","block_type":"box","text":"tax at a 30% rate or a reduced rate specified by an applicable income tax treaty to the extent derived from investment income","page_number":87,"box":{"x":88,"y":467,"width":879,"height":13}},{"id":"536ff1d7-94cf-4337-bbd0-bf27b6eff1db","block_type":"box","text":"and short-term capital gains. Dividends paid by a Fund from net tax-exempt income or long-term capital gains are generally","page_number":87,"box":{"x":89,"y":482,"width":869,"height":13}},{"id":"a9b782b3-73cc-47cc-a5bb-1da28300ee00","block_type":"box","text":"not subject to such withholding tax. In order to obtain a reduced rate of withholding, a non-U.S. shareholder will be required","page_number":87,"box":{"x":89,"y":497,"width":869,"height":13}},{"id":"913769ef-3b8f-46f2-b315-0232278d1906","block_type":"box","text":"to provide an IRS Form W-8BEN or IRS Form W-8BEN-E certifying its entitlement to benefits under a treaty. The withholding","page_number":87,"box":{"x":88,"y":513,"width":864,"height":12}},{"id":"77b35804-7f39-4b10-abc0-2257481e4307","block_type":"box","text":"tax does not apply to regular dividends paid to a non-U.S. shareholder who provides an IRS Form W-8ECI, certifying that the","page_number":87,"box":{"x":88,"y":528,"width":868,"height":12}},{"id":"c27bc0f9-ab9e-4e7e-8e0e-3602013a1b39","block_type":"box","text":"dividends are effectively connected with the non-U.S. shareholder’s conduct of a trade or business within the U.S. Instead,","page_number":87,"box":{"x":89,"y":543,"width":852,"height":12}},{"id":"51adc9b3-04ae-4286-afdd-bfd4eeb6753d","block_type":"box","text":"the effectively connected dividends will be subject to regular U.S. income tax as if the non-U.S. shareholder were a U.S.","page_number":87,"box":{"x":88,"y":558,"width":828,"height":12}},{"id":"5e874711-37fe-402b-a436-e4837844f6dc","block_type":"box","text":"shareholder. A non-U.S. corporation receiving effectively connected dividends may also be subject to additional “branch","page_number":87,"box":{"x":89,"y":573,"width":837,"height":12}},{"id":"e5bde29b-ef2c-4d42-9601-79726006fc1d","block_type":"box","text":"profits tax” imposed at a rate of 30% (or lower treaty rate). A non-U.S. shareholder who fails to provide an IRS Form W-8BEN,","page_number":87,"box":{"x":89,"y":588,"width":876,"height":12}},{"id":"37dc693f-4cfd-420f-abf6-0fb8a484ccbf","block_type":"box","text":"IRS Form W-8BEN-E or other applicable form may be subject to backup withholding at the appropriate rate.","page_number":87,"box":{"x":89,"y":603,"width":751,"height":13}},{"id":"4793edff-10a8-49ea-aaa3-ff5b70d20fc5","block_type":"box","text":"Properly-reported dividends are generally exempt from U.S. federal withholding tax where they (i) are paid in respect of a","page_number":87,"box":{"x":89,"y":630,"width":845,"height":12}},{"id":"eda558d0-aa18-4626-a9e4-ecf1d780ba85","block_type":"box","text":"Fund’s “qualified net interest income” (generally, a Fund’s U.S. source interest income, other than certain contingent interest","page_number":87,"box":{"x":89,"y":645,"width":870,"height":12}},{"id":"dedf4d40-e997-4c00-b026-014e4897bfde","block_type":"box","text":"and interest from obligations of a corporation or partnership in which a Fund is at least a 10% shareholder or partner,","page_number":87,"box":{"x":89,"y":660,"width":820,"height":12}},{"id":"220949c7-261e-4e41-b8a2-a11efedbe64a","block_type":"box","text":"reduced by expenses that are allocable to such income); or (ii) are paid in respect of a Fund’s “qualified short-term capital","page_number":87,"box":{"x":89,"y":675,"width":849,"height":12}},{"id":"5d5a1b48-68cd-4e9f-a548-240ae3f11f65","block_type":"box","text":"gains” (generally, the excess of a Fund’s net short-term capital gain over a Fund’s long-term capital loss for such taxable","page_number":87,"box":{"x":89,"y":690,"width":841,"height":13}},{"id":"146a0d1a-356d-4211-ad2c-ed4698e4c79d","block_type":"box","text":"year). However, depending on its circumstances, a Fund may report all, some or none of its potentially eligible dividends as","page_number":87,"box":{"x":88,"y":705,"width":859,"height":13}},{"id":"67272c9c-0406-4b6b-b62c-d94c27c24424","block_type":"box","text":"such qualified net interest income or as qualified short-term capital gains and/or treat such dividends, in whole or in part, as","page_number":87,"box":{"x":89,"y":720,"width":871,"height":13}},{"id":"1e33ac9f-1e6b-4184-8739-0b4f72c476b8","block_type":"box","text":"ineligible for this exemption from withholding. In order to qualify for this exemption from withholding, a non-U.S.","page_number":87,"box":{"x":89,"y":736,"width":792,"height":12}},{"id":"f9c13c0f-4f56-489a-9783-042c9f880377","block_type":"box","text":"shareholder will need to comply with applicable certification requirements relating to its non-U.S. status (including, in","page_number":87,"box":{"x":89,"y":751,"width":822,"height":12}},{"id":"63789240-2048-432f-9d01-ea412f84e7ed","block_type":"box","text":"general, furnishing an IRS Form W-8BEN, IRS Form W-8BEN-E or substitute Form). In the case of shares held through an","page_number":87,"box":{"x":89,"y":766,"width":838,"height":12}},{"id":"0b074769-f1db-4893-a084-d5132a2c5805","block_type":"box","text":"intermediary, the intermediary may withhold even if a Fund reports the payment as qualified net interest income or qualified","page_number":87,"box":{"x":89,"y":781,"width":868,"height":12}},{"id":"e278ec38-d824-449d-a8b6-9db2de5f2240","block_type":"box","text":"short-term capital gain. Non-U.S. shareholders should contact their intermediaries with respect to the application of these","page_number":87,"box":{"x":89,"y":796,"width":854,"height":12}},{"id":"cf9ad9aa-b509-4aeb-b109-0d6c670c801b","block_type":"box","text":"rules to their accounts.","page_number":87,"box":{"x":89,"y":811,"width":159,"height":10}},{"id":"9d9fa99f-dbd5-4351-95dd-e6ce888f054c","block_type":"box","text":"Special rules may apply to a foreign shareholder receiving a Fund distribution if at least 50% of the Fund’s assets consist of","page_number":87,"box":{"x":88,"y":838,"width":862,"height":12}},{"id":"f923d0e9-138d-4656-87dd-2966b94b9b7a","block_type":"box","text":"interests in U.S. real property interests, including certain REITs and U.S. real property holding corporations (as defined in the","page_number":87,"box":{"x":89,"y":853,"width":864,"height":12}},{"id":"2cc609d9-0d39-49d9-bdc4-5f99ef66d6b5","block_type":"box","text":"80","page_number":87,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"39c0806f-8db1-46e1-ae0c-bf666403d800","block_type":"box","text":"Internal Revenue Code and Treasury regulations). Fund distributions that are attributable to gain from the disposition of a","page_number":88,"box":{"x":89,"y":44,"width":850,"height":12}},{"id":"c4c74c6b-10de-4593-9ac3-b3385469158c","block_type":"box","text":"U.S. real property interest will be taxable as ordinary dividends and subject to withholding at a 30% or lower treaty rate if the","page_number":88,"box":{"x":89,"y":59,"width":870,"height":12}},{"id":"43e77f98-4f67-4d8c-8129-c51333e02410","block_type":"box","text":"foreign shareholder held no more than 5% of the Fund’s shares at any time during the one-year period ending on the date of","page_number":88,"box":{"x":88,"y":74,"width":875,"height":12}},{"id":"29cdf22b-466e-4ddc-af9c-0f7022dcae0d","block_type":"box","text":"the distribution. If the foreign shareholder held more than 5% of the Fund’s shares, the distribution would be treated as","page_number":88,"box":{"x":88,"y":89,"width":835,"height":13}},{"id":"43c19b59-6cb6-438b-839b-d95359e3324b","block_type":"box","text":"income effectively connected with a trade or business within the U.S. and the foreign shareholder would be subject to","page_number":88,"box":{"x":89,"y":104,"width":822,"height":13}},{"id":"6619bac8-7eac-4ab0-ac14-6cf96f460a2f","block_type":"box","text":"withholding tax at a rate of 21% and would generally be required to file a U.S. federal income tax return.","page_number":88,"box":{"x":88,"y":119,"width":726,"height":13}},{"id":"18e2faef-7021-4e97-9c15-e3e3d9acaab0","block_type":"box","text":"Similar consequences would generally apply to a foreign shareholder’s gain on the sale of Fund shares unless the Fund is","page_number":88,"box":{"x":88,"y":146,"width":846,"height":12}},{"id":"8ea657c1-d87e-4b0c-a58a-1d6f584143b2","block_type":"box","text":"domestically controlled (meaning that more than 50% of the value of the Fund’s shares is held by U.S. shareholders) or the","page_number":88,"box":{"x":89,"y":161,"width":860,"height":12}},{"id":"66d9f2fb-8879-4c42-94f0-d020b6bc4a75","block_type":"box","text":"foreign shareholder owns no more than 5% of the Fund’s shares at any time during the five-year period ending on the date of","page_number":88,"box":{"x":88,"y":176,"width":881,"height":13}},{"id":"112c2a35-0681-4393-ac7c-8f3831eacf02","block_type":"box","text":"sale. Finally, a domestically controlled Fund may be required to recognize a portion of its gain on the in-kind distribution of","page_number":88,"box":{"x":89,"y":191,"width":857,"height":13}},{"id":"1e5d9010-4963-40e8-ad04-cc7d3779e973","block_type":"box","text":"certain U.S. real property interests. Shareholders that are nonresident aliens or foreign entities are urged to consult their own","page_number":88,"box":{"x":89,"y":206,"width":870,"height":13}},{"id":"3b33546b-2e02-4ecd-831b-0ce00a0d08d0","block_type":"box","text":"tax advisors concerning the particular tax consequences to them of an investment in the Fund.","page_number":88,"box":{"x":88,"y":222,"width":664,"height":12}},{"id":"a4e131dd-741e-4a81-8a7c-7831be851b18","block_type":"box","text":"A foreign shareholder also may be subject to certain “wash sale” rules to prevent the avoidance of the tax filing and payment","page_number":88,"box":{"x":88,"y":248,"width":874,"height":12}},{"id":"e4fdf76f-dd04-4059-bca3-033e697c84e7","block_type":"box","text":"obligations discussed above through the sale and repurchase of Fund shares.","page_number":88,"box":{"x":89,"y":263,"width":539,"height":12}},{"id":"327f67b1-d150-4f26-b7ff-19cea50f12ec","block_type":"box","text":"Shareholders that are nonresident aliens or foreign entities are urged to consult their own tax advisors concerning the","page_number":88,"box":{"x":88,"y":290,"width":825,"height":12}},{"id":"ffe3a7e7-0caa-40bd-bade-c21d0963e128","block_type":"box","text":"particular tax consequences to them of an investment in a Fund.","page_number":88,"box":{"x":89,"y":305,"width":450,"height":12}},{"id":"f7260ebe-b40c-418e-941f-d7180d311438","block_type":"box","text":"Separately, a 30% withholding tax is currently imposed on U.S.-source dividends, interest and other income items paid to: (i)","page_number":88,"box":{"x":88,"y":331,"width":871,"height":12}},{"id":"cbc4ab5d-2db9-4931-b4de-1a0e8719b567","block_type":"box","text":"foreign financial institutions, including non-U.S. investment funds, unless they agree to collect and disclose to the IRS","page_number":88,"box":{"x":88,"y":346,"width":822,"height":13}},{"id":"159be0e4-1023-4f9f-929c-237318bfa135","block_type":"box","text":"information regarding their direct and indirect U.S. account holders and (ii) certain other foreign entities, unless they certify","page_number":88,"box":{"x":89,"y":361,"width":863,"height":13}},{"id":"9230ecfe-8b1a-4067-8987-d7499c2bf801","block_type":"box","text":"certain information regarding their direct and indirect U.S. owners. To avoid withholding, foreign financial institutions will","page_number":88,"box":{"x":89,"y":376,"width":846,"height":13}},{"id":"a7663d0a-7073-46c8-a171-721eea2cb6f7","block_type":"box","text":"need to: (i) enter into agreements with the IRS that state that they will provide the IRS information including the names,","page_number":88,"box":{"x":89,"y":392,"width":837,"height":12}},{"id":"cee2654d-deef-4b2c-869f-f33770cb14c3","block_type":"box","text":"addresses and taxpayer identification numbers of direct and indirect U.S. account holders; comply with due diligence","page_number":88,"box":{"x":89,"y":407,"width":817,"height":12}},{"id":"903628db-d818-47af-a2de-1e50e4358ebb","block_type":"box","text":"procedures with respect to the identification of U.S. accounts; report to the IRS certain information with respect to U.S.","page_number":88,"box":{"x":89,"y":422,"width":830,"height":12}},{"id":"2d02fdba-f342-438f-bda0-c67e7a98224c","block_type":"box","text":"accounts maintained; agree to withhold tax on certain payments made to non-compliant foreign financial institutions or to","page_number":88,"box":{"x":89,"y":437,"width":861,"height":12}},{"id":"a843278b-39de-46ac-a988-5a2cf622aa51","block_type":"box","text":"account holders who fail to provide the required information; and determine certain other information as to their account","page_number":88,"box":{"x":89,"y":452,"width":850,"height":12}},{"id":"c2773384-6cd6-4e09-90b3-1693bde89e8b","block_type":"box","text":"holders, or (ii) in the event that an applicable intergovernmental agreement and implementing legislation are adopted,","page_number":88,"box":{"x":89,"y":467,"width":827,"height":13}},{"id":"b57a8310-9cf3-46fa-b1ec-9cc58471e2cb","block_type":"box","text":"provide local revenue authorities with similar account holder information. Other foreign entities will need to provide the","page_number":88,"box":{"x":89,"y":482,"width":835,"height":13}},{"id":"d6470bff-8b3d-41df-8f77-bccc5ccfa1a2","block_type":"box","text":"name, address and taxpayer identification number of each substantial U.S. owner or provide certifications of no substantial","page_number":88,"box":{"x":89,"y":497,"width":859,"height":13}},{"id":"91dc7340-ac5d-47ea-89ab-abfed92cb10a","block_type":"box","text":"U.S. ownership, unless certain exceptions apply.","page_number":88,"box":{"x":89,"y":513,"width":332,"height":12}},{"id":"0c8f3b2a-7c1a-42be-86f5-c5795cdad16e","block_type":"box","text":"Shares of a Fund held by a non-U.S. shareholder at death will be considered situated within the U.S. and subject to the U.S.","page_number":88,"box":{"x":88,"y":539,"width":857,"height":12}},{"id":"f432b57e-67f7-4487-8bb9-a3616d5f73cb","block_type":"box","text":"estate tax.","page_number":88,"box":{"x":89,"y":555,"width":70,"height":9}},{"id":"48a70bbc-eacb-4736-92d9-aa35a6ffb834","block_type":"box","text":"The foregoing discussion is a summary of certain material U.S. federal income tax considerations only and is not intended as","page_number":88,"box":{"x":88,"y":581,"width":872,"height":12}},{"id":"c2b940b4-e1b4-464b-bba5-6ac579a18fae","block_type":"box","text":"a substitute for careful tax planning. Purchasers of shares should consult their own tax advisors as to the tax consequences","page_number":88,"box":{"x":89,"y":596,"width":864,"height":12}},{"id":"4b54c5ed-f378-426e-8fcf-c07e418e5f87","block_type":"box","text":"of investing in such shares, including consequences under state, local and non-U.S. tax laws. Finally, the foregoing discussion","page_number":88,"box":{"x":89,"y":611,"width":874,"height":12}},{"id":"4257ab61-c495-4b2d-86f0-7937e678b84c","block_type":"box","text":"is based on applicable provisions of the Internal Revenue Code, regulations, judicial authority and administrative","page_number":88,"box":{"x":89,"y":626,"width":782,"height":12}},{"id":"ba0c6e3e-f5ca-4dbe-a31e-51a6e68e55e3","block_type":"box","text":"interpretations in effect on the date of this SAI. Changes in applicable authority could materially affect the conclusions","page_number":88,"box":{"x":89,"y":641,"width":826,"height":12}},{"id":"f17b730c-170b-41e1-980e-63917eca4e7b","block_type":"box","text":"discussed above, and such changes often occur.","page_number":88,"box":{"x":89,"y":656,"width":336,"height":13}},{"id":"0a9e687a-9d1d-4f49-b0d4-9f5a6b6d267f","block_type":"box","text":"Financial Statements","page_number":88,"box":{"x":91,"y":687,"width":348,"height":23}},{"id":"1eb1667c-2ad7-45bc-a30f-48df9d975345","block_type":"box","text":"Each Fund’s financial statements, financial highlights and notes thereto and the report therein of PricewaterhouseCoopers","page_number":88,"box":{"x":89,"y":728,"width":856,"height":12}},{"id":"7944206a-9cdb-437e-a8c1-f768e11514d6","block_type":"box","text":"LLP, an independent registered public accounting firm, appearing in the Fund’s Form N-CSR are incorporated in this SAI by","page_number":88,"box":{"x":89,"y":743,"width":857,"height":12}},{"id":"90c2431f-eed7-4226-a5b2-3ae2486ead10","block_type":"box","text":"reference. No other portions of a Fund’s Form N-CSR are incorporated by reference herein. Each Fund’s Form N-CSR is","page_number":88,"box":{"x":89,"y":758,"width":825,"height":13}},{"id":"412d4b1b-b0c3-46d5-b754-3de19ed5c222","block_type":"box","text":"located here","page_number":88,"box":{"x":89,"y":773,"width":85,"height":10}},{"id":"60ffccb1-1c52-42e5-b59e-5c0fee33e670","block_type":"box","text":"1","page_number":88,"box":{"x":176,"y":772,"width":3,"height":6}},{"id":"2bf14b41-4edc-448e-88cc-fab7e57a6609","block_type":"box","text":", here","page_number":88,"box":{"x":182,"y":773,"width":38,"height":12}},{"id":"d65059a4-872e-4d4c-b45b-9fdf9c233b49","block_type":"box","text":"2","page_number":88,"box":{"x":221,"y":772,"width":5,"height":6}},{"id":"ca657513-a565-4527-94f0-32ad828bfa99","block_type":"box","text":"or here","page_number":88,"box":{"x":232,"y":773,"width":48,"height":10}},{"id":"6137c184-a015-42ef-b0d8-15830d1db45e","block_type":"box","text":"3","page_number":88,"box":{"x":281,"y":772,"width":6,"height":6}},{"id":"b81645e4-6c10-41f5-baa2-94b1b315a04f","block_type":"box","text":". A copy of each Fund’s Annual and Semi-Annual Reports and Annual and Semi-Annual Financial","page_number":88,"box":{"x":289,"y":773,"width":678,"height":13}},{"id":"a204adda-3683-43f2-84d5-321abaac6c39","block_type":"box","text":"Statements may be obtained without charge as described on the cover page of this SAI.","page_number":88,"box":{"x":88,"y":788,"width":613,"height":13}},{"id":"65bceec7-3d72-4963-8acc-7a3c97e763b8","block_type":"box","text":"1","page_number":88,"box":{"x":118,"y":821,"width":3,"height":4}},{"id":"7bb33b38-243d-4f67-8ec3-5562129e8606","block_type":"box","text":"Form N-CSR for iShares iBonds Oct 2034 Term TIPS ETF.","page_number":88,"box":{"x":133,"y":822,"width":314,"height":8}},{"id":"99832481-3822-4b1a-8b4f-0f0ea83cb146","block_type":"box","text":"2","page_number":88,"box":{"x":118,"y":836,"width":4,"height":5}},{"id":"e25c37d6-7055-4663-bbe8-ca3c2fe497b0","block_type":"box","text":"Form N-CSR for iShares iBonds Oct 2026 Term TIPS ETF, iShares iBonds Oct 2027 Term TIPS ETF, iShares iBonds Oct 2028 Term TIPS ETF, iShares","page_number":88,"box":{"x":133,"y":837,"width":811,"height":9}},{"id":"5ffae49b-a998-49b8-bf47-0e78dce336f6","block_type":"box","text":"iBonds Oct 2029 Term TIPS ETF, iShares iBonds Oct 2030 Term TIPS ETF, iShares iBonds Oct 2031 Term TIPS ETF, iShares iBonds Oct 2032 Term TIPS","page_number":88,"box":{"x":133,"y":850,"width":832,"height":9}},{"id":"af5878c2-c189-47ef-b677-8b88900c953f","block_type":"box","text":"ETF, iShares iBonds Oct 2033 Term TIPS ETF and iShares iBonds Oct 2035 Term TIPS ETF.","page_number":88,"box":{"x":133,"y":862,"width":497,"height":9}},{"id":"82aa924d-170a-4c5f-80c0-068ef96b7e04","block_type":"box","text":"81","page_number":88,"box":{"x":521,"y":894,"width":12,"height":9}},{"id":"3a3592b5-c885-49ee-a8aa-8f803a837f67","block_type":"box","text":"3","page_number":89,"box":{"x":118,"y":44,"width":4,"height":4}},{"id":"b0d3cf5f-da4b-4923-bbcd-6b5966a24576","block_type":"box","text":"Form N-CSR for iShares iBonds 1-5 Year TIPS Ladder ETF.","page_number":89,"box":{"x":133,"y":45,"width":317,"height":7}},{"id":"7e2b264a-0837-4047-abbb-3486175edc25","block_type":"box","text":"Miscellaneous Information","page_number":89,"box":{"x":90,"y":72,"width":446,"height":23}},{"id":"623555ac-55b1-42ef-a7d9-7b23932d9d25","block_type":"box","text":"Counsel.","page_number":89,"box":{"x":89,"y":113,"width":61,"height":10}},{"id":"76d59cd2-2881-42f6-91c2-c1c47c2c896d","block_type":"box","text":"Willkie Farr & Gallagher LLP, located at 787 Seventh Avenue, New York, NY 10019, is counsel to the Trust.","page_number":89,"box":{"x":159,"y":113,"width":733,"height":13}},{"id":"10b2a8f2-a860-4e8e-98fe-407c1985dac7","block_type":"box","text":"Independent Registered Public Accounting Firm.","page_number":89,"box":{"x":89,"y":140,"width":349,"height":12}},{"id":"fe050c07-8652-47cc-94a2-2ff2937910f7","block_type":"box","text":"PricewaterhouseCoopers LLP, located at Two Commerce Square, 2001","page_number":89,"box":{"x":448,"y":140,"width":488,"height":12}},{"id":"fd43968f-59f0-4bff-a249-b16f67b27993","block_type":"box","text":"Market Street, Philadelphia, PA 19103, serves as the Trust’s independent registered public accounting firm, audits the Funds’","page_number":89,"box":{"x":89,"y":155,"width":867,"height":12}},{"id":"d3446246-f996-47bc-a1ea-3b6d3bfc3825","block_type":"box","text":"financial statements, and may perform other services.","page_number":89,"box":{"x":88,"y":170,"width":377,"height":12}},{"id":"813afad5-271e-40f5-afb8-533e08fdb264","block_type":"box","text":"Shareholder Communications to the Board.","page_number":89,"box":{"x":88,"y":196,"width":313,"height":10}},{"id":"76ffbf86-62a6-4511-af14-f0d2501a8f4e","block_type":"box","text":"The Board has established a process for shareholders to communicate with the","page_number":89,"box":{"x":409,"y":196,"width":555,"height":13}},{"id":"390c943e-8d3d-476a-970a-f9169e70a501","block_type":"box","text":"Board. Shareholders may contact the Board by mail. Correspondence should be addressed to iShares Board of Trustees, c/o","page_number":89,"box":{"x":89,"y":211,"width":863,"height":13}},{"id":"d289765f-a77b-48e5-8d6f-03a213fab9fb","block_type":"box","text":"BlackRock Fund Advisors, iShares Fund Administration, 400 Howard Street, San Francisco, CA 94105. Shareholder","page_number":89,"box":{"x":89,"y":227,"width":796,"height":11}},{"id":"d983408a-1eb9-450a-8ef3-03caffcef578","block_type":"box","text":"communications to the Board should include the following information: (i) the name and address of the shareholder; (ii) the","page_number":89,"box":{"x":89,"y":242,"width":868,"height":12}},{"id":"44c84a0f-dc5b-421c-bebc-27d461822a8e","block_type":"box","text":"number of shares owned by the shareholder; (iii) the Fund(s) of which the shareholder owns shares; and (iv) if these shares","page_number":89,"box":{"x":89,"y":257,"width":863,"height":12}},{"id":"4e2cd33c-090e-4ce9-84c6-9e112ab5cde5","block_type":"box","text":"are owned indirectly through a broker, financial intermediary or other record owner, the name of the broker, financial","page_number":89,"box":{"x":89,"y":272,"width":814,"height":12}},{"id":"72f019fe-2730-4a1b-b686-d9501cc1ba69","block_type":"box","text":"intermediary or other record owner. All correspondence received as set forth above shall be reviewed by the Secretary of the","page_number":89,"box":{"x":89,"y":287,"width":867,"height":12}},{"id":"aeda4713-b142-49ad-ae8f-4ffca84ddab2","block_type":"box","text":"Trust and reported to the Board.","page_number":89,"box":{"x":88,"y":302,"width":224,"height":12}},{"id":"94456b8d-ec48-4a51-96e8-51eb8f85b997","block_type":"box","text":"Investors’ Rights.","page_number":89,"box":{"x":89,"y":329,"width":122,"height":12}},{"id":"ec30a378-a69f-43e5-8c14-a23b984b53e5","block_type":"box","text":"Each Fund relies on the services of BFA and its other service providers, including the Distributor,","page_number":89,"box":{"x":221,"y":329,"width":668,"height":12}},{"id":"b154abe5-a871-4596-ace2-9d7d72112299","block_type":"box","text":"administrator, custodian and transfer agent. Further information about the duties and roles of these service providers is set","page_number":89,"box":{"x":89,"y":344,"width":859,"height":12}},{"id":"bc8c040a-ff49-404e-8b75-e8aa71413dc8","block_type":"box","text":"out in this SAI. Investors who acquire shares of a Fund are not parties to the relevant agreement with these service providers","page_number":89,"box":{"x":89,"y":359,"width":869,"height":12}},{"id":"80c95a8e-4f4b-4a96-8126-ed9777f7e6eb","block_type":"box","text":"and do not have express contractual rights against the Fund or its service providers, except certain institutional investors that","page_number":89,"box":{"x":89,"y":374,"width":876,"height":12}},{"id":"282e4a1f-f17b-4399-8169-5f7bfcd3e548","block_type":"box","text":"are Authorized Participants may have certain express contractual rights with respect to the Distributor under the terms of the","page_number":89,"box":{"x":89,"y":389,"width":876,"height":12}},{"id":"568a8560-ae1e-42c8-be36-05bdb0e7186f","block_type":"box","text":"relevant Authorized Participant Agreement. Investors may have certain legal rights under federal or state law against a Fund","page_number":89,"box":{"x":89,"y":404,"width":865,"height":13}},{"id":"8ebecdc9-bca0-455b-af7f-70c742d0a68c","block_type":"box","text":"or its service providers. In the event that an investor considers that it may have a claim against a Fund, or against any service","page_number":89,"box":{"x":89,"y":419,"width":870,"height":13}},{"id":"fa55dd9b-d7fe-433f-97c6-ff1e24449fdb","block_type":"box","text":"provider in connection with its investment in a Fund, such investor should consult its own legal advisor.","page_number":89,"box":{"x":89,"y":434,"width":722,"height":13}},{"id":"4ac69d3a-35f7-4ef9-92c0-bf0fa1f66cfd","block_type":"box","text":"By contract, Authorized Participants irrevocably submit to the non-exclusive jurisdiction of any New York State or U.S. federal","page_number":89,"box":{"x":89,"y":461,"width":872,"height":12}},{"id":"ae8d3a14-2828-4d24-8935-e383ddd5bdef","block_type":"box","text":"court sitting in New York City over any suit, action or proceeding arising out of or relating to the Authorized Participant","page_number":89,"box":{"x":89,"y":476,"width":829,"height":12}},{"id":"32d57b70-af08-49b3-8e4c-d62405d7dbe5","block_type":"box","text":"Agreement. Jurisdiction over other claims, whether by investors or Authorized Participants, will turn on the facts of the","page_number":89,"box":{"x":88,"y":491,"width":828,"height":12}},{"id":"30bf8aa1-d04f-4ae4-b3da-43d47ef66006","block_type":"box","text":"particular case and the law of the jurisdiction in which the proceeding is brought.","page_number":89,"box":{"x":89,"y":506,"width":567,"height":13}},{"id":"cf97bf44-dc74-4911-b2f8-b9dbc5e928ae","block_type":"box","text":"82","page_number":89,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"f2f64f05-a949-468e-8535-10e6bde030fb","block_type":"box","text":"Appendix A - Proxy Voting Policies","page_number":90,"box":{"x":88,"y":44,"width":578,"height":30}},{"id":"06579810-d611-42dd-b9b4-6fbba5584260","block_type":"box","text":"A-1","page_number":90,"box":{"x":515,"y":894,"width":23,"height":9}},{"id":"9f3a0420-c008-48c3-9890-629dfee43c6e","block_type":"box","text":"Open-End Active and Fixed Income Index Fund","page_number":91,"box":{"x":122,"y":44,"width":812,"height":30}},{"id":"59bf0339-55de-40ca-a6bd-d2c3ae052491","block_type":"box","text":"Proxy Voting Policy","page_number":91,"box":{"x":364,"y":77,"width":331,"height":30}},{"id":"f8084221-fea3-4040-afe6-1fd4d0a41eb0","block_type":"box","text":"Procedures Governing Delegation of Proxy Voting to Fund Advisers","page_number":91,"box":{"x":88,"y":121,"width":484,"height":12}},{"id":"b4b43480-b2c3-4e48-97cf-a52fdf08ba0d","block_type":"box","text":"Effective Date: January 1, 2025","page_number":91,"box":{"x":89,"y":147,"width":218,"height":13}},{"id":"1e3df618-5e75-4830-8a49-2ef4a16765f1","block_type":"box","text":"Last Review Date: September 16, 2025","page_number":91,"box":{"x":89,"y":174,"width":275,"height":12}},{"id":"d866d984-8eb3-4add-b0b6-31cda2e3fc7c","block_type":"box","text":"________________________________________","page_number":91,"box":{"x":88,"y":211,"width":326,"height":0}},{"id":"e40e1cf5-be71-4d03-ba9b-3e1e523b69b3","block_type":"box","text":"Applies to the following types of Funds registered under the 1940 Act:","page_number":91,"box":{"x":88,"y":227,"width":507,"height":12}},{"id":"22ac9931-e4f1-4676-80b6-d695bcb69b06","block_type":"box","text":"□","page_number":91,"box":{"x":89,"y":254,"width":14,"height":11}},{"id":"f7f3a83c-7351-437c-a037-5af28ac6b536","block_type":"box","text":"Index Equity Mutual Funds and Exchange-Traded Funds","page_number":91,"box":{"x":110,"y":253,"width":391,"height":12}},{"id":"7ad82b98-c80b-464b-b94d-c736f8902a6e","block_type":"box","text":"Open-End Active and Fixed Income Index Mutual Funds and Exchange-Traded Funds","page_number":91,"box":{"x":109,"y":279,"width":596,"height":13}},{"id":"a4304757-f2e9-4560-9ee7-2410cd1130f9","block_type":"box","text":"□","page_number":91,"box":{"x":89,"y":307,"width":14,"height":11}},{"id":"8626376d-5886-43c2-a2a8-d747b62936e4","block_type":"box","text":"Money Market Funds","page_number":91,"box":{"x":109,"y":306,"width":148,"height":12}},{"id":"c675338f-1e6a-4329-900e-bae5ca4b5819","block_type":"box","text":"□","page_number":91,"box":{"x":89,"y":333,"width":14,"height":11}},{"id":"6332207b-c6dd-4935-9f1b-b94b9d94d307","block_type":"box","text":"Closed-End Funds","page_number":91,"box":{"x":109,"y":332,"width":126,"height":10}},{"id":"fc686011-c78e-405c-aab6-9357f97ff50c","block_type":"box","text":"□","page_number":91,"box":{"x":89,"y":359,"width":14,"height":12}},{"id":"8af17144-0650-41ca-ac30-644b49a163bb","block_type":"box","text":"Other","page_number":91,"box":{"x":109,"y":359,"width":40,"height":10}},{"id":"0518175a-2dc1-4a5d-b3d9-53e4da46acd1","block_type":"box","text":"________________________________________","page_number":91,"box":{"x":88,"y":396,"width":326,"height":0}},{"id":"973ab63e-0f49-496e-85c5-7b36ba926536","block_type":"box","text":"Objective and Scope","page_number":91,"box":{"x":89,"y":412,"width":146,"height":12}},{"id":"46707a88-4c8a-4a51-9e64-ec4e3f4c9581","block_type":"box","text":"Set forth below is the Open-End Active and Fixed Income Index Fund Proxy Voting Policy.","page_number":91,"box":{"x":88,"y":438,"width":623,"height":13}},{"id":"8e39fa48-58c0-4f29-b45e-aaaf6ecb9e93","block_type":"box","text":"Policy / Document Requirements and Statements","page_number":91,"box":{"x":89,"y":465,"width":356,"height":12}},{"id":"fe706030-7270-4aef-8e1a-e1ea7f0055a8","block_type":"box","text":"The Boards of Trustees/Directors (“Directors”) of certain open-end funds (the “Funds”) advised by BlackRock Fund Advisors","page_number":91,"box":{"x":88,"y":491,"width":873,"height":12}},{"id":"cfe1c7fa-7f54-4e08-8818-635ea2002e50","block_type":"box","text":"or BlackRock Advisors, LLC (“BlackRock”), have the responsibility for the oversight of voting proxies relating to portfolio","page_number":91,"box":{"x":89,"y":506,"width":835,"height":13}},{"id":"f5355d9c-2c86-4b9e-86da-eb1c628124be","block_type":"box","text":"securities of the Funds, and have determined that it is in the best interests of the Funds and their shareholders to delegate","page_number":91,"box":{"x":89,"y":521,"width":853,"height":13}},{"id":"9a3f9da1-3c54-41b9-9689-837f59f98d83","block_type":"box","text":"the responsibility to vote proxies to BlackRock, subject to the principles outlined in this Policy, as part of BlackRock’s authority","page_number":91,"box":{"x":88,"y":536,"width":878,"height":13}},{"id":"ea2701ef-ee6e-4266-9f05-73fecef08c36","block_type":"box","text":"to manage, acquire and dispose of account assets, all as contemplated by the Funds’ respective investment management","page_number":91,"box":{"x":88,"y":552,"width":850,"height":12}},{"id":"bd652d55-12b4-414e-a252-912721d43774","block_type":"box","text":"agreements.","page_number":91,"box":{"x":89,"y":568,"width":85,"height":11}},{"id":"e473580a-eee6-4f24-90eb-9b3c0d7e1f1a","block_type":"box","text":"BlackRock has adopted the BlackRock Active Investment Stewardship Global Engagement and Voting Guidelines (as from","page_number":91,"box":{"x":89,"y":593,"width":849,"height":13}},{"id":"0296c203-0c86-4b98-b26d-7e2bc808fcdd","block_type":"box","text":"time to time amended, the “Guidelines”) governing proxy voting by active and fixed income index Funds managed by","page_number":91,"box":{"x":88,"y":608,"width":821,"height":13}},{"id":"59c0d07e-e748-4306-a457-e1a324ec7b02","block_type":"box","text":"BlackRock. The Guidelines include “climate and decarbonization” guidelines which apply to the Funds listed in Appendix A, if","page_number":91,"box":{"x":89,"y":623,"width":874,"height":13}},{"id":"24c8a46f-749e-4a36-8418-0e8776b46d85","block_type":"box","text":"any.","page_number":91,"box":{"x":89,"y":642,"width":25,"height":9}},{"id":"54394dd7-62f9-45e4-9fd7-542a16e0bc76","block_type":"box","text":"BlackRock will cast votes on behalf of each of the Funds covered by this policy on specific proxy issues in respect of securities","page_number":91,"box":{"x":89,"y":665,"width":876,"height":12}},{"id":"3e989684-f19d-4400-99a2-92887ac7727b","block_type":"box","text":"held by each such Fund (or may refrain from voting) in accordance with the Guidelines.","page_number":91,"box":{"x":89,"y":680,"width":611,"height":12}},{"id":"b14d52fc-4783-4663-8505-56449a747f82","block_type":"box","text":"Conflicts Management","page_number":91,"box":{"x":89,"y":707,"width":164,"height":12}},{"id":"8e47d2e4-261f-483a-9677-995a750a09e2","block_type":"box","text":"BlackRock Active Investment Stewardship (“BAIS”) maintains policies and procedures that seek to prevent undue influence","page_number":91,"box":{"x":89,"y":733,"width":860,"height":12}},{"id":"04dd541e-1a53-4d1a-911f-652e025d3cd9","block_type":"box","text":"on BlackRock’s proxy voting activity and to mitigate material conflicts of interest in the exercise of proxy voting","page_number":91,"box":{"x":89,"y":748,"width":775,"height":12}},{"id":"ea009ff8-7b97-48d7-b0ed-b1b71dd9f3f2","block_type":"box","text":"responsibilities. Potential material conflicts, and the resultant potential for undue influence, might be due to a relationship","page_number":91,"box":{"x":89,"y":763,"width":851,"height":13}},{"id":"0c9fab85-18d1-4aea-a4c9-2e21b9452767","block_type":"box","text":"between the investee company (or any shareholder proponent or dissident shareholder) and BlackRock, BlackRock’s affiliates","page_number":91,"box":{"x":89,"y":778,"width":875,"height":13}},{"id":"c5e9ed1f-2bb3-4fcb-829b-f6c5aea5a360","block_type":"box","text":"or employees, or a Fund or a Fund’s affiliates. BlackRock has taken certain steps to mitigate potential conflicts, which are","page_number":91,"box":{"x":89,"y":793,"width":844,"height":13}},{"id":"1ec975dd-bf36-412f-a53b-863cee55566f","block_type":"box","text":"outlined in detail in the Guidelines. 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A-5","page_number":93,"box":{"x":512,"y":214,"width":374,"height":10}},{"id":"7ddb70ee-b7a8-44c3-865f-f51fc8ab963a","block_type":"box","text":"Our approach to stewardship within active equities","page_number":93,"box":{"x":170,"y":233,"width":356,"height":12}},{"id":"6f121f58-d746-4b51-8a3b-08d99aa2985d","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-6","page_number":93,"box":{"x":532,"y":233,"width":354,"height":10}},{"id":"0ca74173-d1ea-4ba7-a8ba-2000e71872e4","block_type":"box","text":"Our approach to stewardship within fixed income","page_number":93,"box":{"x":170,"y":252,"width":347,"height":12}},{"id":"30941e29-f777-4eb6-9471-97a4c1ba4aab","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 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.A-10","page_number":93,"box":{"x":290,"y":328,"width":596,"height":9}},{"id":"1de0bd82-bffe-424e-b9d0-b927af64273e","block_type":"box","text":"Transactions and special situations","page_number":93,"box":{"x":169,"y":346,"width":245,"height":13}},{"id":"3d45751d-c17e-443c-b262-6aee833cce91","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-10","page_number":93,"box":{"x":421,"y":347,"width":465,"height":9}},{"id":"1af5a108-743a-4176-8443-a98c47e7a7a2","block_type":"box","text":"Corporate reporting, risk management and audit","page_number":93,"box":{"x":170,"y":365,"width":341,"height":12}},{"id":"229ec51a-e838-41b9-b50e-1f769e327e37","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-11","page_number":93,"box":{"x":512,"y":366,"width":371,"height":9}},{"id":"9d8b15c5-1bc6-4de9-9dc5-48d2c7d30190","block_type":"box","text":"Shareholder rights and protections","page_number":93,"box":{"x":170,"y":384,"width":243,"height":12}},{"id":"40e42236-6aa7-4179-b9d9-8eb75616ba01","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-12","page_number":93,"box":{"x":421,"y":385,"width":465,"height":9}},{"id":"f5b394a4-e4fe-4354-a358-5a0ea9b20b2d","block_type":"box","text":"Shareholder proposals","page_number":93,"box":{"x":170,"y":403,"width":156,"height":12}},{"id":"b9031ba5-3c41-4290-bb4e-ee3560e9a5ec","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-13","page_number":93,"box":{"x":329,"y":403,"width":557,"height":10}},{"id":"924f3513-afe7-4da8-9581-8927ab200f66","block_type":"box","text":"Corporate political activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-13","page_number":93,"box":{"x":170,"y":422,"width":716,"height":12}},{"id":"f26a0134-f1ea-4321-b47f-4981599775c6","block_type":"box","text":"Material sustainability-related risks and opportunities","page_number":93,"box":{"x":170,"y":441,"width":373,"height":12}},{"id":"aa60fad1-04c9-4995-843d-70e4d5dfafa9","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-14","page_number":93,"box":{"x":545,"y":441,"width":341,"height":9}},{"id":"70957ee0-cc69-4ba9-916e-ff400183bb29","block_type":"box","text":"Key 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companies alongside and on behalf of those teams when appropriate. The team is responsible for","page_number":93,"box":{"x":89,"y":602,"width":820,"height":12}},{"id":"55aae023-fa79-4df4-8c86-c757582cb036","block_type":"box","text":"establishing voting guidelines for the active equity platform, providing vote recommendations and operationalizing voting","page_number":93,"box":{"x":89,"y":617,"width":850,"height":12}},{"id":"b06fb059-1abb-4ab5-9954-7ec8f174d045","block_type":"box","text":"decisions. The guidance informs the voting recommendations BAIS makes to BlackRock’s active portfolio managers. It","page_number":93,"box":{"x":89,"y":632,"width":827,"height":13}},{"id":"278c1177-f081-4bd4-b529-0124596f5955","block_type":"box","text":"applies to active equity holdings in BlackRock’s fundamental equity, systematic equity and multi-asset solutions strategies. It","page_number":93,"box":{"x":89,"y":647,"width":871,"height":13}},{"id":"19d7fa82-fcb7-425c-a325-b0c8af078ac1","block_type":"box","text":"also may apply to holdings in BlackRock’s index and active fixed income strategies, to the extent those strategies hold voting","page_number":93,"box":{"x":89,"y":662,"width":871,"height":13}},{"id":"19908b28-36b2-44d3-8dd6-a82ca9d2015f","block_type":"box","text":"securities or conduct issuer engagements. The guidelines are not prescriptive as active portfolio managers have discretion as","page_number":93,"box":{"x":89,"y":678,"width":874,"height":12}},{"id":"c2dced83-f1b1-4772-bcae-73332811dc88","block_type":"box","text":"to how they integrate these guidelines within their investment processes in light of their clients’ or funds’ investment","page_number":93,"box":{"x":88,"y":693,"width":818,"height":12}},{"id":"5ca9cfa6-30d9-4f04-8c1b-7e40f04fb465","block_type":"box","text":"objectives. There are separate, independently developed principles and voting policies that are applied to BlackRock’s index","page_number":93,"box":{"x":89,"y":708,"width":861,"height":12}},{"id":"12b5114f-083d-49a7-a03a-04077d641483","block_type":"box","text":"equity investments by a distinct and independent function, BlackRock Investment Stewardship.","page_number":93,"box":{"x":89,"y":723,"width":663,"height":12}},{"id":"70bf6b07-7875-49cf-a6dc-f8d854c36978","block_type":"box","text":"(1) This document includes BAIS’ benchmark policy, which covers nearly all active equity holdings in BlackRock’s fundamental equity, systematic eq","page_number":93,"box":{"x":89,"y":790,"width":840,"height":10}},{"id":"f132a3df-4945-4f97-9abb-46ad68241e0e","block_type":"box","text":"uity","page_number":93,"box":{"x":930,"y":791,"width":21,"height":9}},{"id":"a7b48544-c422-40c2-922a-c90dc5441d8a","block_type":"box","text":"and multi-asset solutions strategies. The benchmark policy also may apply to holdings in BlackRock’s index and active fixed income strategies, to th","page_number":93,"box":{"x":121,"y":803,"width":828,"height":10}},{"id":"fc3d9374-ebaf-45de-a936-61467cdc5ca9","block_type":"box","text":"e","page_number":93,"box":{"x":950,"y":805,"width":6,"height":6}},{"id":"fd17fb1c-3180-4307-9265-b161a1157f49","block_type":"box","text":"extent those strategies hold voting securities or conduct issuer engagements. This document also includes BAIS’ decarbonization policy, which cov","page_number":93,"box":{"x":121,"y":816,"width":824,"height":9}},{"id":"a8f43bc8-9c47-4c8b-9612-238af5b35c84","block_type":"box","text":"ers","page_number":93,"box":{"x":946,"y":818,"width":16,"height":5}},{"id":"16f59505-b5c3-4c23-8b47-a13075dfffb1","block_type":"box","text":"holdings in BlackRock active funds that have climate and decarbonization objectives in addition to financial objectives.","page_number":93,"box":{"x":121,"y":828,"width":662,"height":10}},{"id":"e39ae16b-a211-4e79-be35-7fb1b8297083","block_type":"box","text":"(2) BlackRock segmented active and index equity investment functions, including stewardship, in January 2025 as part of a strategic initiative to un","page_number":93,"box":{"x":89,"y":843,"width":833,"height":10}},{"id":"9a23a175-e09e-4829-b5cd-5a4da3ef67c2","block_type":"box","text":"lock the","page_number":93,"box":{"x":924,"y":843,"width":44,"height":8}},{"id":"a3e4e649-8255-4ead-bf72-44fd00517816","block_type":"box","text":"full breadth of the firm’s active and private markets capabilities for clients. As a result, there are two stewardship teams, which operate independe","page_number":93,"box":{"x":121,"y":856,"width":815,"height":10}},{"id":"ebec4e72-eddf-4424-8953-6eb7378736af","block_type":"box","text":"ntly","page_number":93,"box":{"x":938,"y":856,"width":20,"height":10}},{"id":"963a9b95-507c-48f2-b686-37906a9f2a01","block_type":"box","text":"of one another and have separate voting policies.","page_number":93,"box":{"x":121,"y":868,"width":274,"height":10}},{"id":"f46521a8-4824-4900-bed6-5505df671386","block_type":"box","text":"A-4","page_number":93,"box":{"x":515,"y":894,"width":26,"height":9}},{"id":"dce784e0-1253-4223-a9fe-bd8f38efc0a9","block_type":"box","text":"Introduction to BlackRock","page_number":94,"box":{"x":89,"y":44,"width":187,"height":10}},{"id":"bb1607bb-f6e7-48e0-855e-92c1ee77488b","block_type":"box","text":"BlackRock’s mission is to help more people invest better. The money BlackRock manages is not its own — it belongs to","page_number":94,"box":{"x":89,"y":70,"width":831,"height":13}},{"id":"6e7a280e-1822-412a-a0cc-a11a85edfbb5","block_type":"box","text":"BlackRock’s clients, many of whom make their own asset allocation and portfolio construction decisions. As a fiduciary,","page_number":94,"box":{"x":89,"y":85,"width":835,"height":13}},{"id":"f66df2db-5839-43b5-b247-aecc6da087c5","block_type":"box","text":"BlackRock invests on clients’ behalf to help them meet their investment objectives. The firm does this by understanding","page_number":94,"box":{"x":89,"y":101,"width":834,"height":12}},{"id":"a4a5486c-d87d-4ce8-98d1-de6498edb9b5","block_type":"box","text":"clients’ long-term investment objectives and offering choice on how and where they wish to invest their money. BlackRock","page_number":94,"box":{"x":89,"y":116,"width":857,"height":12}},{"id":"ff42772b-67cf-4356-90c3-10b296e59274","block_type":"box","text":"then helps clients seek the best risk-adjusted returns based on those choices, underpinning this work with research, data and","page_number":94,"box":{"x":88,"y":131,"width":878,"height":12}},{"id":"8a804918-c9a5-4dfe-ac30-9ce1e16cbc4a","block_type":"box","text":"analytics.","page_number":94,"box":{"x":89,"y":146,"width":64,"height":12}},{"id":"f889b1d2-2ca6-4343-a5a1-2d45d31ec9f9","block_type":"box","text":"At BlackRock, investment stewardship is core to our role as an asset manager and a fiduciary to our clients. As stewards of","page_number":94,"box":{"x":88,"y":172,"width":859,"height":13}},{"id":"1576aa43-0b3c-4c35-a34b-923798590014","block_type":"box","text":"our clients’ assets, we engage with companies to discuss the corporate governance and business practices that, in our","page_number":94,"box":{"x":89,"y":188,"width":828,"height":12}},{"id":"90390fc7-fcf7-412b-a7b3-003042f5dbd5","block_type":"box","text":"experience, support companies in delivering durable, risk-adjusted financial returns over time. We are committed to building","page_number":94,"box":{"x":89,"y":203,"width":868,"height":12}},{"id":"0d51cff2-de48-44f6-abe3-c38ad369dc53","block_type":"box","text":"strong relationships through constructive, ongoing dialogue with the boards and executive management of the companies in","page_number":94,"box":{"x":89,"y":218,"width":876,"height":12}},{"id":"cf81a737-c02a-47fe-90c5-401dce9c54b7","block_type":"box","text":"which our clients are invested.","page_number":94,"box":{"x":88,"y":233,"width":211,"height":10}},{"id":"08f37151-5a5f-4d00-9c3d-9d260f55013c","block_type":"box","text":"About BlackRock Active Investment Stewardship","page_number":94,"box":{"x":88,"y":259,"width":351,"height":13}},{"id":"45be9532-cd0f-4cb6-b456-f64f04e4f058","block_type":"box","text":"BlackRock Active Investment Stewardship (BAIS) is a specialist team within the Portfolio Management Group and manages","page_number":94,"box":{"x":89,"y":286,"width":861,"height":12}},{"id":"9266a61f-dba1-4e64-8bac-586f98f38b1b","block_type":"box","text":"BlackRock’s stewardship engagement and voting on behalf of clients invested in active strategies globally. BAIS is also","page_number":94,"box":{"x":89,"y":301,"width":822,"height":12}},{"id":"ec4b691c-b0ae-4ac3-8986-dd9f27128cff","block_type":"box","text":"responsible for engagement with issuers in index fixed income strategies, where appropriate. Our activities are informed by","page_number":94,"box":{"x":89,"y":316,"width":861,"height":12}},{"id":"46fb378b-5188-4188-86a8-ff1452625e4a","block_type":"box","text":"these Global Engagement and Voting Guidelines (the “Guidelines”) and insights from active investment analysts and portfolio","page_number":94,"box":{"x":88,"y":331,"width":879,"height":12}},{"id":"c464b13a-112b-47d1-a2c5-f53ff9ecde64","block_type":"box","text":"managers, with whom we work closely in engaging companies and voting at shareholder meetings.","page_number":94,"box":{"x":89,"y":346,"width":697,"height":13}},{"id":"346b535e-a871-4486-8e6c-a85f92b284d6","block_type":"box","text":"Engagement with public companies is the foundation of our approach to stewardship within fundamental active investing.","page_number":94,"box":{"x":89,"y":373,"width":857,"height":12}},{"id":"09b80e8e-8687-4cdc-aa65-0f5830a41d10","block_type":"box","text":"(3)","page_number":94,"box":{"x":951,"y":371,"width":15,"height":8}},{"id":"ca855c5f-1c87-4b73-b12b-47f8e96519b0","block_type":"box","text":"Through direct dialogue with company leadership, we seek to understand their businesses and how they manage risks and","page_number":94,"box":{"x":88,"y":388,"width":862,"height":12}},{"id":"a253a39a-54ce-4036-8ce9-2187f64ea355","block_type":"box","text":"opportunities to deliver durable, risk-adjusted financial returns. Portfolio managers and stewardship specialists may engage","page_number":94,"box":{"x":89,"y":403,"width":864,"height":12}},{"id":"eee7a03d-bfd1-4061-b0f8-ef294792b76d","block_type":"box","text":"jointly or independently on material corporate governance matters. Our discussions focus on topics relevant to a company’s","page_number":94,"box":{"x":88,"y":418,"width":869,"height":12}},{"id":"a5a3a463-936e-472d-8ada-a7af7b07f2e1","block_type":"box","text":"success over time, including governance and leadership, corporate strategy, capital structure and financial performance,","page_number":94,"box":{"x":89,"y":433,"width":840,"height":13}},{"id":"1e2d6a0c-8061-4679-bbb2-c502f7a79760","block_type":"box","text":"operations and material sustainability-related risks, as well as macro-economic, geopolitical and sector dynamics. We aim to","page_number":94,"box":{"x":89,"y":448,"width":871,"height":13}},{"id":"8986d5bf-7607-4be1-8cda-61dfb462ec1d","block_type":"box","text":"be constructive investors and are generally supportive of management teams that have a track record of financial value","page_number":94,"box":{"x":89,"y":463,"width":833,"height":13}},{"id":"5c03c5a5-f35d-4920-8919-9b7e2d41229d","block_type":"box","text":"creation. We aim to build and maintain strong relationships with company leadership based on open dialogue and mutual","page_number":94,"box":{"x":89,"y":479,"width":851,"height":12}},{"id":"63a3e214-9786-4881-be95-1dedbbc69407","block_type":"box","text":"respect.","page_number":94,"box":{"x":89,"y":495,"width":53,"height":11}},{"id":"59c9dde3-fe05-4a80-afba-8e85cc3eee4c","block_type":"box","text":"Different active equity strategies may implement these voting guidelines differently, as a result of the latitude each portfolio","page_number":94,"box":{"x":89,"y":520,"width":860,"height":12}},{"id":"85816535-1ce3-4fdd-a6e5-214b78d9d87c","block_type":"box","text":"manager has to make independent voting decisions on their holdings. For example, BAIS will generally vote the holdings in","page_number":94,"box":{"x":89,"y":535,"width":858,"height":13}},{"id":"70c51cae-a63e-4c53-b9d3-a5d9c29d17cc","block_type":"box","text":"Systematic Active Equity portfolios in accordance with these guidelines. We provide voting recommendations to fundamental","page_number":94,"box":{"x":88,"y":550,"width":877,"height":13}},{"id":"04a94812-3b7c-4efa-a6d9-da73367a3d2d","block_type":"box","text":"equity portfolio managers, who may determine to vote differently based on each portfolio’s investment objectives and","page_number":94,"box":{"x":89,"y":565,"width":823,"height":13}},{"id":"85fd29f2-bb90-4a07-bcde-8d794c098d73","block_type":"box","text":"strategy.","page_number":94,"box":{"x":89,"y":582,"width":58,"height":11}},{"id":"a965e00f-f51a-4ad5-adc3-178c24514f6e","block_type":"box","text":"These guidelines discuss BAIS’ views on corporate governance topics on which we may engage with management teams","page_number":94,"box":{"x":88,"y":607,"width":850,"height":12}},{"id":"44eb6074-f550-4399-97c2-1291e178bb74","block_type":"box","text":"and board directors","page_number":94,"box":{"x":89,"y":622,"width":136,"height":10}},{"id":"910bfd01-bc90-407d-95f5-cf4f34c0bdad","block_type":"box","text":"(4)","page_number":94,"box":{"x":226,"y":620,"width":14,"height":8}},{"id":"15a1f811-62e8-49b2-b80b-91d57415b027","block_type":"box","text":"and on matters that routinely come to a shareholder vote. We recognize that accepted corporate","page_number":94,"box":{"x":246,"y":622,"width":675,"height":12}},{"id":"3f795ef1-e850-4ed6-a6b7-2d3ae45fca4b","block_type":"box","text":"governance norms can differ across markets, and believe these guidelines represent globally applicable elements of","page_number":94,"box":{"x":89,"y":637,"width":807,"height":13}},{"id":"df021bcf-bded-4ae4-96c5-c9ce815b5801","block_type":"box","text":"governance that support a company’s ability to manage material risks and opportunities and deliver financial returns to","page_number":94,"box":{"x":89,"y":652,"width":835,"height":13}},{"id":"4a891f90-12d3-4539-90ad-97ed88488367","block_type":"box","text":"investors. Generally, we believe companies should observe accepted corporate governance norms within their local markets","page_number":94,"box":{"x":89,"y":668,"width":865,"height":12}},{"id":"7db043c7-d3aa-4cc6-80d5-a6ddda39299d","block_type":"box","text":"or, particularly in markets without well-established norms, aspire to widely recognized international best practices. As one of","page_number":94,"box":{"x":89,"y":683,"width":872,"height":12}},{"id":"bdd9d16b-14f3-4226-bcd4-06d5b20a86ad","block_type":"box","text":"many minority shareholders, BlackRock cannot – and does not try to – direct a company’s strategy or its implementation. We","page_number":94,"box":{"x":89,"y":698,"width":874,"height":12}},{"id":"604e9fe7-c087-48b8-8945-81bd2d758d30","block_type":"box","text":"look to companies to provide disclosures that explain how their approach to corporate governance best aligns with the","page_number":94,"box":{"x":89,"y":713,"width":832,"height":12}},{"id":"d8b22059-b21a-4a7d-9859-0e28c1e5fbdc","block_type":"box","text":"financial interests of their investors.","page_number":94,"box":{"x":88,"y":728,"width":248,"height":10}},{"id":"61133776-8928-4e45-8700-0b4073390c0f","block_type":"box","text":"(3) On February 11, 2025, the U.S. Securities and Exchange Commission (SEC) staff issued updated guidance for shareholders to maintain their eligibi","page_number":94,"box":{"x":89,"y":816,"width":848,"height":9}},{"id":"8e5419e6-755c-4d7d-a055-f16b15559cd1","block_type":"box","text":"lity","page_number":94,"box":{"x":939,"y":816,"width":16,"height":9}},{"id":"80d59225-aeb8-4fa8-a2a5-fb7c44469664","block_type":"box","text":"to report their beneficial ownership under Schedule 13G of the Exchange Act. We comply fully with these requirements and do not engage with portfo","page_number":94,"box":{"x":121,"y":828,"width":846,"height":10}},{"id":"79242a09-9224-4482-98e5-7d01c9d1b290","block_type":"box","text":"lio companies for the purpose, or with the effect, of changing or influencing control of the company.","page_number":94,"box":{"x":121,"y":841,"width":560,"height":10}},{"id":"14e18063-73ae-4245-946f-f5d67cc77437","block_type":"box","text":"(4) References to the board, board directors or non-executive directors should be understood to include supervisory boards and their members, where","page_number":94,"box":{"x":89,"y":856,"width":854,"height":10}},{"id":"bea05370-eb64-4e5f-a449-22ebbabaa863","block_type":"box","text":"relevant.","page_number":94,"box":{"x":121,"y":868,"width":47,"height":8}},{"id":"0cff122b-5b68-4caa-898d-24946a6aba57","block_type":"box","text":"A-5","page_number":94,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"1942372b-ad9c-44e6-bd9b-d64f8e44039c","block_type":"box","text":"Our approach to stewardship within active equities","page_number":95,"box":{"x":89,"y":44,"width":368,"height":12}},{"id":"a4a70c82-2ae6-45c7-ad5b-1a0a0087c1f6","block_type":"box","text":"Voting at a company’s shareholder meeting is a right of share ownership and a core principle of corporate governance. The","page_number":95,"box":{"x":88,"y":70,"width":862,"height":13}},{"id":"a2168809-36b2-46f4-9682-522638fd4419","block_type":"box","text":"voting rights attached to clients’ holdings are an important mechanism for investors to express support for, or concern about,","page_number":95,"box":{"x":88,"y":85,"width":880,"height":13}},{"id":"8fec115a-bafb-4b53-a7e8-8d318d374678","block_type":"box","text":"a company’s performance. As a fiduciary, BlackRock is legally required to make proxy voting determinations, on behalf of","page_number":95,"box":{"x":89,"y":101,"width":846,"height":12}},{"id":"f595dc1a-8a69-46ad-9917-b4d6e9af90fd","block_type":"box","text":"clients who have delegated voting authority to us, in a manner consistent with BlackRock’s contractual arrangements with","page_number":95,"box":{"x":89,"y":116,"width":857,"height":12}},{"id":"54d5eb81-3373-45e9-b24d-c97bfbd5e2dd","block_type":"box","text":"clients and funds.","page_number":95,"box":{"x":89,"y":131,"width":122,"height":10}},{"id":"1c3090b1-2462-4cdc-a6eb-fad53a23db3e","block_type":"box","text":"In general, we tend to support the recommendations of the board of directors and management. As indicated below, we may","page_number":95,"box":{"x":89,"y":157,"width":876,"height":13}},{"id":"3f00052b-d457-4893-a395-47982bd6235d","block_type":"box","text":"vote against management recommendations when we have concerns about how companies are serving the financial","page_number":95,"box":{"x":88,"y":172,"width":821,"height":13}},{"id":"f093066c-2212-4624-902c-8fbf96f8f285","block_type":"box","text":"interests of our clients as their shareholders. BAIS takes a globally consistent approach to voting but considers the different","page_number":95,"box":{"x":89,"y":188,"width":861,"height":12}},{"id":"f387e163-c7b6-49a9-b825-ce9cff6d7ce2","block_type":"box","text":"corporate governance regulations and norms across markets. Votes are determined on a case-by-case basis, in the context of","page_number":95,"box":{"x":89,"y":203,"width":879,"height":12}},{"id":"dac9eb20-c9a1-4f31-9770-f07af0bfa73a","block_type":"box","text":"a company’s situation and the investment mandate we have from clients. Please see page 19 for more information about","page_number":95,"box":{"x":89,"y":218,"width":845,"height":12}},{"id":"1bb33158-86bb-4def-b4c3-b3039e652b42","block_type":"box","text":"how we fulfill and oversee our investment stewardship responsibilities for BlackRock’s non-index equity strategies.","page_number":95,"box":{"x":89,"y":233,"width":799,"height":12}},{"id":"87d21309-09bc-4938-a6ef-48579ab7277d","block_type":"box","text":"(5)","page_number":95,"box":{"x":889,"y":231,"width":15,"height":8}},{"id":"4c32abfa-5e73-4c18-a401-e2ff85b385be","block_type":"box","text":"Our approach to stewardship within fixed income","page_number":95,"box":{"x":89,"y":259,"width":358,"height":13}},{"id":"27b7d8dc-107a-4416-a7cc-4a62c92b5841","block_type":"box","text":"Although fixed income investors do not have the right to vote at shareholder meetings, issuer engagement is a component of","page_number":95,"box":{"x":88,"y":286,"width":880,"height":12}},{"id":"8ed4c4aa-6182-4619-bd66-7cdbffb3f061","block_type":"box","text":"fixed income investment strategies at BlackRock, particularly for those with sustainability objectives in addition to financial","page_number":95,"box":{"x":88,"y":301,"width":857,"height":12}},{"id":"c0143265-38a8-4b24-9981-0ff83728807e","block_type":"box","text":"objectives. Most corporate governance-related fixed income engagements are undertaken in conjunction with the active","page_number":95,"box":{"x":89,"y":316,"width":843,"height":12}},{"id":"37b490d9-6f35-48c1-a938-2c4a7b5cd19d","block_type":"box","text":"investment stewardship team, and often active equity investors. In addition to the topics listed below, engagement with fixed","page_number":95,"box":{"x":89,"y":331,"width":873,"height":12}},{"id":"06d3a020-9fd3-40d9-86f2-787089bf1d65","block_type":"box","text":"income investment teams may help inform an issuer’s approach to structuring specialist issuances and the standard terms","page_number":95,"box":{"x":89,"y":346,"width":858,"height":13}},{"id":"b7de489f-aa5a-41e0-989c-5263980897cc","block_type":"box","text":"and information in bond documentation.","page_number":95,"box":{"x":89,"y":361,"width":285,"height":10}},{"id":"b5632032-c8bb-4b01-aa66-37e399510f12","block_type":"box","text":"Boards of Directors","page_number":95,"box":{"x":89,"y":388,"width":138,"height":10}},{"id":"dac09564-8ba8-46a3-bbee-15fb04d54c5c","block_type":"box","text":"Roles and responsibilities","page_number":95,"box":{"x":106,"y":414,"width":181,"height":13}},{"id":"a9e9d2c6-9547-40c3-8c9f-955029a8d83b","block_type":"box","text":"There is widespread consensus that the foundation of good corporate governance is an effective board of directors that is","page_number":95,"box":{"x":88,"y":441,"width":852,"height":12}},{"id":"553da0c4-e7fa-4301-95c4-95a820520cc5","block_type":"box","text":"able to advise and supervise management in an independent and objective manner.","page_number":95,"box":{"x":89,"y":456,"width":584,"height":12}},{"id":"d6709241-52b3-4152-bf36-be6524c6999e","block_type":"box","text":"(6)","page_number":95,"box":{"x":675,"y":454,"width":14,"height":8}},{"id":"f9b85bac-f25f-4221-8ff6-1bb5256a2376","block_type":"box","text":"We look to the board of directors (hereafter the “board”) to have an oversight role in the establishment and realization of a","page_number":95,"box":{"x":88,"y":482,"width":856,"height":13}},{"id":"0d4344bc-2c0b-4283-818a-d362e4a7a288","block_type":"box","text":"company’s strategy, purpose and culture. These constructs are interdependent and, when aligned, can better position a","page_number":95,"box":{"x":89,"y":497,"width":835,"height":13}},{"id":"bb51c2f7-5afd-4a70-9ad1-0858dd171cfe","block_type":"box","text":"company to be resilient in the face of a changing business environment, help reduce the risks of corporate or employee","page_number":95,"box":{"x":89,"y":513,"width":833,"height":12}},{"id":"bd849b25-a3e6-47e5-bf6f-93c70b768eb2","block_type":"box","text":"misconduct, and attract and retain the caliber of workers necessary to deliver financial performance over time.","page_number":95,"box":{"x":89,"y":528,"width":772,"height":12}},{"id":"ce99f8e0-7de3-4ccb-ae77-dcb6ce428853","block_type":"box","text":"In overseeing the management of the company, the board ensures the necessary resources, policies and procedures are in","page_number":95,"box":{"x":89,"y":554,"width":853,"height":12}},{"id":"d2aa59f3-422e-4954-8ffd-b51aebefd2fd","block_type":"box","text":"place to help management meet its strategic objectives within an agreed risk tolerance.","page_number":95,"box":{"x":89,"y":569,"width":610,"height":13}},{"id":"eeb489a9-5bf8-4d1b-9e1a-53a129c70055","block_type":"box","text":"One of the most important responsibilities of the board is to appoint, and remove as necessary, the chief executive officer","page_number":95,"box":{"x":89,"y":596,"width":848,"height":12}},{"id":"2c183aab-12ba-45b6-98ee-9ac0feca6c5f","block_type":"box","text":"(“CEO”). In addition, the board plays a meaningful role in monitoring the performance of the CEO and other key executives,","page_number":95,"box":{"x":89,"y":611,"width":862,"height":12}},{"id":"23ff9ddf-80f0-4421-83dc-b3dfb270ece2","block_type":"box","text":"determining executive compensation, ensuring a rigorous audit, overseeing strategy execution and risk management and","page_number":95,"box":{"x":89,"y":626,"width":850,"height":12}},{"id":"6146c52d-6e60-4e37-a764-eb55c665b228","block_type":"box","text":"engaging with shareholders, and other stakeholders, as necessary.","page_number":95,"box":{"x":89,"y":641,"width":463,"height":12}},{"id":"d5b8977d-20b9-4f86-bad6-073b1f745d1f","block_type":"box","text":"Composition and effectiveness","page_number":95,"box":{"x":89,"y":668,"width":221,"height":12}},{"id":"036c6160-49d5-4ccc-b411-e528a7784c82","block_type":"box","text":"Appointment process","page_number":95,"box":{"x":104,"y":694,"width":156,"height":12}},{"id":"5cbcce0c-7d64-4789-bbaa-aea06c6f2907","block_type":"box","text":"A formal and transparent process for identifying and appointing director candidates is critical to ensuring the board is","page_number":95,"box":{"x":88,"y":720,"width":823,"height":13}},{"id":"76d5cc37-c508-49d6-82de-59f813211ae5","block_type":"box","text":"composed of directors with the appropriate mix of skills and experience. Generally, the board or a sub-committee determines","page_number":95,"box":{"x":89,"y":736,"width":876,"height":12}},{"id":"8acbea40-3212-4f13-a520-479342edfa87","block_type":"box","text":"the general criteria given the company’s circumstances (e.g., sector, maturity, geographic footprint) and any additional","page_number":95,"box":{"x":88,"y":751,"width":829,"height":12}},{"id":"9eb2b02e-f0ee-4727-8b01-a22b51e57438","block_type":"box","text":"criteria for a specific role being filled (e.g., financial expertise, industry track record). To inform the process, we encourage","page_number":95,"box":{"x":89,"y":766,"width":850,"height":12}},{"id":"f41054c4-f774-4282-a0dc-acb141272339","block_type":"box","text":"companies to review the skills and experience of incumbent directors to identify any gaps and whether the skills and","page_number":95,"box":{"x":89,"y":781,"width":815,"height":12}},{"id":"e8fb68ff-13f2-409b-8197-838efe222b89","block_type":"box","text":"(5) Non-index equity strategies include active equity holdings in BlackRock’s fundamental equity, systematic equity and multi-asset solutions st","page_number":95,"box":{"x":89,"y":816,"width":816,"height":9}},{"id":"cd4969fe-2ae3-421b-8b6c-c6be6027f435","block_type":"box","text":"rategies, as","page_number":95,"box":{"x":906,"y":816,"width":61,"height":9}},{"id":"2c4f3e0d-96ce-4e9b-b306-526621011a66","block_type":"box","text":"well as holdings in BlackRock’s index and active fixed income strategies, to the extent those strategies hold voting securities or conduct issuer eng","page_number":95,"box":{"x":121,"y":828,"width":818,"height":10}},{"id":"8417559d-c217-4b4c-a144-3a4a400f7652","block_type":"box","text":"age","page_number":95,"box":{"x":941,"y":831,"width":24,"height":7}},{"id":"1a7cb326-ae5a-4434-b139-a54f40bfd9db","block_type":"box","text":"ments.","page_number":95,"box":{"x":121,"y":842,"width":37,"height":7}},{"id":"46e66c68-a08b-41cd-aed3-800663503ed8","block_type":"box","text":"(6) See the Corporate Governance Codes of Germany, Japan, and the UK, as well as the corporate governance principles of the US Business Roundtable as","page_number":95,"box":{"x":89,"y":856,"width":871,"height":10}},{"id":"9fd2fbac-4d9f-45cd-8cd3-9512c43dd503","block_type":"box","text":"examples.","page_number":95,"box":{"x":121,"y":868,"width":55,"height":10}},{"id":"409843d7-96b7-4ebe-8596-5f036dd424a5","block_type":"box","text":"A-6","page_number":95,"box":{"x":515,"y":894,"width":26,"height":9}},{"id":"e316a099-6db3-4376-85c1-ca978440c275","block_type":"box","text":"experience of a director candidate would be additive. We welcome disclosures that explain how the board considered","page_number":96,"box":{"x":89,"y":44,"width":820,"height":12}},{"id":"a7ea1fd7-be53-4dbb-93bf-81bbc701298d","block_type":"box","text":"different skills and experience to ensure that the directors collectively can be effective in fulfilling their responsibilities. We","page_number":96,"box":{"x":89,"y":59,"width":848,"height":12}},{"id":"bd7b28e9-ba3d-4674-99b7-422422cabe3f","block_type":"box","text":"assess a company’s board composition against that of its peer group and local market requirements.","page_number":96,"box":{"x":89,"y":74,"width":703,"height":12}},{"id":"959431c3-3685-4741-bd72-de7e1f9f6bbe","block_type":"box","text":"Shareholders periodically vote to elect directors to serve on the board. We do not prescribe any particular board composition","page_number":96,"box":{"x":88,"y":101,"width":871,"height":12}},{"id":"2b94b992-2477-4671-973b-f85e4c705ae6","block_type":"box","text":"in our engagements or voting but seek to understand how well placed a board is to act in investors’ interests. We may vote","page_number":96,"box":{"x":89,"y":116,"width":858,"height":12}},{"id":"fee77465-f493-4afd-bbcb-c66ca1503c47","block_type":"box","text":"against the election of the most senior independent director, or the chair of the relevant committee, where a company has","page_number":96,"box":{"x":89,"y":131,"width":854,"height":12}},{"id":"787d3e57-8cca-4622-992a-41331b5f5ce4","block_type":"box","text":"not demonstrated it has an appointment process that results in a high functioning board with the appropriate complement","page_number":96,"box":{"x":89,"y":146,"width":861,"height":12}},{"id":"9ef5280e-c60d-4f00-8b86-8b8ae3ef5824","block_type":"box","text":"of skills and experience amongst the directors to support strong financial performance over time. We may vote against newly","page_number":96,"box":{"x":89,"y":161,"width":876,"height":12}},{"id":"60b28a1c-0d8f-474a-b0ed-fd455216b464","block_type":"box","text":"nominated directors who do not seem to have the appropriate skills or experience to contribute to the board’s effectiveness.","page_number":96,"box":{"x":89,"y":176,"width":868,"height":13}},{"id":"169129eb-ce1d-47f8-b593-381cd8f2c6e1","block_type":"box","text":"Independence","page_number":96,"box":{"x":106,"y":203,"width":101,"height":12}},{"id":"83751a1c-1218-4a45-b100-7175e4a64cfb","block_type":"box","text":"Director independence from management, significant shareholders or other stakeholders (e.g., government or employees) is","page_number":96,"box":{"x":89,"y":229,"width":871,"height":12}},{"id":"b73461f9-d05a-47b8-9b1f-15e5268e7a40","block_type":"box","text":"of paramount importance to the protection of the interests of minority shareholders such as BlackRock’s clients. We consider","page_number":96,"box":{"x":89,"y":244,"width":876,"height":13}},{"id":"8b6eccf1-d090-4b56-8df0-debed5f6c36f","block_type":"box","text":"it good practice for at least half the directors to be independent and free from conflicts of interest or undue influence.","page_number":96,"box":{"x":89,"y":259,"width":821,"height":13}},{"id":"4122512c-d336-4dde-a6d7-f01e77777a32","block_type":"box","text":"(7)","page_number":96,"box":{"x":911,"y":257,"width":14,"height":8}},{"id":"ee1e4701-eaac-4f46-b072-8a2fec6b3093","block_type":"box","text":"This","page_number":96,"box":{"x":930,"y":259,"width":29,"height":10}},{"id":"3bc30fe7-92b4-426e-9add-e82a8214c6c1","block_type":"box","text":"also helps to ensure that board committees are composed of a sufficient number of independent directors. Companies","page_number":96,"box":{"x":89,"y":274,"width":830,"height":13}},{"id":"b345f450-7269-4492-9fd0-e8e08ee9c1d6","block_type":"box","text":"domiciled in markets with a higher threshold for board independence should meet those local requirements.","page_number":96,"box":{"x":89,"y":290,"width":757,"height":12}},{"id":"1667cf5d-92fa-48b6-82e7-5f6b4f2c46be","block_type":"box","text":"We may vote against the election of non-independent directors if the board does not have a sufficient balance of","page_number":96,"box":{"x":88,"y":316,"width":789,"height":12}},{"id":"fe555066-c9e4-4133-a326-1ac37959c6da","block_type":"box","text":"independence. We may also vote against the election of the chair of the committee responsible for board composition if this","page_number":96,"box":{"x":89,"y":331,"width":867,"height":12}},{"id":"07c233d0-ebc6-4f97-95fb-af0f1de5a99d","block_type":"box","text":"is a perennial issue.","page_number":96,"box":{"x":89,"y":346,"width":134,"height":13}},{"id":"7fcdfd2e-c6a2-481c-9750-8bbf713bd41d","block_type":"box","text":"Independent board leadership","page_number":96,"box":{"x":106,"y":373,"width":216,"height":12}},{"id":"9f95127f-bc0e-443e-b7dc-97d5a9c38870","block_type":"box","text":"Practices across markets differ, as do board structures, but we observe two main approaches to independent board","page_number":96,"box":{"x":89,"y":399,"width":804,"height":13}},{"id":"aa230c19-155d-49a0-990a-eb8e0f97b960","block_type":"box","text":"leadership. One is a non-executive, independent chair of the board who is responsible for leading the board in the effective","page_number":96,"box":{"x":89,"y":414,"width":856,"height":13}},{"id":"74dc3a91-d0e8-429d-8483-f4c43076b85a","block_type":"box","text":"exercise of its duties. The other is a lead or senior independent director, who is responsible for coordinating with the other","page_number":96,"box":{"x":89,"y":429,"width":853,"height":13}},{"id":"d2c65f4b-318b-4388-bd3e-d512b53529dc","block_type":"box","text":"non-executive directors and working closely with the executive chair on the board agenda and other board procedures. In","page_number":96,"box":{"x":89,"y":445,"width":851,"height":12}},{"id":"e8b0c5a3-ff39-4669-b706-db7446e3bcd3","block_type":"box","text":"this case, the executive chair and the lead independent director work together to ensure the board is effectively fulfilling its","page_number":96,"box":{"x":88,"y":460,"width":858,"height":12}},{"id":"5dfba3ae-89ec-4729-a43e-d5d31233e3b2","block_type":"box","text":"responsibilities. In our view, the independent leader of the board, and/or the chair of a relevant committee, should be","page_number":96,"box":{"x":89,"y":475,"width":819,"height":12}},{"id":"5b277be0-c114-469a-8381-1ff65d3b2b19","block_type":"box","text":"available to investors to discuss governance matters such as CEO succession, executive pay, and board performance. We look","page_number":96,"box":{"x":89,"y":490,"width":876,"height":12}},{"id":"87e3d03a-69a3-4b9c-b329-0c2b5efc75f9","block_type":"box","text":"to boards to explain their board leadership model and how it serves the interests of shareholders.","page_number":96,"box":{"x":88,"y":505,"width":679,"height":12}},{"id":"bc6a4022-dd0e-4954-89e5-7911d45eecc5","block_type":"box","text":"We may vote against the election of the chair of the committee responsible for board composition if there is not an identified","page_number":96,"box":{"x":88,"y":531,"width":873,"height":13}},{"id":"c615fb46-b287-4ce0-b6ca-8c6916afff35","block_type":"box","text":"independent leader of the board with clear responsibilities for board performance. We may vote against the most senior","page_number":96,"box":{"x":89,"y":547,"width":837,"height":12}},{"id":"950f2215-8c61-459a-9e4c-eeb364700fb4","block_type":"box","text":"independent director if the board has a policy of not engaging with shareholders.","page_number":96,"box":{"x":89,"y":562,"width":566,"height":12}},{"id":"c7788bcf-d3bc-48ed-9b2a-5bbc9d5916fa","block_type":"box","text":"Tenure and succession","page_number":96,"box":{"x":104,"y":588,"width":165,"height":10}},{"id":"b0b03ad4-eade-422f-8377-e16b6e7441fc","block_type":"box","text":"In our view, it is good practice for boards to establish the length of time a director would normally be expected to serve, in","page_number":96,"box":{"x":89,"y":615,"width":852,"height":12}},{"id":"d9116d8a-c7ee-4d1f-b9ea-1a822739eaf2","block_type":"box","text":"line with market norms where those exist. We find it helpful when companies disclose their approach to director tenure","page_number":96,"box":{"x":89,"y":630,"width":834,"height":12}},{"id":"3d7bdb8f-5c82-4b62-b4d7-4ecd6699f719","block_type":"box","text":"particularly around the contributions of directors who have served for longer periods than typically provided for under local","page_number":96,"box":{"x":89,"y":645,"width":861,"height":12}},{"id":"b899dfbf-e2c1-425f-b2e1-48da844288c2","block_type":"box","text":"practice. In our experience, long-serving directors could become less independent given their long-term relationship with","page_number":96,"box":{"x":89,"y":660,"width":848,"height":12}},{"id":"12a40294-e7d5-4348-9fef-13ed2e106cc9","block_type":"box","text":"management and involvement in past board decisions.","page_number":96,"box":{"x":89,"y":675,"width":382,"height":12}},{"id":"28fba9fd-f696-4b6c-bcf4-57dc025b8054","block_type":"box","text":"Succession planning for board roles helps achieve the appropriate cadence of turnover that balances renewal through the","page_number":96,"box":{"x":88,"y":702,"width":851,"height":12}},{"id":"1bf591d8-589a-4838-84dd-421b3af17605","block_type":"box","text":"regular introduction of directors with fresh perspectives and expertise with continuity through the retention of directors with","page_number":96,"box":{"x":89,"y":717,"width":872,"height":12}},{"id":"3a06b449-ab16-4787-b44b-b619e1db2864","block_type":"box","text":"long-term knowledge of the board and company.","page_number":96,"box":{"x":89,"y":732,"width":343,"height":12}},{"id":"f779010a-cbfe-460c-9ca5-d11f2d92e3f7","block_type":"box","text":"In markets where there is not specific director tenure guidance from regulation or corporate governance best practices, we","page_number":96,"box":{"x":89,"y":758,"width":859,"height":13}},{"id":"c3f09c2b-baae-4c6f-b1ea-34a5939f204b","block_type":"box","text":"may vote against the election of the chair of the committee responsible for board composition if a company does not clearly","page_number":96,"box":{"x":89,"y":773,"width":869,"height":13}},{"id":"069e5f87-82eb-4f34-99d1-b9ff16564189","block_type":"box","text":"disclose its approach to director tenure and board renewal. We may vote against the election of directors who have served for","page_number":96,"box":{"x":89,"y":788,"width":878,"height":13}},{"id":"95089468-c20c-4197-a0b0-9cf13040511b","block_type":"box","text":"more years than is typical in markets with specific guidance, where the case for their continued service is not evident.","page_number":96,"box":{"x":89,"y":804,"width":821,"height":12}},{"id":"5ac558f9-d73d-461c-bd69-2b6481307a96","block_type":"box","text":"(7) Common impediments to independence may include but are not limited to: current or recent employment at the company or a subsidiary; being, or","page_number":96,"box":{"x":89,"y":831,"width":860,"height":10}},{"id":"9287d5cc-8de9-442a-a210-e59a7403ed48","block_type":"box","text":"representing, a shareholder with a substantial shareholding in the company; interlocking directorships; lengthy tenure, and having any other inte","page_number":96,"box":{"x":121,"y":843,"width":809,"height":10}},{"id":"7c2ac36e-8db4-416e-a25c-3c982a6bcb6c","block_type":"box","text":"rest,","page_number":96,"box":{"x":931,"y":844,"width":23,"height":8}},{"id":"6dc0b7c3-c772-4057-afaa-8e70f922623e","block_type":"box","text":"business, or other relationship which could, or could reasonably be perceived to, materially interfere with a director’s ability to act in the best in","page_number":96,"box":{"x":121,"y":856,"width":800,"height":10}},{"id":"9adbcd2a-bcc6-4686-bebd-32d604aaa1ce","block_type":"box","text":"terests","page_number":96,"box":{"x":922,"y":857,"width":37,"height":7}},{"id":"f8c156d7-8741-4968-bb2c-094b2578f00b","block_type":"box","text":"of the company and shareholders.","page_number":96,"box":{"x":121,"y":868,"width":190,"height":10}},{"id":"fd1fca61-853f-40bc-a47a-17341a5491b8","block_type":"box","text":"A-7","page_number":96,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"8232ce09-05f6-415c-8bd4-adecbffdaca2","block_type":"box","text":"Capacity","page_number":97,"box":{"x":105,"y":44,"width":62,"height":12}},{"id":"daabff76-7b67-43bb-a7e2-db37b39ed51e","block_type":"box","text":"To be effective and engaged, directors need to have the time and energy to commit to the role. In our view, an effective board","page_number":97,"box":{"x":88,"y":70,"width":876,"height":13}},{"id":"1b838aac-b5a7-4321-8934-5f7c79f2f05e","block_type":"box","text":"will assess the ability of its members to maintain an appropriate focus on board matters and the company taking into","page_number":97,"box":{"x":88,"y":85,"width":821,"height":13}},{"id":"057f8d1a-81be-428e-9101-1af603685a4a","block_type":"box","text":"consideration competing responsibilities. We recognize that board leadership roles vary across markets in responsibilities and","page_number":97,"box":{"x":89,"y":101,"width":875,"height":12}},{"id":"e4321a55-2ed8-46b2-95d4-37ddf936ddff","block_type":"box","text":"required time commitment but note that they are generally more intensive than a standard directorship. We will take local","page_number":97,"box":{"x":89,"y":116,"width":851,"height":12}},{"id":"5a5e9676-b801-4712-95fc-1ebb037c8007","block_type":"box","text":"norms and practices into consideration when making our voting determinations across markets.","page_number":97,"box":{"x":89,"y":131,"width":675,"height":12}},{"id":"2f0342cb-02bc-4f47-8952-2e05da14635a","block_type":"box","text":"We may vote against the election of directors who do not seem to have sufficient capacity to effectively fulfil their duties to","page_number":97,"box":{"x":88,"y":157,"width":859,"height":13}},{"id":"d00b6800-5814-4044-af2f-db6842eae29b","block_type":"box","text":"the board and company.","page_number":97,"box":{"x":88,"y":172,"width":169,"height":13}},{"id":"dc6831bc-a2b9-45f9-a9e6-6f6406d4cbfa","block_type":"box","text":"Director elections","page_number":97,"box":{"x":106,"y":199,"width":126,"height":10}},{"id":"7a413713-990b-47ae-a8a8-76975ced50b6","block_type":"box","text":"Regular election of directors, ideally annually, supports director accountability to shareholders. A classified board structure","page_number":97,"box":{"x":89,"y":225,"width":856,"height":13}},{"id":"a5294fdd-815d-4925-83d5-6232fcef8901","block_type":"box","text":"(8)","page_number":97,"box":{"x":946,"y":223,"width":14,"height":8}},{"id":"a69178ae-8706-4e5d-8bde-6153724d292c","block_type":"box","text":"may be justified by a company when it needs consistency and stability during a time of transition, or on the basis of its","page_number":97,"box":{"x":89,"y":240,"width":827,"height":13}},{"id":"c469f411-5908-4579-90dd-c5f36b3f800b","block_type":"box","text":"business model (e.g., a non-operating company such as closed-end funds).","page_number":97,"box":{"x":89,"y":256,"width":526,"height":12}},{"id":"58fb8a77-dc19-4490-893b-95f85e2061f3","block_type":"box","text":"Shareholders should have the opportunity to evaluate nominated directors individually rather than in bundled slates. We look","page_number":97,"box":{"x":88,"y":282,"width":876,"height":12}},{"id":"6b248c39-baf3-479a-ac8a-256039791a5e","block_type":"box","text":"to companies to provide sufficient information on each director standing for election so that shareholders can assess their","page_number":97,"box":{"x":88,"y":297,"width":856,"height":12}},{"id":"850110f0-9fc8-43f3-aa9d-8c9400d16143","block_type":"box","text":"capabilities and suitability. We will generally not support the election of directors whose names and biographical details have","page_number":97,"box":{"x":89,"y":312,"width":871,"height":13}},{"id":"c73c1666-d814-46b4-90a1-195e081d32ba","block_type":"box","text":"not been disclosed sufficiently in advance of the shareholder meeting.","page_number":97,"box":{"x":89,"y":327,"width":488,"height":13}},{"id":"db77a595-69ac-43a0-b526-4b10fe1665c1","block_type":"box","text":"Each director’s appointment should be dependent on receiving a simple majority of the votes cast at the shareholder","page_number":97,"box":{"x":89,"y":354,"width":817,"height":12}},{"id":"82d53b82-0c0e-4062-9db9-2134298cb8c3","block_type":"box","text":"meeting. Where a company’s practices differ, we look to the board to provide a detailed explanation as to how its approach","page_number":97,"box":{"x":89,"y":369,"width":858,"height":12}},{"id":"80dd77cf-22df-4092-ac38-38940240aac1","block_type":"box","text":"best serves investors’ interests.","page_number":97,"box":{"x":89,"y":384,"width":215,"height":10}},{"id":"83ed13e4-38ce-40cd-8346-6b5fe699bcc5","block_type":"box","text":"We may vote for shareholder or management proposals seeking to establish annual election of directors and/or a simple","page_number":97,"box":{"x":88,"y":410,"width":846,"height":13}},{"id":"9a111622-2501-427e-8ad5-eb9077749251","block_type":"box","text":"majority vote standard for director elections. We may vote against all the directors standing for election as part of a single","page_number":97,"box":{"x":89,"y":426,"width":849,"height":12}},{"id":"7df60f45-df9a-41a9-988b-94e5415d9b61","block_type":"box","text":"slate if we have concerns about the profile or performance of an individual director.","page_number":97,"box":{"x":89,"y":441,"width":581,"height":12}},{"id":"110250cb-8c90-40a3-aeab-88e85179fd07","block_type":"box","text":"Committees","page_number":97,"box":{"x":105,"y":468,"width":86,"height":9}},{"id":"20625489-29f3-48ce-9a42-a06d293354f5","block_type":"box","text":"Many boards establish committees to focus on specific responsibilities of the board such as audit and risk, governance and","page_number":97,"box":{"x":89,"y":494,"width":859,"height":12}},{"id":"fdad2214-4cc0-47cb-84be-119ab1ef55a6","block_type":"box","text":"human capital, and executive compensation, amongst other matters. We do not prescribe to companies what committees","page_number":97,"box":{"x":89,"y":509,"width":855,"height":12}},{"id":"5543e923-0c55-4a79-bc79-8043ad54346f","block_type":"box","text":"they should establish, but we seek to understand the board’s rationale for the committee structure it determines is","page_number":97,"box":{"x":88,"y":524,"width":802,"height":12}},{"id":"4a98ae86-069a-45c1-b0c4-e82458162037","block_type":"box","text":"appropriate. We note that, in some markets, regulation requires such committees. The responsibilities of each committee","page_number":97,"box":{"x":89,"y":539,"width":847,"height":12}},{"id":"0c2f782d-1bdf-40b2-bf77-5e895b815a7f","block_type":"box","text":"should be clear, and the board should ensure that all critical matters are assigned either to the full board or to one of the","page_number":97,"box":{"x":89,"y":554,"width":840,"height":12}},{"id":"ebf5a6f5-39d1-4b8f-aa83-7ef5637255e2","block_type":"box","text":"committees. It is helpful to investor understanding when the board discloses the structure, membership, proportion of","page_number":97,"box":{"x":89,"y":569,"width":829,"height":13}},{"id":"6980e013-8d03-4b78-8008-0c3487f0d615","block_type":"box","text":"independent directors, and responsibilities of each committee. The responsibilities we typically see assigned to the three","page_number":97,"box":{"x":89,"y":584,"width":841,"height":13}},{"id":"7809d61b-fd98-4187-aa12-89fdc98e72f0","block_type":"box","text":"most common committees include:","page_number":97,"box":{"x":89,"y":599,"width":249,"height":10}},{"id":"f70b3816-704e-4468-98d4-73c24270583b","block_type":"box","text":"• Audit and risk – oversight responsibilities for the integrity of financial reporting, risk management and compliance","page_number":97,"box":{"x":121,"y":620,"width":830,"height":12}},{"id":"037a5dbd-3e32-4f89-bbe6-62d4d4b6593c","block_type":"box","text":"with legal and regulatory requirements; may also play an oversight role in relation to the internal audit function and","page_number":97,"box":{"x":153,"y":635,"width":807,"height":12}},{"id":"7a6282b7-bb9c-4922-8ad6-47c2f21f9d26","block_type":"box","text":"whistleblowing mechanisms.","page_number":97,"box":{"x":153,"y":650,"width":203,"height":12}},{"id":"7a02aae3-a9d5-4150-8190-624a21c633ca","block_type":"box","text":"• Nominating, governance and human capital – oversight responsibilities for corporate governance principles and","page_number":97,"box":{"x":121,"y":670,"width":815,"height":12}},{"id":"d29cc395-ebe1-4c44-b8e5-08950f540ad8","block_type":"box","text":"practices of the company, including the periodic review of board performance; responsibility for succession","page_number":97,"box":{"x":154,"y":685,"width":748,"height":12}},{"id":"03d3089a-b04c-4d68-88cd-59dd0f04464c","block_type":"box","text":"planning for CEO and key board roles, as well as the director appointment process; may also have oversight","page_number":97,"box":{"x":154,"y":700,"width":750,"height":13}},{"id":"3388e9b2-8e32-4a9a-a1e2-2badb29d1ad7","block_type":"box","text":"responsibilities for human capital management strategies, including corporate culture and purpose.","page_number":97,"box":{"x":154,"y":715,"width":697,"height":13}},{"id":"edb40324-9ace-4865-a97f-658184df74ae","block_type":"box","text":"• Executive compensation – determines the compensation policies and programs for the CEO and other executive","page_number":97,"box":{"x":121,"y":736,"width":817,"height":12}},{"id":"36ba98f9-8d5c-4e77-bfc4-2432d30960fd","block_type":"box","text":"officers, approves annual awards and payments under the policies; may also have oversight responsibilities for firm","page_number":97,"box":{"x":154,"y":751,"width":808,"height":12}},{"id":"8c072ada-8e37-4351-a712-6ca39eccd7d1","block_type":"box","text":"wide compensation policies.","page_number":97,"box":{"x":153,"y":766,"width":199,"height":12}},{"id":"39ca9299-932c-41ae-a1f5-a7718e4cb039","block_type":"box","text":"We may vote against the election of the chair of the committee or other directors serving as committee members to convey","page_number":97,"box":{"x":88,"y":792,"width":866,"height":13}},{"id":"1e5028a4-52bb-45c6-a9d9-7c42ac41d249","block_type":"box","text":"concerns about how a committee has undertaken its responsibilities. We may vote against the election of the most senior","page_number":97,"box":{"x":89,"y":807,"width":850,"height":13}},{"id":"afcb3cfe-bb98-4431-8c4b-e5bbd96c0930","block_type":"box","text":"non-executive director if there is not a clearly disclosed approach to board committees.","page_number":97,"box":{"x":89,"y":822,"width":609,"height":13}},{"id":"8637419e-f817-4576-a561-2e74944fc76e","block_type":"box","text":"(8) A classified board divides the directors into classes with different overlapping terms. As a result, only one class of directors stands for electi","page_number":97,"box":{"x":89,"y":856,"width":809,"height":10}},{"id":"f0a74935-c4db-4eba-ad65-1b75a78ab02c","block_type":"box","text":"on in any","page_number":97,"box":{"x":899,"y":857,"width":51,"height":9}},{"id":"955971dd-8dc9-4376-87d9-4cbc7f9a7f82","block_type":"box","text":"one year.","page_number":97,"box":{"x":121,"y":871,"width":49,"height":7}},{"id":"d3447688-1d86-46ab-b5e3-5509467fb1e9","block_type":"box","text":"A-8","page_number":97,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"5c0c826c-aa81-4bb8-b1ef-658175490209","block_type":"box","text":"Board and director evaluation","page_number":98,"box":{"x":106,"y":44,"width":212,"height":10}},{"id":"44747000-c0e7-4633-8d75-4fd40012bb74","block_type":"box","text":"We consider it best practice for companies to conduct an annual review of the performance of the board, the committees,","page_number":98,"box":{"x":88,"y":70,"width":853,"height":13}},{"id":"06ac0f7a-5d80-45c3-a8c4-4a4dee02d27d","block_type":"box","text":"the chair and individual directors. Periodically, this review could be undertaken by an independent third party able to bring","page_number":98,"box":{"x":88,"y":85,"width":853,"height":13}},{"id":"7ad6de3e-5b59-476a-9468-c5d846c29a7e","block_type":"box","text":"objective perspectives to the board on governance and performance. We encourage companies to disclose their approach to","page_number":98,"box":{"x":89,"y":101,"width":871,"height":12}},{"id":"e437f4ad-2e5b-4b40-a08a-260c88ad024b","block_type":"box","text":"and the objectives of evaluations, including any changes made to the board’s approach as a result.","page_number":98,"box":{"x":89,"y":116,"width":688,"height":12}},{"id":"0d3fe34c-d655-4f46-804d-684bab6c80b0","block_type":"box","text":"Access to independent advice","page_number":98,"box":{"x":104,"y":142,"width":216,"height":12}},{"id":"aed0d940-c473-4225-bbe5-85dd26046571","block_type":"box","text":"To support the directors in effectively fulfilling their duties to the company and shareholders, they should have access to","page_number":98,"box":{"x":88,"y":169,"width":840,"height":12}},{"id":"7ca992f5-46a2-4444-aab9-f70277ab87aa","block_type":"box","text":"independent advice. In certain circumstances, it may be helpful to boards to retain independent third parties to advise on","page_number":98,"box":{"x":89,"y":184,"width":845,"height":12}},{"id":"77a5b732-7b8a-4c8b-be52-d69e12918bcc","block_type":"box","text":"critical matters. These might include new industry developments such as emergent and disruptive technology, operating","page_number":98,"box":{"x":89,"y":199,"width":843,"height":12}},{"id":"e7107660-4967-4ad8-8e7a-baf158b48948","block_type":"box","text":"events with material consequences for the company’s reputation and/or performance, or significant transactions. Board","page_number":98,"box":{"x":89,"y":214,"width":841,"height":12}},{"id":"31e672ae-8755-4658-8f3b-a9fcaf620aae","block_type":"box","text":"committees may similarly retain third parties to advise them on specialist matters such as audit, compensation and","page_number":98,"box":{"x":89,"y":229,"width":805,"height":12}},{"id":"fb792b6b-aae7-4265-9c9b-539cf900a4da","block_type":"box","text":"succession planning.","page_number":98,"box":{"x":89,"y":244,"width":145,"height":13}},{"id":"6f4a3a47-6843-4feb-9a85-b889fee44425","block_type":"box","text":"Executive compensation","page_number":98,"box":{"x":89,"y":271,"width":174,"height":12}},{"id":"c37757f2-7b88-42d5-9612-4e9d43b8b25e","block_type":"box","text":"Boards play an important role in establishing compensation arrangements that enable the company to recruit, retain and","page_number":98,"box":{"x":89,"y":297,"width":845,"height":12}},{"id":"dadd5996-6b38-4af2-842f-2ae192f744f8","block_type":"box","text":"reward the caliber of executive management necessary to lead and operate the company to deliver superior financial returns","page_number":98,"box":{"x":89,"y":312,"width":871,"height":13}},{"id":"25d54046-1a67-4b66-9215-f6142493de62","block_type":"box","text":"over time. We focus on alignment between variable pay and a company’s financial performance.","page_number":98,"box":{"x":89,"y":327,"width":671,"height":13}},{"id":"95d48f7a-66c4-4bd1-ab14-e9fb3bd9b3b6","block_type":"box","text":"Generally, executive compensation arrangements have four components: base salary, annual bonus that rewards","page_number":98,"box":{"x":89,"y":354,"width":787,"height":12}},{"id":"eac51dd6-295c-4407-8767-7b391e7ad8f1","block_type":"box","text":"performance against short-term metrics, incentives - most often share-based- that reward performance against long-term","page_number":98,"box":{"x":89,"y":369,"width":858,"height":12}},{"id":"b0f95995-db5c-4371-9c38-5744f6f459ab","block_type":"box","text":"metrics, and pensions and benefits. In our observation, base salary, pensions and benefits are largely set relative to market","page_number":98,"box":{"x":89,"y":384,"width":854,"height":12}},{"id":"a5ab98a1-ecdd-4ba2-aa35-bf335070f5f1","block_type":"box","text":"norms and benchmarks. The annual bonus and share-based incentive, or variable pay plans, tend to be tailored to the","page_number":98,"box":{"x":89,"y":399,"width":823,"height":13}},{"id":"409d5f4b-97b0-414e-9af7-0b5e201431f7","block_type":"box","text":"company, its sector and long-term strategy, as well as the individuals the board is seeking to recruit and motivate.","page_number":98,"box":{"x":89,"y":414,"width":793,"height":13}},{"id":"2e5e4a7a-fa58-497c-bdf7-d3202026afee","block_type":"box","text":"Recognizing the unique circumstances of each company, we determine whether to support a company’s approach to","page_number":98,"box":{"x":89,"y":441,"width":819,"height":12}},{"id":"5068aadf-bfd5-46d7-914d-1c80623e9d46","block_type":"box","text":"executive compensation on a case-by-case basis. We rely on companies providing sufficient quantitative and qualitative","page_number":98,"box":{"x":89,"y":456,"width":836,"height":12}},{"id":"b40b17ec-82ea-41a9-a951-da95aa920852","block_type":"box","text":"information in their disclosures to enable shareholders to understand the compensation arrangements and assess the","page_number":98,"box":{"x":89,"y":471,"width":825,"height":12}},{"id":"de853a45-70c6-4586-bb38-e28ad2b9de11","block_type":"box","text":"alignment with investors’ interests. Features we look for in compensation arrangements include:","page_number":98,"box":{"x":89,"y":486,"width":673,"height":12}},{"id":"8a654aa6-4f50-4469-a569-da9f1b3b6104","block_type":"box","text":"• Fixed pay components, including base salary, benefits and prerequisites that are appropriate in the context of the","page_number":98,"box":{"x":121,"y":506,"width":823,"height":13}},{"id":"04e6fb54-320e-4c70-94b1-91d735055870","block_type":"box","text":"company’s size, sector and market.","page_number":98,"box":{"x":154,"y":521,"width":244,"height":13}},{"id":"c224d4f5-cb15-4f87-980c-96139fd06491","block_type":"box","text":"• Variable pay subject to performance metrics that are closely linked to the company’s short- and long-term strategic","page_number":98,"box":{"x":121,"y":542,"width":840,"height":12}},{"id":"060aca68-847b-4bf1-88bb-8197a97e8571","block_type":"box","text":"objectives.","page_number":98,"box":{"x":154,"y":557,"width":72,"height":12}},{"id":"6ab950f3-7121-4481-99ad-892ad12aa0a6","block_type":"box","text":"• Long-term incentives that motivate sustained performance across a multi-year period.","page_number":98,"box":{"x":121,"y":577,"width":637,"height":12}},{"id":"ee1c19b7-ae3b-41b2-b4eb-a9c7ff4dd8e1","block_type":"box","text":"• A balance between fixed and variable pay, short- and long-term incentives, and specific instruments (cash and","page_number":98,"box":{"x":121,"y":597,"width":805,"height":12}},{"id":"cfb90c38-1498-4496-9186-a28c9f7f7fc9","block_type":"box","text":"equity awards) that promotes pay program durability and seldom necessitates one-off, discretionary payments.","page_number":98,"box":{"x":154,"y":612,"width":778,"height":12}},{"id":"39274a21-c1d5-4ecd-bbe7-2a89756f6ac0","block_type":"box","text":"• Pay outcomes that are consistent with the returns to investors over the relevant time period.","page_number":98,"box":{"x":121,"y":632,"width":677,"height":13}},{"id":"d7a747a4-1c7e-445c-bc40-c872efe50ccf","block_type":"box","text":"• Board discretion, if allowed within the variable pay arrangements, to be used sparingly, responsibly and","page_number":98,"box":{"x":121,"y":652,"width":752,"height":13}},{"id":"58b3cfa6-1bfb-4d10-858f-fedd919fc147","block_type":"box","text":"transparently.","page_number":98,"box":{"x":153,"y":668,"width":94,"height":12}},{"id":"392737f4-d8a8-4391-9347-5ad8f57e6e93","block_type":"box","text":"• A requirement, that participants in long-term share-based incentive plans build a meaningful shareholding in the","page_number":98,"box":{"x":121,"y":688,"width":822,"height":12}},{"id":"7a420fcc-90c0-4298-9900-b587846eec0b","block_type":"box","text":"company within a defined time period, as determined by the board or relevant board committee.","page_number":98,"box":{"x":154,"y":703,"width":674,"height":12}},{"id":"09f9e01f-925c-484b-8c72-7494469bcb7e","block_type":"box","text":"• Change of control provisions that appropriately balance the interests of executives and shareholders.","page_number":98,"box":{"x":121,"y":723,"width":737,"height":12}},{"id":"1a5dcd54-595c-4e00-bade-5180d3c8b505","block_type":"box","text":"• Clawback or malus provisions that allow the company to recoup or hold back variable compensation from","page_number":98,"box":{"x":121,"y":743,"width":774,"height":12}},{"id":"156c09f4-a500-4c95-bbdc-ad8ac20b441f","block_type":"box","text":"individuals whose awards were based on fraudulent activities, misstated financial reports, or executive misconduct.","page_number":98,"box":{"x":154,"y":758,"width":805,"height":13}},{"id":"7f478116-f7d6-4e78-aa22-fcfa2ef77d62","block_type":"box","text":"• Severance arrangements that protect the company’s interests but do not cost more than is contractual.","page_number":98,"box":{"x":121,"y":778,"width":756,"height":13}},{"id":"61df57c8-07b4-4cd1-9c44-04218f893bb7","block_type":"box","text":"We may vote against proposals to introduce new share-based incentives, approve existing policies or plans, or approve the","page_number":98,"box":{"x":88,"y":805,"width":857,"height":12}},{"id":"d66ac7b8-a73b-4225-a4a1-c8e1d89a1fb2","block_type":"box","text":"compensation report where we do not see alignment between executive compensation arrangements and our clients’","page_number":98,"box":{"x":89,"y":820,"width":825,"height":12}},{"id":"10dc169b-be49-4b07-a32f-fd50f354afd8","block_type":"box","text":"financial interests. When there is not an alternative, or where there have been multi-year issues with compensation","page_number":98,"box":{"x":88,"y":835,"width":804,"height":12}},{"id":"0d143844-eb27-4042-9ab7-fbb311605561","block_type":"box","text":"misaligned with performance, we may vote against the election of the chair of the responsible committee, or the most senior","page_number":98,"box":{"x":89,"y":850,"width":874,"height":13}},{"id":"375569cf-629a-4f95-8a4b-d0fec902cbd0","block_type":"box","text":"independent director.","page_number":98,"box":{"x":89,"y":865,"width":148,"height":13}},{"id":"90d3c1d4-2de6-41e5-9047-1b38e4b780f7","block_type":"box","text":"A-9","page_number":98,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"5dfdffcb-8233-4c4b-ab51-0c7398308b45","block_type":"box","text":"Non-executive director compensation","page_number":99,"box":{"x":89,"y":44,"width":272,"height":12}},{"id":"8d0cc88d-0e24-40e2-b25d-f9a7e49fdd99","block_type":"box","text":"Companies generally pay non-executive directors an annual retainer or fee in cash, shares or a combination of the two. Some","page_number":99,"box":{"x":89,"y":70,"width":875,"height":13}},{"id":"0ec66796-5dc6-4cf4-aa51-21a8104df577","block_type":"box","text":"companies also pay additional fees for service on board committees or in board leadership roles. We do not support non","page_number":99,"box":{"x":89,"y":85,"width":845,"height":13}},{"id":"4a3de1d2-462c-446d-89b7-53384476a08d","block_type":"box","text":"executive directors participating in performance-based incentive plans as doing so may create a conflict of interest and","page_number":99,"box":{"x":89,"y":101,"width":832,"height":12}},{"id":"77e336b9-7675-49d3-9bca-dc287bea3ee3","block_type":"box","text":"undermine their independence from management, whom they oversee.","page_number":99,"box":{"x":89,"y":116,"width":501,"height":12}},{"id":"f376cdad-6094-441d-9c12-d97a6385f874","block_type":"box","text":"Capital structure","page_number":99,"box":{"x":89,"y":142,"width":119,"height":12}},{"id":"6795d3a0-71f0-4f71-a5f4-650893c19ebf","block_type":"box","text":"Boards are responsible for ensuring senior executive leadership has established a capital strategy that achieves appropriate","page_number":99,"box":{"x":89,"y":169,"width":859,"height":12}},{"id":"cb1feacb-d2ab-44cb-ac78-e060a7501d4e","block_type":"box","text":"capital allocation in support of long-term financial resilience.","page_number":99,"box":{"x":89,"y":184,"width":424,"height":12}},{"id":"c3569d37-bd6a-451a-af49-55f749626b80","block_type":"box","text":"Where company practices diverge from those set out below, we look for companies to disclose why they view these practices","page_number":99,"box":{"x":88,"y":210,"width":876,"height":13}},{"id":"e3d198ed-e3a0-49d7-9ffc-0469fc1d5119","block_type":"box","text":"to be aligned with shareholders’ interests. We may vote against management proposals seeking capital-related authorities, or","page_number":99,"box":{"x":88,"y":225,"width":879,"height":13}},{"id":"832ecf61-d74c-480a-9ed7-b0439f0ba74d","block_type":"box","text":"the election of the most senior independent director, if we have concerns about a company’s approach. We may also support","page_number":99,"box":{"x":88,"y":240,"width":875,"height":13}},{"id":"3316404c-695f-4e06-acea-487ebb64f736","block_type":"box","text":"a shareholder proposal seeking conversion of shares with differentiated voting rights to a one-share, one-vote standard.","page_number":99,"box":{"x":89,"y":256,"width":838,"height":12}},{"id":"5fe74c18-1118-4e91-9774-eeb1ea848932","block_type":"box","text":"Share issuance","page_number":99,"box":{"x":105,"y":282,"width":107,"height":10}},{"id":"a5bc6aa4-d43a-4035-b576-6f633de62e46","block_type":"box","text":"We assess requests for share issuance for particular transactions on a case-by-case basis. We will generally support","page_number":99,"box":{"x":88,"y":308,"width":807,"height":13}},{"id":"323e7dfc-ed42-407f-aa85-2acda9afe9a4","block_type":"box","text":"authorities to issue shares when subject to pre-emptive rights, and up to 20% absent pre-emptive rights. We consider it good","page_number":99,"box":{"x":89,"y":324,"width":877,"height":12}},{"id":"cc0f31b8-aec5-4ab0-8b53-44726d5ed0d6","block_type":"box","text":"practice for companies to seek regular approval of these authorities to allow shareholders to take into consideration how","page_number":99,"box":{"x":89,"y":339,"width":845,"height":12}},{"id":"c775deac-8e64-47c2-87ef-f5fb097df0bf","block_type":"box","text":"prior authorities were used, as well as the current circumstances of the company and the market environment.","page_number":99,"box":{"x":89,"y":354,"width":773,"height":12}},{"id":"45c4afcb-943b-432e-9471-f3472a9975ed","block_type":"box","text":"Share buybacks","page_number":99,"box":{"x":105,"y":380,"width":113,"height":13}},{"id":"a6656dbc-be54-416d-8f53-bf1b3e612a8f","block_type":"box","text":"We assess share buyback proposals in the context of the company’s disclosed capital management strategy and","page_number":99,"box":{"x":88,"y":407,"width":786,"height":12}},{"id":"7085279d-6377-4b29-8ac7-44444c59c11d","block_type":"box","text":"management’s determination of the appropriate balance between investment that supports the long-term growth of the","page_number":99,"box":{"x":89,"y":422,"width":844,"height":12}},{"id":"5178f5ae-5df7-495e-88c5-ab4822d72a53","block_type":"box","text":"company and returning cash to investors. We also take into consideration the effect of a buyback program on the company’s","page_number":99,"box":{"x":89,"y":437,"width":872,"height":12}},{"id":"55b1288b-ea85-4ddd-9644-335fb1a04c8c","block_type":"box","text":"balance sheet and executive compensation arrangements and the price at which shares are repurchased relative to market","page_number":99,"box":{"x":89,"y":452,"width":858,"height":12}},{"id":"af54f440-0602-4870-904f-a842d18e0301","block_type":"box","text":"price. We consider it good practice for companies to seek regular approval of these authorities to allow shareholders to take","page_number":99,"box":{"x":89,"y":467,"width":865,"height":13}},{"id":"925fbd49-cd4d-48c6-ada6-de97d7f28426","block_type":"box","text":"into consideration how prior authorities were used, as well as the current circumstances of the company and the market","page_number":99,"box":{"x":89,"y":482,"width":842,"height":13}},{"id":"6d274c73-05c1-457a-9c90-f60e2266bb2f","block_type":"box","text":"environment.","page_number":99,"box":{"x":89,"y":498,"width":91,"height":9}},{"id":"22ae0a39-a8b5-4a3f-ba1a-a99bae425c1a","block_type":"box","text":"Dividends","page_number":99,"box":{"x":106,"y":524,"width":70,"height":10}},{"id":"6f5ec798-3fd7-44f5-af51-58d99cf403c5","block_type":"box","text":"We generally defer to management and the board on dividend policy but may engage to seek further clarification where a","page_number":99,"box":{"x":88,"y":550,"width":852,"height":13}},{"id":"4410495f-3130-494a-ac27-e46ba67e1bb2","block_type":"box","text":"proposed dividend appears out of line with the company’s financial position.","page_number":99,"box":{"x":89,"y":565,"width":534,"height":13}},{"id":"c1673063-a2c1-484c-9a5c-8f266446755d","block_type":"box","text":"Differentiated voting rights","page_number":99,"box":{"x":106,"y":592,"width":193,"height":12}},{"id":"3116a55a-0c7b-4355-b56e-adfd85073301","block_type":"box","text":"We prefer companies to adopt a one-share, one-vote structure for share classes with the same economic exposure. Certain","page_number":99,"box":{"x":88,"y":618,"width":862,"height":13}},{"id":"c9c7a693-c1d0-4708-9339-ab2cb0e18e8f","block_type":"box","text":"companies, particularly those new to public markets, could make the case to adopt a differentiated voting rights structure, or","page_number":99,"box":{"x":89,"y":633,"width":875,"height":13}},{"id":"25519d15-acbe-40cb-bd74-998ed7af57e0","block_type":"box","text":"dual class stock. In those situations, we encourage companies to evaluate and seek approval for their capital structure on a","page_number":99,"box":{"x":89,"y":649,"width":860,"height":12}},{"id":"a26e1ba7-a704-4141-a92a-28d194429415","block_type":"box","text":"periodic basis.","page_number":99,"box":{"x":89,"y":664,"width":98,"height":12}},{"id":"e31c9f5b-d014-4d66-b02c-dab44ec33650","block_type":"box","text":"Transactions and special situations","page_number":99,"box":{"x":88,"y":690,"width":253,"height":13}},{"id":"5c13cc89-728d-4bbe-89c2-bf1bfeeeb176","block_type":"box","text":"We monitor developments in transactions and special situations closely and undertake our own detailed analyses of","page_number":99,"box":{"x":88,"y":717,"width":813,"height":12}},{"id":"ef6be282-382c-42c3-a7b5-095d6e92719f","block_type":"box","text":"proposals.","page_number":99,"box":{"x":89,"y":732,"width":70,"height":12}},{"id":"7c4ddc0f-9fba-466a-a3f5-f5fd75d35d67","block_type":"box","text":"Mergers and acquisitions","page_number":99,"box":{"x":105,"y":758,"width":182,"height":13}},{"id":"3073fb3f-f242-40ac-a16f-d65988cc27f3","block_type":"box","text":"We evaluate proposed mergers or acquisitions by assessing the financial outcome for our clients as minority shareholders.","page_number":99,"box":{"x":88,"y":785,"width":856,"height":12}},{"id":"978d7d82-3682-4cc7-a5a3-1a67c2d5b29d","block_type":"box","text":"Management should provide an assessment of the proposed transaction’s strategic and financial rationale, along with its","page_number":99,"box":{"x":89,"y":800,"width":846,"height":12}},{"id":"5bdb6c48-4cfc-492c-b150-06012ff8191b","block_type":"box","text":"execution and operational risks. We review each transaction independently based on these factors and the degree to which","page_number":99,"box":{"x":89,"y":815,"width":861,"height":12}},{"id":"e2a9f1e8-1f5e-45ce-95a4-0c869075e430","block_type":"box","text":"the transaction enhances shareholder value. The board might consider establishing an ad hoc transaction committee to","page_number":99,"box":{"x":88,"y":830,"width":839,"height":12}},{"id":"52183c2d-bbee-4874-94cb-c1bc98cb025e","block_type":"box","text":"undertake an independent assessment of a significant merger or acquisition, in advance of making its recommendation to","page_number":99,"box":{"x":89,"y":845,"width":855,"height":12}},{"id":"85ca5f45-17aa-4b10-9595-e903ed7f198c","block_type":"box","text":"shareholders.","page_number":99,"box":{"x":89,"y":860,"width":93,"height":10}},{"id":"ac87bdb3-40bb-4d40-982d-819ed7a5d1c5","block_type":"box","text":"A-10","page_number":99,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"3de0da6b-74d2-4906-a8ea-51e0c46c71e9","block_type":"box","text":"We will vote against transactions that, in our assessment, do not advance our clients’ financial interests.","page_number":100,"box":{"x":88,"y":44,"width":727,"height":12}},{"id":"b75f54e5-a144-4204-b973-fd40755fcc7f","block_type":"box","text":"Anti-takeover defenses","page_number":100,"box":{"x":104,"y":70,"width":167,"height":10}},{"id":"1dce9019-0a14-47b1-98fa-05265b31cf48","block_type":"box","text":"In principle, we do not support companies using anti-takeover defenses, also known as poison pills or shareholder rights","page_number":100,"box":{"x":89,"y":97,"width":842,"height":12}},{"id":"ed15946a-b372-4af7-bdd1-ce3a423f34db","block_type":"box","text":"plans, as they can entrench management and boards which have not delivered long-term shareholder value. By exception, a","page_number":100,"box":{"x":89,"y":112,"width":867,"height":12}},{"id":"b1933ab8-f35f-43e9-b4c8-9c0f9b3f82f5","block_type":"box","text":"poison pill may be supported if its purpose is to delay a takeover that is considered sub-optimal and enable management to","page_number":100,"box":{"x":89,"y":127,"width":865,"height":12}},{"id":"99d3c905-43a7-4fa1-95f9-e0afea92cc42","block_type":"box","text":"seek an improved offer. Similarly, management could make the case to use a poison pill to block a shareholder activism","page_number":100,"box":{"x":89,"y":142,"width":832,"height":12}},{"id":"ffb20dfa-ebb7-4794-bbed-f3a99c9911f9","block_type":"box","text":"campaign that may be counter to the interests of other investors. Defense mechanisms introduced in these circumstances","page_number":100,"box":{"x":89,"y":157,"width":856,"height":13}},{"id":"958a7279-cc26-4966-91fd-cd2ac107ccf1","block_type":"box","text":"should be limited in term and threshold, and also be closely monitored by the independent members of the board. We","page_number":100,"box":{"x":89,"y":172,"width":824,"height":13}},{"id":"44f37960-833a-4735-8340-99a85725711d","block_type":"box","text":"consider it good practice for companies to put to a shareholder vote any mechanisms expected to be in place for more than","page_number":100,"box":{"x":89,"y":188,"width":865,"height":12}},{"id":"f531387c-41a5-41a5-9b94-4f362ee1b65e","block_type":"box","text":"12 months.","page_number":100,"box":{"x":90,"y":203,"width":77,"height":9}},{"id":"602296bf-d94b-4e4a-8a3d-9f8c9c278d1b","block_type":"box","text":"Shareholder activism","page_number":100,"box":{"x":105,"y":229,"width":151,"height":10}},{"id":"0cc96db1-94c4-49c4-88ff-6fa4bd03d3ac","block_type":"box","text":"When companies are the focus of an activism campaign, we may communicate with the activist to understand their analysis","page_number":100,"box":{"x":88,"y":256,"width":872,"height":12}},{"id":"3b2e54e4-10e6-495e-866c-485382cd64be","block_type":"box","text":"and objectives, once they have publicly disclosed their campaign. We may also engage with company management and","page_number":100,"box":{"x":89,"y":271,"width":837,"height":12}},{"id":"7fe64499-abce-42ad-ad52-c819426e8d40","block_type":"box","text":"possibly board members, especially those the activist may be seeking to replace. In our assessment, we evaluate various","page_number":100,"box":{"x":89,"y":286,"width":839,"height":12}},{"id":"c77b8997-72fd-488d-b470-dce9ec097e6a","block_type":"box","text":"factors, including the concerns raised by the activist and the case for change; the quality of both the activist’s and","page_number":100,"box":{"x":88,"y":301,"width":796,"height":12}},{"id":"94ebfa70-3557-438b-9374-7979775739f1","block_type":"box","text":"management’s plans; and the qualifications of each party’s candidates. We evaluate each contested situation by assessing","page_number":100,"box":{"x":89,"y":316,"width":854,"height":12}},{"id":"112a52fc-c514-4879-910f-0aa197c05839","block_type":"box","text":"the potential financial outcome for our clients as minority shareholders.","page_number":100,"box":{"x":88,"y":331,"width":502,"height":12}},{"id":"93ff234e-7fd0-4d3a-a6bc-31288a16541a","block_type":"box","text":"We may support board candidates nominated by a shareholder activist if BAIS, in its independent judgment, or the relevant","page_number":100,"box":{"x":88,"y":358,"width":861,"height":12}},{"id":"16766b30-99dd-4174-9db6-1bfa0b4428b1","block_type":"box","text":"portfolio manager has determined that there is a case for change to enhance shareholder value, or if the incumbent board","page_number":100,"box":{"x":89,"y":373,"width":853,"height":12}},{"id":"0c8c3659-9188-4d45-90a9-c7a74a21831b","block_type":"box","text":"members do not demonstrate the relevant skills and expertise or have a poor track record of protecting shareholders’","page_number":100,"box":{"x":89,"y":388,"width":820,"height":12}},{"id":"7c4091e1-24e9-420f-a359-96c405804bf9","block_type":"box","text":"interests.","page_number":100,"box":{"x":89,"y":404,"width":62,"height":9}},{"id":"bff04609-f708-4aee-83e3-a56bcc463f05","block_type":"box","text":"Significant shareholders and related party transactions","page_number":100,"box":{"x":105,"y":429,"width":396,"height":13}},{"id":"e4c960ce-eea3-4e1e-9bda-a92380aff849","block_type":"box","text":"Boards of companies with affiliated shareholders or directors should give equitable consideration to the interests of all","page_number":100,"box":{"x":89,"y":456,"width":825,"height":12}},{"id":"0a55f85b-ac66-49e2-9b7e-5834783bfd4f","block_type":"box","text":"shareholders when evaluating related party transactions.","page_number":100,"box":{"x":89,"y":471,"width":396,"height":12}},{"id":"4ea05c61-b5ce-4e05-87db-a99e994a4adf","block_type":"box","text":"We consider it good practice for transactions with related parties, such as significant shareholders or companies affiliated","page_number":100,"box":{"x":88,"y":497,"width":850,"height":13}},{"id":"b6af07d4-34d1-4c02-b9ca-9bbea7738061","block_type":"box","text":"with the public company, to be disclosed in detail and conducted on terms similar to what would objectively have been","page_number":100,"box":{"x":88,"y":513,"width":832,"height":12}},{"id":"dedfbb82-8f42-40ef-95f9-e2b9be2ac082","block_type":"box","text":"agreed with a non-related party. In our view, such transactions should be reviewed and approved by the independent","page_number":100,"box":{"x":89,"y":528,"width":817,"height":12}},{"id":"bf068037-16d9-4ca5-9fcd-02660d1afa50","block_type":"box","text":"members of the board, and if voted on, only disinterested shareholders should vote.","page_number":100,"box":{"x":89,"y":543,"width":585,"height":12}},{"id":"4048f27a-6a8a-4fb9-82c0-55f05a31e866","block_type":"box","text":"Corporate reporting, risk management and audit","page_number":100,"box":{"x":89,"y":569,"width":352,"height":13}},{"id":"1ba8a576-7832-4780-89e6-5e64e1068c8a","block_type":"box","text":"Investors depend on corporate reporting, both regulatory and voluntary, to understand a company’s strategy, its","page_number":100,"box":{"x":89,"y":596,"width":783,"height":12}},{"id":"197dc725-7bb5-47be-aa9f-50b51236e6f0","block_type":"box","text":"implementation and financial performance, as well as to assess the quality of management and operations and potential for","page_number":100,"box":{"x":89,"y":611,"width":868,"height":12}},{"id":"a02aa18d-c187-4a5e-8bfd-d038bdcb9b82","block_type":"box","text":"the company to create shareholder value over time. We consider it good practice for the board to oversee corporate reporting","page_number":100,"box":{"x":88,"y":626,"width":876,"height":12}},{"id":"a499afe2-5ee9-4c03-9e4d-92c3e1ac0675","block_type":"box","text":"and the policies and procedures underpinning the internal audit function and external audit.","page_number":100,"box":{"x":89,"y":641,"width":644,"height":12}},{"id":"497f32fa-9737-4df9-b6bc-a27ac8fd4551","block_type":"box","text":"A company’s financial reporting should provide decision-useful information for investors, and other stakeholders, on its","page_number":100,"box":{"x":88,"y":668,"width":836,"height":12}},{"id":"62c03eb9-f81b-44f3-8eaf-823d3df11274","block_type":"box","text":"financial performance and position. It should provide an accurate and balanced assessment of the risks and opportunities the","page_number":100,"box":{"x":88,"y":683,"width":879,"height":12}},{"id":"941eb359-71e7-44a8-97f3-1e93767595a7","block_type":"box","text":"company faces in realizing its long-term strategy. Accordingly, the assumptions made by management and reviewed by the","page_number":100,"box":{"x":89,"y":698,"width":862,"height":12}},{"id":"f3c07b9d-0e79-462f-a87d-a80cf5e16562","block_type":"box","text":"auditor in preparing the financial statements should be reasonable and justified. Financial statements should be prepared in","page_number":100,"box":{"x":89,"y":713,"width":864,"height":12}},{"id":"7317b995-4aae-44c9-8350-0b049b52d12f","block_type":"box","text":"accordance with globally developed reporting standards and any divergence from generally accepted accounting principles","page_number":100,"box":{"x":89,"y":728,"width":862,"height":12}},{"id":"4f8707bf-6e47-4b19-b5e0-b7cfc96f004b","block_type":"box","text":"should be explained in detail and justified. Accounting restatements should be explained in detail and any remedial actions,","page_number":100,"box":{"x":89,"y":743,"width":862,"height":12}},{"id":"711f420f-1fa4-4346-92c0-72e511835e2d","block_type":"box","text":"and the implications of these, disclosed.","page_number":100,"box":{"x":89,"y":758,"width":279,"height":13}},{"id":"1c07bfca-8a58-482c-8961-d785b7602386","block_type":"box","text":"In this context, audit committees play a vital role in a company’s financial reporting system by providing independent","page_number":100,"box":{"x":89,"y":785,"width":819,"height":12}},{"id":"5c890dfe-7fb7-4b80-ba97-896877555754","block_type":"box","text":"oversight of the accounts, material financial and, where appropriate to the jurisdiction, non-financial information, internal","page_number":100,"box":{"x":89,"y":800,"width":850,"height":12}},{"id":"ef3599ff-9c3e-4b93-a81a-a88ee8a26b8c","block_type":"box","text":"control frameworks and Enterprise Risk Management systems. In our view, effective audit committee oversight strengthens","page_number":100,"box":{"x":89,"y":815,"width":863,"height":12}},{"id":"674168e6-6656-4b8b-bd16-b46c6480f0e2","block_type":"box","text":"the quality and reliability of a company’s financial statements and provides an important level of reassurance to shareholders.","page_number":100,"box":{"x":88,"y":830,"width":878,"height":12}},{"id":"ce2c4a0c-0fb8-4be0-b1a9-2623f1efe2a2","block_type":"box","text":"Audit committees should have a procedure in place for assessing the independence of the auditor and the quality of the","page_number":100,"box":{"x":88,"y":845,"width":840,"height":12}},{"id":"ce1fb601-eff9-492c-9ddb-9ac9104621b0","block_type":"box","text":"external audit process annually.","page_number":100,"box":{"x":89,"y":860,"width":219,"height":13}},{"id":"ce680127-b0e5-4db7-ac3b-5fba02e424a6","block_type":"box","text":"A-11","page_number":100,"box":{"x":511,"y":894,"width":31,"height":9}},{"id":"a00ea8f3-7ca5-42bb-9ae4-939c4f15af2f","block_type":"box","text":"Similarly, we encourage companies to disclose material sustainability-related factors that are integral to how a company","page_number":101,"box":{"x":88,"y":44,"width":841,"height":12}},{"id":"bfce0193-937b-41db-9e57-7454555fd523","block_type":"box","text":"manages risks or generates revenue. BAIS finds it helpful to our understanding when companies provide robust, standardized","page_number":101,"box":{"x":89,"y":59,"width":877,"height":12}},{"id":"53af2d7f-bbae-4033-be85-f19f5035e8da","block_type":"box","text":"disclosures on their material sustainability-related risks and opportunities. The International Sustainability Standards Board","page_number":101,"box":{"x":89,"y":74,"width":860,"height":12}},{"id":"6152ee89-5c92-40cc-8c18-ccb47166309c","block_type":"box","text":"(ISSB) is one entity working to meet these objectives through its reporting standards, which may be helpful to companies in","page_number":101,"box":{"x":89,"y":89,"width":865,"height":13}},{"id":"3330a699-6fc6-4fab-b17b-9cca40efe6ed","block_type":"box","text":"preparing such reports.","page_number":101,"box":{"x":89,"y":104,"width":161,"height":13}},{"id":"dc31f0b6-5dc0-4efd-805e-8bb4c47036ab","block_type":"box","text":"(9)","page_number":101,"box":{"x":252,"y":102,"width":14,"height":8}},{"id":"af2f667e-4377-45e1-8951-63a8d59c2f6c","block_type":"box","text":"However, we do not mandate any specific disclosure framework, and note that companies in","page_number":101,"box":{"x":272,"y":104,"width":647,"height":13}},{"id":"e301f5b5-9b59-4a6e-b57a-fa5544028e1d","block_type":"box","text":"certain jurisdictions are subject to mandatory reporting requirements under standards specified by policy makers.","page_number":101,"box":{"x":89,"y":119,"width":794,"height":13}},{"id":"d363b8cc-ea83-4164-9afd-8d70d1e6e6d9","block_type":"box","text":"(10)","page_number":101,"box":{"x":885,"y":117,"width":20,"height":8}},{"id":"1b1f3572-fa55-4f85-bdfc-2a8b4c80d671","block_type":"box","text":"Companies should establish robust risk management and internal control processes appropriate to the company’s business,","page_number":101,"box":{"x":89,"y":146,"width":868,"height":12}},{"id":"a43a5f22-24cc-4bf5-9df1-8e1468eff14d","block_type":"box","text":"risk tolerance, and regulatory environment. A credible whistleblowing system for employees, and potentially other","page_number":101,"box":{"x":89,"y":161,"width":797,"height":12}},{"id":"71c9b886-cd22-4345-a479-4cb7448cf98c","block_type":"box","text":"stakeholders, can be a useful mechanism for ensuring that senior management and the board are aware of potential","page_number":101,"box":{"x":89,"y":176,"width":813,"height":13}},{"id":"91b48970-ce80-41eb-8efe-a8812b7f7fb7","block_type":"box","text":"misconduct or breaches in risk management and internal control processes.","page_number":101,"box":{"x":89,"y":191,"width":532,"height":13}},{"id":"03a1c73a-7e7a-4799-b1c9-5844af203437","block_type":"box","text":"A comprehensive audit conducted by an independent audit firm contributes to investor confidence in the quality of corporate","page_number":101,"box":{"x":88,"y":218,"width":879,"height":12}},{"id":"8535ad54-839e-49fc-8944-c608aefaabbc","block_type":"box","text":"reporting. It is helpful when the audit report gives some insight into the scope and focus of the audit, as well as any critical","page_number":101,"box":{"x":89,"y":233,"width":856,"height":12}},{"id":"19feb195-2e18-4032-b19b-3e5cc603e59a","block_type":"box","text":"audit matters identified and how these were resolved. A comprehensive and effective audit is time and resource intensive,","page_number":101,"box":{"x":89,"y":248,"width":850,"height":12}},{"id":"7012e09a-9170-4303-ae33-de28a67008f7","block_type":"box","text":"and the audit fee should be commensurate. Fees paid to the audit firm for non-audit consulting should not exceed the audit","page_number":101,"box":{"x":89,"y":263,"width":867,"height":12}},{"id":"05945b1f-35b3-465e-9720-bb943561e314","block_type":"box","text":"fee to a degree that may prompt concerns about the independence of the audit. The audit committee should explain its","page_number":101,"box":{"x":88,"y":278,"width":837,"height":13}},{"id":"7f5d80f8-ea1a-4814-b2de-6b51e83ff836","block_type":"box","text":"position on auditor tenure and how it confirmed that the auditor remained independent.","page_number":101,"box":{"x":89,"y":293,"width":618,"height":13}},{"id":"b1f97a3a-ec4c-4d47-a290-42c16c15e5b3","block_type":"box","text":"We may vote against the election of the responsible directors if corporate reporting is insufficient or there are material","page_number":101,"box":{"x":88,"y":320,"width":824,"height":12}},{"id":"03e1d175-80f2-433c-bfb9-1708981fb0eb","block_type":"box","text":"misstatements in financial reports. In markets where relevant, we may vote against a proposal to approve the financial","page_number":101,"box":{"x":89,"y":335,"width":826,"height":12}},{"id":"d6e26a13-a69f-4b9f-8788-72b10120a588","block_type":"box","text":"statements or the discharge of the board when we are concerned about the quality of corporate reporting or the audit. We","page_number":101,"box":{"x":89,"y":350,"width":856,"height":12}},{"id":"9de80dd5-a23f-4fa1-8ff8-b34b817fed22","block_type":"box","text":"may vote against proposals to appoint the auditor, ratify the audit report, or approve the audit fee if we are concerned about","page_number":101,"box":{"x":89,"y":365,"width":868,"height":12}},{"id":"954a35fa-e547-4253-a31d-f9975d3925c0","block_type":"box","text":"the auditor’s independence, the quality of the audit, or there are material misstatements in financial reports and the board","page_number":101,"box":{"x":88,"y":380,"width":854,"height":13}},{"id":"df21d33b-da85-4cbe-a21a-01dbf22c27e0","block_type":"box","text":"has not established reasonable remediation plans.","page_number":101,"box":{"x":89,"y":395,"width":349,"height":13}},{"id":"4f87c3af-4eb6-4db7-bf9a-a11535e35b3f","block_type":"box","text":"Shareholder rights and protections","page_number":101,"box":{"x":88,"y":422,"width":252,"height":12}},{"id":"f20aef76-3eb1-4b50-8a8b-9f04b965ea26","block_type":"box","text":"General shareholder meetings","page_number":101,"box":{"x":105,"y":448,"width":217,"height":13}},{"id":"fd813d93-bf70-4377-afbb-5ec3b5d52db5","block_type":"box","text":"Companies normally have an annual general meeting of shareholders at which routine and non-routine items of business are","page_number":101,"box":{"x":89,"y":475,"width":875,"height":12}},{"id":"a73770d9-b57c-4e52-87eb-ec4538cf8596","block_type":"box","text":"discussed and voted on by shareholders in attendance or submitting proxy votes. Companies should disclose materials","page_number":101,"box":{"x":89,"y":490,"width":831,"height":12}},{"id":"44db1703-7a6f-4f1d-9a83-4ca668ca2074","block_type":"box","text":"relevant to the shareholder meeting sufficiently in advance so that shareholders can take them into consideration in their","page_number":101,"box":{"x":89,"y":505,"width":846,"height":12}},{"id":"6c2de9e0-92e6-4c7b-a0bd-cb1aec9264fa","block_type":"box","text":"voting decisions. Many companies offer shareholders the option of participating in the meeting virtually which, whilst","page_number":101,"box":{"x":88,"y":520,"width":823,"height":12}},{"id":"d45b1d9a-92ed-408c-a555-1065c8d76144","block_type":"box","text":"welcome, should not limit the rights of shareholders to participate as they would during an in-person meeting.","page_number":101,"box":{"x":88,"y":535,"width":774,"height":13}},{"id":"093431a6-e881-494e-b5ef-d922e677e4d0","block_type":"box","text":"We may vote against directors when materials related to the business of the shareholder meeting are not provided in a timely","page_number":101,"box":{"x":88,"y":562,"width":877,"height":12}},{"id":"278b8e7b-479d-4d4b-b1dd-fb0462718226","block_type":"box","text":"manner or do not provide sufficient information for us to make an informed voting decision. We may vote against directors if","page_number":101,"box":{"x":89,"y":577,"width":874,"height":12}},{"id":"5e841888-9aed-4be4-a23f-28479c35af41","block_type":"box","text":"the format of the shareholder meeting does not accommodate reasonable shareholder participation.","page_number":101,"box":{"x":88,"y":592,"width":704,"height":12}},{"id":"542e36a9-4bbb-4525-a839-87518d434b6d","block_type":"box","text":"Bylaw amendments","page_number":101,"box":{"x":106,"y":618,"width":140,"height":13}},{"id":"804837f0-2417-4f39-86dc-f79d380f3ee2","block_type":"box","text":"We review bylaw amendments proposed by management on a case-by-case basis and will generally support those that are","page_number":101,"box":{"x":88,"y":645,"width":860,"height":12}},{"id":"3eb18e96-1d12-46ab-b422-abeab5464c00","block_type":"box","text":"aligned with the interests of minority shareholders. Any material changes to the bylaws should be explained in detail and put","page_number":101,"box":{"x":89,"y":660,"width":873,"height":12}},{"id":"a213c114-d9af-4ae9-85a7-2c736886a164","block_type":"box","text":"to a shareholder vote.","page_number":101,"box":{"x":88,"y":675,"width":151,"height":10}},{"id":"5421f54c-9cee-4e31-985b-0109e08514f2","block_type":"box","text":"We may vote against bylaw amendments that reduce shareholder rights and protections or introduce additional burdens. We","page_number":101,"box":{"x":88,"y":702,"width":875,"height":12}},{"id":"05637336-7a76-4dd6-8ff9-e5dcdfe76f25","block_type":"box","text":"may vote against directors if material changes are made to the bylaws without shareholder approval.","page_number":101,"box":{"x":89,"y":717,"width":703,"height":12}},{"id":"439fa25e-9303-495f-b5ff-7ce60bdfc274","block_type":"box","text":"If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a group, with a","page_number":101,"box":{"x":89,"y":743,"width":876,"height":12}},{"id":"9eb1445b-918c-4967-8517-57da23686b1f","block_type":"box","text":"meaningful shareholding, the right to call a special meeting of shareholders. The shareholding required to exercise this right","page_number":101,"box":{"x":89,"y":758,"width":867,"height":13}},{"id":"5b256dc7-e210-4140-b6be-3ec1802fc557","block_type":"box","text":"should balance its utility with the cost to the company of holding special meetings.","page_number":101,"box":{"x":89,"y":773,"width":579,"height":13}},{"id":"5beee3af-daf9-4d2d-85fa-7241fbe3e8fd","block_type":"box","text":"(9) The ISSB is an independent standard-setting body within the International Financial Reporting Standards (IFRS) Foundation. Please refer to the","page_number":101,"box":{"x":89,"y":803,"width":831,"height":10}},{"id":"20be3efe-d580-488e-bcfd-ce9f40049f6b","block_type":"box","text":"IFRS","page_number":101,"box":{"x":925,"y":803,"width":23,"height":8}},{"id":"ca701a85-3329-4555-a14c-1c96f03fefaf","block_type":"box","text":"website to learn more about the framework and standards S1 “General Requirements for Disclosure of Sustainability-related Financial Information”","page_number":101,"box":{"x":121,"y":816,"width":824,"height":9}},{"id":"a4cee4f4-49e9-41df-916d-132ecec4984c","block_type":"box","text":"and S2 “Climate-related Disclosures.”","page_number":101,"box":{"x":121,"y":828,"width":209,"height":8}},{"id":"8d0a7b42-a462-4ca8-82cd-8343cc68b3a2","block_type":"box","text":"(10) See, for examples, https://www.ifrs.org/news-and-events/news/2025/06/ifrs-foundation-publishes-jurisdictional-profiles-issb-st","page_number":101,"box":{"x":89,"y":843,"width":765,"height":10}},{"id":"80929904-728b-425c-9f71-95d11f0a9536","block_type":"box","text":"andards/ and","page_number":101,"box":{"x":855,"y":843,"width":75,"height":8}},{"id":"43faa02e-3825-4ca4-99ee-e878903a95c6","block_type":"box","text":"https://finance.ec.europa.eu/capital-markets-union-and-financial-markets/company-reporting-and","page_number":101,"box":{"x":121,"y":856,"width":569,"height":10}},{"id":"6910eee2-e248-4c92-99a8-689e44481994","block_type":"box","text":"auditing/company-reporting/corporate-sustainability-reporting_en","page_number":101,"box":{"x":121,"y":868,"width":379,"height":10}},{"id":"bc0bd6a7-3915-4ffb-850f-7780b43a28b1","block_type":"box","text":"A-12","page_number":101,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"466ad9da-cf61-470a-bb74-c57c03502a4f","block_type":"box","text":"If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a group, with a","page_number":102,"box":{"x":89,"y":44,"width":876,"height":12}},{"id":"e7a68e05-2db9-49ed-a2fd-c6f07e0b7c1b","block_type":"box","text":"meaningful shareholding, the right to nominate directors to the company’s board. The threshold for this right should be set","page_number":102,"box":{"x":89,"y":59,"width":863,"height":12}},{"id":"f352b325-e626-45a1-a747-ab5ed31bab50","block_type":"box","text":"so that shareholders can exercise it without being unduly disruptive to the board’s own nomination process.","page_number":102,"box":{"x":89,"y":74,"width":756,"height":12}},{"id":"8269c689-238f-4a0d-b7a5-db7592815dc5","block_type":"box","text":"Whilst we would not use either of these rights ourselves, we see them as important accountability mechanisms. We may vote","page_number":102,"box":{"x":88,"y":101,"width":878,"height":12}},{"id":"2228a4f4-5c9f-4b42-b8aa-4bde6ee70efc","block_type":"box","text":"for a shareholder proposal seeking the addition of either of these provisions to a company’s bylaws.","page_number":102,"box":{"x":88,"y":116,"width":696,"height":12}},{"id":"e4581475-d554-46b2-bd6c-f543a383b42a","block_type":"box","text":"Change of domicile","page_number":102,"box":{"x":105,"y":142,"width":139,"height":12}},{"id":"5111123e-268d-4b1b-9572-aacf128a045e","block_type":"box","text":"We generally defer to management on proposals to change a company’s domicile as long as the rationale for doing so is","page_number":102,"box":{"x":88,"y":169,"width":842,"height":12}},{"id":"88d00978-528b-403c-bddf-2986bcc734f2","block_type":"box","text":"consistent with the company’s long-term strategy and business model and the related costs are immaterial.","page_number":102,"box":{"x":89,"y":184,"width":754,"height":12}},{"id":"d2d15e00-1e79-48d8-a752-56c687f3b0d6","block_type":"box","text":"We may vote against directors or a proposal to change a company’s domicile where it does not seem aligned with our clients’","page_number":102,"box":{"x":88,"y":210,"width":878,"height":13}},{"id":"e87084d0-feeb-4293-aa6d-bb021b395c24","block_type":"box","text":"financial interests.","page_number":102,"box":{"x":88,"y":225,"width":126,"height":10}},{"id":"b0b96c8e-4af6-4abd-9601-22bd1a88e48c","block_type":"box","text":"Changes to a company’s purpose or the nature of its business","page_number":102,"box":{"x":105,"y":252,"width":446,"height":12}},{"id":"322f9ac8-4e3f-4818-bb7d-6017b1949258","block_type":"box","text":"Plans to materially change the nature of a company’s business or its purpose should be disclosed and explained in the","page_number":102,"box":{"x":89,"y":278,"width":826,"height":13}},{"id":"9f222b3f-fd69-4973-8b1e-98ecb630d56a","block_type":"box","text":"context of long-term strategy and business dynamics. Such changes may significantly alter an investor’s views on the","page_number":102,"box":{"x":89,"y":293,"width":823,"height":13}},{"id":"806bc45a-ae0e-427a-879a-44813308a5f1","block_type":"box","text":"suitability of a company for their investment strategy or portfolio.","page_number":102,"box":{"x":89,"y":308,"width":455,"height":13}},{"id":"bf14b0ad-571b-43a5-88b5-b350e3b49236","block_type":"box","text":"Where relevant, we may vote against proposals to change a company’s purpose or the nature of its business if the board has","page_number":102,"box":{"x":88,"y":335,"width":871,"height":12}},{"id":"add1383b-d712-4ef6-b06b-ca7c62244864","block_type":"box","text":"not provided a credible argument for change.","page_number":102,"box":{"x":89,"y":350,"width":316,"height":12}},{"id":"291c35de-adb1-4874-86d0-90b8bb1b3094","block_type":"box","text":"Shareholder proposals","page_number":102,"box":{"x":88,"y":376,"width":163,"height":13}},{"id":"0525711a-aa10-490e-93ba-17d32b42dc37","block_type":"box","text":"Shareholders in many markets, who meet certain eligibility criteria, have the right to submit proposals to the general","page_number":102,"box":{"x":88,"y":403,"width":813,"height":12}},{"id":"a7b21316-f4c7-4f09-88e0-18cfbfcca52c","block_type":"box","text":"shareholder meeting asking a company to take a particular course of action subject to the proposal being supported by a","page_number":102,"box":{"x":89,"y":418,"width":846,"height":12}},{"id":"02155b94-7e43-44e6-9c88-dd889b4be8fd","block_type":"box","text":"majority of votes cast at the meeting. The topics raised can address a range of matters that may be relevant to a company’s","page_number":102,"box":{"x":89,"y":433,"width":864,"height":13}},{"id":"b00cfaad-1b19-476f-9fa5-eec437d71efa","block_type":"box","text":"business.","page_number":102,"box":{"x":89,"y":448,"width":63,"height":10}},{"id":"2c1f9e3a-3889-4757-99f6-4b066b575a92","block_type":"box","text":"We vote on these proposals on a case-by-case basis. We assess the relevance of the topic raised to a company’s business and","page_number":102,"box":{"x":88,"y":475,"width":877,"height":12}},{"id":"97379fe8-80c0-4928-b3cc-a54aece3244b","block_type":"box","text":"its current approach, whether the actions sought are consistent with shareholders’ interests, and what impact the proposal","page_number":102,"box":{"x":89,"y":490,"width":861,"height":12}},{"id":"6d3f4b80-f6dd-4ffe-80ae-03f3d048c26a","block_type":"box","text":"being acted upon might have on financial performance.","page_number":102,"box":{"x":89,"y":505,"width":388,"height":12}},{"id":"6e0e4469-0063-4409-a0bd-c3ed4b8987a9","block_type":"box","text":"Our general approach where we have concerns about a company’s governance, disclosures or performance is to engage to","page_number":102,"box":{"x":89,"y":531,"width":861,"height":13}},{"id":"d0996a03-bb7c-47ab-a6cf-2854f8ea43f6","block_type":"box","text":"understand the apparent difference in perspective. If we are concerned a company is not acting in shareholders’ financial","page_number":102,"box":{"x":89,"y":547,"width":844,"height":12}},{"id":"9b154d71-f409-4eb0-b54b-a654e09af88c","block_type":"box","text":"interests, we may vote against the election of directors. We may support a relevant shareholder proposal if doing so is aligned","page_number":102,"box":{"x":89,"y":562,"width":877,"height":12}},{"id":"79e1a3ff-a6d0-4325-908b-d2d7d864f584","block_type":"box","text":"with our clients’ financial interests. We generally do not support shareholder proposals that are legally binding on the","page_number":102,"box":{"x":88,"y":577,"width":820,"height":12}},{"id":"a0d0b496-5c6c-4d3a-ba1c-9ccaaa9bec5c","block_type":"box","text":"company, seek to alter a company’s strategy or direct its operations, or are unrelated to how a company manages risk or","page_number":102,"box":{"x":89,"y":592,"width":842,"height":12}},{"id":"ca784f97-ac3f-4881-b90d-4fdc7f5aa114","block_type":"box","text":"generates financial returns.","page_number":102,"box":{"x":89,"y":607,"width":189,"height":12}},{"id":"02cb1564-8bf9-4d97-8a21-45dad4e5e72f","block_type":"box","text":"BlackRock is subject to rules, regulations, agency guidance and contractual agreements that place restrictions and limitations","page_number":102,"box":{"x":89,"y":633,"width":878,"height":13}},{"id":"63605e87-8fbd-4d0d-bdce-55c71ced4ca5","block_type":"box","text":"on how we can interact with the companies in which we invest on behalf of our clients, including our ability to submit","page_number":102,"box":{"x":89,"y":649,"width":824,"height":12}},{"id":"3b8131e5-e0de-494a-9157-2da85fed60af","block_type":"box","text":"shareholder proposals. We do not submit shareholder proposals but can vote, on behalf of clients who authorize us to do so,","page_number":102,"box":{"x":89,"y":664,"width":870,"height":12}},{"id":"290ad7ee-f89f-4cd2-86e3-5d0ee83cc9a3","block_type":"box","text":"on proposals put forth by others.","page_number":102,"box":{"x":89,"y":679,"width":228,"height":12}},{"id":"4b5c2c38-985c-4ee2-b354-7efc725bde70","block_type":"box","text":"Corporate political activities","page_number":102,"box":{"x":89,"y":705,"width":202,"height":13}},{"id":"0aa276a7-e9ea-4d99-a209-40a109438f31","block_type":"box","text":"A corporation’s ability to engage in the policy process is subject to rules and regulations set by the jurisdictions in which they","page_number":102,"box":{"x":88,"y":732,"width":876,"height":12}},{"id":"1e5c3e17-cce6-460e-857a-35416ad7e1b8","block_type":"box","text":"engage. When a corporation reports material financial risk related to policy and or regulatory changes, BAIS may seek to","page_number":102,"box":{"x":89,"y":747,"width":841,"height":12}},{"id":"a5ffa602-de75-4359-b5de-ad25df18f3fa","block_type":"box","text":"understand how it is addressing the material risk identified. We seek to understand how companies engage in corporate","page_number":102,"box":{"x":89,"y":762,"width":840,"height":12}},{"id":"ec8f6d89-633e-403b-8cca-ec36e71377b1","block_type":"box","text":"political activities and ensure that their participation is consistent with their public statements on policy matters material to","page_number":102,"box":{"x":89,"y":777,"width":862,"height":12}},{"id":"ae193aeb-3460-4e82-95dc-3e9285df5271","block_type":"box","text":"the company’s long-term strategy. The board should be aware of the approach taken by management on corporate political","page_number":102,"box":{"x":88,"y":792,"width":866,"height":13}},{"id":"454c4725-332d-4b42-80d3-a7de17e4fb28","block_type":"box","text":"activities as there can be reputational risks arising from inconsistencies between a company’s policy engagement and stated","page_number":102,"box":{"x":89,"y":807,"width":871,"height":13}},{"id":"177f88e4-133a-4e5f-a7c9-1a0a7e631035","block_type":"box","text":"policy positions. Companies should, as a minimum, meet all regulatory disclosure requirements on political activities. We may","page_number":102,"box":{"x":89,"y":822,"width":879,"height":13}},{"id":"109db156-05b8-4dc6-996b-3a9e60f29464","block_type":"box","text":"engage a company where we would like to better understand its approach to policy engagement, where relevant.","page_number":102,"box":{"x":89,"y":838,"width":791,"height":12}},{"id":"053bfb19-8242-4eaa-acb7-c82cf217bca9","block_type":"box","text":"A-13","page_number":102,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"58d9eb1e-64b2-472c-8a68-bc9e84659769","block_type":"box","text":"To mitigate the risk of inconsistencies, companies may wish to assess the alignment between their policy priorities and the","page_number":103,"box":{"x":88,"y":44,"width":860,"height":12}},{"id":"bafcc310-6bdf-434c-9dee-2c17473ba1a2","block_type":"box","text":"policy positions of the trade associations of which they are active members and any engagements undertaken by trade","page_number":103,"box":{"x":89,"y":59,"width":832,"height":12}},{"id":"35c50f38-8152-48b5-9bbd-870dca968c8a","block_type":"box","text":"associations on behalf of members.","page_number":103,"box":{"x":89,"y":74,"width":248,"height":10}},{"id":"22cbf362-9e26-4e12-a9b0-784aa49caf40","block_type":"box","text":"We may support a relevant shareholder proposal, or vote against directors, where a company’s disclosures are insufficient to","page_number":103,"box":{"x":88,"y":101,"width":870,"height":12}},{"id":"43500c90-a334-48e7-9d1e-0af975fa0941","block_type":"box","text":"address the material risk it has identified.","page_number":103,"box":{"x":89,"y":116,"width":286,"height":9}},{"id":"63428839-570b-4ba0-a8e6-403d51b95923","block_type":"box","text":"Material sustainability-related risks and opportunities","page_number":103,"box":{"x":89,"y":142,"width":387,"height":12}},{"id":"b388c9d6-0e7c-4076-b6ea-6fec55bfe1a3","block_type":"box","text":"We seek to understand how companies manage the material risks and opportunities inherent in their business operations. In","page_number":103,"box":{"x":88,"y":169,"width":872,"height":12}},{"id":"6211c45a-c3a4-4a25-b1aa-86cea8e26e22","block_type":"box","text":"our experience, sustainability-related factors","page_number":103,"box":{"x":89,"y":184,"width":310,"height":12}},{"id":"72275746-9685-4f27-8d5c-2170175f1a79","block_type":"box","text":"(11)","page_number":103,"box":{"x":401,"y":182,"width":20,"height":8}},{"id":"d0f9a808-601e-491d-af73-ae3540198e34","block_type":"box","text":"that are relevant to a company’s business or material to its financial","page_number":103,"box":{"x":426,"y":184,"width":472,"height":12}},{"id":"89c7af8e-e1a2-4bbf-a407-2912bb7db677","block_type":"box","text":"performance, are generally operational considerations embedded into day-to-day management systems. Certain","page_number":103,"box":{"x":89,"y":199,"width":787,"height":12}},{"id":"07de1560-5d99-41d3-8842-eb54d81185af","block_type":"box","text":"sustainability issues may also inform long-term strategic planning, for example, investing in product innovation in","page_number":103,"box":{"x":89,"y":214,"width":794,"height":12}},{"id":"615a0272-edd2-4558-ac35-a7bee4632bb0","block_type":"box","text":"anticipation of changing consumer demand or adapting supply chains in response to changing regulatory requirements.","page_number":103,"box":{"x":89,"y":229,"width":843,"height":12}},{"id":"6d855968-0bfd-4f01-9360-cbb4b8fec6b8","block_type":"box","text":"We recognize that the specific sustainability-related factors that may be financially material or business relevant will vary by","page_number":103,"box":{"x":88,"y":256,"width":864,"height":12}},{"id":"82dca21b-ca3a-4a15-b952-79bf9fac5056","block_type":"box","text":"company business model, sector, key markets, and time horizon, amongst other considerations. From company disclosures","page_number":103,"box":{"x":89,"y":271,"width":862,"height":12}},{"id":"20dfffa7-5cc7-4607-a6f4-8cc6b78ad7c1","block_type":"box","text":"and our engagement, we aim to understand how management is identifying, assessing and integrating material","page_number":103,"box":{"x":89,"y":286,"width":783,"height":12}},{"id":"64b6c01b-272f-4af5-885d-d9ab63c868f0","block_type":"box","text":"sustainability-related risks and opportunities into their business decision-making and practices. Doing so helps us undertake","page_number":103,"box":{"x":89,"y":301,"width":871,"height":12}},{"id":"72da2e74-6edd-48c6-aee7-817aa81bc527","block_type":"box","text":"a more holistic assessment of a company’s potential financial performance and the likely risk-adjusted returns of an","page_number":103,"box":{"x":89,"y":316,"width":810,"height":12}},{"id":"fc1ea060-dffe-49ac-9ac7-7e1369e90e05","block_type":"box","text":"investment.","page_number":103,"box":{"x":89,"y":332,"width":80,"height":9}},{"id":"5191464c-0c74-4491-8e9f-dad85ee502c5","block_type":"box","text":"We may vote against directors or support a relevant shareholder proposal if we have concerns about how a company is","page_number":103,"box":{"x":88,"y":358,"width":834,"height":12}},{"id":"d2a1479f-9809-4ec4-9a54-632d2db79848","block_type":"box","text":"managing or disclosing its approach to material sustainability-related risks that may impact financial returns.","page_number":103,"box":{"x":89,"y":373,"width":762,"height":12}},{"id":"3e1c669e-74b1-425b-a993-ca170c0b201c","block_type":"box","text":"Key stakeholders","page_number":103,"box":{"x":89,"y":399,"width":121,"height":13}},{"id":"b3507080-7795-4f1a-94b3-eecfbbc480a0","block_type":"box","text":"In our view, companies should understand and take into consideration the interests of the various parties on whom they","page_number":103,"box":{"x":89,"y":426,"width":842,"height":12}},{"id":"67a107b2-11c8-4740-bdb3-3df3a9a7b5f1","block_type":"box","text":"depend for their success over time. It is for each company to determine their key stakeholders based on what is material to","page_number":103,"box":{"x":89,"y":441,"width":858,"height":12}},{"id":"a2afa4f4-5dfd-4339-b42b-964259025728","block_type":"box","text":"their business and long-term financial performance. For many companies, key stakeholders include employees, business","page_number":103,"box":{"x":88,"y":456,"width":843,"height":12}},{"id":"12883d33-efba-48ea-bfad-fbd39076d71c","block_type":"box","text":"partners (such as suppliers and distributors), clients and consumers, regulators, and the communities in which they operate.","page_number":103,"box":{"x":89,"y":471,"width":872,"height":12}},{"id":"28405288-91a9-4649-b40a-5baa36805504","block_type":"box","text":"Companies that appropriately balance the interests of investors and other stakeholders are, in our experience, more likely to","page_number":103,"box":{"x":89,"y":486,"width":865,"height":12}},{"id":"9be06af7-efc5-4e54-9372-6b333207d0ad","block_type":"box","text":"be financially resilient over time.","page_number":103,"box":{"x":89,"y":501,"width":223,"height":13}},{"id":"72f351fd-f17f-4d4d-a75a-53f80f1c6db5","block_type":"box","text":"Climate and decarbonization investment objectives","page_number":103,"box":{"x":89,"y":528,"width":367,"height":12}},{"id":"f5e12e26-f7f9-4bb6-be52-77e634c07e58","block_type":"box","text":"Certain active BlackRock funds have climate and decarbonization objectives in addition to financial objectives. Consistent","page_number":103,"box":{"x":89,"y":554,"width":847,"height":12}},{"id":"c9adec4e-e6f1-4ed0-92ea-bbfe0ff2ef71","block_type":"box","text":"with the objectives of those investment strategies, our stewardship activity in relation to the holdings in those funds differs in","page_number":103,"box":{"x":88,"y":569,"width":875,"height":13}},{"id":"ee286acf-b4d0-419d-9bbc-e5ea482e7830","block_type":"box","text":"some respects from BAIS’ benchmark guidelines, which are described above. Specifically, for those funds’ holdings, we look","page_number":103,"box":{"x":89,"y":584,"width":864,"height":13}},{"id":"9a7a9af5-65be-4b61-b089-de9bd47e3dc0","block_type":"box","text":"to investee companies to demonstrate that they are aligned with a decarbonization pathway that means their business model","page_number":103,"box":{"x":88,"y":599,"width":878,"height":13}},{"id":"b12d826a-2c2c-47a7-8d7a-a2e5efccdf75","block_type":"box","text":"would be viable in a low-carbon economy, i.e., one in which global temperature rise is limited to 1.5C above pre-industrial","page_number":103,"box":{"x":88,"y":615,"width":849,"height":12}},{"id":"d7a0913e-91d1-4641-9de1-9741b1fad1b5","block_type":"box","text":"levels. In addition, clients in separately managed accounts may instruct BlackRock to apply these guidelines to their holdings.","page_number":103,"box":{"x":89,"y":630,"width":875,"height":12}},{"id":"bfa51c8a-b9a1-49de-a3ba-6d6df2ca0f21","block_type":"box","text":"Both in the case of funds and separately managed accounts, these guidelines are only implemented upon explicit selection","page_number":103,"box":{"x":89,"y":645,"width":858,"height":12}},{"id":"bb8f007f-d951-4afd-8255-860eb35311b7","block_type":"box","text":"and approval by the applicable fund board or client.","page_number":103,"box":{"x":89,"y":660,"width":358,"height":12}},{"id":"a40f685c-0aff-4a3d-949b-f40336bde206","block_type":"box","text":"These decarbonization stewardship guidelines focus on companies which produce goods and services that contribute to real","page_number":103,"box":{"x":88,"y":686,"width":874,"height":13}},{"id":"a4b2d2c0-213e-4497-bc1d-ec7bb1da370f","block_type":"box","text":"world decarbonization or have a carbon intensive business model and face outsized impacts from the low carbon transition,","page_number":103,"box":{"x":88,"y":702,"width":867,"height":12}},{"id":"5ff92024-10fb-4e2f-ac63-4b753741d115","block_type":"box","text":"based on reported and estimated scopes 1, 2, and 3 greenhouse gas emissions. These companies should provide disclosures","page_number":103,"box":{"x":89,"y":717,"width":872,"height":12}},{"id":"b95ff134-af81-4b1d-8eb6-ac0569d92be7","block_type":"box","text":"that set out their governance, strategy, risk management processes and metrics and targets relevant to decarbonization. It is","page_number":103,"box":{"x":88,"y":732,"width":870,"height":12}},{"id":"ea789278-9daa-4ba2-b757-e5b548eb5d80","block_type":"box","text":"helpful to investors’ understanding when these disclosures include an explanation of the decarbonization scenarios a","page_number":103,"box":{"x":89,"y":747,"width":819,"height":12}},{"id":"3c44ba9c-a4b9-4024-9c49-275f67677a96","block_type":"box","text":"(11) By material sustainability-related risks and opportunities, we mean the drivers of risk and financial value creation in a company’s business mo","page_number":103,"box":{"x":89,"y":793,"width":824,"height":10}},{"id":"665ee54f-35e4-498e-a280-b47acba736d5","block_type":"box","text":"del that","page_number":103,"box":{"x":914,"y":793,"width":42,"height":8}},{"id":"651e9d13-6e65-4638-ae81-89ed1a44c201","block_type":"box","text":"have an environmental or social dependency or impact. Examples of environmental issues include, but are not limited to, water use, land use, waste","page_number":103,"box":{"x":121,"y":805,"width":826,"height":10}},{"id":"4974ba89-0de3-487f-b537-dcf8f3a1424d","block_type":"box","text":"management, and climate risk. Examples of social issues include, but are not limited to, human capital management, impacts on the communities in","page_number":103,"box":{"x":121,"y":818,"width":832,"height":10}},{"id":"5f16a3c1-2825-40bc-8304-a3078a407105","block_type":"box","text":"which a company operates, customer loyalty, and relationships with regulators. It is our view that well-managed companies will effectively evaluat","page_number":103,"box":{"x":121,"y":831,"width":818,"height":10}},{"id":"5631b793-9bbd-48c7-973e-ad2b30ee02cb","block_type":"box","text":"e","page_number":103,"box":{"x":940,"y":833,"width":5,"height":5}},{"id":"23398e59-7017-48f6-b734-0812484033fe","block_type":"box","text":"and manage material sustainability-related risks and opportunities relevant to their businesses. Governance is the core means by which boards can","page_number":103,"box":{"x":121,"y":843,"width":823,"height":10}},{"id":"c57c9ed7-388c-498c-946e-1c9de0938d09","block_type":"box","text":"oversee the creation of durable financial value over time. Appropriate risk oversight of business-relevant and material sustainability-related c","page_number":103,"box":{"x":121,"y":856,"width":785,"height":10}},{"id":"a3e410d2-afcd-42cc-a36d-aa59adb323d9","block_type":"box","text":"onsider","page_number":103,"box":{"x":907,"y":856,"width":46,"height":8}},{"id":"8219002d-6371-49df-b2f2-5472fcd370ed","block_type":"box","text":"ations is a component of a sound governance framework.","page_number":103,"box":{"x":121,"y":868,"width":323,"height":10}},{"id":"dbe8267e-260b-4cc9-8918-37dd50490953","block_type":"box","text":"A-14","page_number":103,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"46b4c4bb-71f0-4ad7-bc9b-47bf91f53a25","block_type":"box","text":"company is using in its near- and long-term planning, as well as its scope 1, scope 2 and material scope 3 greenhouse gas","page_number":104,"box":{"x":89,"y":44,"width":854,"height":12}},{"id":"2ba0b207-5341-41b3-8b79-6f987b902892","block_type":"box","text":"(GHG) emissions and reduction targets for scope 1 and 2 emissions.","page_number":104,"box":{"x":89,"y":59,"width":477,"height":12}},{"id":"061fd523-b689-4fbc-947d-08461b4d4aa4","block_type":"box","text":"Under these climate- and decarbonization-specific guidelines, BAIS may recommend a vote against directors or support for a","page_number":104,"box":{"x":89,"y":85,"width":875,"height":13}},{"id":"177941c4-5283-4270-a461-322f88e29af1","block_type":"box","text":"relevant shareholder proposal if a company does not appear to be adequately acting to address or disclosing material","page_number":104,"box":{"x":89,"y":101,"width":820,"height":12}},{"id":"5744d2ce-0e73-4e79-bd10-576f83f91fea","block_type":"box","text":"climate-related risks, consistent with the parameters set out in these climate- and decarbonization-specific guidelines. We","page_number":104,"box":{"x":89,"y":116,"width":854,"height":12}},{"id":"70ed4805-f1ec-4fa6-9b69-f1576bbbdc34","block_type":"box","text":"may recommend supporting shareholder proposals seeking information relevant to a company’s stated low-carbon transition","page_number":104,"box":{"x":89,"y":131,"width":878,"height":12}},{"id":"f0393ea9-8192-425b-9b1e-fe2fb01697cc","block_type":"box","text":"strategy or targets that the company does not currently provide and that would be helpful to investment decision-making.","page_number":104,"box":{"x":89,"y":146,"width":855,"height":12}},{"id":"dac9a5a8-37e9-486a-8101-c50c4b4fc34c","block_type":"box","text":"We would not recommend support for shareholder proposals that seek to constrain board or management decision-making","page_number":104,"box":{"x":88,"y":161,"width":869,"height":12}},{"id":"65e680f2-e58f-440c-9e5d-d2407a4164f2","block_type":"box","text":"or direct specific business or strategic decisions. As under the BAIS benchmark approach, the active portfolio managers are","page_number":104,"box":{"x":89,"y":176,"width":862,"height":13}},{"id":"b178c2fa-87a2-461f-8c2c-55501f1d40fe","block_type":"box","text":"ultimately responsible for voting consistent with their investment mandate and fund objectives. For the funds and accounts","page_number":104,"box":{"x":89,"y":191,"width":864,"height":13}},{"id":"683a9231-6dbc-412e-ad22-8d560a6fac90","block_type":"box","text":"in scope, voting on matters not related to climate risk and the energy transition is undertaken in line with BAIS’ benchmark","page_number":104,"box":{"x":89,"y":206,"width":859,"height":13}},{"id":"c2be8c71-77eb-4a1e-86e3-73c4e746af3e","block_type":"box","text":"guidelines.","page_number":104,"box":{"x":89,"y":222,"width":73,"height":12}},{"id":"2a6edcbb-26bb-4eee-b24f-29b79b21dbcf","block_type":"box","text":"Appendix 1: How we fulfil and oversee our investment stewardship responsibilities for non-index equity investment","page_number":104,"box":{"x":88,"y":248,"width":834,"height":12}},{"id":"f630241b-312a-4b36-942f-1f8601290bc6","block_type":"box","text":"strategies","page_number":104,"box":{"x":89,"y":264,"width":69,"height":11}},{"id":"11575e5c-bc0d-4bc3-ae74-4a260e2e2d03","block_type":"box","text":"Oversight","page_number":104,"box":{"x":105,"y":290,"width":69,"height":12}},{"id":"4c22181a-9edb-472e-b829-97ac6a81873a","block_type":"box","text":"The Global Head of BAIS has primary oversight of and responsibility for the team’s activities, including voting in accordance","page_number":104,"box":{"x":88,"y":316,"width":865,"height":12}},{"id":"a547dc25-8097-4651-a700-d44ae9ce2f83","block_type":"box","text":"with the BlackRock Active Investment Stewardship Global Engagement and Voting Guidelines (the “Guidelines”), which","page_number":104,"box":{"x":88,"y":331,"width":835,"height":12}},{"id":"6edda98c-317a-4c3b-937d-ae0121f55e92","block_type":"box","text":"require the application of professional judgment and consideration of each company’s unique circumstances, as well as input","page_number":104,"box":{"x":89,"y":346,"width":878,"height":13}},{"id":"de8e05e5-02b2-44f0-b365-aad170ca22b7","block_type":"box","text":"from active investors. BAIS is independent from BlackRock Investment Stewardship in our engagement and voting activities,","page_number":104,"box":{"x":88,"y":361,"width":868,"height":13}},{"id":"4f4e1145-e836-4755-b1db-1272953711c3","block_type":"box","text":"reporting lines, and oversight.","page_number":104,"box":{"x":89,"y":376,"width":207,"height":13}},{"id":"d19de921-34ca-49a4-8f49-74ef4b5c7098","block_type":"box","text":"The Stewardship Leaders Group, comprised of senior active investors and other relevant stakeholders in BlackRock’s legal,","page_number":104,"box":{"x":88,"y":403,"width":854,"height":12}},{"id":"518d41c2-b19b-4c6b-9993-1b95ea021c8a","block_type":"box","text":"public policy, sustainability and communications teams, helps shape the firm’s approach to investment stewardship on non","page_number":104,"box":{"x":89,"y":418,"width":869,"height":12}},{"id":"ae137dc4-8c70-4b7f-aae5-0419717a9a31","block_type":"box","text":"index equity investment strategies. The Group may advise on and review amendments to BAIS’ policies and practices. It does","page_number":104,"box":{"x":89,"y":433,"width":874,"height":13}},{"id":"48c58709-2733-4ccb-a593-038190dd551e","block_type":"box","text":"not determine voting decisions, which are the responsibility of BAIS and the relevant active equity investors.","page_number":104,"box":{"x":89,"y":448,"width":753,"height":13}},{"id":"8a188cc2-7ca9-4cfc-9c00-71bc72647652","block_type":"box","text":"BAIS carries out engagement with companies in collaboration with active investment colleagues, executes proxy votes, and","page_number":104,"box":{"x":89,"y":475,"width":862,"height":12}},{"id":"cf0a42c8-0548-4bc5-9613-b39d1cfbf8e3","block_type":"box","text":"conducts vote operations (including maintaining records of votes cast) in a manner consistent with the Guidelines. BAIS also","page_number":104,"box":{"x":89,"y":490,"width":873,"height":12}},{"id":"3ce0db0e-33bd-40f5-8421-b976fc30df8c","block_type":"box","text":"conducts research on corporate governance issues and participates in industry discussions to contribute to and keep abreast","page_number":104,"box":{"x":89,"y":505,"width":874,"height":12}},{"id":"46d1d54a-0c2b-4f70-bd9a-0a484b7df4e6","block_type":"box","text":"of important developments in the corporate governance field. BAIS may use third parties for certain of the foregoing activities","page_number":104,"box":{"x":89,"y":520,"width":878,"height":12}},{"id":"3298a42c-54cc-4761-bab4-3c5c2a7efe72","block_type":"box","text":"and performs oversight of those third parties (see “Use and oversight of third-party vote services providers” below).","page_number":104,"box":{"x":89,"y":535,"width":807,"height":13}},{"id":"d9f07587-8535-47f3-87f5-eb926c1ccfa0","block_type":"box","text":"Voting guidelines and vote execution","page_number":104,"box":{"x":104,"y":562,"width":267,"height":12}},{"id":"3acdbc0a-c336-4f0e-a444-c2e0e4b46348","block_type":"box","text":"BlackRock votes on proxy issues when our clients authorize us to do so. We carefully consider the voting items submitted to","page_number":104,"box":{"x":89,"y":588,"width":866,"height":12}},{"id":"6729dd63-175d-45c7-bfab-637049a9d526","block_type":"box","text":"funds and other fiduciary account(s) (Fund or Funds) for which we have voting authority. BlackRock votes (or refrains from","page_number":104,"box":{"x":88,"y":603,"width":863,"height":13}},{"id":"5d1751e4-a49f-4811-939b-e912d4819782","block_type":"box","text":"voting) for each Fund for which we have voting authority based on our evaluation of the alignment of the voting items with","page_number":104,"box":{"x":88,"y":618,"width":863,"height":13}},{"id":"c2fe382c-a740-4dec-8571-41fcc0fb406b","block_type":"box","text":"the long-term economic interests of our clients, in the exercise of our independent business judgment, and without regard to","page_number":104,"box":{"x":88,"y":633,"width":877,"height":13}},{"id":"3c77de6a-5bba-4000-a255-19283c6351fe","block_type":"box","text":"the relationship of the issuer (or any shareholder proponent or dissident shareholder) to the Fund, the Fund’s affiliates (if","page_number":104,"box":{"x":88,"y":649,"width":848,"height":12}},{"id":"36a5ad61-3589-4fcd-b172-717a906777fd","block_type":"box","text":"any), BlackRock or BlackRock’s affiliates, or BlackRock employees (see “Conflicts management policies and procedures,”","page_number":104,"box":{"x":89,"y":664,"width":841,"height":12}},{"id":"81f97c9e-6d9e-4633-842f-0c7983aecf96","block_type":"box","text":"below).","page_number":104,"box":{"x":89,"y":679,"width":50,"height":12}},{"id":"d112ad16-c096-4329-b939-81ebdc9ef96a","block_type":"box","text":"When exercising voting rights, BAIS will normally vote on specific proxy issues in accordance with the Guidelines, although","page_number":104,"box":{"x":88,"y":705,"width":859,"height":13}},{"id":"328d2b2e-8710-4320-8917-a1577973e1ff","block_type":"box","text":"portfolio managers have the right to vote differently on their holdings if they determine doing so is more aligned with the","page_number":104,"box":{"x":89,"y":720,"width":846,"height":13}},{"id":"9808c04b-77ce-4723-b5cd-617821968c7f","block_type":"box","text":"investment objective and financial interests of clients invested in the funds they manage.","page_number":104,"box":{"x":89,"y":736,"width":619,"height":12}},{"id":"3c5a6e03-d7a9-4a2a-8906-aba0aafdff9f","block_type":"box","text":"The Guidelines are not intended to be exhaustive. BAIS applies the Guidelines on a case-by-case basis, in the context of the","page_number":104,"box":{"x":88,"y":762,"width":862,"height":12}},{"id":"96bdeea7-af1b-46a8-a4eb-b10192df99b9","block_type":"box","text":"individual circumstances of each company and the specific issue under review. As such, the Guidelines do not indicate how","page_number":104,"box":{"x":89,"y":777,"width":863,"height":12}},{"id":"b71a90f4-bac1-4f6c-a893-deeb0448bba5","block_type":"box","text":"BAIS will vote in every instance. Rather, they reflect our view about corporate governance issues generally, and provide","page_number":104,"box":{"x":89,"y":792,"width":827,"height":13}},{"id":"12c18bd6-f1a5-4804-b620-6716c7506a3c","block_type":"box","text":"insight into how we typically approach issues that are commonly put to a shareholder vote. The Guidelines are reviewed","page_number":104,"box":{"x":89,"y":807,"width":840,"height":13}},{"id":"1b8385f9-f0cd-49ae-a8cf-f66090078f9c","block_type":"box","text":"annually and updated as necessary to reflect changes in market practices, developments in corporate governance and","page_number":104,"box":{"x":89,"y":822,"width":826,"height":13}},{"id":"b59e0098-f8ed-4b3e-bc17-957bf8b8a7a0","block_type":"box","text":"feedback from companies and clients. In this way, BAIS aims to maintain policies that explain our approach to governance","page_number":104,"box":{"x":88,"y":838,"width":854,"height":12}},{"id":"25fc831b-734c-4e5d-b8cb-07e3862814c0","block_type":"box","text":"practices most aligned with clients’ long-term financial interests.","page_number":104,"box":{"x":89,"y":853,"width":452,"height":12}},{"id":"ef464b5d-f1f6-47e2-8544-efaa86fe9237","block_type":"box","text":"A-15","page_number":104,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"5d5541d1-542a-4951-b0b2-999666391ccd","block_type":"box","text":"In certain markets, proxy voting involves logistical issues which can affect BAIS’ ability to vote such proxies, as well as the","page_number":105,"box":{"x":89,"y":44,"width":846,"height":12}},{"id":"a7ba9f49-0336-45b6-8561-7c6bfac0019b","block_type":"box","text":"desirability of voting such proxies. These issues include, but are not limited to: i) untimely notice of shareholder meetings; ii)","page_number":105,"box":{"x":89,"y":59,"width":867,"height":12}},{"id":"9a5f2def-fc35-48c6-9919-6bb9774c72cf","block_type":"box","text":"restrictions on a foreigner’s ability to exercise votes; iii) requirements to vote proxies in person; iv) “share-blocking”","page_number":105,"box":{"x":89,"y":74,"width":804,"height":12}},{"id":"d97a5440-91cd-43da-900e-2a3f20429faf","block_type":"box","text":"(requirements that investors who exercise their voting rights surrender the right to dispose of their holdings from the point at","page_number":105,"box":{"x":89,"y":89,"width":877,"height":13}},{"id":"0040aed5-2191-4346-8a8f-e5084562138d","block_type":"box","text":"which votes are submitted until after the after the shareholder meeting has occurred); v) potential difficulties in translating","page_number":105,"box":{"x":88,"y":104,"width":859,"height":13}},{"id":"7d566b2a-f43a-499d-a16c-a7fe51fd3400","block_type":"box","text":"the proxy; vi) regulatory constraints; and vii) requirements to provide local agents with powers of attorney to facilitate voting","page_number":105,"box":{"x":88,"y":119,"width":872,"height":13}},{"id":"a9db29b9-77cd-4bf2-b771-4c9bf38bf745","block_type":"box","text":"instructions. We are not supportive of impediments to the exercise of voting rights such as share-blocking or overly","page_number":105,"box":{"x":89,"y":135,"width":807,"height":12}},{"id":"846e20d5-5158-4f7e-b75e-f802033cfbc5","block_type":"box","text":"burdensome administrative requirements.","page_number":105,"box":{"x":89,"y":150,"width":292,"height":12}},{"id":"1a2b8838-2ae5-4810-b631-9815e602f56c","block_type":"box","text":"BlackRock votes proxies in these situations on a “best-efforts” basis. In addition, BAIS may determine that it is generally in the","page_number":105,"box":{"x":89,"y":176,"width":878,"height":13}},{"id":"4c31c1e5-7f46-4c32-8b5a-25d7137f9a31","block_type":"box","text":"interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs (including but not limited to","page_number":105,"box":{"x":89,"y":191,"width":869,"height":13}},{"id":"c7f0fac4-3a6a-4ced-917f-5871b8918d53","block_type":"box","text":"opportunity costs associated with share-blocking constraints) associated with exercising a vote are expected to outweigh the","page_number":105,"box":{"x":89,"y":206,"width":878,"height":13}},{"id":"7a0ec932-f981-4597-ab15-ad7dba789211","block_type":"box","text":"benefit the client would derive by voting on the proposal.","page_number":105,"box":{"x":89,"y":222,"width":397,"height":12}},{"id":"f13649a0-e183-479d-842c-e964a7b2ba05","block_type":"box","text":"Voting Choice","page_number":105,"box":{"x":104,"y":248,"width":101,"height":12}},{"id":"fe2133f9-249f-4d50-8c99-20414c2c47f5","block_type":"box","text":"BlackRock offers Voting Choice, a program that provides eligible clients with more opportunities to participate in the proxy","page_number":105,"box":{"x":89,"y":274,"width":855,"height":13}},{"id":"300150b8-45a3-44d6-a532-7d3d7dd37ddf","block_type":"box","text":"voting process where legally and operationally viable.","page_number":105,"box":{"x":88,"y":290,"width":373,"height":12}},{"id":"38191cc7-ef30-4702-b766-eda850a1c108","block_type":"box","text":"Voting Choice is currently available for eligible clients invested in certain institutional pooled funds in the U.S., UK, and","page_number":105,"box":{"x":88,"y":316,"width":823,"height":12}},{"id":"ae3efcde-4def-414e-b9b7-713c0f9b52be","block_type":"box","text":"Canada that use systematic active equity (SAE) and multi-asset strategies. In addition, institutional clients in separately","page_number":105,"box":{"x":89,"y":331,"width":832,"height":12}},{"id":"1c2ce4d1-63e0-4379-bd30-334d19e8ca42","block_type":"box","text":"managed accounts (SMAs) are eligible for BlackRock Voting Choice regardless of their investment strategies.","page_number":105,"box":{"x":89,"y":346,"width":760,"height":13}},{"id":"7c5ef874-aaf0-4b2c-ae82-ce1cf73c7d13","block_type":"box","text":"(12)","page_number":105,"box":{"x":855,"y":344,"width":20,"height":8}},{"id":"04f4f170-e6db-45c0-9504-426500501d53","block_type":"box","text":"As a result, the shares attributed to BlackRock in company share registers may be voted differently depending on whether our","page_number":105,"box":{"x":88,"y":373,"width":880,"height":12}},{"id":"345a394e-d134-45d3-bc94-69c3c9fa893c","block_type":"box","text":"clients have authorized BAIS to vote on their behalf, have authorized BlackRock to vote in accordance with a third-party","page_number":105,"box":{"x":89,"y":388,"width":833,"height":12}},{"id":"0c634d33-454a-4590-9fac-7df26be78fae","block_type":"box","text":"policy, or have elected to vote shares in accordance with their own policy. Our clients have greater control over proxy voting","page_number":105,"box":{"x":89,"y":403,"width":863,"height":12}},{"id":"22773b24-84d9-4420-ac0a-15653a44c360","block_type":"box","text":"because of Voting Choice.","page_number":105,"box":{"x":89,"y":418,"width":180,"height":12}},{"id":"bb2df479-01fd-454e-8aed-9f922fd2a8cf","block_type":"box","text":"(13)","page_number":105,"box":{"x":271,"y":416,"width":20,"height":8}},{"id":"b5385cba-25d9-46fa-a012-041a86dc3c6c","block_type":"box","text":"Use and oversight of third-party vote services providers","page_number":105,"box":{"x":105,"y":445,"width":400,"height":12}},{"id":"69578252-486b-4126-961f-f9134aac9d40","block_type":"box","text":"Third-party vote services providers – or proxy research firms - provide research and recommendations on proxy votes, as well","page_number":105,"box":{"x":88,"y":471,"width":877,"height":12}},{"id":"d7841440-5c30-47a2-b6dc-4b0464be8425","block_type":"box","text":"as voting infrastructure. BlackRock contracts primarily with the vote services provider ISS and leverages its online platform to","page_number":105,"box":{"x":89,"y":486,"width":873,"height":12}},{"id":"dabd54a5-4a1a-4e30-b939-2f2e05983781","block_type":"box","text":"supply research and support voting, record keeping, and reporting processes. We also use Glass Lewis’ research and analysis","page_number":105,"box":{"x":89,"y":501,"width":871,"height":13}},{"id":"e1257678-c00b-497c-8ec0-b14e3f5d4a3e","block_type":"box","text":"as an input into our voting process. It is important to note that, although proxy research firms provide important data and","page_number":105,"box":{"x":89,"y":516,"width":851,"height":13}},{"id":"df9d2c79-fa07-4334-bc55-9bb9514e1749","block_type":"box","text":"analysis, BAIS does not rely solely on their information or follow their voting recommendations. A company’s disclosures, our","page_number":105,"box":{"x":89,"y":531,"width":876,"height":13}},{"id":"50ff70af-817a-4c86-a14d-5dda85c50479","block_type":"box","text":"engagements and voting, investment colleagues’ insights and our Guidelines are important inputs into our voting decisions","page_number":105,"box":{"x":89,"y":547,"width":863,"height":12}},{"id":"a7c7a0ba-0be4-4594-8971-f6a11e4e75a5","block_type":"box","text":"on behalf of clients.","page_number":105,"box":{"x":89,"y":562,"width":136,"height":9}},{"id":"48c884de-926c-4f91-9c59-bf854d5b1b42","block_type":"box","text":"Given the large universe of actively held companies, BAIS employs the proxy services provider to streamline the voting","page_number":105,"box":{"x":89,"y":588,"width":824,"height":12}},{"id":"42a8e680-06a6-4deb-98e8-645436187729","block_type":"box","text":"process by making voting recommendations based on BAIS’ Guidelines when the items on a shareholder meeting agenda are","page_number":105,"box":{"x":89,"y":603,"width":877,"height":13}},{"id":"45f6d168-b4f5-4d14-8af6-a9d971406772","block_type":"box","text":"routine. Agenda items that are not routine are referred back to BAIS to assess, escalate as necessary to the relevant portfolio","page_number":105,"box":{"x":89,"y":618,"width":868,"height":13}},{"id":"699f8f1d-ce4b-403b-b23c-9d67e9bf5d61","block_type":"box","text":"managers and vote. BAIS reviews and can override the recommendations of the vote services provider at any time prior to","page_number":105,"box":{"x":89,"y":633,"width":852,"height":13}},{"id":"0c14849f-86e6-4ca4-b392-db26ec850514","block_type":"box","text":"the vote deadline. Both BAIS and the vote services provider actively monitor securities filings, research reports, company","page_number":105,"box":{"x":88,"y":649,"width":841,"height":12}},{"id":"d62ee897-9a5f-44c6-9792-5875602eb99c","block_type":"box","text":"announcements, and direct communications from companies to ensure awareness of supplemental disclosures and proxy","page_number":105,"box":{"x":89,"y":664,"width":856,"height":12}},{"id":"196ddd17-b772-495d-afcd-10fde6ae2dc1","block_type":"box","text":"materials that may require a modification of votes.","page_number":105,"box":{"x":89,"y":679,"width":352,"height":12}},{"id":"9b00e8da-4631-4a74-90e6-efdc8259e534","block_type":"box","text":"BAIS closely monitors the third-party vote services providers we contract with to ensure that they are meeting our service","page_number":105,"box":{"x":89,"y":705,"width":850,"height":13}},{"id":"614d9fb4-8ba1-4ff7-9e80-ba36b5bf8734","block_type":"box","text":"level expectations and have effective policies and procedures in place to manage potential conflicts of interest. Our oversight","page_number":105,"box":{"x":89,"y":720,"width":872,"height":13}},{"id":"cb47be56-504e-45a6-a58b-b9493273d195","block_type":"box","text":"of service providers includes regular meetings with client service teams, systematic monitoring of vendor operations, as well","page_number":105,"box":{"x":89,"y":736,"width":869,"height":12}},{"id":"a64d3a59-4389-47c0-ab5f-54dac0f4b375","block_type":"box","text":"as annual due diligence meetings in accordance with BlackRock’s firmwide policies.","page_number":105,"box":{"x":89,"y":751,"width":584,"height":12}},{"id":"ecf387db-3296-49ee-a9ff-3f8c44db3ddf","block_type":"box","text":"(12) With Voting Choice, SMAs have the ability to select from a set of voting policies from third-party proxy advisers the policy that best aligns with t","page_number":105,"box":{"x":89,"y":841,"width":837,"height":10}},{"id":"48376d76-234a-483c-87ad-717415fdfa42","block_type":"box","text":"heir","page_number":105,"box":{"x":927,"y":841,"width":20,"height":8}},{"id":"79fa60fc-7bfd-4e5d-b58f-75e7b1cafa57","block_type":"box","text":"views and preferences. BlackRock can then use its proxy voting infrastructure to cast votes based on the client’s selected voting policy.","page_number":105,"box":{"x":121,"y":853,"width":752,"height":10}},{"id":"1d642784-a6f4-4bc1-a120-c51cba62742e","block_type":"box","text":"(13) BlackRock does not disclose client information, including a client’s selection of proxy policy, without client consent.","page_number":105,"box":{"x":89,"y":868,"width":676,"height":10}},{"id":"2e303275-66f3-4d4d-8bf4-69912253b510","block_type":"box","text":"A-16","page_number":105,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"b13f3dd1-9331-427b-ad19-3834300bae4a","block_type":"box","text":"Conflicts management policies and procedures","page_number":106,"box":{"x":105,"y":44,"width":340,"height":12}},{"id":"24ae8a38-696f-409e-9247-9fa2df347455","block_type":"box","text":"BlackRock maintains policies and procedures that seek to prevent undue influence on BAIS’ proxy voting activity. Such","page_number":106,"box":{"x":89,"y":70,"width":826,"height":13}},{"id":"a67d28e1-5cf4-4a42-846c-b3eb862d973d","block_type":"box","text":"influence might stem from any relationship between the investee company (or any shareholder proponent or dissident","page_number":106,"box":{"x":89,"y":85,"width":829,"height":13}},{"id":"46a46d1e-9feb-4eaf-bf4e-1df0e6fccfef","block_type":"box","text":"shareholder) and BlackRock, BlackRock’s affiliates, a Fund or a Fund’s affiliates, or BlackRock employees. The following are","page_number":106,"box":{"x":89,"y":101,"width":855,"height":12}},{"id":"3bd0e311-637b-45b9-8ddb-c567d047ac1b","block_type":"box","text":"examples of sources of perceived or potential conflicts of interest:","page_number":106,"box":{"x":89,"y":116,"width":459,"height":12}},{"id":"86d31508-284f-4fc9-88d9-f3a1928d043b","block_type":"box","text":"• BlackRock clients who may be issuers of securities or proponents of shareholder resolutions","page_number":106,"box":{"x":121,"y":136,"width":676,"height":12}},{"id":"8a5ba014-3c6c-455b-9e24-7c204560bf0f","block_type":"box","text":"• BlackRock business partners or third parties who may be issuers of securities or proponents of shareholder","page_number":106,"box":{"x":121,"y":156,"width":781,"height":12}},{"id":"8ef917a1-26f6-4f7e-9b36-2694fc52eaed","block_type":"box","text":"resolutions","page_number":106,"box":{"x":154,"y":171,"width":76,"height":10}},{"id":"975384a0-bb66-4a62-b6a9-2b121c7e54f8","block_type":"box","text":"• BlackRock employees who may sit on the boards of public companies held in Funds managed by BlackRock","page_number":106,"box":{"x":121,"y":191,"width":785,"height":13}},{"id":"62004332-ab4a-45ed-8750-294045980223","block_type":"box","text":"• Significant BlackRock, Inc. investors who may be issuers of securities held in Funds managed by BlackRock","page_number":106,"box":{"x":121,"y":211,"width":780,"height":13}},{"id":"250e0dfc-3151-4957-96f0-9d59811d123d","block_type":"box","text":"• Securities of BlackRock, Inc. or BlackRock investment funds held in Funds managed by BlackRock","page_number":106,"box":{"x":121,"y":232,"width":714,"height":12}},{"id":"c2e48362-aa42-4ef0-a5ee-0d772b1c9124","block_type":"box","text":"• BlackRock, Inc. board members who serve as senior executives or directors of public companies held in Funds","page_number":106,"box":{"x":121,"y":252,"width":801,"height":12}},{"id":"6d2d1663-8a53-4f08-b81c-a111dd2269d9","block_type":"box","text":"managed by BlackRock","page_number":106,"box":{"x":154,"y":267,"width":162,"height":12}},{"id":"c02dd4ff-71e4-4b63-be88-0ffb63648e2b","block_type":"box","text":"BlackRock has taken certain steps to mitigate perceived or potential conflicts including, but not limited to, the following:","page_number":106,"box":{"x":89,"y":293,"width":839,"height":13}},{"id":"3c2aec42-29ef-4b17-b961-18e52f9a5233","block_type":"box","text":"• Adopted these Guidelines which are designed to advance our clients’ long-term financial interests in the companies","page_number":106,"box":{"x":121,"y":313,"width":843,"height":13}},{"id":"023b0277-3315-4146-87a7-993bf38d3b7f","block_type":"box","text":"in which BlackRock invests on their behalf","page_number":106,"box":{"x":154,"y":329,"width":294,"height":9}},{"id":"a806dadd-4b09-4df1-aad8-a91e4644964c","block_type":"box","text":"• Established a reporting structure that separates BAIS from employees with sales, vendor management, or business","page_number":106,"box":{"x":121,"y":349,"width":835,"height":12}},{"id":"4b4a6591-51e7-43d8-9fca-d3c7d9382efb","block_type":"box","text":"partnership roles. In addition, BlackRock seeks to ensure that all engagements with corporate issuers, dissident","page_number":106,"box":{"x":154,"y":364,"width":777,"height":12}},{"id":"a78569b4-adf5-4634-acf0-faef1e8559e0","block_type":"box","text":"shareholders or shareholder proponents are managed consistently and without regard to BlackRock’s relationship","page_number":106,"box":{"x":154,"y":379,"width":797,"height":12}},{"id":"463823bf-6bbb-497e-9869-1c854b2fcf0e","block_type":"box","text":"with such parties. Clients or business partners are not given preferential treatment or differentiated access. BAIS","page_number":106,"box":{"x":153,"y":394,"width":783,"height":12}},{"id":"a4617064-88f8-4c0f-89ce-ec511e8a8428","block_type":"box","text":"prioritizes engagements based on factors including, but not limited to, our need for additional information to make","page_number":106,"box":{"x":154,"y":409,"width":803,"height":13}},{"id":"f64757ca-847a-4305-8c41-56fd8dcf1ed3","block_type":"box","text":"a more informed voting decision or to better understand a company’s perspectives on financially material risks and","page_number":106,"box":{"x":154,"y":424,"width":805,"height":13}},{"id":"8f55dec3-c54b-49f7-bc9d-77aca4543655","block_type":"box","text":"opportunities. Within the normal course of business, BAIS may engage directly with BlackRock clients, business","page_number":106,"box":{"x":154,"y":439,"width":779,"height":13}},{"id":"ca7ca895-64ef-41cc-878e-501fc1bbb46c","block_type":"box","text":"partners and/or third parties, and/or with employees with sales, vendor management, or business partnership","page_number":106,"box":{"x":154,"y":455,"width":773,"height":12}},{"id":"5edf996a-2e2a-4cdf-b63c-3970785d0354","block_type":"box","text":"roles, in discussions regarding our approach to stewardship, general corporate governance matters, client reporting","page_number":106,"box":{"x":154,"y":470,"width":807,"height":12}},{"id":"980afc49-a57f-4e2a-96e3-e90099fceca1","block_type":"box","text":"needs, and/or to otherwise ensure that proxy-related client service levels are met","page_number":106,"box":{"x":154,"y":485,"width":567,"height":12}},{"id":"b6345892-d36e-4771-8dc5-9bd2d59400ec","block_type":"box","text":"• Determined to engage, in certain instances, an independent third-party voting service provider to make proxy voting","page_number":106,"box":{"x":121,"y":505,"width":846,"height":12}},{"id":"9ff31adc-804c-4122-bded-ccc863ed577e","block_type":"box","text":"recommendations as a further safeguard to avoid perceived or potential conflicts of interest, to satisfy regulatory","page_number":106,"box":{"x":154,"y":520,"width":789,"height":12}},{"id":"b87c9265-f0da-403b-8d7b-954f6d02b849","block_type":"box","text":"requirements, or as may be otherwise required by applicable law. In such circumstances, the independent third","page_number":106,"box":{"x":154,"y":535,"width":780,"height":13}},{"id":"d1ec93e4-c37f-4ff7-a1ef-3422ecfec280","block_type":"box","text":"party voting service provider provides BlackRock with recommendations, in accordance with the Guidelines, as to","page_number":106,"box":{"x":154,"y":550,"width":793,"height":13}},{"id":"373f8b70-4d4a-44e0-a4f8-8cc4e872f075","block_type":"box","text":"how to vote such proxies. BlackRock uses an independent third-party voting service provider to make proxy voting","page_number":106,"box":{"x":154,"y":565,"width":799,"height":13}},{"id":"0e53ae98-01f7-4acf-bf39-7a6d6dba23bf","block_type":"box","text":"recommendations for shares of BlackRock, Inc. and companies affiliated with BlackRock, Inc. BlackRock may also","page_number":106,"box":{"x":154,"y":581,"width":790,"height":12}},{"id":"818cd19a-6fae-4e29-9451-417ce55935f2","block_type":"box","text":"use an independent third-party voting service provider to make proxy voting recommendations for certain perceived","page_number":106,"box":{"x":154,"y":596,"width":813,"height":12}},{"id":"97e66980-04b9-4b9b-8fc8-bd016c76a948","block_type":"box","text":"or potential conflicts of interest, including:","page_number":106,"box":{"x":154,"y":611,"width":295,"height":12}},{"id":"665d9753-16ab-44d6-a4f2-6cca2a5aaa35","block_type":"box","text":"• public companies that include BlackRock employees on their boards of directors","page_number":106,"box":{"x":187,"y":631,"width":592,"height":12}},{"id":"3f137138-2ff6-452a-9fd1-65067e5d58da","block_type":"box","text":"• public companies of which a BlackRock, Inc. board member serves as a senior executive or a member of","page_number":106,"box":{"x":187,"y":651,"width":761,"height":12}},{"id":"6140d01e-aaa8-4ad5-b3fc-5c749a4b1634","block_type":"box","text":"the board of directors","page_number":106,"box":{"x":218,"y":666,"width":152,"height":10}},{"id":"e3e1d659-633a-4991-bda7-3a651c6c174c","block_type":"box","text":"• public companies that are the subject of certain transactions involving BlackRock Funds","page_number":106,"box":{"x":187,"y":686,"width":646,"height":13}},{"id":"a651cc4a-af47-49a2-b4ba-f86502dd5f8c","block_type":"box","text":"• public companies that are joint venture partners with BlackRock, and","page_number":106,"box":{"x":187,"y":707,"width":513,"height":12}},{"id":"7fd61abf-c0dd-48dc-8754-df56cf37dd27","block_type":"box","text":"• public companies when legal or regulatory requirements compel BlackRock to use an independent third","page_number":106,"box":{"x":187,"y":727,"width":764,"height":12}},{"id":"e0a29445-b5f9-483a-97cd-129617b60e16","block_type":"box","text":"party voting service provider","page_number":106,"box":{"x":219,"y":742,"width":199,"height":12}},{"id":"07a08d2b-dc2e-466f-8f7f-34f92320f490","block_type":"box","text":"In selecting an independent third-party voting service provider, we assess several characteristics, including but not limited to:","page_number":106,"box":{"x":89,"y":768,"width":873,"height":13}},{"id":"21da5d1a-b728-41cd-ae13-09315d35ed00","block_type":"box","text":"independence, an ability to analyze proxy issues and make recommendations in the economic interest of our clients in","page_number":106,"box":{"x":89,"y":783,"width":826,"height":13}},{"id":"7c73bc5d-f9f2-420a-8d04-37124c18e63e","block_type":"box","text":"accordance with the Guidelines, reputation for reliability and integrity, and operational capacity to accurately deliver the","page_number":106,"box":{"x":89,"y":799,"width":836,"height":12}},{"id":"bfb9d7a4-8df5-4f89-8f9a-68719b26056e","block_type":"box","text":"assigned recommendations in a timely manner. We may engage more than one independent third-party voting service","page_number":106,"box":{"x":89,"y":814,"width":829,"height":12}},{"id":"6b679834-3636-4fdc-a513-4771240596af","block_type":"box","text":"provider, in part to mitigate potential or perceived conflicts of interest at a single voting service provider.","page_number":106,"box":{"x":89,"y":829,"width":725,"height":12}},{"id":"1d1ac8c8-8722-42bd-aacc-93e2d3097555","block_type":"box","text":"A-17","page_number":106,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"f252ffac-2ce7-457d-99ec-f717469ecf8f","block_type":"box","text":"Securities lending","page_number":107,"box":{"x":105,"y":44,"width":128,"height":12}},{"id":"991dbb23-84a6-494a-9efc-151587b3b3ea","block_type":"box","text":"If authorized, BlackRock acts as a securities lending agent on behalf of its clients. Securities lending is a well-regulated","page_number":107,"box":{"x":89,"y":70,"width":825,"height":13}},{"id":"e7bb4bae-70a8-4236-9625-9597df873040","block_type":"box","text":"practice that contributes to capital market efficiency. It also enables funds to generate additional returns which in turn may","page_number":107,"box":{"x":89,"y":85,"width":860,"height":13}},{"id":"990f6830-9be2-4168-8f98-18bb986eb4db","block_type":"box","text":"allow fund providers to offset fund expenses.","page_number":107,"box":{"x":89,"y":101,"width":314,"height":12}},{"id":"37747fd7-ff71-4a5d-a22c-85d6d1fa2c18","block_type":"box","text":"With regard to the relationship between securities lending and proxy voting, BlackRock cannot vote shares on loan and may","page_number":107,"box":{"x":88,"y":127,"width":867,"height":12}},{"id":"ae029bec-14ef-4941-9197-e829071d1738","block_type":"box","text":"determine to recall them to allow for voting. This decision is guided by our fiduciary duty as an asset manager to our clients","page_number":107,"box":{"x":89,"y":142,"width":864,"height":12}},{"id":"6815790e-1a2f-41e3-8581-2476f839043b","block_type":"box","text":"in helping them achieve their investment goals. While this has occurred in a limited number of cases, the decision to recall","page_number":107,"box":{"x":89,"y":157,"width":853,"height":13}},{"id":"d4f5ce5c-61a5-43b3-8bb5-d9a8664f60fc","block_type":"box","text":"securities on loan as part of BlackRock’s securities lending program in order to vote is based on an evaluation of various","page_number":107,"box":{"x":89,"y":172,"width":836,"height":13}},{"id":"e14d7300-5694-4eb8-8a79-d98bb1d0a2c2","block_type":"box","text":"factors that include, but are not limited to, assessing potential securities lending revenue alongside the potential long-term","page_number":107,"box":{"x":88,"y":188,"width":860,"height":12}},{"id":"34b8e348-50d2-4bca-afa4-b35537be9fac","block_type":"box","text":"financial value to clients of voting those securities (based on the information available at the time of recall consideration).","page_number":107,"box":{"x":88,"y":203,"width":850,"height":12}},{"id":"08392046-f84e-416a-9b22-290b0f655770","block_type":"box","text":"BAIS works with active portfolio managers, as well as colleagues in the Securities Lending team, to evaluate the costs and","page_number":107,"box":{"x":89,"y":218,"width":851,"height":12}},{"id":"c6afcd12-0c2e-41d5-a855-b582e7b4f46e","block_type":"box","text":"benefits to clients of recalling shares on loan.","page_number":107,"box":{"x":89,"y":233,"width":314,"height":12}},{"id":"1c781ebf-5f51-4040-9ca0-7f490af643e9","block_type":"box","text":"In almost all instances, BlackRock anticipates that the potential long-term financial value to clients of voting shares would","page_number":107,"box":{"x":89,"y":259,"width":851,"height":13}},{"id":"823d32d8-3acf-4866-bddd-2454b7014a37","block_type":"box","text":"not warrant recalling securities on loan. 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Reliance upon this information is at the","page_number":107,"box":{"x":88,"y":494,"width":855,"height":12}},{"id":"a2b156dd-6c8d-4ac4-a1c3-4be81ec951fc","block_type":"box","text":"sole discretion of the reader.","page_number":107,"box":{"x":89,"y":509,"width":196,"height":9}},{"id":"78404e73-e7e1-440d-b68c-748455d17b19","block_type":"box","text":"Prepared by BlackRock, Inc.","page_number":107,"box":{"x":89,"y":535,"width":190,"height":13}},{"id":"907f09ff-51be-4a52-8d6e-8ad8ca7db079","block_type":"box","text":"©2025 BlackRock, Inc. 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All other trademarks are those of their respective owners.","page_number":107,"box":{"x":88,"y":577,"width":558,"height":12}},{"id":"fd2fbedf-6a3c-46f3-8c10-1f51c319d39a","block_type":"box","text":"A-18","page_number":107,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"004d2cca-43f5-40b0-a062-834079c50471","block_type":"box","text":"Index Equity Fund Proxy Voting Policy","page_number":108,"box":{"x":203,"y":44,"width":653,"height":30}},{"id":"68bd831f-6994-4a93-9a1c-2545d9b56310","block_type":"box","text":"Procedures Governing Delegation of Proxy Voting to Fund Advisers","page_number":108,"box":{"x":89,"y":88,"width":483,"height":12}},{"id":"8738b369-2647-4156-bf1f-47efb4dd5b94","block_type":"box","text":"Effective Date: January 1, 2025","page_number":108,"box":{"x":106,"y":114,"width":217,"height":13}},{"id":"65e0f2d5-bc1d-4305-8813-55ef5e648e97","block_type":"box","text":"Last Review Date: September 16, 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and Statements","page_number":108,"box":{"x":89,"y":432,"width":356,"height":12}},{"id":"d85a8b2e-bf7e-4672-8226-2c2656484acb","block_type":"box","text":"The Boards of Trustees/Directors (“Directors”) of certain open-end funds (the “Funds”) advised by BlackRock Fund Advisors","page_number":108,"box":{"x":88,"y":458,"width":873,"height":13}},{"id":"6e6201c4-4b01-4828-a822-63aac84584bb","block_type":"box","text":"or BlackRock Advisors, LLC (“BlackRock”), have the responsibility for the oversight of voting proxies relating to portfolio","page_number":108,"box":{"x":89,"y":473,"width":835,"height":13}},{"id":"b912aa74-64b7-43cd-b71f-d073a62232ed","block_type":"box","text":"securities of the Funds, and have determined that it is in the best interests of the Funds and their shareholders to delegate","page_number":108,"box":{"x":89,"y":489,"width":853,"height":12}},{"id":"ead93233-8ba9-4c72-bdd0-a06f22b6ead9","block_type":"box","text":"the responsibility to vote proxies to BlackRock, subject to the principles outlined in this Policy, as part of BlackRock’s authority","page_number":108,"box":{"x":88,"y":504,"width":878,"height":12}},{"id":"c0d03d61-d842-40ce-bb06-c818ca5f638e","block_type":"box","text":"to manage, acquire and dispose of account assets, all as contemplated by the Funds’ respective investment management","page_number":108,"box":{"x":88,"y":519,"width":850,"height":12}},{"id":"3310b7bb-86a0-4407-acfd-8bbd0f1a004a","block_type":"box","text":"agreements.","page_number":108,"box":{"x":89,"y":535,"width":85,"height":11}},{"id":"5d632d67-f133-4476-a05f-bea9d6c2b880","block_type":"box","text":"BlackRock has adopted the BlackRock Investment Stewardship Global Principles for Benchmark Policies (as from time to time","page_number":108,"box":{"x":89,"y":560,"width":876,"height":13}},{"id":"098e75f1-10dd-4ce6-ae85-46f2815e10b9","block_type":"box","text":"amended, the “Guidelines”) governing proxy voting by index equity Funds managed by BlackRock, except for the 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In addition, BlackRock has adopted guidelines and procedures (as from time to time amended, the","page_number":108,"box":{"x":89,"y":591,"width":822,"height":12}},{"id":"baf3fe6e-479c-4bb3-96b0-855db25c6fc7","block_type":"box","text":"“BlackRock Climate and Decarbonization Stewardship Guidelines”) governing proxy voting for matters covered in the","page_number":108,"box":{"x":89,"y":606,"width":818,"height":12}},{"id":"424c794e-c70d-4716-9304-dfc28472fa6a","block_type":"box","text":"BlackRock Climate and Decarbonization Stewardship Guidelines by the Funds listed in Appendix A.","page_number":108,"box":{"x":89,"y":621,"width":689,"height":12}},{"id":"022a33a9-9054-4ec3-9e63-6aae8f0a3002","block_type":"box","text":"BlackRock will cast votes on behalf of each of the Funds covered by this policy on specific proxy issues in respect of securities","page_number":108,"box":{"x":89,"y":647,"width":876,"height":13}},{"id":"5d2c89ce-b08c-4e02-9950-b5d51f459c4d","block_type":"box","text":"held by each such Fund (or may refrain from voting) in accordance with the Guidelines and the BlackRock Climate and","page_number":108,"box":{"x":89,"y":662,"width":829,"height":13}},{"id":"e4e1b1c2-efb5-42f0-a1bc-c054602b9c58","block_type":"box","text":"Decarbonization Stewardship Guidelines, as applicable.","page_number":108,"box":{"x":89,"y":678,"width":384,"height":12}},{"id":"b14d9c41-8041-43e2-aed9-16bdc235eb63","block_type":"box","text":"Conflicts Management","page_number":108,"box":{"x":89,"y":704,"width":164,"height":12}},{"id":"3c5ee05d-f8b0-429f-80af-3985cb0e07bc","block_type":"box","text":"BlackRock Investment Stewardship (“BIS”) maintains policies and procedures that seek to prevent undue influence on","page_number":108,"box":{"x":89,"y":730,"width":824,"height":13}},{"id":"690af347-800d-41b1-b329-de8939a1987d","block_type":"box","text":"BlackRock’s proxy voting activity and to mitigate material conflicts of interest in the exercise of proxy voting responsibilities.","page_number":108,"box":{"x":89,"y":746,"width":865,"height":12}},{"id":"f7d7adf5-7b4f-4aa8-851d-46cc57385aa7","block_type":"box","text":"Potential material conflicts, and the resultant potential for undue influence, might be due to a relationship between the","page_number":108,"box":{"x":89,"y":761,"width":831,"height":12}},{"id":"55c0094f-c876-4b41-bd4a-5f8d169c70cd","block_type":"box","text":"investee company (or any shareholder proponent or dissident shareholder) and BlackRock, BlackRock’s affiliates or","page_number":108,"box":{"x":89,"y":776,"width":803,"height":12}},{"id":"bbf527f2-318f-46fb-9eff-4ba64f967672","block_type":"box","text":"employees, or a Fund or a Fund’s affiliates. BlackRock has taken certain steps to mitigate potential conflicts, which are","page_number":108,"box":{"x":89,"y":791,"width":825,"height":12}},{"id":"54700cfa-36c0-4d4d-b53c-ca76a0d02afe","block_type":"box","text":"outlined in detail in the Guidelines. 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law.","page_number":108,"box":{"x":89,"y":863,"width":452,"height":12}},{"id":"a5e9247c-132d-4ee1-ba4d-7052dd91e8ec","block_type":"box","text":"A-19","page_number":108,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"912e444b-f9f7-452a-9a03-0536df8febba","block_type":"box","text":"With respect to the relationship between securities lending and proxy voting, shares on loan cannot be voted and BlackRock","page_number":109,"box":{"x":88,"y":44,"width":869,"height":12}},{"id":"ad02f51c-c37a-42ec-a855-75ca68b1cd1c","block_type":"box","text":"may determine to recall them for voting, as guided by BlackRock’s fiduciary responsibility to act in clients’ financial interests.","page_number":109,"box":{"x":89,"y":59,"width":868,"height":12}},{"id":"86c356f7-93f6-4967-abc3-127722f4427c","block_type":"box","text":"The Guidelines set forth BlackRock’s approach to recalling securities on loan in connection with proxy 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to","page_number":109,"box":{"x":89,"y":157,"width":878,"height":13}},{"id":"a1bf02ec-84b9-49b8-90fd-2feec2b41f91","block_type":"box","text":"the Guidelines and the BlackRock Climate and Decarbonization Stewardship Guidelines, including material changes to","page_number":109,"box":{"x":88,"y":172,"width":826,"height":13}},{"id":"018c1efa-888e-43b1-9e33-4cb4718d8689","block_type":"box","text":"conflicts management practices, that have not previously been reported.","page_number":109,"box":{"x":89,"y":188,"width":507,"height":12}},{"id":"acbfea7d-37f2-49bb-906c-a9d06ce3d0d1","block_type":"box","text":"Appendix A","page_number":109,"box":{"x":88,"y":214,"width":85,"height":12}},{"id":"4294904a-af39-4dd9-a8b6-076604ae535b","block_type":"box","text":"iShares Climate Conscious & Transition MSCI USA ETF","page_number":109,"box":{"x":89,"y":240,"width":380,"height":10}},{"id":"204f2dcf-0ef1-44e3-bc12-a61a9b59bcca","block_type":"box","text":"iShares ESG Advanced MSCI EAFE 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. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-21","page_number":110,"box":{"x":531,"y":177,"width":353,"height":9}},{"id":"10dd1c3c-eb6b-40d1-a44f-8f7be2e6d0dc","block_type":"box","text":"Philosophy on investment stewardship . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-22","page_number":110,"box":{"x":170,"y":195,"width":717,"height":12}},{"id":"29d59ae3-d63b-4827-84f7-b48a4f2d9883","block_type":"box","text":"Key governance topics","page_number":110,"box":{"x":170,"y":215,"width":156,"height":11}},{"id":"d61328dd-9785-460d-b311-13b72cbdc401","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-23","page_number":110,"box":{"x":329,"y":214,"width":558,"height":10}},{"id":"b7c2bb4e-09d4-45f1-a519-8461e879aae5","block_type":"box","text":"Boards and directors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-24","page_number":110,"box":{"x":170,"y":233,"width":717,"height":10}},{"id":"1e7d052f-150f-4a67-bfb2-34d1bf395e00","block_type":"box","text":"Auditors and audit-related issues","page_number":110,"box":{"x":169,"y":252,"width":232,"height":9}},{"id":"269aafb6-38bb-4970-95d1-b26e0c33273c","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-26","page_number":110,"box":{"x":407,"y":252,"width":480,"height":9}},{"id":"3cd1fad1-ae75-4484-8673-7213b2ab0459","block_type":"box","text":"Capital structure, mergers, acquisitions, asset sales, and other special situations","page_number":110,"box":{"x":169,"y":271,"width":557,"height":12}},{"id":"b83849e1-5718-47b1-b1bd-5d2692cbc75e","block_type":"box","text":". . . . . . . . . . . . . . . . . . .A-26","page_number":110,"box":{"x":733,"y":271,"width":154,"height":9}},{"id":"bf7c86f7-4cfd-48a8-964d-91488d92129c","block_type":"box","text":"Executive compensation and benefits","page_number":110,"box":{"x":170,"y":290,"width":260,"height":12}},{"id":"b22e175d-0f06-48c9-b87f-e8e298edaae0","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-27","page_number":110,"box":{"x":433,"y":290,"width":454,"height":9}},{"id":"84c08296-88f9-40f4-be99-ea02a877121c","block_type":"box","text":"Shareholder protections and other corporate governance matters","page_number":110,"box":{"x":169,"y":308,"width":457,"height":13}},{"id":"0f507c3a-69ad-4b56-8994-acfbd61c0572","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-28","page_number":110,"box":{"x":629,"y":309,"width":258,"height":9}},{"id":"3cee7428-3ba5-467a-931f-6cd5617cc658","block_type":"box","text":"Shareholder proposals","page_number":110,"box":{"x":169,"y":327,"width":156,"height":13}},{"id":"cfdb6cd5-c5cf-49e0-9b13-612359ee95ba","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-28","page_number":110,"box":{"x":329,"y":328,"width":558,"height":9}},{"id":"3b112d4d-2dc6-46ac-ae9d-9100c7bbc121","block_type":"box","text":"Material sustainability-related risks and opportunities","page_number":110,"box":{"x":170,"y":346,"width":372,"height":13}},{"id":"43f6a997-9b88-4cb0-9c17-28a91a1730b6","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-29","page_number":110,"box":{"x":544,"y":347,"width":343,"height":9}},{"id":"18ee3861-1522-45cc-b61a-acbcf5a5da6f","block_type":"box","text":"BlackRock’s oversight of its investment stewardship activities","page_number":110,"box":{"x":170,"y":365,"width":426,"height":12}},{"id":"8acea833-59a8-4132-b9f0-9197724b3bde","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-31","page_number":110,"box":{"x":603,"y":366,"width":281,"height":9}},{"id":"559c4dfe-396b-40ee-800d-3d3da08ab994","block_type":"box","text":"Voting Choice","page_number":110,"box":{"x":169,"y":384,"width":97,"height":12}},{"id":"608a4eb9-dac0-4405-8977-0adf038e29fa","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-32","page_number":110,"box":{"x":270,"y":385,"width":617,"height":9}},{"id":"7acea2e7-b437-4f00-808a-3ae5a69bc497","block_type":"box","text":"Reporting and vote transparency","page_number":110,"box":{"x":170,"y":403,"width":228,"height":12}},{"id":"acbfdd3a-1127-4bd6-b4ce-f2338506a532","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-32","page_number":110,"box":{"x":401,"y":403,"width":486,"height":10}},{"id":"60853cd6-cf2d-4fb3-a761-a908a9a5a5d5","block_type":"box","text":"Introduction to BlackRock Investment Stewardship","page_number":110,"box":{"x":89,"y":436,"width":365,"height":12}},{"id":"55c11a9c-a4fb-4404-8a42-a28f3ce43a42","block_type":"box","text":"At BlackRock, investment stewardship serves as a link between our clients and the companies they invest in and is one of the","page_number":110,"box":{"x":88,"y":462,"width":874,"height":12}},{"id":"ce6f73e5-a9c1-4011-8fb5-5753a6793baf","block_type":"box","text":"ways we fulfill our fiduciary responsibilities as an asset manager on their behalf. BlackRock offers a range of proxy voting","page_number":110,"box":{"x":88,"y":477,"width":842,"height":13}},{"id":"858a257c-dd18-4ae4-8995-2fe434c79da5","block_type":"box","text":"policies to reflect clients’ individual investment choices and goals.","page_number":110,"box":{"x":89,"y":492,"width":458,"height":13}},{"id":"678b92f0-1913-4d9b-adbe-26156a7ded3a","block_type":"box","text":"BlackRock Investment Stewardship (BIS) is responsible for stewardship activities in relation to clients’ assets invested in index","page_number":110,"box":{"x":89,"y":519,"width":876,"height":12}},{"id":"f09defb5-76d3-4f24-99a3-0e9824fd8e99","block_type":"box","text":"equity strategies. BIS takes a long-term approach in our stewardship efforts, reflecting the investment horizons of the","page_number":110,"box":{"x":89,"y":534,"width":818,"height":12}},{"id":"29b24961-506f-4b27-b87a-c869ae1fdbe6","block_type":"box","text":"majority of our clients. BIS does this through:","page_number":110,"box":{"x":89,"y":549,"width":314,"height":12}},{"id":"081e3028-4d7d-4d94-bcd8-384771e9fee6","block_type":"box","text":"1. Engaging with the boards and management of companies","page_number":110,"box":{"x":90,"y":569,"width":456,"height":13}},{"id":"dcbce385-84d7-4764-8870-6d434a5a5993","block_type":"box","text":"in which clients are invested to deepen our understanding","page_number":110,"box":{"x":552,"y":569,"width":405,"height":13}},{"id":"d81a9768-696b-49e7-8aed-09b0bb829466","block_type":"box","text":"of a company’s business model, including how they are overseeing material business risks and opportunities over time,","page_number":110,"box":{"x":128,"y":584,"width":833,"height":13}},{"id":"389999b8-9df0-4fcd-b9cf-390ba533c171","block_type":"box","text":"and to help inform our voting on behalf of clients.","page_number":110,"box":{"x":128,"y":599,"width":347,"height":13}},{"id":"94ed91b7-4458-4bf6-acb0-8e5345896e68","block_type":"box","text":"(1)","page_number":110,"box":{"x":476,"y":597,"width":14,"height":8}},{"id":"9a9cdc7f-4366-4476-9e35-ae0012991e3a","block_type":"box","text":"2. Voting at shareholder meetings","page_number":110,"box":{"x":89,"y":620,"width":265,"height":12}},{"id":"8b2560b7-1631-4d77-9044-fd5e97aafc41","block_type":"box","text":"on management and shareholder proposals for clients who have authorized BIS to","page_number":110,"box":{"x":359,"y":620,"width":575,"height":12}},{"id":"2d167654-2e78-4058-a792-7f7557d03103","block_type":"box","text":"vote on their behalf.","page_number":110,"box":{"x":127,"y":635,"width":139,"height":9}},{"id":"4f3ba409-1321-43b0-bed4-ee375c9825ec","block_type":"box","text":"3. Contributing to industry dialogue on stewardship","page_number":110,"box":{"x":88,"y":655,"width":396,"height":12}},{"id":"eef5ba18-104e-4470-8a55-7b1526e9873e","block_type":"box","text":"to share our perspectives on matters that may impact our clients’","page_number":110,"box":{"x":489,"y":655,"width":457,"height":12}},{"id":"84799b0c-3acb-4422-a8ba-52d6d115a862","block_type":"box","text":"investments.","page_number":110,"box":{"x":128,"y":671,"width":87,"height":9}},{"id":"7df581f5-8860-456c-9c88-5a64df9a1d92","block_type":"box","text":"4. Reporting on our activities to inform clients","page_number":110,"box":{"x":88,"y":690,"width":353,"height":13}},{"id":"959e36dc-5ca9-42ae-a84f-bf24ad928bd8","block_type":"box","text":"about our stewardship efforts on their behalf through a range of","page_number":110,"box":{"x":447,"y":690,"width":450,"height":13}},{"id":"61aae184-44b6-4060-89bb-b98b8dbfda01","block_type":"box","text":"publications on our website and direct client communications.","page_number":110,"box":{"x":128,"y":705,"width":436,"height":13}},{"id":"7213b25c-a8eb-49dc-8ed4-2e2580353089","block_type":"box","text":"This document provides an overarching explanation of the principles that guide our approach to engaging and voting on","page_number":110,"box":{"x":88,"y":732,"width":845,"height":12}},{"id":"c130278c-924e-42a7-9de5-44776d7ac05d","block_type":"box","text":"corporate governance matters and other material risks and opportunities under BIS’ Benchmark Policies. The BIS Benchmark","page_number":110,"box":{"x":89,"y":747,"width":872,"height":12}},{"id":"accb76b3-01da-4c1a-929b-c85a27ee4667","block_type":"box","text":"Policies – which are comprised of the BIS Global Principles, regional voting guidelines, and Engagement Priorities – apply to","page_number":110,"box":{"x":89,"y":762,"width":861,"height":12}},{"id":"5a6725e4-58dc-4e58-a7bd-f319da2d2d6e","block_type":"box","text":"(1) On February 11, 2025, the U.S. Securities and Exchange Commission (SEC) staff issued updated guidance for shareholders to maintain their eligibi","page_number":110,"box":{"x":89,"y":843,"width":848,"height":10}},{"id":"9e15da44-f10d-4f26-a649-7b59439cee46","block_type":"box","text":"lity","page_number":110,"box":{"x":939,"y":843,"width":16,"height":10}},{"id":"3de362a7-de96-492f-83ed-12e4e1af87c9","block_type":"box","text":"to report their beneficial ownership under Schedule 13G of the Exchange Act. We comply fully with these requirements and do not engage with portfo","page_number":110,"box":{"x":121,"y":856,"width":846,"height":10}},{"id":"93f3380a-3efd-49a2-a7f8-2912e5fc19d7","block_type":"box","text":"lio companies for the purpose, or with the effect, of changing or influencing control of any company.","page_number":110,"box":{"x":121,"y":868,"width":562,"height":10}},{"id":"ffb5697c-568e-4ac1-b72a-a5d18e352d86","block_type":"box","text":"A-21","page_number":110,"box":{"x":511,"y":894,"width":31,"height":9}},{"id":"a99dfc4f-9b54-45bd-b09d-563209d8a187","block_type":"box","text":"clients’ assets invested through index equity strategies, take a financial materiality-based approach, and are focused solely on","page_number":111,"box":{"x":89,"y":44,"width":877,"height":12}},{"id":"71881ca3-5ccf-41e3-b242-bf0d5a05d71b","block_type":"box","text":"advancing clients’ long-term financial interests.","page_number":111,"box":{"x":89,"y":59,"width":330,"height":12}},{"id":"e81a73c7-3724-4847-8f1f-1cc07685023f","block_type":"box","text":"(2)","page_number":111,"box":{"x":421,"y":57,"width":14,"height":8}},{"id":"78fa8fbe-9149-4604-b33d-142f73e30a74","block_type":"box","text":"Philosophy on investment stewardship","page_number":111,"box":{"x":89,"y":85,"width":278,"height":13}},{"id":"612b9f86-cb2e-4d37-92c1-18de2e065ad8","block_type":"box","text":"Sound governance is critical to a company’s ability to create long-term financial value. We maintain global principles on","page_number":111,"box":{"x":88,"y":112,"width":836,"height":12}},{"id":"90a63596-e7e5-4abf-b927-fa7498429532","block_type":"box","text":"corporate governance, which guide our approach to stewardship across jurisdictions, while recognizing the unique","page_number":111,"box":{"x":89,"y":127,"width":803,"height":12}},{"id":"27f2c8ab-061a-4016-af6b-95a46e9e9322","block_type":"box","text":"characteristics of the different markets where companies operate.","page_number":111,"box":{"x":89,"y":142,"width":459,"height":12}},{"id":"3b59605d-1d70-42fb-b5d4-92db39e563f3","block_type":"box","text":"Setting, executing, and overseeing strategy are the responsibility of management and the board. As one of many minority","page_number":111,"box":{"x":88,"y":169,"width":851,"height":12}},{"id":"5d744f6b-ec0c-44bd-9766-dc62d7c623b5","block_type":"box","text":"shareholders in public companies, BlackRock does not direct a company’s strategy or its implementation, nor how they","page_number":111,"box":{"x":89,"y":184,"width":834,"height":12}},{"id":"c9f3a2f5-f48e-42f6-8cc3-c08b24028faf","block_type":"box","text":"should manage material business risks. Our role, on behalf of clients as long-term investors, is to better understand how","page_number":111,"box":{"x":89,"y":199,"width":842,"height":12}},{"id":"c81bafc7-1560-4efe-92c3-e073c2ffab50","block_type":"box","text":"corporate leadership is managing material risks and capitalizing on opportunities to help protect and enhance the company’s","page_number":111,"box":{"x":89,"y":214,"width":876,"height":12}},{"id":"ec2ac088-3162-45e3-bfd3-e3ff93ae81fe","block_type":"box","text":"ability to deliver long-term financial returns.","page_number":111,"box":{"x":89,"y":229,"width":306,"height":12}},{"id":"16afaf1b-0b9f-4e02-a3e4-3b177894a0b2","block_type":"box","text":"Stewardship in practice","page_number":111,"box":{"x":88,"y":256,"width":169,"height":12}},{"id":"057db6a8-f4ba-4414-ba04-a5204b2bea53","block_type":"box","text":"The assets BlackRock manages belong to our clients, which include public and private pension plans, insurers, official","page_number":111,"box":{"x":88,"y":282,"width":821,"height":12}},{"id":"7dc441f5-dd2e-46fb-b226-f9274169ec49","block_type":"box","text":"institutions, endowments, universities, charities, family offices, wealth managers, and ultimately, the individual investors that","page_number":111,"box":{"x":89,"y":297,"width":872,"height":12}},{"id":"1c5a257a-d2c1-458d-a64b-9bb1236dee06","block_type":"box","text":"they serve. Through stewardship, we assess how companies are creating long-term financial value to serve our clients, many","page_number":111,"box":{"x":88,"y":312,"width":873,"height":13}},{"id":"b3c99932-6a89-4332-9f3d-28ab280aa924","block_type":"box","text":"of whom are saving for long-term goals, such as retirement. Our stewardship program - including when engaging with","page_number":111,"box":{"x":89,"y":327,"width":831,"height":13}},{"id":"6e0c10af-0662-4bc3-96a6-bc5e19b33d4a","block_type":"box","text":"companies and voting at shareholder meetings on behalf of clients - is conducted from a long-term investor perspective and","page_number":111,"box":{"x":89,"y":342,"width":871,"height":13}},{"id":"c4aa2a74-30e7-46d7-8aa8-a80c2391b454","block_type":"box","text":"takes a financial materiality-based approach, focused solely on advancing clients’ long-term financial interests.","page_number":111,"box":{"x":88,"y":358,"width":775,"height":12}},{"id":"175358c7-afd4-4784-96e5-7fd77456927f","block_type":"box","text":"BIS engages with the boards and management of companies in which clients are invested to deepen our understanding of a","page_number":111,"box":{"x":89,"y":384,"width":867,"height":12}},{"id":"4b534985-3c60-4477-b784-56267f7f44da","block_type":"box","text":"company’s business model, including how they are overseeing material business risks and opportunities over time, and to","page_number":111,"box":{"x":89,"y":399,"width":851,"height":13}},{"id":"01238985-69f8-4cd7-b460-edf8a13e13a6","block_type":"box","text":"help inform our voting on behalf of clients. Engagements provide companies with the opportunity to share their perspectives","page_number":111,"box":{"x":89,"y":414,"width":873,"height":13}},{"id":"62bd3eb0-ff68-4110-bbe5-7d549bda7457","block_type":"box","text":"on topics that, in BIS’ experience, impact the long-term financial returns BlackRock’s clients depend on to meet their financial","page_number":111,"box":{"x":89,"y":429,"width":877,"height":13}},{"id":"72c29cd1-63f4-4769-96ab-0607640b57d2","block_type":"box","text":"goals.","page_number":111,"box":{"x":89,"y":445,"width":39,"height":12}},{"id":"41e94dfc-d4c8-4167-a4dd-649fdc7d01df","block_type":"box","text":"Voting at a company’s shareholder meeting is a right of share ownership and a core principle of corporate governance. As a","page_number":111,"box":{"x":88,"y":471,"width":865,"height":12}},{"id":"08b851f7-2416-4026-be5f-1615c954a63f","block_type":"box","text":"fiduciary, BlackRock is legally required to make proxy voting determinations in a manner that is consistent with the","page_number":111,"box":{"x":88,"y":486,"width":803,"height":12}},{"id":"040b121c-a854-4cba-b471-af4915e67065","block_type":"box","text":"investment objectives of clients who have delegated voting authority to us. BIS’ Benchmark Policies, and the vote decisions","page_number":111,"box":{"x":89,"y":501,"width":858,"height":13}},{"id":"60bdec7a-b71f-451e-bdaf-7c6fda1ce1ac","block_type":"box","text":"made consistent with those policies, reflect our reasonable and independent judgment of what is in the long-term financial","page_number":111,"box":{"x":89,"y":516,"width":861,"height":13}},{"id":"52316334-28e6-4a42-9547-6bb76511e79e","block_type":"box","text":"interests of clients. Our vote decisions are often informed by several factors, including in-depth analysis of company","page_number":111,"box":{"x":89,"y":531,"width":811,"height":13}},{"id":"ccbdb7a4-620b-4dfe-a3da-7f2486aea409","block_type":"box","text":"disclosures, comparisons against industry peers, third-party research, and, where appropriate, engagement with companies.","page_number":111,"box":{"x":89,"y":547,"width":870,"height":12}},{"id":"b5a805f6-95ae-44f9-bdc1-903441548375","block_type":"box","text":"Generally, BIS supports the vote recommendations of the board of directors and management at companies which have","page_number":111,"box":{"x":89,"y":573,"width":839,"height":12}},{"id":"1e6ec0a5-fb56-4e3f-ae38-38846b4d8406","block_type":"box","text":"sound corporate governance and deliver strong financial returns over time. When we determine it is in our clients’ financial","page_number":111,"box":{"x":89,"y":588,"width":859,"height":12}},{"id":"7c5083fd-88a4-420c-b353-053c0745a043","block_type":"box","text":"interests to convey concern to companies through voting, we may do so in two forms: we might not support the election of","page_number":111,"box":{"x":89,"y":603,"width":866,"height":13}},{"id":"1af10461-6248-4de1-8315-c5163132ceab","block_type":"box","text":"directors or other management proposals, or we might not support management’s voting recommendation on a shareholder","page_number":111,"box":{"x":89,"y":618,"width":877,"height":13}},{"id":"1c5db70b-888f-483e-8f65-f0c90509caa7","block_type":"box","text":"proposal.","page_number":111,"box":{"x":89,"y":633,"width":63,"height":13}},{"id":"3293ec9c-e510-4df0-ab65-7a2a9efd1195","block_type":"box","text":"Shareholder rights","page_number":111,"box":{"x":88,"y":660,"width":134,"height":12}},{"id":"45d1dde1-acfb-4453-a709-69cb11849adc","block_type":"box","text":"BlackRock’s global approach as a shareholder on behalf of our clients is underpinned by certain rights attached to","page_number":111,"box":{"x":89,"y":686,"width":795,"height":13}},{"id":"6591e007-220b-4899-85a3-5d8fd2f74228","block_type":"box","text":"shareholding in most markets, as established by corporate laws, regulations, and listing rules.","page_number":111,"box":{"x":89,"y":702,"width":652,"height":12}},{"id":"7df9f103-8560-4747-b4f6-49faea806687","block_type":"box","text":"(3)","page_number":111,"box":{"x":743,"y":700,"width":14,"height":8}},{"id":"83cc34ba-e6f4-422a-b33c-31ee701a3644","block_type":"box","text":"For example, in most","page_number":111,"box":{"x":763,"y":702,"width":146,"height":12}},{"id":"3a04ba46-2725-4fe2-86cd-cc8f787601bb","block_type":"box","text":"markets, shareholders have the right to:","page_number":111,"box":{"x":89,"y":717,"width":277,"height":12}},{"id":"d3d9cd6f-26b3-4a54-ac41-ad0b9192c857","block_type":"box","text":"• Vote to elect, remove, and nominate directors, approve the appointment of the auditor, and amend the corporate charter","page_number":111,"box":{"x":89,"y":737,"width":878,"height":12}},{"id":"28cb720b-77ba-424f-9061-30ccba0cee43","block_type":"box","text":"or bylaws.","page_number":111,"box":{"x":121,"y":752,"width":69,"height":12}},{"id":"7a4b154d-fb88-4af7-aa73-db7af0301d9e","block_type":"box","text":"• Vote on key board decisions that are material to the protection of their investment, including but not limited to, changes","page_number":111,"box":{"x":89,"y":772,"width":872,"height":12}},{"id":"f61ecc15-067c-401a-b3ee-74e754504ef9","block_type":"box","text":"to the purpose of the business, dilution levels, and pre-emptive rights.","page_number":111,"box":{"x":121,"y":787,"width":488,"height":13}},{"id":"14bd29a9-eb71-47e5-be91-246468c93d99","block_type":"box","text":"(2) Alongside the Global Principles and regional voting guidelines, BIS publishes Engagement Priorities which reflect the five themes on which we mo","page_number":111,"box":{"x":89,"y":816,"width":848,"height":9}},{"id":"665c64e7-e1b2-4fa3-bbaf-3a5a9305328b","block_type":"box","text":"st","page_number":111,"box":{"x":938,"y":817,"width":9,"height":6}},{"id":"985223c8-9113-442e-86d9-e80420ce7a86","block_type":"box","text":"frequently engage companies, where they are relevant, as these can be a source of material business risk or opportunity.","page_number":111,"box":{"x":121,"y":828,"width":673,"height":10}},{"id":"6b916a06-8b5e-4599-ba8c-90d5b326e33f","block_type":"box","text":"(3) Examples include: Government of Canada, “Canada Business Corporations Act,” amended 2024; European Union, “Shareholder Rights Directive II,”","page_number":111,"box":{"x":89,"y":843,"width":854,"height":10}},{"id":"f7cd91ee-a1b3-4af3-99c4-72f9e7f3eef9","block_type":"box","text":"2017; and the China Securities Regulatory Commission, “Code of Corporate Governance for Listed Companies in China,” 2001. Websites accessed in","page_number":111,"box":{"x":121,"y":856,"width":828,"height":10}},{"id":"dc735ddc-d5f5-4c14-8b4a-aab451e3a7e9","block_type":"box","text":"December 2025.","page_number":111,"box":{"x":122,"y":868,"width":90,"height":8}},{"id":"77127674-b797-47ed-999f-17e349bee04b","block_type":"box","text":"A-22","page_number":111,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"ad98888f-b733-4d12-90ae-a22626714ad9","block_type":"box","text":"• Access sufficient and timely information on governance, strategic, and business matters — where such matters are","page_number":112,"box":{"x":89,"y":44,"width":839,"height":12}},{"id":"5eea5231-c628-4527-8dfa-42a5ce46b0b1","block_type":"box","text":"material — to make informed decisions.","page_number":112,"box":{"x":122,"y":59,"width":278,"height":10}},{"id":"3878e825-e3e2-4e25-a58e-659226871bde","block_type":"box","text":"To protect the interest of minority shareholders like BlackRock’s clients, BIS holds the view that shareholder voting rights","page_number":112,"box":{"x":88,"y":85,"width":844,"height":13}},{"id":"c352ec2c-f312-4cc4-8e46-5cac82e9d76e","block_type":"box","text":"should be proportionate to economic ownership—the principle of “one share, one vote” helps to achieve this balance.","page_number":112,"box":{"x":89,"y":101,"width":823,"height":12}},{"id":"814313bb-fd0e-4ac7-b130-4555d72fc489","block_type":"box","text":"Key governance topics","page_number":112,"box":{"x":89,"y":128,"width":161,"height":11}},{"id":"b92bbaf2-2f64-41c9-92b3-ceab9582c911","block_type":"box","text":"In our experience, there are certain globally applicable elements of corporate governance that contribute to a company’s","page_number":112,"box":{"x":89,"y":153,"width":843,"height":13}},{"id":"0baf3945-f4e1-4848-9000-7d169b204f9a","block_type":"box","text":"ability to create long-term financial value for shareholders. These are topics that shareholders may have the ability to vote on","page_number":112,"box":{"x":89,"y":169,"width":873,"height":12}},{"id":"21422a46-cb43-4b74-a262-98fb8e632667","block_type":"box","text":"at shareholder meetings. These areas include:","page_number":112,"box":{"x":89,"y":184,"width":319,"height":12}},{"id":"ad57bebb-c62a-414a-abcf-a30dde933b67","block_type":"box","text":"• Boards and directors","page_number":112,"box":{"x":89,"y":204,"width":176,"height":10}},{"id":"f83fdd4d-4a0c-459b-a2cc-4d068890b222","block_type":"box","text":"• Auditors and audit-related issues","page_number":112,"box":{"x":89,"y":224,"width":264,"height":10}},{"id":"222bcb9b-4bb3-49aa-bcc5-883683e75dcb","block_type":"box","text":"• Capital structure, mergers, acquisitions, asset sales, and other special situations","page_number":112,"box":{"x":89,"y":244,"width":589,"height":13}},{"id":"69918551-0785-4a68-a005-0b1214678a88","block_type":"box","text":"• Executive compensation","page_number":112,"box":{"x":89,"y":265,"width":202,"height":12}},{"id":"fe3058f5-f95f-41b9-b13f-a112a128f5ce","block_type":"box","text":"• Shareholder protections and other significant corporate governance matters","page_number":112,"box":{"x":89,"y":285,"width":566,"height":12}},{"id":"4d9aada8-10b8-41d3-9ddc-be2967e1b173","block_type":"box","text":"• Shareholder proposals","page_number":112,"box":{"x":89,"y":305,"width":188,"height":12}},{"id":"29ad95cd-1134-40a9-a792-590904c0f794","block_type":"box","text":"The BIS Benchmark Policies are not prescriptive but rather are applied on a pragmatic basis, taking into consideration a","page_number":112,"box":{"x":88,"y":331,"width":832,"height":12}},{"id":"b6618452-074d-4e7d-bf6c-2def9549d594","block_type":"box","text":"number of company-specific factors, including the sector, market, and business environment within which companies","page_number":112,"box":{"x":89,"y":346,"width":826,"height":13}},{"id":"7ccf950e-58da-4e01-b75c-5fe2d6688161","block_type":"box","text":"operate.","page_number":112,"box":{"x":89,"y":363,"width":56,"height":11}},{"id":"9fd74493-105b-4f7c-af9c-adb718d5d7e7","block_type":"box","text":"At the regional level, it is our view that companies should observe the accepted corporate governance standards in their","page_number":112,"box":{"x":88,"y":388,"width":840,"height":12}},{"id":"0cc00aa9-9a24-42e3-b593-6b47d8a7b0d7","block_type":"box","text":"domestic market at a minimum, and we ask that, if they do not, they explain how their approach better supports durable,","page_number":112,"box":{"x":89,"y":403,"width":848,"height":12}},{"id":"1ff30c25-a4f4-461f-bcbe-d727170c0917","block_type":"box","text":"long-term financial value creation. Our regional voting guidelines explain how the BIS Global Principles inform our voting","page_number":112,"box":{"x":89,"y":418,"width":844,"height":12}},{"id":"d40fd3be-413a-43e5-8d88-0b974b359661","block_type":"box","text":"decisions in relation to common ballot items for shareholder meetings in those markets.","page_number":112,"box":{"x":89,"y":433,"width":616,"height":13}},{"id":"bb9003d2-f11c-46ec-9c0a-7de1a78e48eb","block_type":"box","text":"(4)","page_number":112,"box":{"x":706,"y":431,"width":15,"height":8}},{"id":"7cdb693a-e3ab-457e-8efa-8760d6268981","block_type":"box","text":"Boards and directors","page_number":112,"box":{"x":351,"y":459,"width":356,"height":23}},{"id":"8f7bcbe5-5d17-4d6f-bd06-eff6553f3924","block_type":"box","text":"Oversight role of the board","page_number":112,"box":{"x":89,"y":502,"width":193,"height":13}},{"id":"7707baa3-77ac-4363-8c4c-7b3e4b60e581","block_type":"box","text":"Companies whose boards are comprised of appropriately qualified, engaged directors with professional characteristics","page_number":112,"box":{"x":89,"y":529,"width":829,"height":12}},{"id":"b3c8e8d1-8fe9-4151-82f5-ad6a2e7b15b1","block_type":"box","text":"relevant to a company’s business enhance the board’s ability to add long-term financial value and serve as the voice of","page_number":112,"box":{"x":89,"y":544,"width":830,"height":12}},{"id":"97c53529-1e93-4f3f-add6-49c878670b92","block_type":"box","text":"shareholders in board discussions. In our view, a strong board gives a company a competitive advantage, providing valuable","page_number":112,"box":{"x":89,"y":559,"width":865,"height":13}},{"id":"56e86dc1-ce8a-4840-93c8-4b3b4508965a","block_type":"box","text":"oversight and contributing to the most important management decisions that support long-term financial performance.","page_number":112,"box":{"x":89,"y":574,"width":841,"height":13}},{"id":"890b8ced-49d8-4e25-b304-b0041bba09bc","block_type":"box","text":"For this reason, our investment stewardship efforts focus on the effectiveness of the board of directors. We engage, as","page_number":112,"box":{"x":89,"y":601,"width":824,"height":12}},{"id":"c094db1b-7964-4a1e-9fa1-4e1c0b489700","block_type":"box","text":"necessary, with members of the board’s nominating and/or governance committee to assess whether governance practices","page_number":112,"box":{"x":89,"y":616,"width":867,"height":12}},{"id":"32c16c0b-4611-4df5-b860-e52fc95d6e1d","block_type":"box","text":"and board composition are effective given a company’s business model, sector, market, and the business environment in","page_number":112,"box":{"x":89,"y":631,"width":842,"height":12}},{"id":"3ee2cb37-41e0-4046-baa3-776c46520b7a","block_type":"box","text":"which a company is operating.","page_number":112,"box":{"x":88,"y":646,"width":214,"height":12}},{"id":"78ad1edf-43e9-4ce0-9de4-d5ac1aa07613","block_type":"box","text":"We consider it good practice when the board establishes and maintains a framework of robust and effective governance","page_number":112,"box":{"x":88,"y":673,"width":841,"height":12}},{"id":"3b8a4af0-ef27-41d7-9de1-6c6edc78e2d7","block_type":"box","text":"mechanisms that supports its oversight of the company’s strategy and operations, consistent with the long-term financial","page_number":112,"box":{"x":89,"y":688,"width":853,"height":12}},{"id":"5d0df93c-5e25-43b1-884d-6f31053bbd90","block_type":"box","text":"interests of investors. This includes having clear descriptions of the role of the board and the committees of the board and","page_number":112,"box":{"x":89,"y":703,"width":854,"height":12}},{"id":"0fdfafa0-4e0b-4bc8-b7a9-ff29ed4df2da","block_type":"box","text":"how directors engage with and oversee management, as well as disclosure of material risks that may affect a company’s","page_number":112,"box":{"x":89,"y":718,"width":841,"height":12}},{"id":"e68fd564-ecd8-454d-b146-7a38c42f1ada","block_type":"box","text":"long-term strategy and how management is effectively identifying, managing, and mitigating such risks.","page_number":112,"box":{"x":89,"y":733,"width":729,"height":12}},{"id":"d523a7b1-cb08-44ef-95e9-e3c5c92bbd1f","block_type":"box","text":"Understanding management’s long-term strategy and the milestones against which investors should assess its","page_number":112,"box":{"x":89,"y":759,"width":777,"height":13}},{"id":"ca616d2f-31fe-4803-a569-747cce9b8925","block_type":"box","text":"implementation is central to our approach. If any strategic targets are significantly missed or materially restated, we find it","page_number":112,"box":{"x":89,"y":775,"width":854,"height":12}},{"id":"231d152a-bcc1-411b-86dd-4e13a650c4b9","block_type":"box","text":"helpful when company disclosures provide a detailed explanation of the changes and an indication of the board’s role in","page_number":112,"box":{"x":89,"y":790,"width":838,"height":12}},{"id":"b9900cdd-ddc8-4c2d-8020-b81090f77790","block_type":"box","text":"(4) Our regional voting guidelines reflect these different market standards and norms. Depending on the market, generally accepted practice is info","page_number":112,"box":{"x":89,"y":831,"width":836,"height":10}},{"id":"aedcf2c1-0467-49d4-baa9-1b60aef7e388","block_type":"box","text":"rmed","page_number":112,"box":{"x":926,"y":831,"width":28,"height":7}},{"id":"4e4c93c7-4cfb-4fb6-a1c1-c727e56b767e","block_type":"box","text":"by corporate law, market regulation, best practices, and industry initiatives, amongst other factors. BIS carries out engagement with companies,","page_number":112,"box":{"x":121,"y":843,"width":805,"height":10}},{"id":"35addcf5-347d-4d7a-bcb1-7a17b3fd27d4","block_type":"box","text":"executes proxy votes, and conducts vote operations (including maintaining records of votes cast) in a manner consistent with the relevant regional","page_number":112,"box":{"x":121,"y":856,"width":823,"height":10}},{"id":"1eb34392-9d63-4fe2-9285-3b01835507fa","block_type":"box","text":"voting guidelines.","page_number":112,"box":{"x":121,"y":868,"width":98,"height":10}},{"id":"bf4331c8-b939-4684-92a6-b1fba3a8c9a5","block_type":"box","text":"A-23","page_number":112,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"af12c815-6816-4a33-85e1-64efd781ea9e","block_type":"box","text":"reviewing the revised targets. We look to the board to articulate the effectiveness of these mechanisms in overseeing the","page_number":113,"box":{"x":89,"y":44,"width":842,"height":12}},{"id":"4d3e043b-7e53-4d85-8124-914642a7df0f","block_type":"box","text":"management of business risks and opportunities and the fulfillment of the company’s strategy.","page_number":113,"box":{"x":89,"y":59,"width":663,"height":12}},{"id":"54b51a05-38ce-4638-9d81-f9c8d577301a","block_type":"box","text":"Where a company has not adequately disclosed or demonstrated that its board has fulfilled these corporate governance and","page_number":113,"box":{"x":88,"y":85,"width":870,"height":13}},{"id":"ee7707cc-b2d6-4c8a-9e00-949b2e285d23","block_type":"box","text":"risk oversight responsibilities, we may consider not supporting the election of directors who, in our assessment, have","page_number":113,"box":{"x":89,"y":101,"width":818,"height":12}},{"id":"d5a49c5f-f95b-4a5e-91b6-65d7d82b675c","block_type":"box","text":"particular responsibility for the issues.","page_number":113,"box":{"x":89,"y":116,"width":263,"height":12}},{"id":"a7fe92c7-3254-4ab7-b34a-2dab4918fd8e","block_type":"box","text":"When casting vote decisions on behalf of clients on the election of directors, some of the factors that speak to the board’s","page_number":113,"box":{"x":88,"y":142,"width":854,"height":12}},{"id":"6a02acba-42b8-486f-842d-3db02b760837","block_type":"box","text":"effectiveness as a group include the relevance of individual directors’ qualifications and skillsets, as well as directors’ capacity","page_number":113,"box":{"x":89,"y":157,"width":875,"height":13}},{"id":"9f45d5ee-72a2-4178-8fdc-583c3a4f6d55","block_type":"box","text":"and other time commitments, and how these factors may contribute to the company’s financial performance. We look to","page_number":113,"box":{"x":89,"y":172,"width":847,"height":13}},{"id":"98c2d951-177c-436a-b529-59d46f13e650","block_type":"box","text":"boards to establish formal and transparent processes for nominating directors that reflect the company’s long-term strategy","page_number":113,"box":{"x":89,"y":188,"width":870,"height":12}},{"id":"af337765-6e0c-4fd3-8099-3acb219bc394","block_type":"box","text":"and business model.","page_number":113,"box":{"x":89,"y":203,"width":142,"height":9}},{"id":"335c458e-9523-4e5d-833c-cabc1a8494e1","block_type":"box","text":"In the section titled “Board quality and effectiveness” below, we provide more detail about our approach to board","page_number":113,"box":{"x":89,"y":229,"width":789,"height":12}},{"id":"a2c5f49a-a6d4-456f-9a5a-2dbf34d01d2b","block_type":"box","text":"composition and how it underpins board effectiveness and long-term financial value creation.","page_number":113,"box":{"x":89,"y":244,"width":654,"height":13}},{"id":"828b2683-dc1c-4b23-98a0-0d0a1816e8e1","block_type":"box","text":"Regular accountability through director elections","page_number":113,"box":{"x":89,"y":271,"width":354,"height":12}},{"id":"aad0f4ec-c776-48e2-a77a-d1fcd91da3c3","block_type":"box","text":"The election of directors to the board is a right of shareholders and an important signal of support for, or concern about, the","page_number":113,"box":{"x":88,"y":297,"width":869,"height":12}},{"id":"29f74270-9744-420a-993c-a5fb962787bd","block_type":"box","text":"performance of the board in overseeing and advising management. To ensure accountability for their decisions on behalf of","page_number":113,"box":{"x":89,"y":312,"width":867,"height":13}},{"id":"3aa0b3e0-e161-48f9-972e-04bf2356b4da","block_type":"box","text":"shareholders, directors should stand for election on a regular basis, ideally annually.","page_number":113,"box":{"x":89,"y":327,"width":583,"height":13}},{"id":"c7c10826-d1a6-4cd0-9f9d-6b2eef93615b","block_type":"box","text":"(5)","page_number":113,"box":{"x":674,"y":325,"width":14,"height":8}},{"id":"4569a431-4f1e-4267-b2f9-62724fb32f4a","block_type":"box","text":"Annual director elections allow","page_number":113,"box":{"x":693,"y":327,"width":217,"height":10}},{"id":"cb20ea36-0a53-4f13-8afa-46abcae5f60c","block_type":"box","text":"shareholders to reaffirm their support for, or concerns about, board members’ decisions in a timely manner. When board","page_number":113,"box":{"x":89,"y":342,"width":842,"height":13}},{"id":"7c50f7a8-3b0d-4fc0-bb42-269d62e0be72","block_type":"box","text":"members are not elected annually, we consider it good practice for boards to have a rotation policy to ensure that, through a","page_number":113,"box":{"x":89,"y":358,"width":871,"height":12}},{"id":"dcffb0a3-2671-43b7-8b86-bb1ae77ee327","block_type":"box","text":"board cycle, all directors have had their appointment re-confirmed, with a proportion of directors being put forward for","page_number":113,"box":{"x":89,"y":373,"width":833,"height":12}},{"id":"e9273e0b-501e-41e8-bfda-695b70813370","block_type":"box","text":"election at each shareholder meeting.","page_number":113,"box":{"x":89,"y":388,"width":262,"height":12}},{"id":"92391c05-807f-4b35-9205-29c522a3622f","block_type":"box","text":"Board quality and effectiveness","page_number":113,"box":{"x":89,"y":414,"width":224,"height":13}},{"id":"a7cba597-2765-4f39-adb5-609bf023e55f","block_type":"box","text":"Regular director elections also give boards the opportunity to adjust their composition in an orderly way to reflect","page_number":113,"box":{"x":89,"y":441,"width":794,"height":12}},{"id":"52771134-73cd-4b20-806e-897f7109259b","block_type":"box","text":"developments in the company’s strategy and the market environment. In our view, it is beneficial for new directors to be","page_number":113,"box":{"x":89,"y":456,"width":839,"height":12}},{"id":"002e2439-3ed1-4d1f-a4c8-126dffd28863","block_type":"box","text":"brought onto the board periodically to refresh the group’s thinking, while supporting both continuity and appropriate","page_number":113,"box":{"x":89,"y":471,"width":819,"height":12}},{"id":"2e4ca3f7-03e1-4870-bc7d-32366446f567","block_type":"box","text":"succession planning. We consider the average overall tenure of the board and seek a balance between the knowledge and","page_number":113,"box":{"x":89,"y":486,"width":850,"height":12}},{"id":"e98295a4-6f7d-42f1-aaed-50294a0c4711","block_type":"box","text":"experience of longer-serving directors and the fresh perspectives of directors who joined more recently.","page_number":113,"box":{"x":89,"y":501,"width":723,"height":13}},{"id":"7aabc91e-4dc3-4609-b66a-77a5f6ba058f","block_type":"box","text":"We appreciate when companies regularly review and assess how directors nominated for election contribute to the","page_number":113,"box":{"x":88,"y":528,"width":806,"height":12}},{"id":"a7828f18-90bf-4b98-8d5d-be3904f11f45","block_type":"box","text":"effectiveness of the board. In our view, the company’s assessment should consider a number of factors, including each","page_number":113,"box":{"x":89,"y":543,"width":830,"height":12}},{"id":"352d2f59-eb1e-4125-ab28-ab7a1e677b16","block_type":"box","text":"director’s independence and time commitments, as well as the breadth and relevance of director experiences and skillsets,","page_number":113,"box":{"x":89,"y":558,"width":856,"height":12}},{"id":"2d3ac0d8-2fac-495f-ba87-ff127ef29497","block_type":"box","text":"and how these collectively contribute to the board’s effectiveness in advising and overseeing management in delivering long","page_number":113,"box":{"x":89,"y":573,"width":875,"height":12}},{"id":"d84ae623-05f7-4a3a-a1e9-2f625d24ab00","block_type":"box","text":"term financial returns.","page_number":113,"box":{"x":88,"y":588,"width":154,"height":10}},{"id":"e579956f-9b49-43d6-a7e9-6886c1cd035a","block_type":"box","text":"Director independence","page_number":113,"box":{"x":89,"y":615,"width":165,"height":12}},{"id":"0726421a-2674-4488-a870-f6e166ee88c4","block_type":"box","text":"Director independence — from management, significant shareholders, or other related parties — is a central tenet of sound","page_number":113,"box":{"x":89,"y":641,"width":865,"height":12}},{"id":"b34ce685-9b85-45b4-8753-891065c32a98","block_type":"box","text":"corporate governance across markets.","page_number":113,"box":{"x":89,"y":656,"width":267,"height":13}},{"id":"49010c53-4912-46a4-9563-a61683930b86","block_type":"box","text":"(6)","page_number":113,"box":{"x":357,"y":654,"width":15,"height":8}},{"id":"c406cfcf-4e7e-4cd4-aeda-c57d117c3f5f","block_type":"box","text":"We look to boards to have a sufficient number of independent directors, free from","page_number":113,"box":{"x":377,"y":656,"width":571,"height":13}},{"id":"8870657b-6c6f-4e26-99f6-4c9e83f6efce","block_type":"box","text":"conflicts of interest or undue influence, to ensure objectivity in the decision-making of the board and its ability to oversee","page_number":113,"box":{"x":89,"y":671,"width":848,"height":13}},{"id":"9f721fe9-3bbf-4d67-adfe-80ee1f6e7868","block_type":"box","text":"management. We generally consider it good practice for independent directors to make a majority of the board, or in the case","page_number":113,"box":{"x":89,"y":686,"width":879,"height":13}},{"id":"32c931b6-2d3b-47a7-93b3-d3b35952f975","block_type":"box","text":"of controlled companies, at least one-third.","page_number":113,"box":{"x":89,"y":702,"width":300,"height":12}},{"id":"a41a0863-9afe-44db-aec0-98e48c25266d","block_type":"box","text":"Common impediments to independence may include but are not limited to:","page_number":113,"box":{"x":89,"y":728,"width":528,"height":12}},{"id":"4de028a9-c2f4-4399-84c9-62542e523a5d","block_type":"box","text":"• Current or recent employment at the company or a subsidiary","page_number":113,"box":{"x":89,"y":748,"width":465,"height":12}},{"id":"9737124e-1c72-44f2-ba83-634f56fbb8f0","block_type":"box","text":"• Being, or representing, a shareholder with a substantial shareholding in the company","page_number":113,"box":{"x":89,"y":768,"width":627,"height":13}},{"id":"50e902b7-c471-421e-a4fb-bb85f1904844","block_type":"box","text":"• Interlocking directorates","page_number":113,"box":{"x":89,"y":788,"width":202,"height":13}},{"id":"449292b1-10c6-4380-88ab-7b07e5acda18","block_type":"box","text":"(5) In most markets, directors stand for re-election on an annual or triennial basis, as determined by corporate law, market regulation or voluntary b","page_number":113,"box":{"x":89,"y":828,"width":839,"height":10}},{"id":"0733b5b8-331c-452a-92ee-2b985b2eca9a","block_type":"box","text":"est","page_number":113,"box":{"x":929,"y":829,"width":16,"height":7}},{"id":"24b652bb-8a4b-4f3e-9bcb-1f8fb74601c3","block_type":"box","text":"practice.","page_number":113,"box":{"x":121,"y":842,"width":47,"height":9}},{"id":"3725231b-4ebb-4c74-88a9-4cadade7498b","block_type":"box","text":"(6) For example, please see: Tokyo Stock Exchange, “Japan’s Corporate Governance Code,” June 11, 2021; Financial Reporting Council, “UK Corporate G","page_number":113,"box":{"x":89,"y":856,"width":857,"height":10}},{"id":"320df2e3-80b2-4b72-b5b8-9d09a7ddf12d","block_type":"box","text":"ov","page_number":113,"box":{"x":948,"y":858,"width":17,"height":6}},{"id":"c43e1977-f747-459c-b611-9ed9675f310d","block_type":"box","text":"ernance Code,” January 2024, accessed in December 2025.","page_number":113,"box":{"x":121,"y":868,"width":327,"height":10}},{"id":"e485e2a6-451a-421e-9cbd-7e0916abf302","block_type":"box","text":"A-24","page_number":113,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"bd25cc63-7314-4e50-a29e-1c85467614a1","block_type":"box","text":"• Having any other interest, business, or other relationship which could, or could reasonably be perceived to, materially","page_number":114,"box":{"x":89,"y":44,"width":853,"height":12}},{"id":"7a56cbc9-1b55-41da-9105-d3095472152f","block_type":"box","text":"interfere with a director’s ability to act in the best interests of the company and shareholders","page_number":114,"box":{"x":122,"y":59,"width":646,"height":12}},{"id":"926a42ed-9254-4ff4-9bbb-39eb7d0378d1","block_type":"box","text":"In our experience, boards are most effective at overseeing and advising management when there is a senior, independent","page_number":114,"box":{"x":89,"y":85,"width":848,"height":13}},{"id":"2b1352fd-221e-4a67-857d-3f7b548bc7bf","block_type":"box","text":"board leader. This director may chair the board, or, where the chair is also the CEO (or is otherwise not independent), be","page_number":114,"box":{"x":89,"y":101,"width":838,"height":12}},{"id":"90e43376-7375-4519-a31e-c40f1433975c","block_type":"box","text":"designated as a lead independent director. The role of this director is to support independent board members in fulfilling their","page_number":114,"box":{"x":89,"y":116,"width":879,"height":12}},{"id":"c15cfcc3-a762-46ab-9328-d1aeea345bd3","block_type":"box","text":"oversight responsibilities effectively by shaping the agenda, ensuring adequate information is provided to the board, and","page_number":114,"box":{"x":89,"y":131,"width":840,"height":12}},{"id":"7c3dc566-339c-4eee-8c60-cbcdfa9daf66","block_type":"box","text":"encouraging independent director participation in board deliberations. We appreciate when the lead independent director or","page_number":114,"box":{"x":89,"y":146,"width":869,"height":12}},{"id":"0be8936b-76a8-466b-a9fb-9e7888708268","block_type":"box","text":"another appropriate director is available to meet with shareholders to explain and contextualize a company’s approach as a","page_number":114,"box":{"x":89,"y":161,"width":861,"height":12}},{"id":"b945c608-0c5c-4582-82b3-cab307c1a411","block_type":"box","text":"situation warrants.","page_number":114,"box":{"x":89,"y":177,"width":129,"height":9}},{"id":"82c6cbc7-7af0-4c79-81ce-c3b360d56593","block_type":"box","text":"Boards may face matters that could involve conflicts of interest for executives or affiliated directors, or that require additional","page_number":114,"box":{"x":89,"y":203,"width":871,"height":12}},{"id":"823bdcc3-b8d1-4d16-a71f-6743a319de08","block_type":"box","text":"focus. It is our view that objective oversight of such matters is best achieved when the board forms committees with a","page_number":114,"box":{"x":88,"y":218,"width":828,"height":12}},{"id":"5bbb4c8a-0a5e-4111-9876-681c3455d116","block_type":"box","text":"majority of independent directors, depending on market norms and a company’s ownership structure. In many markets,","page_number":114,"box":{"x":89,"y":233,"width":840,"height":12}},{"id":"212277ce-5982-4d75-b548-aedb7abc16c8","block_type":"box","text":"these committees of the board specialize in audit, director nominations, and compensation matters, among others. An ad","page_number":114,"box":{"x":88,"y":248,"width":852,"height":12}},{"id":"7f882cc1-17b0-446b-a8fd-3c4d36efaaef","block_type":"box","text":"hoc committee might also be formed to decide on a special transaction, particularly one involving a related party, or to","page_number":114,"box":{"x":89,"y":263,"width":828,"height":12}},{"id":"3c5421cd-2071-48bd-a161-a53e97b08eef","block_type":"box","text":"investigate a significant adverse event.","page_number":114,"box":{"x":89,"y":278,"width":268,"height":13}},{"id":"68f68f50-d846-4b32-9550-8bb1c6b93fe4","block_type":"box","text":"Sufficient capacity","page_number":114,"box":{"x":88,"y":305,"width":134,"height":12}},{"id":"ecb9cde9-9243-4335-a416-b8ccdd361a01","block_type":"box","text":"As the role and expectations of a director are increasingly demanding, directors must be able to commit an appropriate","page_number":114,"box":{"x":88,"y":331,"width":836,"height":12}},{"id":"2e7b8378-df22-4443-bfd8-6f4f43ab0925","block_type":"box","text":"amount of time to board and committee matters. It is important that directors have the capacity to meet all of their","page_number":114,"box":{"x":89,"y":346,"width":806,"height":13}},{"id":"69a13648-4327-452f-aa65-c6ad96ec0c87","block_type":"box","text":"responsibilities — including when there are unforeseen events — and therefore, we consider it best practice when they don’t","page_number":114,"box":{"x":89,"y":361,"width":872,"height":13}},{"id":"c926f9a1-c72a-403c-80f0-24e6e41f8e72","block_type":"box","text":"take on an excessive number of roles that would impair their ability to fulfill their duties.","page_number":114,"box":{"x":88,"y":376,"width":613,"height":13}},{"id":"94c47650-3f3c-4207-8f9e-af9b73bc4e8a","block_type":"box","text":"Board composition","page_number":114,"box":{"x":89,"y":403,"width":135,"height":12}},{"id":"5790aa65-8af3-4608-b683-2b1e6f0b8d2a","block_type":"box","text":"In assessing board composition, we take into account a company’s board size, business model, strategy, market","page_number":114,"box":{"x":89,"y":429,"width":781,"height":13}},{"id":"df18736e-fcf7-450b-bf9e-e1b01169eea5","block_type":"box","text":"capitalization, and ownership structure, as well as the market in which the company operates. We find it helpful when","page_number":114,"box":{"x":89,"y":445,"width":822,"height":12}},{"id":"58333666-1d65-4857-9c6a-4f4e8e71a77b","block_type":"box","text":"companies explain how their approach to board composition supports the company’s governance practices.","page_number":114,"box":{"x":89,"y":460,"width":757,"height":12}},{"id":"f72f154b-adfd-40af-b51d-cf01c41ddecb","block_type":"box","text":"When nominating directors to the board, we look to companies to provide sufficient information on the individual candidates","page_number":114,"box":{"x":88,"y":486,"width":877,"height":12}},{"id":"e47d5467-d587-48c1-956f-aa3c33f7a314","block_type":"box","text":"so that shareholders can assess the capabilities and suitability of each individual nominee and their fit within overall board","page_number":114,"box":{"x":89,"y":501,"width":854,"height":13}},{"id":"1b324b67-5b5b-4679-aa19-45339008df9a","block_type":"box","text":"composition. These disclosures should explain how the collective experience and expertise of the board, as well as the","page_number":114,"box":{"x":89,"y":516,"width":827,"height":13}},{"id":"189f113d-6838-43d7-ae93-a3b8bfedb9de","block_type":"box","text":"particular skillsets of individual directors, aligns with the company’s long-term strategy. Highly qualified, engaged directors","page_number":114,"box":{"x":89,"y":531,"width":859,"height":13}},{"id":"2c17a6eb-4c39-4682-8cd6-6ce7ef8557b1","block_type":"box","text":"with professional characteristics relevant to a company’s business and strategy enhance the ability of the board to add value","page_number":114,"box":{"x":88,"y":547,"width":871,"height":12}},{"id":"b9585294-aa87-4954-bcbb-bab32bd2c9a6","block_type":"box","text":"and be the voice of shareholders in board discussions.","page_number":114,"box":{"x":89,"y":562,"width":377,"height":9}},{"id":"a550f9a1-7b14-415d-920e-ace70e980efa","block_type":"box","text":"It is in this context that we are interested in a variety of experiences, perspectives, and skillsets in the board room. We see it","page_number":114,"box":{"x":89,"y":588,"width":860,"height":12}},{"id":"2d39ce8a-102a-4020-a9ae-5f0a3f70a359","block_type":"box","text":"as a means of avoiding “group think” in the board’s exercise of its responsibilities to advise and oversee management. We","page_number":114,"box":{"x":89,"y":603,"width":849,"height":13}},{"id":"9fcbea56-6ddc-432d-a9f3-c57930521e3f","block_type":"box","text":"note that in many markets, policymakers have set board gender diversity goals which we may discuss with companies,","page_number":114,"box":{"x":89,"y":618,"width":830,"height":13}},{"id":"a38cc644-afd2-4059-b235-4c5584ce9878","block_type":"box","text":"particularly if there is a risk their board composition may be misaligned.","page_number":114,"box":{"x":89,"y":633,"width":499,"height":13}},{"id":"798bcc79-533c-426f-af51-b22864ed0c3d","block_type":"box","text":"Auditors and audit-related issues","page_number":114,"box":{"x":88,"y":660,"width":240,"height":10}},{"id":"bb05d9c9-ad2b-42c4-8df2-5e32fd651eb9","block_type":"box","text":"BIS recognizes the critical importance of financial statements to provide a complete and accurate portrayal of a company’s","page_number":114,"box":{"x":89,"y":686,"width":856,"height":13}},{"id":"d348a89d-b70b-4b92-b827-f5331530df8a","block_type":"box","text":"financial condition. Accordingly, we look for the assumptions made by management, and reviewed by the auditor in","page_number":114,"box":{"x":88,"y":702,"width":810,"height":12}},{"id":"6d6ef700-11ac-464a-be06-b7c024ccbe0e","block_type":"box","text":"preparing the financial statements, to be reasonable and justified.","page_number":114,"box":{"x":89,"y":717,"width":457,"height":12}},{"id":"78128105-f7f3-458e-addc-0348fbd507b6","block_type":"box","text":"We view the audit committee, or its equivalent, as responsible for overseeing the management of the independent auditor","page_number":114,"box":{"x":88,"y":743,"width":854,"height":12}},{"id":"7d833e17-b0b1-4646-bf1c-c1a5f45b4396","block_type":"box","text":"and the internal audit function at a company. The committee plays an important role in a company’s financial reporting","page_number":114,"box":{"x":89,"y":758,"width":833,"height":13}},{"id":"3059959b-f89d-4534-a76d-85f3b15de94d","block_type":"box","text":"system by providing independent oversight of the accounts, material financial, and, where appropriate to the jurisdiction,","page_number":114,"box":{"x":89,"y":773,"width":846,"height":13}},{"id":"da065c4d-24ea-4132-b8d7-e78d9b22b423","block_type":"box","text":"non-financial information and internal control frameworks. Moreover, in the absence of a dedicated risk committee, these","page_number":114,"box":{"x":89,"y":788,"width":851,"height":12}},{"id":"d4bd5267-3256-4630-878c-13467bb3b9e2","block_type":"box","text":"committees can provide oversight of Enterprise Risk Management systems.","page_number":114,"box":{"x":89,"y":804,"width":526,"height":12}},{"id":"3096c367-802e-4863-bded-5dc027b7db48","block_type":"box","text":"(7)","page_number":114,"box":{"x":617,"y":802,"width":14,"height":8}},{"id":"304371d0-06d3-4031-be81-9904ef919331","block_type":"box","text":"In our view, effective audit committee","page_number":114,"box":{"x":637,"y":804,"width":262,"height":11}},{"id":"ad76cf41-e292-4cd2-8b21-22916a930f1a","block_type":"box","text":"A-25","page_number":114,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"9a967e46-4cf5-44ab-9899-00edf9b18921","block_type":"box","text":"oversight strengthens the quality and reliability of a company’s financial statements and provides an important level of","page_number":115,"box":{"x":89,"y":44,"width":830,"height":12}},{"id":"1cdccc99-006d-418a-a2d5-7886ae612c18","block_type":"box","text":"reassurance to shareholders.","page_number":115,"box":{"x":89,"y":59,"width":200,"height":10}},{"id":"47353e1b-f801-4862-87e7-8ebfe38da972","block_type":"box","text":"We look to audit committees, or their equivalent, to have clearly articulated charters that set out their responsibilities.","page_number":115,"box":{"x":88,"y":85,"width":820,"height":13}},{"id":"717aa8e5-497f-411d-872d-ec5b5c17619d","block_type":"box","text":"Additionally, having a rotation plan can periodically refresh the committee membership and introduce new perspectives. We","page_number":115,"box":{"x":88,"y":101,"width":869,"height":12}},{"id":"998b8cdb-7565-4ac4-9f35-0aa2bf75d23f","block_type":"box","text":"recognize that audit committees will rely on management, internal audit, and the independent auditor to fulfill their","page_number":115,"box":{"x":89,"y":116,"width":808,"height":12}},{"id":"05616e03-ec78-456b-b9cd-623f2b6d78ad","block_type":"box","text":"responsibilities. However, we look to committee members to demonstrate they have relevant expertise to monitor and","page_number":115,"box":{"x":89,"y":131,"width":825,"height":12}},{"id":"f0c2b151-abf7-45c0-a7d9-10c9205292f6","block_type":"box","text":"oversee the audit process and related activities.","page_number":115,"box":{"x":89,"y":146,"width":329,"height":12}},{"id":"9a1a0cf5-844d-4f3f-be66-c9d2f206968e","block_type":"box","text":"We take particular note of unexplained changes in reporting methodology, cases involving significant financial restatements,","page_number":115,"box":{"x":88,"y":172,"width":871,"height":13}},{"id":"517870b6-2590-4dbe-b240-5e9d9c3b547f","block_type":"box","text":"or ad hoc notifications of material financial weakness. In this respect, we look to audit committees to provide timely","page_number":115,"box":{"x":89,"y":188,"width":810,"height":12}},{"id":"ba76b1eb-841a-4c3c-bfaf-0c84f38bd98a","block_type":"box","text":"disclosure on the remediation of key and critical audit matters identified either by the external auditor or internal audit","page_number":115,"box":{"x":89,"y":203,"width":827,"height":12}},{"id":"38ce2e73-e1b6-445a-aa0e-21991ee3d911","block_type":"box","text":"function.","page_number":115,"box":{"x":88,"y":218,"width":62,"height":9}},{"id":"a66099e3-90cb-4a78-9f45-57931e068d12","block_type":"box","text":"The integrity of financial statements depends on the auditor being free of any impediments that could compromise its ability","page_number":115,"box":{"x":88,"y":244,"width":875,"height":13}},{"id":"0a04dc87-4eb9-4ec2-b909-20108f4dfdb0","block_type":"box","text":"to serve as an effective check on management. To that end, it is important that auditors are, and are seen to be, independent.","page_number":115,"box":{"x":88,"y":259,"width":877,"height":13}},{"id":"3254b9e5-5bf9-4fdd-829e-08d16b188617","block_type":"box","text":"Where an audit firm provides services to the company in addition to the audit, we look for the fees earned to be disclosed","page_number":115,"box":{"x":88,"y":274,"width":849,"height":13}},{"id":"85de9dc9-3370-461e-b133-9a1a7b013415","block_type":"box","text":"and explained. We look for audit committees to have in place a procedure for assessing the independence of the auditor and","page_number":115,"box":{"x":89,"y":290,"width":870,"height":12}},{"id":"e7a6f06b-19dd-4638-bcf4-571338220fa0","block_type":"box","text":"the quality of the external audit process on an annual basis.","page_number":115,"box":{"x":88,"y":305,"width":416,"height":12}},{"id":"e1786ffe-d1ac-45d8-b50d-33abe97d73de","block_type":"box","text":"Comprehensive disclosure provides investors with an understanding of the company’s long-term operational risk","page_number":115,"box":{"x":89,"y":331,"width":791,"height":12}},{"id":"ab3f9f86-172d-4646-8e2c-0422a1c25852","block_type":"box","text":"management practices and, more broadly, the quality of the board’s oversight. We look to the audit or risk committee to","page_number":115,"box":{"x":89,"y":346,"width":839,"height":13}},{"id":"ac1733ff-8ae0-4677-a78c-664cd00bd3d1","block_type":"box","text":"periodically review the company’s risk assessment and risk management policies and the significant risks and exposures","page_number":115,"box":{"x":89,"y":361,"width":843,"height":13}},{"id":"abee4a64-1dcb-402d-9e2c-2e1d3da2e755","block_type":"box","text":"identified by management, the internal auditors or the independent auditors, and management’s steps to address them. In","page_number":115,"box":{"x":89,"y":376,"width":858,"height":13}},{"id":"71532a01-3496-45fc-a66f-c4c0c642c346","block_type":"box","text":"the absence of detailed disclosures, we may conclude that companies are not adequately managing risk.","page_number":115,"box":{"x":88,"y":392,"width":732,"height":12}},{"id":"88f54ab9-3729-48c8-bd3f-0c1f507520d2","block_type":"box","text":"Capital structure, mergers, acquisitions, asset sales, and other special situations","page_number":115,"box":{"x":89,"y":418,"width":577,"height":12}},{"id":"fd38f18b-66b8-4ef0-ae11-7a0b6cdb1e8d","block_type":"box","text":"The capital structure of a company is critical to shareholders as it impacts the value of their investment and the priority of","page_number":115,"box":{"x":88,"y":445,"width":853,"height":12}},{"id":"c8e4bb43-0fa6-4066-86a2-8366a47baaf5","block_type":"box","text":"their interest in the company relative to that of other equity or debt investors. Pre-emptive rights are a key protection for","page_number":115,"box":{"x":88,"y":460,"width":841,"height":12}},{"id":"8d0e870f-f86c-4e51-8736-c49367c8b96f","block_type":"box","text":"shareholders against the dilution of their interests.","page_number":115,"box":{"x":89,"y":475,"width":351,"height":12}},{"id":"c3ca8255-2d39-4dc6-92d2-9ec747d46bbb","block_type":"box","text":"In principle, we have concerns with the creation of a share class with equivalent economic exposure and differentiated voting","page_number":115,"box":{"x":89,"y":501,"width":875,"height":13}},{"id":"b5da6c1c-065e-48b0-8ad0-3701bd17ca47","block_type":"box","text":"rights. As a result, BIS generally supports bylaw amendments that introduce the adoption of “one share, one vote” for","page_number":115,"box":{"x":89,"y":516,"width":821,"height":13}},{"id":"596b7a6c-68ac-4f1b-a8ae-d506b7b5d8c6","block_type":"box","text":"registered shareholders.","page_number":115,"box":{"x":89,"y":531,"width":167,"height":13}},{"id":"57d15e0b-9018-41a0-90c4-2844aef7507a","block_type":"box","text":"However, we recognize that in certain markets, at least for a period of time, companies may have a valid reason for listing","page_number":115,"box":{"x":89,"y":558,"width":844,"height":12}},{"id":"683fe26d-af11-4bae-ad10-f31f0f007362","block_type":"box","text":"dual classes of shares with differentiated voting rights. In our view, such companies should review these share class","page_number":115,"box":{"x":89,"y":573,"width":808,"height":12}},{"id":"47241a07-a407-4e20-b69c-a1ee32bb9700","block_type":"box","text":"structures on a regular basis or as company circumstances change. Additionally, they should seek shareholder approval of","page_number":115,"box":{"x":89,"y":588,"width":855,"height":12}},{"id":"90b45920-30c5-4ff5-aac8-cb1d7831b7e2","block_type":"box","text":"their capital structure on a periodic basis via a management proposal at the company’s shareholder meeting. The proposal","page_number":115,"box":{"x":88,"y":603,"width":859,"height":13}},{"id":"37b6f108-0d00-4c30-8486-810f68e4fc87","block_type":"box","text":"should give unaffiliated shareholders the opportunity to affirm the current structure or establish mechanisms to end or phase","page_number":115,"box":{"x":89,"y":618,"width":877,"height":13}},{"id":"ad5e096e-e082-40d0-b9ec-14b073e6128a","block_type":"box","text":"out controlling structures at the appropriate time, while minimizing costs to shareholders.","page_number":115,"box":{"x":89,"y":633,"width":628,"height":13}},{"id":"4cee1b09-6834-45da-93f7-9ca2c966ffd2","block_type":"box","text":"In assessing mergers, asset sales, or other special situations, BIS’ primary consideration is the long-term financial interests of","page_number":115,"box":{"x":89,"y":660,"width":874,"height":12}},{"id":"19fb0c03-497c-4006-a859-baed66e99b02","block_type":"box","text":"our clients as shareholders, and so we will review any proposed transaction with that objective in mind. Typically, we review","page_number":115,"box":{"x":89,"y":675,"width":865,"height":12}},{"id":"5ddf4ccf-8b3c-48b4-94c5-80747b66b3a9","block_type":"box","text":"factors such as whether the proposed transaction has the unanimous support of the board and has been negotiated at arm’s","page_number":115,"box":{"x":88,"y":690,"width":876,"height":13}},{"id":"78bdfbe6-d058-4be1-8be1-c4b5a93525e4","block_type":"box","text":"length, and whether the board or management has clearly explained its economic and strategic rationale. We may also seek","page_number":115,"box":{"x":89,"y":705,"width":867,"height":13}},{"id":"9ab3c4eb-ce7c-43ac-9bd2-ccce1910c42d","block_type":"box","text":"reassurance from the board that the financial interests of executives and/or board members in a given transaction have not","page_number":115,"box":{"x":89,"y":720,"width":864,"height":13}},{"id":"5b46d326-84da-4308-a5b7-32e45eff6b72","block_type":"box","text":"adversely affected their ability to place shareholders’ interests before their own. Where the transaction involves related","page_number":115,"box":{"x":89,"y":736,"width":826,"height":12}},{"id":"f4844610-33fb-49fc-bcdf-0ce56632f4c6","block_type":"box","text":"parties, the recommendation to support should come from the independent directors, a best practice in most markets, and","page_number":115,"box":{"x":89,"y":751,"width":861,"height":12}},{"id":"9a54f932-4b91-42dc-9400-fc505378ead0","block_type":"box","text":"ideally, the terms should have been assessed through an independent appraisal process. In addition, it is good practice that it","page_number":115,"box":{"x":89,"y":766,"width":874,"height":12}},{"id":"42565117-b4e3-4d88-8ddd-47e175530012","block_type":"box","text":"be approved by a separate vote of the non-conflicted parties.","page_number":115,"box":{"x":89,"y":781,"width":424,"height":12}},{"id":"07cc0a3c-3c45-4612-87e2-6c768ad137df","block_type":"box","text":"(7) Enterprise Risk Management is a process, effected by the entity’s board of directors, management, and other personnel, applied in strategy setti","page_number":115,"box":{"x":89,"y":831,"width":836,"height":10}},{"id":"f0b7d6e1-ed60-46c0-81be-69d2b073055e","block_type":"box","text":"ng and","page_number":115,"box":{"x":927,"y":831,"width":38,"height":10}},{"id":"b194c896-b328-44db-bac6-bfac6b600652","block_type":"box","text":"across the enterprise, designed to identify potential events that may affect the entity, and manage risk to be within the risk appetite, to provide rea","page_number":115,"box":{"x":121,"y":843,"width":818,"height":10}},{"id":"17f0de4e-560b-48d1-9940-b77622b018ce","block_type":"box","text":"son","page_number":115,"box":{"x":940,"y":846,"width":24,"height":5}},{"id":"002d582a-fd62-4c66-ae82-fbdad9a40292","block_type":"box","text":"able assurance regarding the achievement of objectives. Please see: The Committee of Sponsoring Organizations of the Treadway Commission","page_number":115,"box":{"x":121,"y":856,"width":799,"height":10}},{"id":"68772b7c-965b-4302-a70b-81b64a4c39cd","block_type":"box","text":"(COSO), “Enterprise Risk Management,” 2023, accessed in December 2025.","page_number":115,"box":{"x":121,"y":868,"width":423,"height":10}},{"id":"797aed08-4389-45ad-be3a-db72495810d1","block_type":"box","text":"A-26","page_number":115,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"2e4d6f8a-d8c1-467c-8db6-a1021c0f13af","block_type":"box","text":"As a matter of sound governance practice, shareholders should have a right to dispose of company shares in the open","page_number":116,"box":{"x":88,"y":44,"width":827,"height":12}},{"id":"5b23627f-49a5-47ef-8e96-9fb8d23a6831","block_type":"box","text":"market without unnecessary restriction. In our view, corporate mechanisms designed to limit shareholders’ ability to sell their","page_number":116,"box":{"x":89,"y":59,"width":877,"height":12}},{"id":"d4d2b56d-3f0c-408e-abba-dde946eb9a36","block_type":"box","text":"shares are contrary to basic property rights. Such mechanisms can serve to protect and entrench interests other than those","page_number":116,"box":{"x":89,"y":74,"width":863,"height":12}},{"id":"0cf2fde0-7b7d-462b-95c9-66a1b8a76a04","block_type":"box","text":"of the shareholders. In our view, shareholders are broadly capable of making decisions in their own best interests. We","page_number":116,"box":{"x":89,"y":89,"width":819,"height":13}},{"id":"0ba10a78-d571-42b0-a124-576034491667","block_type":"box","text":"encourage any shareholder rights plans proposed by a board to be subject to shareholder approval upon introduction and","page_number":116,"box":{"x":89,"y":104,"width":851,"height":13}},{"id":"9bb58ea4-f878-49e0-9cdd-81e787868b31","block_type":"box","text":"periodically thereafter.","page_number":116,"box":{"x":89,"y":119,"width":154,"height":13}},{"id":"6bbc5209-37df-48a0-bacc-4e50acf015bf","block_type":"box","text":"Executive compensation and benefits","page_number":116,"box":{"x":89,"y":146,"width":269,"height":12}},{"id":"cc716928-de52-494d-9e75-d4d6e806270f","block_type":"box","text":"Executive compensation is an important tool used by companies to support long-term financial value creation. A well","page_number":116,"box":{"x":89,"y":172,"width":826,"height":13}},{"id":"a39acf18-9f9c-4be7-beba-82b311557c93","block_type":"box","text":"structured compensation policy rewards the successful delivery of strategic, operational, and/or financial goals; encourages","page_number":116,"box":{"x":89,"y":188,"width":867,"height":12}},{"id":"f2313fb5-e126-44bf-af3c-26d6b1157bc4","block_type":"box","text":"an appropriate risk appetite; and aligns the interests of shareholders and executives through equity ownership.","page_number":116,"box":{"x":89,"y":203,"width":773,"height":12}},{"id":"922dfec9-e526-46f9-836b-2cd63fa2bc6f","block_type":"box","text":"(8)","page_number":116,"box":{"x":864,"y":201,"width":14,"height":8}},{"id":"75cab0c2-5c2c-4c61-bb92-403f8b534818","block_type":"box","text":"We look for a clear link between variable pay and operational and financial performance that support sustained financial","page_number":116,"box":{"x":88,"y":229,"width":840,"height":12}},{"id":"cd8cf82d-6e15-48b5-abfc-5cfaf95183dc","block_type":"box","text":"value creation for our clients as shareholders. We appreciate when performance targets incorporate ambitious objectives,","page_number":116,"box":{"x":88,"y":244,"width":849,"height":13}},{"id":"ef7e320c-f04d-48be-abbf-e8aadb9cd172","block_type":"box","text":"and the corresponding metrics are aligned with the company’s strategy and business model. BIS does not have a position on","page_number":116,"box":{"x":89,"y":259,"width":871,"height":13}},{"id":"71d6987d-7e38-442e-ae62-38de84eb9d19","block_type":"box","text":"whether companies choose to use sustainability-related criteria in compensation structures, but, where they are included, we","page_number":116,"box":{"x":88,"y":274,"width":878,"height":13}},{"id":"877eaafb-3882-4459-ae1f-0f9d910e7c42","block_type":"box","text":"look to companies to be as rigorous as they would be in setting other financial or operational targets. We appreciate when","page_number":116,"box":{"x":89,"y":290,"width":854,"height":12}},{"id":"a74cf51a-fe84-4f71-9961-c3689c6f96b3","block_type":"box","text":"long-term incentive plans encompass timeframes that: 1) are distinct from annual executive compensation structures and","page_number":116,"box":{"x":89,"y":305,"width":855,"height":12}},{"id":"28b53298-4a2a-4df1-8970-798ec9f15a20","block_type":"box","text":"metrics, and 2) encourage the delivery of strong financial results over a period of years.","page_number":116,"box":{"x":89,"y":320,"width":608,"height":12}},{"id":"f446d567-ec11-4630-a70b-6c265f18eaa5","block_type":"box","text":"We consider it best practice when board members responsible for designing and approving executive compensation carefully","page_number":116,"box":{"x":88,"y":346,"width":878,"height":13}},{"id":"837b3d18-6bd9-4ee2-930f-d11a18b22dac","block_type":"box","text":"consider the company’s specific circumstances. Factors to consider may include the company’s risk profile, the environment","page_number":116,"box":{"x":89,"y":361,"width":870,"height":13}},{"id":"f8f5a143-cf1d-4768-9ecc-fe41f3ce9efa","block_type":"box","text":"it operates in, and the individuals the board is trying to attract and retain. We look to the compensation committees to guard","page_number":116,"box":{"x":89,"y":376,"width":871,"height":13}},{"id":"3b13eb6d-133d-4bdd-b8b0-059e0f040ac5","block_type":"box","text":"against contractual arrangements that would entitle executives to material compensation for early termination of their","page_number":116,"box":{"x":89,"y":392,"width":830,"height":12}},{"id":"8faada7d-595f-4e1b-ad64-18a8aef9efc3","block_type":"box","text":"employment. Finally, we look for pension contributions and other deferred compensation arrangements to be reasonable in","page_number":116,"box":{"x":89,"y":407,"width":863,"height":12}},{"id":"992173de-8d35-4d1a-9e74-bea1b82113c8","block_type":"box","text":"light of market practices or the company’s business and executive compensation strategies.","page_number":116,"box":{"x":89,"y":422,"width":642,"height":12}},{"id":"d3d2a064-595b-46ad-9d73-b24a88677c55","block_type":"box","text":"We are not supportive of one-off or special bonuses unrelated to company or individual performance. Where discretion has","page_number":116,"box":{"x":88,"y":448,"width":862,"height":13}},{"id":"c75c45f4-ddcb-4d49-8d8c-98fc7bbe3dd2","block_type":"box","text":"been used by the compensation committee, or its equivalent, we appreciate disclosure relating to how and why the discretion","page_number":116,"box":{"x":89,"y":463,"width":878,"height":13}},{"id":"69dfffea-d3fe-4a17-a17f-9b61eb7300cf","block_type":"box","text":"was used, and how the adjusted outcome is aligned with the interests of shareholders. In addition, we acknowledge that the","page_number":116,"box":{"x":88,"y":479,"width":870,"height":12}},{"id":"fc3db5a7-d9a8-4ccc-9eb5-7f14408301cf","block_type":"box","text":"use of peer group evaluation by compensation committees can help ensure competitive pay. However, we encourage","page_number":116,"box":{"x":89,"y":494,"width":817,"height":12}},{"id":"6b93847d-08e2-408f-8d5b-1f7f1d9e5227","block_type":"box","text":"companies to clearly explain how compensation outcomes have rewarded performance rather than solely base increases in","page_number":116,"box":{"x":89,"y":509,"width":862,"height":12}},{"id":"6b506f9a-0ca8-4b8d-a92c-6fbb5170dc9d","block_type":"box","text":"total compensation on peer benchmarking.","page_number":116,"box":{"x":88,"y":524,"width":304,"height":12}},{"id":"f8080c5c-9372-4f94-b23d-9ae7b4e5428f","block_type":"box","text":"We consider the inclusion of building clawback provisions into incentive plans as good practice. Such provisions could","page_number":116,"box":{"x":88,"y":550,"width":827,"height":13}},{"id":"297e3ba0-e025-45fb-8ed9-d14320820dce","block_type":"box","text":"require executives to forgo awards when compensation was based on faulty financial statements or deceptive business","page_number":116,"box":{"x":89,"y":565,"width":833,"height":13}},{"id":"5b882edc-6de4-4bad-a9c3-4b8024e2d57d","block_type":"box","text":"practices, or when their behavior caused material financial harm to shareholders, material reputational risk to the company,","page_number":116,"box":{"x":89,"y":581,"width":863,"height":12}},{"id":"550579cd-8367-45cd-9a2a-573f0b52c84f","block_type":"box","text":"or resulted in a criminal investigation.","page_number":116,"box":{"x":89,"y":596,"width":261,"height":12}},{"id":"4725cd04-3869-40aa-b559-68a32cc45fbb","block_type":"box","text":"In our view, non-executive directors should be compensated in a manner that is commensurate with the time and effort","page_number":116,"box":{"x":89,"y":622,"width":839,"height":12}},{"id":"1b60e593-7523-467b-8fae-f7671770f5eb","block_type":"box","text":"expended in fulfilling their professional responsibilities. Additionally, these compensation arrangements should not risk","page_number":116,"box":{"x":89,"y":637,"width":832,"height":13}},{"id":"85779bb9-1d49-4236-a6ed-7f4722e1fc56","block_type":"box","text":"compromising directors’ independence or aligning their interests too closely with those of the management, whom they are","page_number":116,"box":{"x":89,"y":652,"width":868,"height":13}},{"id":"3e6c6b1a-9be4-4b1e-abf7-3744a8ef2d9b","block_type":"box","text":"charged with overseeing.","page_number":116,"box":{"x":89,"y":668,"width":174,"height":12}},{"id":"66a7c7f9-a4e1-4b85-a4c7-4ce2f48fbf63","block_type":"box","text":"When assessing compensation proposals, BIS reviews companies’ disclosures to determine whether the board’s approach to","page_number":116,"box":{"x":88,"y":694,"width":873,"height":12}},{"id":"4dac40b6-3e96-46f1-b4c3-1f0b066d1257","block_type":"box","text":"executive compensation is rigorous in light of the company’s stated long-term corporate strategy and specific circumstances,","page_number":116,"box":{"x":89,"y":709,"width":878,"height":12}},{"id":"5fec8366-04a8-4f26-9370-9812971fa6a1","block_type":"box","text":"as well as local market and policy developments","page_number":116,"box":{"x":89,"y":724,"width":336,"height":13}},{"id":"29f6ded5-399b-471f-839f-53a52dcae4d4","block_type":"box","text":"When our analysis indicates that executive compensation is misaligned with company performance, BIS may not support","page_number":116,"box":{"x":88,"y":751,"width":849,"height":12}},{"id":"fbfcc977-46ef-4443-8afe-22b893f069b8","block_type":"box","text":"management’s proposals to approve compensation, where they are on the agenda. We may also not support members of the","page_number":116,"box":{"x":89,"y":766,"width":877,"height":12}},{"id":"c9ae68f8-e437-42b1-a28f-4b9a8d378b76","block_type":"box","text":"compensation committee or equivalent board members for poor compensation practices or structures.","page_number":116,"box":{"x":89,"y":781,"width":722,"height":12}},{"id":"a67f57c4-c8c7-4794-9860-adf193d6868d","block_type":"box","text":"(8) The terms “compensation,” “remuneration,” and “pay” are used interchangeably to describe the same concept in different markets","page_number":116,"box":{"x":89,"y":868,"width":765,"height":10}},{"id":"58ae8ba1-0fd4-438f-92b7-da3abf2f335d","block_type":"box","text":"A-27","page_number":116,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"bfbfe062-138e-4f03-b67e-5482440417b7","block_type":"box","text":"Shareholder protections and other corporate","page_number":117,"box":{"x":139,"y":44,"width":778,"height":30}},{"id":"42d9eafc-5ad3-4fc2-b2ff-8e0fb8c54a83","block_type":"box","text":"governance matters","page_number":117,"box":{"x":356,"y":80,"width":344,"height":27}},{"id":"7827b392-6491-4237-9a35-48875a6bd010","block_type":"box","text":"Corporate form","page_number":117,"box":{"x":89,"y":121,"width":110,"height":12}},{"id":"e9e75c50-5d70-429f-96ed-3c5412ab91f7","block_type":"box","text":"In our view, it is the responsibility of the board to determine the corporate form that is most appropriate given the company’s","page_number":117,"box":{"x":89,"y":147,"width":875,"height":13}},{"id":"ce65ef05-972a-430a-b324-0572742dea45","block_type":"box","text":"purpose and business model.","page_number":117,"box":{"x":89,"y":162,"width":204,"height":13}},{"id":"ed790924-8a0d-454b-8d00-8c5b8f86b648","block_type":"box","text":"(9)","page_number":117,"box":{"x":295,"y":160,"width":14,"height":8}},{"id":"7c5f72af-4aba-44eb-ad92-f47924eea2f1","block_type":"box","text":"We look to companies proposing to change their corporate form to a public benefit","page_number":117,"box":{"x":314,"y":162,"width":583,"height":13}},{"id":"d8d54c6d-d0ec-4c8f-9f14-d9262561c2d5","block_type":"box","text":"corporation, or similar entity, to put it to a shareholder vote if not already required to do so under applicable law. We","page_number":117,"box":{"x":89,"y":177,"width":810,"height":13}},{"id":"bfb43679-6d7e-4299-9be8-a2398c6990ba","block_type":"box","text":"appreciate when supporting documentation from companies or shareholders proposing to alter the corporate form clearly","page_number":117,"box":{"x":89,"y":193,"width":858,"height":12}},{"id":"20c002ff-c148-49e7-848f-ea17e8117c24","block_type":"box","text":"explains how the interests of shareholders and different stakeholders would be impacted as well as the accountability and","page_number":117,"box":{"x":89,"y":208,"width":852,"height":12}},{"id":"a8fbbd64-71fc-4192-9ce9-5ff9e36a5fda","block_type":"box","text":"voting mechanisms that would be available to shareholders. We generally support management proposals if our analysis","page_number":117,"box":{"x":88,"y":223,"width":845,"height":12}},{"id":"bc227c3b-59fe-41e9-8f89-28adb6bcd644","block_type":"box","text":"indicates that shareholders’ financial interests are adequately protected. Corporate form shareholder proposals are evaluated","page_number":117,"box":{"x":89,"y":238,"width":873,"height":12}},{"id":"9c92c3e6-0d9e-4df3-97b9-2ca2bf1aa4af","block_type":"box","text":"on a case-by-case basis.","page_number":117,"box":{"x":89,"y":253,"width":168,"height":12}},{"id":"a7633856-7741-46c5-81e4-29da08bba312","block_type":"box","text":"Shareholder proposals","page_number":117,"box":{"x":88,"y":279,"width":163,"height":13}},{"id":"0cc44b27-a900-41fb-be7a-e9a24675ac47","block_type":"box","text":"In most markets, shareholders can submit proposals to be voted on at a company’s shareholder meeting, as long as certain","page_number":117,"box":{"x":89,"y":306,"width":862,"height":12}},{"id":"b447cfc5-acf5-4599-b202-04ad6026e6ea","block_type":"box","text":"requirements are met. Shareholder proposals span a wide range of topics, including governance reforms, capital","page_number":117,"box":{"x":89,"y":321,"width":783,"height":12}},{"id":"0b7a53c7-6a69-41a5-acc6-d5d736c13fc7","block_type":"box","text":"management, and changes in the management or disclosure of sustainability-related risks. These proposals have a varying","page_number":117,"box":{"x":89,"y":336,"width":859,"height":13}},{"id":"7cda7612-1f9f-4f3c-b551-feccaf2b9a4c","block_type":"box","text":"degree of relevance for companies across sectors, locations, and business models.","page_number":117,"box":{"x":89,"y":351,"width":575,"height":13}},{"id":"526e32f5-ecba-4770-bc0b-99eda0d4af53","block_type":"box","text":"BIS takes a case-by-case approach to voting on shareholder proposals and maintains a singular focus on the proposal’s","page_number":117,"box":{"x":89,"y":378,"width":834,"height":12}},{"id":"7ab3beb0-39c5-417a-a223-948817ae9bb1","block_type":"box","text":"implications for long-term financial value creation for shareholders. Our analysis considers whether a shareholder proposal","page_number":117,"box":{"x":89,"y":393,"width":860,"height":12}},{"id":"c87f743d-4786-439d-b078-1e19fa3bdacb","block_type":"box","text":"addresses a material risk that may impact a company’s long-term financial performance. BIS may support shareholder","page_number":117,"box":{"x":89,"y":408,"width":827,"height":12}},{"id":"42165d6e-86eb-4bf8-a379-816b9907a0a5","block_type":"box","text":"proposals that request disclosures that help us, as long-term investors on behalf of our clients, better understand the","page_number":117,"box":{"x":89,"y":423,"width":818,"height":12}},{"id":"1fef64df-0592-4e40-8f78-57f8a68e58d9","block_type":"box","text":"material risks and opportunities companies face and how they are managing them, especially where this information is","page_number":117,"box":{"x":89,"y":438,"width":833,"height":13}},{"id":"ae16e42f-7c9a-41b6-97bf-a62908fb95fe","block_type":"box","text":"additive given the company’s existing disclosures. We look for consistency between the specific request formally made in the","page_number":117,"box":{"x":89,"y":453,"width":873,"height":13}},{"id":"8bdf92a0-aafa-425f-acf0-7c47611ca7e6","block_type":"box","text":"proposal, the supporting documentation, and the proponents’ other communications on the issues. We also assess the","page_number":117,"box":{"x":89,"y":468,"width":833,"height":13}},{"id":"aa924c36-65ce-4c9c-8fe6-678941289287","block_type":"box","text":"company’s practices and disclosures and the costs and benefits to the company of meeting the request made in the","page_number":117,"box":{"x":89,"y":484,"width":810,"height":12}},{"id":"8ed76574-a6dd-421c-a5fa-4f6e2f95ff0c","block_type":"box","text":"proposal. We take into consideration a company’s governance practices and disclosures against those of their peers.","page_number":117,"box":{"x":89,"y":499,"width":813,"height":12}},{"id":"9929cebb-784e-469c-8061-fc5dada13419","block_type":"box","text":"BIS does not support shareholder proposals that we view as inconsistent with long-term financial value or that seek to","page_number":117,"box":{"x":89,"y":525,"width":828,"height":12}},{"id":"4572dc92-b1e7-40de-be5b-2f0d7b29948e","block_type":"box","text":"micromanage companies. We take into consideration the legal effect of the proposal, as shareholder proposals may be","page_number":117,"box":{"x":89,"y":540,"width":828,"height":13}},{"id":"7853c620-ffbe-46ee-9ed7-dbe20aead45b","block_type":"box","text":"advisory or legally binding depending on the jurisdiction, while others may make requests that would be deemed illegal in a","page_number":117,"box":{"x":89,"y":555,"width":864,"height":13}},{"id":"1dd8feba-54e2-4df4-a46a-fb40f3da4f26","block_type":"box","text":"given jurisdiction.","page_number":117,"box":{"x":89,"y":570,"width":122,"height":13}},{"id":"da9d54d9-dd97-4fc0-ad5d-00ac3facc284","block_type":"box","text":"In our experience, it is helpful when companies disclose the names of the proponent or organization that has submitted or","page_number":117,"box":{"x":89,"y":597,"width":857,"height":12}},{"id":"d09198c9-4638-460f-8306-27a9e50b1ded","block_type":"box","text":"advised on the proposal. We recognize that some shareholder proposals bundle topics and/or specific requests. Further, the","page_number":117,"box":{"x":89,"y":612,"width":866,"height":12}},{"id":"f5fded0e-f6f1-46b9-b438-1f4fbb3044e0","block_type":"box","text":"proponent’s supporting statement may refer to topics that are not directly related to the request made in the proposal. In","page_number":117,"box":{"x":89,"y":627,"width":846,"height":13}},{"id":"fb014b98-627b-4223-8178-624ef02f486f","block_type":"box","text":"voting on behalf of clients, we must vote yes or no on the proposal as phrased by the proponent. Therefore, when we vote in","page_number":117,"box":{"x":88,"y":642,"width":871,"height":13}},{"id":"cb6f19f6-af8b-4cb4-9d16-bccffcfd6a88","block_type":"box","text":"support of a proposal, we are not necessarily endorsing every element of the proposal or the reasoning, objectives, or","page_number":117,"box":{"x":89,"y":657,"width":821,"height":13}},{"id":"d3e67fa6-8914-474f-9658-7db788dfeca8","block_type":"box","text":"supporting statement of the proponent. We may support a proposal for different reasons than those put forth by the","page_number":117,"box":{"x":89,"y":673,"width":813,"height":12}},{"id":"fa59d6cc-b392-4bd7-8bff-762d52a1adca","block_type":"box","text":"proponent, when we believe that overall it may advance our clients’ long-term financial interests.","page_number":117,"box":{"x":89,"y":688,"width":676,"height":12}},{"id":"e218e276-1cc3-4a2d-a216-b6bb7fde337a","block_type":"box","text":"BlackRock is subject to certain rules, regulations, agency guidance, and contractual agreements that place restrictions and","page_number":117,"box":{"x":89,"y":714,"width":856,"height":12}},{"id":"a5a15c46-74f3-4615-bf0f-849c003c681c","block_type":"box","text":"limitations on how BlackRock can interact with the companies in which we invest on behalf of our clients. BlackRock does","page_number":117,"box":{"x":89,"y":729,"width":852,"height":13}},{"id":"b00f39c9-38fb-4ae3-8aac-51c920c26eeb","block_type":"box","text":"not nominate directors for board elections or submit shareholder proposals to companies. Non-compliance with these","page_number":117,"box":{"x":89,"y":744,"width":829,"height":13}},{"id":"ceee4fb4-d696-4264-b83c-c52ee841dcfe","block_type":"box","text":"requirements could adversely affect BlackRock’s ability to serve its clients’ interests.","page_number":117,"box":{"x":89,"y":759,"width":582,"height":13}},{"id":"dee117e4-8d99-404e-b81d-e91a47c2a156","block_type":"box","text":"(9) Corporate form refers to the legal structure by which a business is organized.","page_number":117,"box":{"x":89,"y":868,"width":462,"height":10}},{"id":"c9a904c7-2616-4613-9659-ddeb435fc7ed","block_type":"box","text":"A-28","page_number":117,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"76400420-9e09-46b3-8c4f-f3a4940e9f25","block_type":"box","text":"Material sustainability-related risks and opportunities","page_number":118,"box":{"x":89,"y":44,"width":387,"height":12}},{"id":"266d7f4c-c5ac-471b-956e-fdd54e41b703","block_type":"box","text":"Appropriate oversight of material risks and opportunities, including material sustainability-related risks and opportunities, is","page_number":118,"box":{"x":88,"y":70,"width":868,"height":13}},{"id":"0487eb4c-2cb1-48cc-a3b2-078eda96cf8e","block_type":"box","text":"an important component of having an effective governance framework that supports durable, long-term financial value","page_number":118,"box":{"x":89,"y":85,"width":836,"height":13}},{"id":"87d53fb8-29b4-47f0-8d33-567f1e04a7f3","block_type":"box","text":"creation.","page_number":118,"box":{"x":89,"y":102,"width":59,"height":8}},{"id":"997e865c-f080-42fe-9deb-4b22b1b9ebed","block_type":"box","text":"(10)","page_number":118,"box":{"x":150,"y":99,"width":20,"height":8}},{"id":"61314000-1fab-466c-b794-cee07125ad8c","block_type":"box","text":"We look to companies to provide robust disclosure that allows investors to effectively evaluate companies’ strategy and","page_number":118,"box":{"x":88,"y":127,"width":835,"height":12}},{"id":"f854ce2b-f641-42fa-a911-d73867de25e7","block_type":"box","text":"business practices related to material sustainability-related risks and opportunities. We find it helpful when companies’","page_number":118,"box":{"x":89,"y":142,"width":831,"height":12}},{"id":"fdb967fc-d1a7-4bb3-aef2-27b5461ded80","block_type":"box","text":"disclosures demonstrate that they have a resilient business model that integrates material sustainability-related risks and","page_number":118,"box":{"x":89,"y":157,"width":846,"height":13}},{"id":"1903fe67-acfc-49c2-ada0-56f6e09ab81d","block_type":"box","text":"opportunities into their strategy, risk management, and metrics and targets, including industry-specific metrics.","page_number":118,"box":{"x":89,"y":172,"width":781,"height":13}},{"id":"3123e434-f213-4657-abbd-d744267e1762","block_type":"box","text":"Standardized disclosure of sustainability-related data supports investors in making informed decisions. The International","page_number":118,"box":{"x":88,"y":199,"width":844,"height":12}},{"id":"f67c9378-0005-4938-9535-ef43891d5a5b","block_type":"box","text":"Sustainability Standards Board (ISSB) standards, IFRS S1 and S2, represent one such approach to standardization that we find","page_number":118,"box":{"x":88,"y":214,"width":879,"height":12}},{"id":"824b8796-1184-4b3e-b21e-1a913a0631b6","block_type":"box","text":"useful in our analysis.","page_number":118,"box":{"x":89,"y":229,"width":149,"height":12}},{"id":"6c530570-a78a-40d7-8145-1f3f40650a45","block_type":"box","text":"(11)","page_number":118,"box":{"x":240,"y":227,"width":20,"height":8}},{"id":"aad49887-8f99-419e-a20a-4cc2339e2175","block_type":"box","text":"However, we do not mandate any specific disclosure framework companies should use, and","page_number":118,"box":{"x":266,"y":229,"width":642,"height":12}},{"id":"7f409bd1-f54d-46a7-8ca2-26d72aaab291","block_type":"box","text":"recognize that companies may report using different standards, some of which may be required by regulation. In such cases,","page_number":118,"box":{"x":89,"y":244,"width":870,"height":13}},{"id":"25bcbb72-d845-4227-aa7a-4281718edf67","block_type":"box","text":"we ask that companies highlight the metrics that are industry- or company-specific.","page_number":118,"box":{"x":88,"y":259,"width":588,"height":13}},{"id":"039ee738-7571-4667-9d5b-b497064fa462","block_type":"box","text":"We also recognize that companies may be phasing in reporting over several years. We do not prescribe timelines regarding","page_number":118,"box":{"x":88,"y":286,"width":855,"height":12}},{"id":"2ecc76f6-8fb4-416d-8c71-31b96f242392","block_type":"box","text":"when companies should make sustainability-related disclosures but appreciate it when companies produce them sufficiently","page_number":118,"box":{"x":88,"y":301,"width":874,"height":12}},{"id":"7abbf6c9-7998-45c7-8f38-c618da4ddae9","block_type":"box","text":"in advance of their shareholder meeting, to the best of their abilities, to provide investors with time to assess the data and","page_number":118,"box":{"x":89,"y":316,"width":850,"height":12}},{"id":"c3283f39-627c-4186-b287-1ad908be2851","block_type":"box","text":"make informed voting decisions.","page_number":118,"box":{"x":89,"y":331,"width":226,"height":12}},{"id":"65c21920-5382-4a39-9ca4-20ccc0ed3455","block_type":"box","text":"Industry initiatives on managing specific operational risks may also provide useful guidance to companies on best practices","page_number":118,"box":{"x":89,"y":358,"width":863,"height":12}},{"id":"ee3f53ab-74dc-42e9-a830-9e1cadd61773","block_type":"box","text":"and disclosures. While not a voting item, we find it helpful to our understanding of investment risk when companies disclose","page_number":118,"box":{"x":89,"y":373,"width":872,"height":12}},{"id":"62185fbc-40a1-45d1-9220-57dba55d640e","block_type":"box","text":"any relevant global sustainability-related standards adopted, the industry initiatives in which they participate, any peer group","page_number":118,"box":{"x":89,"y":388,"width":871,"height":12}},{"id":"699e511d-928a-4c74-ab88-9b932a43ea10","block_type":"box","text":"benchmarking undertaken, and any assurance processes to help investors understand their approach to sustainable and","page_number":118,"box":{"x":89,"y":403,"width":842,"height":12}},{"id":"2161d4ad-d13a-40d0-b75a-698515372bff","block_type":"box","text":"responsible business practices.","page_number":118,"box":{"x":89,"y":418,"width":215,"height":12}},{"id":"ac932a5d-64e5-484f-b474-da67a16c04b6","block_type":"box","text":"Climate and nature-related risk","page_number":118,"box":{"x":105,"y":445,"width":225,"height":9}},{"id":"67868385-7e89-46e7-ae70-a3ca678c006c","block_type":"box","text":"Many companies are assessing how to navigate the low-carbon transition while delivering long-term financial value to","page_number":118,"box":{"x":89,"y":471,"width":828,"height":12}},{"id":"de3926ab-80d0-469c-9834-c23102162cb6","block_type":"box","text":"investors. For companies facing material climate-related risks, we find it helpful when they publicly disclose, consistent with","page_number":118,"box":{"x":89,"y":486,"width":865,"height":12}},{"id":"69b7aaa1-6210-4be0-a2b8-865f69db355d","block_type":"box","text":"their business model and sector, how they intend to deliver long-term financial performance through the low-carbon","page_number":118,"box":{"x":88,"y":501,"width":819,"height":13}},{"id":"d7b88c98-a29b-464d-8447-7e6b855fac35","block_type":"box","text":"transition, including where available, their transition plan.","page_number":118,"box":{"x":88,"y":516,"width":400,"height":13}},{"id":"631a6bad-849c-4782-9662-c14e7e437ed4","block_type":"box","text":"(12), (13)","page_number":118,"box":{"x":490,"y":514,"width":50,"height":8}},{"id":"a7abb7e6-19bb-4ad7-9077-cc9e08c2592d","block_type":"box","text":"From company disclosures and engagement, we seek to","page_number":118,"box":{"x":546,"y":516,"width":393,"height":13}},{"id":"126f1c6e-5c76-410d-8b68-903751b81373","block_type":"box","text":"understand the strategies companies have in place to manage material risks to, and opportunities for, their long-term","page_number":118,"box":{"x":89,"y":531,"width":820,"height":13}},{"id":"03cea46e-eff8-4fd0-91f8-f0fa7794152c","block_type":"box","text":"business model associated with a range of climate-related scenarios.","page_number":118,"box":{"x":89,"y":547,"width":481,"height":12}},{"id":"9673addf-42cd-43eb-a5d4-72f3b42a97f9","block_type":"box","text":"Recognizing the value of these disclosures, certain markets such as the European Union mandate large companies to disclose","page_number":118,"box":{"x":89,"y":573,"width":878,"height":12}},{"id":"cb131227-8d7e-4a52-8edd-fd97bbb1f7ce","block_type":"box","text":"such climate-related financial information, while in other jurisdictions these disclosures are viewed as best practice in the","page_number":118,"box":{"x":89,"y":588,"width":847,"height":12}},{"id":"4cc0513b-cd5a-477a-b326-abf055854bb7","block_type":"box","text":"market.","page_number":118,"box":{"x":89,"y":603,"width":52,"height":10}},{"id":"73541181-3eab-42ad-a461-79d4010ec4cb","block_type":"box","text":"(10) By material sustainability-related risks and opportunities, we mean the drivers of risk and financial value creation in a company’s business mo","page_number":118,"box":{"x":89,"y":659,"width":824,"height":10}},{"id":"cf8dc8f6-a84a-40de-9d77-5ea20065cb20","block_type":"box","text":"del that","page_number":118,"box":{"x":914,"y":659,"width":42,"height":8}},{"id":"f6c5593b-e4e1-4729-8587-2772b63e0ee1","block_type":"box","text":"have an environmental or social dependency or impact. Examples of environmental issues include, but are not limited to, water use, land use, waste","page_number":118,"box":{"x":121,"y":672,"width":826,"height":10}},{"id":"5dab2f51-9377-4023-961f-81942c19c3a2","block_type":"box","text":"management, and climate risk. Examples of social issues include, but are not limited to, human capital management, impacts on the communities in","page_number":118,"box":{"x":121,"y":685,"width":832,"height":9}},{"id":"cabe7c12-1a8c-4aa7-bff6-2ea645175240","block_type":"box","text":"which a company operates, customer loyalty, and relationships with regulators.","page_number":118,"box":{"x":121,"y":697,"width":443,"height":10}},{"id":"294db57b-f63a-4240-971d-ef1baf4604bc","block_type":"box","text":"(11) The ISSB is an independent standard-setting body within the International Financial Reporting Standards (IFRS) Foundation. The standards bui","page_number":118,"box":{"x":89,"y":712,"width":831,"height":10}},{"id":"513f7b97-299d-40d7-9c40-ea43c49b7735","block_type":"box","text":"ld on","page_number":118,"box":{"x":922,"y":712,"width":26,"height":8}},{"id":"39871166-f402-40c0-9a40-d079b5913279","block_type":"box","text":"the Task Force on Climate-related Financial Disclosures (TCFD) framework and the standards and metrics developed by the Sustainability Accounting","page_number":118,"box":{"x":121,"y":725,"width":838,"height":10}},{"id":"7e7a8c9b-3490-46c5-8502-c2ee7b720d7a","block_type":"box","text":"Standards Board (SASB), which have both converged under the ISSB. Please refer to the IFRS website to learn more about the framework and stan","page_number":118,"box":{"x":121,"y":737,"width":821,"height":10}},{"id":"f88e0d57-3b83-4ae5-977b-6951221e3c55","block_type":"box","text":"dards S1 “General Requirements for Disclosure of Sustainability-related Financial Information” and S2 “Climate-related Disclosures.” Websites","page_number":118,"box":{"x":121,"y":750,"width":795,"height":10}},{"id":"6bdbd0c8-ec62-47d0-b26c-d86e990e92a3","block_type":"box","text":"accessed in December 2025.","page_number":118,"box":{"x":121,"y":763,"width":159,"height":7}},{"id":"b9b1f6db-469d-47f0-9c6f-d7e285a93068","block_type":"box","text":"(12) We have observed that more companies are developing such plans, and public policymakers in certain markets are signaling their intentions to req","page_number":118,"box":{"x":89,"y":778,"width":852,"height":10}},{"id":"c172e8e4-d13b-4dbe-9838-726b9f519763","block_type":"box","text":"uire","page_number":118,"box":{"x":943,"y":779,"width":19,"height":7}},{"id":"44f3d36c-8f86-419e-9983-553961cdddfa","block_type":"box","text":"them or already have requirements in place, such as Australia, Brazil, and the European Union (please see the International Transition Plan Network fo","page_number":118,"box":{"x":121,"y":790,"width":832,"height":10}},{"id":"e3366279-74ec-4fed-a8af-03ae33818f1e","block_type":"box","text":"for","page_number":118,"box":{"x":952,"y":793,"width":12,"height":5}},{"id":"a7ab5b80-058d-4be0-bac2-244d5508738d","block_type":"box","text":"information). We view transition plans as a method for a company to both internally assess and externally communicate its long-term strategy, ambi","page_number":118,"box":{"x":121,"y":803,"width":837,"height":10}},{"id":"9c21c2df-f1f3-4cea-bcee-4b904a21853c","block_type":"box","text":"tion, objectives, and actions to create financial value through the global transition towards a low-carbon economy. Across the landscape there rema","page_number":118,"box":{"x":121,"y":816,"width":827,"height":9}},{"id":"f7e21070-3278-4fbb-8f44-120f38af1804","block_type":"box","text":"ins","page_number":118,"box":{"x":949,"y":816,"width":15,"height":7}},{"id":"dc1ab767-4c85-4620-aa47-ca4c03ec621f","block_type":"box","text":"divergence on the objectives of such plans and the details they should contain. While transition plans can be helpful disclosure, BIS does not make the","page_number":118,"box":{"x":121,"y":828,"width":841,"height":10}},{"id":"a8f28345-1bf6-4bf6-b0f1-12bc86973e0b","block_type":"box","text":"preparation and production of transition plans a voting issue. BIS may engage companies that have chosen to publish a transition plan to understand","page_number":118,"box":{"x":121,"y":841,"width":835,"height":10}},{"id":"afd7ce4c-83ec-42aa-ae70-cbfff29190a1","block_type":"box","text":"their planned actions and resource implications. Website accessed in December 2025.","page_number":118,"box":{"x":121,"y":853,"width":480,"height":10}},{"id":"be878a4e-ef64-49ba-abf1-e5e1e7f32d94","block_type":"box","text":"(13) For more information, please see our commentary “Climate-related risks and a low-carbon transition,” December 2025.","page_number":118,"box":{"x":89,"y":868,"width":701,"height":10}},{"id":"ad4a89b4-332c-404e-9d29-3a8121312ace","block_type":"box","text":"A-29","page_number":118,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"db49e2f9-6693-42d6-a98a-d52d8f26f26f","block_type":"box","text":"The ISSB standards provide one such framework that can assist investors in assessing company-specific climate-related risks","page_number":119,"box":{"x":88,"y":44,"width":876,"height":12}},{"id":"c30e7b14-4098-4dd3-96d9-aed1c38a5097","block_type":"box","text":"and opportunities, and informing investment decisions. Such disclosures also provide investors with insights into how","page_number":119,"box":{"x":89,"y":59,"width":825,"height":12}},{"id":"dd7f9fff-143b-44f1-b653-e9fb4eb43ce2","block_type":"box","text":"companies are managing the risks associated with a transition to a low-carbon economy by managing their own carbon","page_number":119,"box":{"x":89,"y":74,"width":841,"height":12}},{"id":"b5011d10-e31e-4727-a0a6-9fe78f315068","block_type":"box","text":"emissions or emissions intensities to the extent financially practicable.","page_number":119,"box":{"x":89,"y":89,"width":490,"height":13}},{"id":"f1a3c83d-ebb5-4adb-8f4f-81ed1c56a711","block_type":"box","text":"The ISSB standards, for example, contemplate disclosures on how companies are setting short-, medium- and long-term","page_number":119,"box":{"x":88,"y":116,"width":846,"height":12}},{"id":"d42dd809-67bb-44f7-8a69-b7f0be0d350b","block_type":"box","text":"targets, ideally science-based where these are available for their sector, for scope 1 and 2 greenhouse gas emissions (GHG)","page_number":119,"box":{"x":88,"y":131,"width":860,"height":12}},{"id":"9b412e55-8a86-4559-9879-94a9dbe8579b","block_type":"box","text":"reductions and to demonstrate how their targets are consistent with the long-term financial interests of their investors.","page_number":119,"box":{"x":89,"y":146,"width":833,"height":12}},{"id":"9d277734-8540-4bc3-a5f3-5d2df1843157","block_type":"box","text":"While we recognize that regulators in some markets are moving to mandate certain disclosures, at this stage, we view scope","page_number":119,"box":{"x":88,"y":172,"width":871,"height":13}},{"id":"a9aca064-1769-4b91-ab14-3ebc98b80c17","block_type":"box","text":"3 emissions differently from scopes 1 and 2, given methodological complexity, regulatory uncertainty, concerns about","page_number":119,"box":{"x":89,"y":188,"width":824,"height":12}},{"id":"4225bcd8-bd33-4bd8-8cfb-f2f0118e766e","block_type":"box","text":"double-counting, and lack of direct control by companies. We welcome disclosures and commitments that companies","page_number":119,"box":{"x":89,"y":203,"width":827,"height":12}},{"id":"0cbf5ffd-e3c8-45df-9b70-79f9553ae4b9","block_type":"box","text":"choose to make regarding material scope 3 emissions and recognize that these are provided on a good-faith basis as","page_number":119,"box":{"x":89,"y":218,"width":816,"height":12}},{"id":"921728a7-3a3e-4468-a73e-818e0a48ab28","block_type":"box","text":"methodology develops.","page_number":119,"box":{"x":89,"y":233,"width":162,"height":12}},{"id":"67fa6b76-c019-40ba-86d6-67df4e82ea4a","block_type":"box","text":"In addition to climate-related risks and opportunities, for companies whose strategies, operations or supply chains are","page_number":119,"box":{"x":89,"y":259,"width":827,"height":13}},{"id":"d1053a77-3749-4340-82ec-05cbd1f2a14e","block_type":"box","text":"materially reliant on natural capital, nature-related risks and opportunities may affect their ability to generate long-term","page_number":119,"box":{"x":89,"y":274,"width":835,"height":13}},{"id":"e78be6fe-0cf8-4c90-9c4a-563a36c62e3b","block_type":"box","text":"financial returns.","page_number":119,"box":{"x":88,"y":290,"width":117,"height":9}},{"id":"0d462170-1a87-42bc-8e16-273f6e88739d","block_type":"box","text":"(14)","page_number":119,"box":{"x":207,"y":288,"width":20,"height":8}},{"id":"70d03e99-313f-4e44-973a-fbb6fe79cc26","block_type":"box","text":"For these companies, we rely on disclosures to understand how their strategies consider nature-related","page_number":119,"box":{"x":233,"y":290,"width":721,"height":12}},{"id":"b015012c-4310-4ef2-8445-b9b91ab66587","block_type":"box","text":"impacts and dependencies and to assess how the board oversees these risks.","page_number":119,"box":{"x":89,"y":305,"width":538,"height":12}},{"id":"31a3fef3-7489-49c6-8a9d-775649d9c1b4","block_type":"box","text":"(15)","page_number":119,"box":{"x":629,"y":303,"width":20,"height":8}},{"id":"c6ec9f7e-9e65-4da6-9e4c-aebabf70e989","block_type":"box","text":"Companies’ impact on their workforce, supply chains, and communities","page_number":119,"box":{"x":105,"y":331,"width":519,"height":12}},{"id":"7041c357-969a-4da5-ba57-4033faaf13b2","block_type":"box","text":"Companies determine their key stakeholders based on what is material to their business and long-term financial","page_number":119,"box":{"x":89,"y":358,"width":784,"height":12}},{"id":"5804ac96-b6ac-4408-bca7-9ee220559e68","block_type":"box","text":"performance. For many companies, key stakeholders include employees, business supply chains, clients and consumers,","page_number":119,"box":{"x":89,"y":373,"width":841,"height":12}},{"id":"68547829-bc5c-476e-9af7-1cb5717c2ebb","block_type":"box","text":"regulators, and the communities in which they operate.","page_number":119,"box":{"x":89,"y":388,"width":387,"height":12}},{"id":"aeb6d57d-3d24-4995-a46b-7ad65204aa96","block_type":"box","text":"In our experience, companies that invest in the relationships that are critical to their strategic objectives are more likely to","page_number":119,"box":{"x":89,"y":414,"width":847,"height":13}},{"id":"cd165a54-36e8-464c-ad52-c27306ed6655","block_type":"box","text":"deliver durable, long-term financial performance. By contrast, we have found that poor relationships may create adverse","page_number":119,"box":{"x":89,"y":429,"width":840,"height":13}},{"id":"deaf9096-e016-4b3a-88f8-2cfc5bc88b11","block_type":"box","text":"impacts that could expose companies to legal, regulatory, operational, and reputational risks. This is particularly relevant to a","page_number":119,"box":{"x":89,"y":445,"width":872,"height":12}},{"id":"2c11ca67-f457-4004-aa13-18877d2c59cf","block_type":"box","text":"company’s workforce, which is central to long-term financial value creation.","page_number":119,"box":{"x":89,"y":460,"width":530,"height":12}},{"id":"ede2d696-3560-433d-8684-cfb5a12f73e3","block_type":"box","text":"(16)","page_number":119,"box":{"x":621,"y":458,"width":20,"height":8}},{"id":"9c4b52ce-d004-4ce8-9e24-5b1e36c79877","block_type":"box","text":"As a long-term shareholder on behalf of our clients, we find it helpful when companies disclose how they have identified","page_number":119,"box":{"x":88,"y":486,"width":844,"height":12}},{"id":"d8f8568d-4dc6-4343-b359-c9241cdc5d93","block_type":"box","text":"their key stakeholders and considered their interests in business decision-making. In addition to understanding broader","page_number":119,"box":{"x":88,"y":501,"width":837,"height":13}},{"id":"811d4617-d42a-49c3-8690-b2080e2df9ab","block_type":"box","text":"stakeholder relationships, BIS finds it helpful when companies discuss how they consider the needs of their workforce today,","page_number":119,"box":{"x":89,"y":516,"width":870,"height":13}},{"id":"ad8edf62-5376-4cfb-be99-eef077f20fb2","block_type":"box","text":"and the skills required for their future business strategy. We are also interested in understanding how the board monitors and","page_number":119,"box":{"x":89,"y":531,"width":875,"height":13}},{"id":"55ee1f52-1d26-40c0-ba3e-f12d77ae8c75","block_type":"box","text":"engages on these matters, given it is well positioned to ensure that the approach taken by management is informed by and","page_number":119,"box":{"x":89,"y":547,"width":860,"height":12}},{"id":"9acf3078-ed84-4547-bae6-924f87044969","block_type":"box","text":"aligns with the company’s strategy. BIS does not direct a company’s policies or practices, which are the responsibility of","page_number":119,"box":{"x":89,"y":562,"width":837,"height":12}},{"id":"6930fd93-97b0-40a0-8d0c-9fd39a6c861a","block_type":"box","text":"management and the board.","page_number":119,"box":{"x":89,"y":577,"width":199,"height":12}},{"id":"8c62f345-b331-44d6-8682-a73111a42bb7","block_type":"box","text":"In addition, we find it helpful when companies disclose their approach to addressing material adverse impacts that could","page_number":119,"box":{"x":89,"y":603,"width":845,"height":13}},{"id":"84d0e62c-467d-44fd-bec1-4a0930836b25","block_type":"box","text":"arise from their business practices and affect critical relationships with their stakeholders. We encourage companies to","page_number":119,"box":{"x":89,"y":618,"width":830,"height":13}},{"id":"ed91aec6-48ce-4699-8ed9-2ef3a450d57d","block_type":"box","text":"implement, to the extent appropriate, monitoring processes (often referred to as due diligence) to identify and mitigate","page_number":119,"box":{"x":89,"y":633,"width":834,"height":13}},{"id":"4b1e7a45-0222-4f3e-b7b5-e09cc395d219","block_type":"box","text":"potential adverse impacts and grievance mechanisms to remediate any actual adverse material impacts.","page_number":119,"box":{"x":89,"y":649,"width":728,"height":12}},{"id":"56fa7acb-db66-40f5-ac5e-759c0f51a9fe","block_type":"box","text":"We look to boards to oversee management’s approach to addressing material risks related to key stakeholders and may","page_number":119,"box":{"x":88,"y":675,"width":837,"height":12}},{"id":"9d58e477-5ff8-4b2b-961c-496e5e750f8e","block_type":"box","text":"convey concerns about board oversight in our voting on director elections or supporting a business relevant shareholder","page_number":119,"box":{"x":89,"y":690,"width":842,"height":13}},{"id":"ef2b9dab-a307-4210-8ec0-5775d309252f","block_type":"box","text":"proposal when, in our assessment, the board is not acting in shareholders’ long-term financial interests.","page_number":119,"box":{"x":89,"y":705,"width":726,"height":13}},{"id":"1031610d-1705-4ab1-ac7a-79b472deb0ea","block_type":"box","text":"BlackRock’s oversight of its investment stewardship activities","page_number":119,"box":{"x":89,"y":732,"width":441,"height":12}},{"id":"8b40cd09-9f0b-4e8c-a64f-5a2050fb9089","block_type":"box","text":"BIS’ governance structure supports oversight and accountability of stewardship-related activities on behalf of clients at the","page_number":119,"box":{"x":89,"y":758,"width":858,"height":13}},{"id":"3da02bae-4a10-4622-8215-717bdee2b3cc","block_type":"box","text":"global and regional level.","page_number":119,"box":{"x":89,"y":773,"width":171,"height":13}},{"id":"29d89bb1-9c4d-4e2f-b9c4-e89a19838174","block_type":"box","text":"(14) For more information, please see our commentary “Our approach to engagement on natural capital,” December 2025.","page_number":119,"box":{"x":89,"y":800,"width":694,"height":10}},{"id":"535f203e-ccfe-4e8f-88b6-be116634d914","block_type":"box","text":"(15) Given the growing awareness of the materiality of these issues for certain businesses, enhanced reporting on a company’s natural capital depend","page_number":119,"box":{"x":89,"y":816,"width":845,"height":9}},{"id":"478abcb4-2762-4a80-aeb7-0738f51d5083","block_type":"box","text":"en","page_number":119,"box":{"x":935,"y":818,"width":17,"height":5}},{"id":"af820841-4a80-4c3d-89e2-3bb7a3195990","block_type":"box","text":"cies and impacts would aid investors’ understanding. The recommendations of the Taskforce on Nature-related Financial Disclosures (TNFD) may","page_number":119,"box":{"x":121,"y":828,"width":818,"height":10}},{"id":"b25be60a-17b5-4d49-8923-8d37f82165e6","block_type":"box","text":"prove useful to some companies. We recognize that some companies may report using different standards, which may be required by regulation, or","page_number":119,"box":{"x":121,"y":841,"width":825,"height":10}},{"id":"2d11d543-2e64-49d7-9ffe-ddc3ad17ad03","block_type":"box","text":"one of a number of other private sector standards. TNFD-aligned reporting is not a voting issue. Website accessed in December 2025.","page_number":119,"box":{"x":121,"y":853,"width":748,"height":10}},{"id":"e7c558e7-ffe5-425e-bc61-7cc4b517f110","block_type":"box","text":"(16) For more information, please see our commentary “Our approach to engagement on human capital management,” December 2025.","page_number":119,"box":{"x":89,"y":868,"width":774,"height":10}},{"id":"b26392af-e97b-47f5-94f0-f87d7b68be0d","block_type":"box","text":"A-30","page_number":119,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"b0189b70-c85b-4230-9e4c-d73b45b7251c","block_type":"box","text":"At the top of this governance structure, the risk-focused BIS Global Oversight Committee (the Committee) supports BIS’","page_number":120,"box":{"x":88,"y":44,"width":841,"height":12}},{"id":"49376b24-89af-4bde-9673-ffba0ccadedb","block_type":"box","text":"regulatory responsibilities in relation to proxy voting, including adherence to policies and procedures as well as market-level","page_number":120,"box":{"x":89,"y":59,"width":864,"height":12}},{"id":"96269960-ba2a-4bca-b17b-448c4dc137a4","block_type":"box","text":"stewardship requirements. The Committee reviews and approves amendments to the Global Principles and regional voting","page_number":120,"box":{"x":89,"y":74,"width":857,"height":12}},{"id":"f59bd749-0f87-428d-8104-612596f3f073","block_type":"box","text":"guidelines. The Committee also reviews periodic reports regarding the votes cast by BIS on behalf of clients, as well as","page_number":120,"box":{"x":89,"y":89,"width":824,"height":13}},{"id":"6d1a41c0-b6c6-4f8d-ab7f-c9e14d35f5df","block_type":"box","text":"updates on material process issues, procedural changes, and other risk oversight considerations. The Committee is chaired","page_number":120,"box":{"x":89,"y":104,"width":860,"height":13}},{"id":"62c17e18-f3c8-4c22-bb70-98a614d78e17","block_type":"box","text":"by the Global Heads of the Investment Stewardship function and its members include senior BlackRock executives with legal,","page_number":120,"box":{"x":89,"y":119,"width":874,"height":13}},{"id":"25901488-f127-4b39-ab9e-55377fdb93e5","block_type":"box","text":"risk, and other experience relevant to team oversight who are independent from the investment stewardship function.","page_number":120,"box":{"x":89,"y":135,"width":824,"height":12}},{"id":"e79cd3a0-eebd-4e60-a6b9-86dbe59c4109","block_type":"box","text":"The Global Heads have primary oversight of BIS’ activities globally, including voting in accordance with the Global Principles","page_number":120,"box":{"x":88,"y":161,"width":865,"height":12}},{"id":"97d58fc8-21f6-476e-9c43-691e80a0e0a8","block_type":"box","text":"and regional voting guidelines. At the regional level, three regional Heads for the Americas, APAC, and EMEA oversee BIS’","page_number":120,"box":{"x":89,"y":176,"width":845,"height":13}},{"id":"a4f889a7-c886-426f-a296-a1d1f5432ab8","block_type":"box","text":"activities for their specific markets.","page_number":120,"box":{"x":89,"y":191,"width":242,"height":13}},{"id":"e5f3a808-e20b-40d3-83e0-b8969e09a5a9","block_type":"box","text":"Vote execution","page_number":120,"box":{"x":88,"y":218,"width":107,"height":9}},{"id":"6b969222-a7c4-47f4-8043-4ce5e8fd97f0","block_type":"box","text":"BIS votes proxies on behalf of index equity funds and accounts when authorized by our clients. We have processes in place to","page_number":120,"box":{"x":89,"y":244,"width":875,"height":13}},{"id":"0a6481c2-8a16-4022-ac78-ea24b5467077","block_type":"box","text":"consider all proxies for which we have voting authority, and submit voting decisions, or refrain from voting when logistical","page_number":120,"box":{"x":89,"y":259,"width":852,"height":13}},{"id":"9ce25a79-eef0-469a-8b8a-9ab468d1e228","block_type":"box","text":"issues arise (see below). The BIS Benchmark Policies – and the vote decisions made consistent with those policies – reflect","page_number":120,"box":{"x":89,"y":274,"width":856,"height":13}},{"id":"71b1eb2a-bbd0-4935-b864-0fa392e1cd78","block_type":"box","text":"our reasonable and independent judgment and are made without regard to the relationship between the issuer of the proxy","page_number":120,"box":{"x":89,"y":290,"width":865,"height":12}},{"id":"4cc54922-6cf6-4dda-bb06-73e50cc591c6","block_type":"box","text":"(or any shareholder proponent or dissident shareholder) and the Fund, the Fund’s affiliates (if any), BlackRock or BlackRock’s","page_number":120,"box":{"x":89,"y":305,"width":874,"height":12}},{"id":"0728aa98-d630-4530-9a96-652a4a26d215","block_type":"box","text":"affiliates, or BlackRock employees (see “Conflicts management policies and procedures,” below).","page_number":120,"box":{"x":89,"y":320,"width":676,"height":12}},{"id":"14539aa0-8c86-4ccb-99a6-13008df143f7","block_type":"box","text":"In certain markets, proxy voting involves logistical issues which can affect BIS’ ability to vote, as well as the cost of voting","page_number":120,"box":{"x":89,"y":346,"width":843,"height":13}},{"id":"0f348e29-92a7-48a0-b9df-baa4923a91ef","block_type":"box","text":"such proxies on behalf of our clients. These issues include, but are not limited to: 1) untimely notice of shareholder meetings;","page_number":120,"box":{"x":89,"y":361,"width":876,"height":13}},{"id":"d93ba9f8-b406-414f-aa3a-685256bfd53b","block_type":"box","text":"2) restrictions on a foreigner’s ability to exercise votes; 3) requirements to vote proxies in person; 4) “share-blocking”","page_number":120,"box":{"x":89,"y":376,"width":818,"height":13}},{"id":"68f889cc-22ff-4270-a18f-d46a9a8d5cd2","block_type":"box","text":"(requirements that investors who exercise their voting rights surrender the right to dispose of their holdings from the point at","page_number":120,"box":{"x":89,"y":392,"width":877,"height":12}},{"id":"b7900690-a8b9-41b6-8e1b-6dc1e4f2d4db","block_type":"box","text":"which votes are submitted until after the after the shareholder meeting has occurred); 5) potential difficulties in translating","page_number":120,"box":{"x":88,"y":407,"width":860,"height":12}},{"id":"7b87f756-0450-48af-8e52-84f516ae2c94","block_type":"box","text":"the proxy; 6) regulatory constraints; and 7) requirements to provide local agents with powers of attorney to facilitate voting","page_number":120,"box":{"x":88,"y":422,"width":863,"height":12}},{"id":"a58c6660-4273-438b-bb82-8f80330ee564","block_type":"box","text":"instructions. We are not supportive of impediments to the exercise of voting rights such as share-blocking or overly","page_number":120,"box":{"x":89,"y":437,"width":807,"height":12}},{"id":"acc6826a-92f8-47f1-a834-e5522ad71cb9","block_type":"box","text":"burdensome administrative requirements.","page_number":120,"box":{"x":89,"y":452,"width":292,"height":12}},{"id":"851f2693-871b-4a09-b407-1758d51e80af","block_type":"box","text":"BIS votes proxies in these situations on a “best-efforts” basis. In addition, BIS may determine that it is generally in the","page_number":120,"box":{"x":89,"y":479,"width":817,"height":12}},{"id":"4ce6043d-ac49-49c4-9731-e486edfd4489","block_type":"box","text":"interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs (including but not limited to","page_number":120,"box":{"x":89,"y":494,"width":869,"height":12}},{"id":"eeaccd2f-07d2-495e-9d23-c1855a43d765","block_type":"box","text":"opportunity costs associated with share-blocking constraints) associated with exercising a vote are expected to outweigh the","page_number":120,"box":{"x":89,"y":509,"width":878,"height":12}},{"id":"70a87251-f614-4571-bf90-ec5b21d39698","block_type":"box","text":"benefit the client would derive by voting on the proposal.","page_number":120,"box":{"x":89,"y":524,"width":397,"height":12}},{"id":"2df8bccc-923c-431c-972d-9932d7fea91f","block_type":"box","text":"Conflicts management policies and procedures","page_number":120,"box":{"x":89,"y":550,"width":340,"height":13}},{"id":"7f4f4173-def7-4590-a1be-9cec414679b9","block_type":"box","text":"BIS is a dedicated function whose responsibilities are separate from BlackRock’s sales, business partnership or enterprise","page_number":120,"box":{"x":89,"y":577,"width":849,"height":12}},{"id":"19bb14a1-f611-4d0a-b805-c0ce76263c20","block_type":"box","text":"level vendor management activities.","page_number":120,"box":{"x":89,"y":592,"width":250,"height":12}},{"id":"54e8a979-2ed3-48e8-b1b4-1fe1232b28f0","block_type":"box","text":"BlackRock maintains policies and procedures that are designed to prevent undue influence on BIS’ proxy voting activity. Such","page_number":120,"box":{"x":89,"y":618,"width":873,"height":13}},{"id":"fac6fc39-e649-40a5-8bc7-569a8ef4ce49","block_type":"box","text":"influence might stem from any relationship between the investee company (or any shareholder proponent or dissident","page_number":120,"box":{"x":89,"y":633,"width":829,"height":13}},{"id":"8736b7fd-4021-45ae-b11b-f9e1a34b84cf","block_type":"box","text":"shareholder) and BlackRock, BlackRock’s affiliates, a Fund or a Fund’s affiliates, or BlackRock employees.","page_number":120,"box":{"x":89,"y":649,"width":729,"height":12}},{"id":"614b31c6-0e5b-45ba-9779-306fbd6b204b","block_type":"box","text":"For information on how BIS manages conflicts of interest, please see our disclosure.","page_number":120,"box":{"x":89,"y":675,"width":585,"height":12}},{"id":"e9ef0799-acff-4d78-a7c9-0f48988e9c2d","block_type":"box","text":"Securities lending","page_number":120,"box":{"x":88,"y":702,"width":128,"height":12}},{"id":"8aedeed9-b84d-474d-9397-54aeced374d0","block_type":"box","text":"When authorized, BlackRock acts as a securities lending agent on behalf of its clients. Lending securities enables BlackRock","page_number":120,"box":{"x":88,"y":728,"width":863,"height":12}},{"id":"9051333d-7506-45b6-a963-6788ef85e00e","block_type":"box","text":"to increase the returns in clients’ portfolios, and BlackRock’s lending agreements allow it to recall securities out on loan at","page_number":120,"box":{"x":88,"y":743,"width":852,"height":12}},{"id":"142c7bd1-695f-45d1-b9ce-c6892e4aff85","block_type":"box","text":"any time. BlackRock (or any other lender) does not retain voting rights for securities out on loan. Entitlements associated","page_number":120,"box":{"x":89,"y":758,"width":844,"height":13}},{"id":"03d09768-4e90-46f8-b062-b32146e97c22","block_type":"box","text":"with the lent securities (dividends, coupons, etc.), while on loan are paid back to the lender of the security as stipulated in","page_number":120,"box":{"x":88,"y":773,"width":851,"height":13}},{"id":"19b961c8-b042-42fb-b798-d9d269c821b3","block_type":"box","text":"industry standard legal agreements.","page_number":120,"box":{"x":89,"y":788,"width":250,"height":13}},{"id":"58e54419-9278-43b2-ab52-e9fce725d843","block_type":"box","text":"With regard to the relationship between securities lending and proxy voting, BlackRock cannot vote shares on loan and may","page_number":120,"box":{"x":88,"y":815,"width":867,"height":12}},{"id":"3de7927a-6b97-477d-bd2e-ecf420879b9c","block_type":"box","text":"determine to recall them for voting, as guided by our fiduciary duty as an asset manager to our clients in helping them","page_number":120,"box":{"x":89,"y":830,"width":827,"height":12}},{"id":"f17ffa2b-8a5c-46d2-90b5-865d2fd428ec","block_type":"box","text":"achieve their investment goals. While this has occurred in a limited number of cases, the decision to recall securities on loan","page_number":120,"box":{"x":89,"y":845,"width":866,"height":12}},{"id":"3b3ec7c1-cda8-464c-b078-ca4db6efacba","block_type":"box","text":"as part of BlackRock’s securities lending program in order to vote is based on an evaluation of various factors that include,","page_number":120,"box":{"x":89,"y":860,"width":853,"height":13}},{"id":"36637545-54f9-4b4a-9dae-ce4715e53fb4","block_type":"box","text":"A-31","page_number":120,"box":{"x":511,"y":894,"width":31,"height":9}},{"id":"19bc5214-2187-4332-8fd9-9572f2dc0840","block_type":"box","text":"but are not limited to, assessing potential securities lending revenue alongside the potential long-term financial value to","page_number":121,"box":{"x":89,"y":44,"width":838,"height":12}},{"id":"a32cb67b-2bfc-452d-ab05-f1e119318417","block_type":"box","text":"clients of voting those securities (based on the information available at the time of recall consideration).","page_number":121,"box":{"x":89,"y":59,"width":726,"height":12}},{"id":"2acf7721-965c-4401-9ecf-7cffcdf9873a","block_type":"box","text":"(17)","page_number":121,"box":{"x":816,"y":57,"width":20,"height":8}},{"id":"60887947-cbc9-4e77-bbd0-33af447e05d5","block_type":"box","text":"BIS works with","page_number":121,"box":{"x":842,"y":59,"width":102,"height":10}},{"id":"24c068af-2af6-4019-b08c-95fc0f6840ae","block_type":"box","text":"colleagues in the Securities Lending and Risk and Quantitative Analysis teams to evaluate the costs and benefits to clients of","page_number":121,"box":{"x":89,"y":74,"width":873,"height":12}},{"id":"8f4e59e6-0575-45e6-8faf-da28a761db67","block_type":"box","text":"recalling shares on loan.","page_number":121,"box":{"x":89,"y":89,"width":167,"height":13}},{"id":"43fdc9a1-c66d-461d-9786-12f89905875a","block_type":"box","text":"In almost all instances, BlackRock anticipates that the potential long-term financial value to clients of voting shares would be","page_number":121,"box":{"x":89,"y":116,"width":873,"height":12}},{"id":"2654be22-3062-4b23-bf90-2e3c08f3843c","block_type":"box","text":"less than the potential revenue the loan may provide clients. 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It is important to note that the majority of lendable","page_number":121,"box":{"x":89,"y":161,"width":860,"height":12}},{"id":"2caa0e9c-1640-4473-af11-b2f0a3738c6d","block_type":"box","text":"assets in the market at any given time are not out on loan.","page_number":121,"box":{"x":89,"y":176,"width":405,"height":13}},{"id":"ea7b5844-c96f-4206-9144-18fe72a300dc","block_type":"box","text":"Periodically, BlackRock reviews our process for determining whether to recall securities on loan in order to vote and may","page_number":121,"box":{"x":89,"y":203,"width":840,"height":12}},{"id":"79dda8fb-06bd-44f8-8c3c-8734b0a7ab51","block_type":"box","text":"modify it as necessary.","page_number":121,"box":{"x":89,"y":218,"width":156,"height":12}},{"id":"c71a1fb3-6626-4905-82bd-5a916d943016","block_type":"box","text":"Voting Choice","page_number":121,"box":{"x":88,"y":244,"width":101,"height":13}},{"id":"e0568faa-887c-4555-bb2d-02978e56d5ac","block_type":"box","text":"BlackRock offers Voting Choice, a program that provides eligible clients with more opportunities to participate in the proxy","page_number":121,"box":{"x":89,"y":271,"width":855,"height":12}},{"id":"f88548e4-5667-4879-b395-931915cd9e04","block_type":"box","text":"voting process, where legally and operationally viable.","page_number":121,"box":{"x":88,"y":286,"width":376,"height":12}},{"id":"6cbd3ed5-a627-433b-97ba-2183c7285a2e","block_type":"box","text":"(18)","page_number":121,"box":{"x":466,"y":284,"width":20,"height":8}},{"id":"3eac020c-3ca3-4677-813f-2f07c5f2c52d","block_type":"box","text":"Voting Choice is currently available for eligible clients invested in certain institutional pooled funds in the U.S., UK, Ireland,","page_number":121,"box":{"x":88,"y":312,"width":849,"height":13}},{"id":"713ae9d3-ce09-40dd-bca3-4e49d88d3238","block_type":"box","text":"Canada, and Switzerland that utilize index equity investment strategies, as well as eligible clients in certain institutional","page_number":121,"box":{"x":89,"y":327,"width":827,"height":13}},{"id":"c7e93c08-5492-4106-aee1-e3e4c3e8e4b1","block_type":"box","text":"pooled funds in the U.S., UK, Canada, and Switzerland that use systematic active equity (SAE) strategies. In addition,","page_number":121,"box":{"x":89,"y":342,"width":810,"height":13}},{"id":"7985cf3e-775b-4d6a-a7f7-14a736b0b601","block_type":"box","text":"institutional clients in separately managed accounts (SMAs) continue to be eligible for BlackRock Voting Choice regardless of","page_number":121,"box":{"x":89,"y":358,"width":877,"height":12}},{"id":"60fe2f90-907b-456e-bf48-0afd404c8f42","block_type":"box","text":"their investment strategies.","page_number":121,"box":{"x":88,"y":373,"width":190,"height":12}},{"id":"21043050-b716-44d4-840d-1e8be0a2f3c8","block_type":"box","text":"(19)","page_number":121,"box":{"x":279,"y":371,"width":21,"height":8}},{"id":"c5d83935-7e9b-44f7-be4e-2c943c4ecf68","block_type":"box","text":"Voting Choice is also available for eligible U.S. retail shareholder accounts invested in","page_number":121,"box":{"x":305,"y":373,"width":591,"height":12}},{"id":"b6a41113-fde0-4957-a692-b9d2afb8fc07","block_type":"box","text":"BlackRock’s largest U.S. exchange-traded fund.","page_number":121,"box":{"x":89,"y":388,"width":328,"height":12}},{"id":"4e41104b-0191-4d94-b7ff-9edfe2911804","block_type":"box","text":"(20)","page_number":121,"box":{"x":418,"y":386,"width":21,"height":8}},{"id":"03071ca4-c534-443b-8a2f-91d77eb9d091","block_type":"box","text":"As a result, the shares attributed to BlackRock portfolios in company share registers may be voted differently depending on","page_number":121,"box":{"x":88,"y":414,"width":860,"height":13}},{"id":"92580db7-a3a9-4afa-bd92-3f7161ecb76b","block_type":"box","text":"whether our clients have authorized BIS to vote on their behalf, have authorized BIS to vote in accordance with a third-party","page_number":121,"box":{"x":88,"y":429,"width":864,"height":13}},{"id":"f5fcc6af-87b0-40f5-8707-b9f163bcc62b","block_type":"box","text":"policy, or have elected to vote shares in accordance with their own policy. Our clients have greater control over proxy voting","page_number":121,"box":{"x":89,"y":445,"width":863,"height":12}},{"id":"5a6385d6-0065-4273-af52-914fe1f7d4ac","block_type":"box","text":"because of Voting Choice.","page_number":121,"box":{"x":89,"y":460,"width":180,"height":12}},{"id":"89921fad-67cb-4e02-b88c-775c049bcca2","block_type":"box","text":"(21)","page_number":121,"box":{"x":271,"y":458,"width":20,"height":8}},{"id":"cdea0bbb-3828-4f55-9831-e91bcf179907","block_type":"box","text":"Reporting and vote transparency","page_number":121,"box":{"x":89,"y":486,"width":236,"height":12}},{"id":"28e003ef-b484-44ff-8734-4aced4e45dc6","block_type":"box","text":"We are committed to transparency of the stewardship work we do on behalf of clients. We inform clients about our","page_number":121,"box":{"x":88,"y":513,"width":806,"height":12}},{"id":"4ea33bbc-5981-466f-ac8c-92c8d2b25f03","block_type":"box","text":"engagement and voting policies and activities through direct communication and through disclosure on our website. We","page_number":121,"box":{"x":89,"y":528,"width":845,"height":12}},{"id":"7b1ec4a1-2ebc-4e4d-8fb7-e3c3672d6a37","block_type":"box","text":"make public our regional voting guidelines for the benefit of clients and the companies in which we invest on their behalf. We","page_number":121,"box":{"x":89,"y":543,"width":875,"height":12}},{"id":"7efeb652-d032-45f9-95eb-0f0daa49f54a","block_type":"box","text":"also publish commentaries to share our approach to engagement on our five engagement priorities, as well as quarterly","page_number":121,"box":{"x":89,"y":558,"width":839,"height":12}},{"id":"f5795b2c-50b8-4cd1-8287-8a0408dac364","block_type":"box","text":"reports detailing our proxy voting and engagement activities.","page_number":121,"box":{"x":89,"y":573,"width":426,"height":12}},{"id":"cac09bf8-87fd-45ab-84b1-10c2d8288918","block_type":"box","text":"(17) Recalling securities on loan can be impacted by the timing of record dates. In the U.S., for example, the record date of a shareholder meeting typic","page_number":121,"box":{"x":89,"y":720,"width":848,"height":10}},{"id":"e80e84b3-1375-4c4b-8aef-2d284fe40dab","block_type":"box","text":"ally","page_number":121,"box":{"x":938,"y":720,"width":18,"height":10}},{"id":"d0975d81-87c0-4fc0-a1a7-2dd4482420da","block_type":"box","text":"falls before the proxy statements are released. Accordingly, it is not practicable to evaluate a proxy statement, determine that a vote has a material","page_number":121,"box":{"x":121,"y":732,"width":817,"height":10}},{"id":"4b233287-367c-4b1a-ae3e-677aa02ce6d2","block_type":"box","text":"impact on a fund and recall any shares on loan in advance of the record date for the annual meeting. As a result, managers must weigh independent","page_number":121,"box":{"x":121,"y":745,"width":831,"height":10}},{"id":"52f7e7ad-152c-40e0-a133-876ba3784d41","block_type":"box","text":"business judgement as a fiduciary, the benefit to a fund’s shareholders of recalling loaned shares in advance of an estimated record date without","page_number":121,"box":{"x":121,"y":758,"width":810,"height":9}},{"id":"84df8257-fa1a-4b06-ad69-af257a69bab5","block_type":"box","text":"knowing whether there will be a vote on matters which have a material impact on the fund (thereby forgoing potential securities lending revenue for","page_number":121,"box":{"x":121,"y":770,"width":832,"height":10}},{"id":"2a0fb20b-81b1-416b-bb28-7e2263278d81","block_type":"box","text":"the fund’s shareholders) or leaving shares on loan to potentially earn revenue for the fund (thereby forgoing the opportunity to vote).","page_number":121,"box":{"x":121,"y":783,"width":745,"height":10}},{"id":"d864aa53-8958-4d59-8095-5289559c0c21","block_type":"box","text":"(18) BlackRock will determine eligibility criteria under this program based upon, among other things, local market regulation and practice, cost co","page_number":121,"box":{"x":89,"y":798,"width":821,"height":10}},{"id":"89146011-0e23-4d0a-a425-90631db3ba03","block_type":"box","text":"nsider","page_number":121,"box":{"x":912,"y":798,"width":38,"height":8}},{"id":"8e3ce3a2-7ecc-46a0-96cf-b1f720f6e524","block_type":"box","text":"ations, operational risk and/or complexity, and financial considerations, including the decision to lend securities.","page_number":121,"box":{"x":121,"y":811,"width":629,"height":9}},{"id":"b5809e98-9008-4167-b3f4-079d306abd5d","block_type":"box","text":"(19) With Voting Choice, SMA clients have the ability to select the policy that best aligns with their views and preferences from a set of voting policie","page_number":121,"box":{"x":89,"y":826,"width":837,"height":10}},{"id":"c03f55f6-9cfd-4aaa-86a1-43747ec1b5f1","block_type":"box","text":"s from","page_number":121,"box":{"x":927,"y":826,"width":34,"height":7}},{"id":"59efd6a2-b8dc-41db-ae9d-640411b027b4","block_type":"box","text":"third-party proxy advisers. BlackRock can then use its proxy voting infrastructure to cast votes for the SMA based on the client’s selected voting pol","page_number":121,"box":{"x":121,"y":838,"width":824,"height":10}},{"id":"2295571e-6b79-4efb-9655-910acbfb8864","block_type":"box","text":"icy.","page_number":121,"box":{"x":947,"y":839,"width":16,"height":9}},{"id":"bd3d19ed-ff67-4f0e-a5c2-3f4beb8c343d","block_type":"box","text":"(20) Read more about BlackRock Voting Choice on our website.","page_number":121,"box":{"x":89,"y":853,"width":360,"height":10}},{"id":"0fd44076-b36c-4546-91f0-3b78169c442b","block_type":"box","text":"(21) BlackRock does not disclose client information, including a client’s selection of proxy policy, without client consent.","page_number":121,"box":{"x":89,"y":868,"width":676,"height":10}},{"id":"ccf9bd49-4f35-4773-84a5-e2ebb3aa3018","block_type":"box","text":"A-32","page_number":121,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"3f58aa07-0adb-4aba-8a81-651268d558f1","block_type":"box","text":"Want to know more?","page_number":122,"box":{"x":88,"y":44,"width":149,"height":10}},{"id":"2a447c02-f1d2-4ad9-b970-d1c6e8e1b1f3","block_type":"box","text":"blackrock.com/stewardship | contactstewardship@blackrock.com","page_number":122,"box":{"x":89,"y":70,"width":464,"height":13}},{"id":"b99ab02f-a2f9-4172-8a8f-1fb9c457d607","block_type":"box","text":"This document is provided for information and educational purposes only. Investing involves risk, including the loss of","page_number":122,"box":{"x":88,"y":97,"width":827,"height":12}},{"id":"de4737b9-9b8a-4ae0-b7aa-7471db7e49eb","block_type":"box","text":"principal.","page_number":122,"box":{"x":89,"y":112,"width":62,"height":12}},{"id":"b7485599-f27b-4aa2-b412-48d88d311f11","block_type":"box","text":"Prepared by BlackRock, Inc.","page_number":122,"box":{"x":89,"y":138,"width":190,"height":13}},{"id":"1e2fe241-b35d-4542-901d-8c2918fb8971","block_type":"box","text":"©2025 BlackRock, Inc. All rights reserved.","page_number":122,"box":{"x":89,"y":165,"width":290,"height":12}},{"id":"eba2100f-0151-4588-874f-398aa7d0a1d5","block_type":"box","text":"BLACKROCK","page_number":122,"box":{"x":385,"y":165,"width":89,"height":10}},{"id":"6815d106-3577-491d-b436-2d21dcc25692","block_type":"box","text":"is a trademark of BlackRock, Inc., or its subsidiaries in the United","page_number":122,"box":{"x":479,"y":165,"width":450,"height":11}},{"id":"b41710d3-7c02-4d80-a8f4-024788eccdac","block_type":"box","text":"States and elsewhere. All other trademarks are those of their respective owners.","page_number":122,"box":{"x":88,"y":180,"width":558,"height":12}},{"id":"9c45b35b-31f3-4cf4-9691-fc358c8b8a35","block_type":"box","text":"A-33","page_number":122,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"a18c48ce-f0f3-4d8c-b034-04f74915a612","block_type":"box","text":"BlackRock Investment Stewardship","page_number":123,"box":{"x":227,"y":44,"width":604,"height":30}},{"id":"74cbec49-d1b1-4a1d-92dd-05741d930e78","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines","page_number":123,"box":{"x":89,"y":88,"width":382,"height":12}},{"id":"b27e2d6f-7410-447b-96e3-811c802cf2e5","block_type":"box","text":"Effective as of January 2026","page_number":123,"box":{"x":106,"y":114,"width":198,"height":13}},{"id":"b4625bc6-8dbb-4a0d-9bc2-45cbb87c3a4c","block_type":"box","text":"Introduction to BlackRock Investment Stewardship","page_number":123,"box":{"x":169,"y":176,"width":354,"height":13}},{"id":"1faf2a9c-6965-4a78-ad75-ac0e92d5bf1b","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-34","page_number":123,"box":{"x":530,"y":177,"width":357,"height":9}},{"id":"f5126079-6322-48a3-9d1c-ab2d4e2f6f1d","block_type":"box","text":"Stewardship for clients with investment objectives relating to the low-carbon transition","page_number":123,"box":{"x":169,"y":195,"width":608,"height":12}},{"id":"530fcc11-3a4e-4593-b611-277753b90b51","block_type":"box","text":". . . . . . . . . . .A-34","page_number":123,"box":{"x":785,"y":196,"width":102,"height":9}},{"id":"cb7f24de-69b1-48ca-b005-b41cd7328a66","block_type":"box","text":"The Climate and Decarbonization Stewardship Guidelines","page_number":123,"box":{"x":168,"y":214,"width":403,"height":12}},{"id":"d0b5458b-2164-4c46-9d11-639c3a99a07b","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-35","page_number":123,"box":{"x":576,"y":214,"width":311,"height":10}},{"id":"2fa4d360-b24f-40ee-8070-a96e9985a5e9","block_type":"box","text":"Understanding the investment implications of the transition to a low-carbon economy","page_number":123,"box":{"x":169,"y":233,"width":603,"height":12}},{"id":"952900eb-928d-490e-be3c-e921abf945da","block_type":"box","text":". . . . . . . . . . . .A-35","page_number":123,"box":{"x":778,"y":233,"width":109,"height":10}},{"id":"cbcaf4cc-cadf-44ce-8d85-3c6483e37108","block_type":"box","text":"The Guidelines’ design principles. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-36","page_number":123,"box":{"x":168,"y":252,"width":719,"height":12}},{"id":"d549f6c2-2101-4e0d-8919-ee620fcbeb65","block_type":"box","text":"Voting approach under the Guidelines","page_number":123,"box":{"x":168,"y":271,"width":265,"height":12}},{"id":"84423d18-8603-40b5-83aa-c01a0026fae6","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-36","page_number":123,"box":{"x":439,"y":271,"width":448,"height":9}},{"id":"2c11aadc-c4a5-4a41-9481-7ae6c20b44a6","block_type":"box","text":"Related matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-40","page_number":123,"box":{"x":169,"y":290,"width":718,"height":9}},{"id":"2e54672f-b2ae-4098-9b5b-ca4bb334fb26","block_type":"box","text":"Appendix 1","page_number":123,"box":{"x":168,"y":308,"width":77,"height":13}},{"id":"3c4bc7fb-a46a-4276-8477-5f9bc70a5290","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-41","page_number":123,"box":{"x":250,"y":309,"width":635,"height":9}},{"id":"a54ef59b-47f3-4339-877b-21e3259d36e9","block_type":"box","text":"Appendix 2","page_number":123,"box":{"x":168,"y":327,"width":80,"height":13}},{"id":"06c8f2a6-c6b5-4428-945a-af6ec0ada92c","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-42","page_number":123,"box":{"x":250,"y":328,"width":637,"height":9}},{"id":"11c93253-f884-4516-9441-845eeb9de149","block_type":"box","text":"Introduction to BlackRock Investment Stewardship","page_number":123,"box":{"x":89,"y":360,"width":365,"height":12}},{"id":"667b0eb0-ad0e-4454-9e88-b982401010fe","block_type":"box","text":"At BlackRock, investment stewardship serves as a link between our clients and the companies they 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BlackRock offers a range of proxy voting","page_number":123,"box":{"x":88,"y":402,"width":842,"height":12}},{"id":"20dea2cf-8bf7-4f16-8fa5-d217baf59af5","block_type":"box","text":"policies to reflect clients’ individual investment choices and goals.","page_number":123,"box":{"x":89,"y":417,"width":458,"height":12}},{"id":"e83f6cd6-2a65-4a67-b5d6-146366d97a8b","block_type":"box","text":"BlackRock Investment Stewardship (BIS) is responsible for stewardship activities in relation to clients’ assets invested in index","page_number":123,"box":{"x":89,"y":443,"width":876,"height":13}},{"id":"31b45970-8872-4ffa-8b5b-e9a6b37a5576","block_type":"box","text":"equity strategies. BIS takes a long-term approach in our stewardship efforts, reflecting the investment horizons of the","page_number":123,"box":{"x":89,"y":458,"width":818,"height":13}},{"id":"87310f07-b2b0-46af-9239-72b63dcb7018","block_type":"box","text":"majority of our clients. 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It reflects a view that a smooth transition — where companies adapt","page_number":125,"box":{"x":122,"y":278,"width":805,"height":13}},{"id":"40751db2-925d-404a-b7a5-b290825388aa","block_type":"box","text":"while continuing to deliver financial returns — is a better long-term investment outcome and less disruptive to other key","page_number":125,"box":{"x":121,"y":293,"width":844,"height":13}},{"id":"eb38919d-b43c-4138-94d0-6abcaa337e2a","block_type":"box","text":"stakeholders than a disorderly transition. Further, the Guidelines consider the differences between the actions and","page_number":125,"box":{"x":121,"y":308,"width":796,"height":13}},{"id":"cf0331a5-5f49-4926-a504-df0096d49134","block_type":"box","text":"outcomes over which company management has influence, and those it does not.","page_number":125,"box":{"x":121,"y":324,"width":575,"height":12}},{"id":"2813e005-5e7e-40ce-90a5-4eb926715a82","block_type":"box","text":"•","page_number":125,"box":{"x":89,"y":347,"width":4,"height":3}},{"id":"9040e31e-602f-48c6-bd7d-76c51d416ff5","block_type":"box","text":"Focus on useful, contextualized disclosures that help inform investors views, while recognizing data limitations:","page_number":125,"box":{"x":122,"y":344,"width":803,"height":12}},{"id":"bd5d873f-69f7-4c67-8c3d-a86d399edde3","block_type":"box","text":"Under the Guidelines, the dedicated team looks for disclosures that outline key milestones and dependencies","page_number":125,"box":{"x":122,"y":359,"width":762,"height":12}},{"id":"de0eceac-b7bf-4203-85a5-61b8ecea07de","block_type":"box","text":"underpinning the company’s low-carbon transition strategy, explain the trade-offs required to adapt the business model,","page_number":125,"box":{"x":122,"y":374,"width":843,"height":12}},{"id":"7590bdc4-5181-467d-92f4-acdf8a501130","block_type":"box","text":"and include relevant data and narrative.","page_number":125,"box":{"x":121,"y":389,"width":276,"height":10}},{"id":"9f47571d-8855-432a-a544-0d8f4706ac13","block_type":"box","text":"•","page_number":125,"box":{"x":89,"y":413,"width":4,"height":3}},{"id":"4cd7d6b9-3692-4e62-94ed-e093d27e6381","block_type":"box","text":"Consistency with the participating clients’ position as a minority investor:","page_number":125,"box":{"x":121,"y":409,"width":530,"height":13}},{"id":"21821748-2acc-4122-8ca2-5c867edfdcc8","block_type":"box","text":"The boards and executive leadership of","page_number":125,"box":{"x":656,"y":409,"width":275,"height":13}},{"id":"cee2ea9e-2539-4886-aeb0-c03d810fd563","block_type":"box","text":"companies determine a company’s strategy and its implementation. Under the Guidelines, the dedicated team makes","page_number":125,"box":{"x":121,"y":424,"width":821,"height":13}},{"id":"5f971607-35ec-4162-914d-d9dc70e17a3a","block_type":"box","text":"decisions on how to engage companies and vote proxies independently, based on its professional judgment of the","page_number":125,"box":{"x":121,"y":439,"width":798,"height":13}},{"id":"213b1339-3bbd-4126-9566-6e6b508821e2","block_type":"box","text":"priorities and outcomes most aligned with participating clients’ investment objectives.","page_number":125,"box":{"x":121,"y":455,"width":602,"height":12}},{"id":"3586459e-e45b-4c3c-b9b6-39ebd50a1491","block_type":"box","text":"Voting approach under the Guidelines","page_number":125,"box":{"x":88,"y":481,"width":275,"height":12}},{"id":"8e8b4c47-f7f0-499e-8601-3306c1c89cd5","block_type":"box","text":"(12)","page_number":125,"box":{"x":364,"y":479,"width":22,"height":8}},{"id":"2bb66aad-7bb5-423f-97fe-cc19d1a6adaf","block_type":"box","text":"When evaluating each voting item across management or shareholder proposals, the dedicated team applies a case-by-case","page_number":125,"box":{"x":88,"y":508,"width":872,"height":12}},{"id":"b95ae44b-aa8e-4949-8eca-2bae847d143d","block_type":"box","text":"approach that reflects the uneven pace of the low-carbon transition across sectors and markets, and acknowledges the","page_number":125,"box":{"x":89,"y":523,"width":835,"height":12}},{"id":"74d1fab9-c412-4ee7-b9c7-2c5d4dd6ca22","block_type":"box","text":"distinction between what company management can influence and what lies beyond its control. As a result, voting decisions","page_number":125,"box":{"x":89,"y":538,"width":873,"height":12}},{"id":"2261b719-489e-4808-b52d-84affd3215fc","block_type":"box","text":"— on behalf of in-scope funds and SMAs — on similar proposals included on different companies’ shareholder meeting","page_number":125,"box":{"x":88,"y":553,"width":838,"height":12}},{"id":"69ac821b-f921-4286-bd6e-2d31d955bfb7","block_type":"box","text":"agendas may vary depending on company, sector, or market-specific circumstances.","page_number":125,"box":{"x":89,"y":568,"width":590,"height":12}},{"id":"34bf6cb2-0e6e-4ee4-87fa-8d01ec7b6132","block_type":"box","text":"Consistent with the investment objective of each fund or account that has selected these Guidelines, the dedicated team will","page_number":125,"box":{"x":89,"y":594,"width":871,"height":13}},{"id":"e949c9bf-514b-45b3-90f2-c51668cf11fc","block_type":"box","text":"look to the companies to demonstrate the following:","page_number":125,"box":{"x":89,"y":610,"width":367,"height":12}},{"id":"0e9188fe-a0e4-4966-88b0-38dee2344d75","block_type":"box","text":"Corporate Disclosures","page_number":125,"box":{"x":105,"y":636,"width":160,"height":12}},{"id":"79c75865-6968-4ff5-8ae4-5cd891a414c2","block_type":"box","text":"(13)","page_number":125,"box":{"x":266,"y":634,"width":21,"height":8}},{"id":"adceb9d3-767e-47f1-8001-889a67f8a46b","block_type":"box","text":"In the context of these Guidelines, the dedicated team looks for companies to provide sufficient disclosure to assess whether","page_number":125,"box":{"x":89,"y":662,"width":873,"height":13}},{"id":"6a5a8d6c-4ad5-4087-ad6f-7542da150f81","block_type":"box","text":"the company’s strategy is aligned with the low-carbon transition. As a general point, the team looks to companies that are","page_number":125,"box":{"x":88,"y":678,"width":857,"height":12}},{"id":"4fd56b72-f73c-4b58-9e21-d5863d25a2fc","block_type":"box","text":"important to the transition to a low-carbon economy to explain the strategy and governance frameworks that they have","page_number":125,"box":{"x":89,"y":693,"width":840,"height":12}},{"id":"e0ba18f8-8085-483c-8e51-131d464fc207","block_type":"box","text":"determined most appropriate, which may include:","page_number":125,"box":{"x":89,"y":708,"width":349,"height":12}},{"id":"cbe59c74-2fde-48a0-80c8-ab597a18e4a2","block_type":"box","text":"(1) a low-carbon transition strategy to demonstrate their alignment with the ambition to limit average global temperature","page_number":125,"box":{"x":89,"y":728,"width":866,"height":12}},{"id":"b337d054-7398-470f-b473-85036c6e7952","block_type":"box","text":"(11) Aladdin","page_number":125,"box":{"x":89,"y":775,"width":74,"height":10}},{"id":"643888ff-d64b-4420-b71b-48d6999b7932","block_type":"box","text":"®","page_number":125,"box":{"x":164,"y":772,"width":6,"height":4}},{"id":"5a87f04f-3367-47fc-a1ac-bf538f47e278","block_type":"box","text":"Climate is a suite of climate analytics including forward-looking scenario analysis and net zero alignment analytics. Aladdin","page_number":125,"box":{"x":174,"y":775,"width":688,"height":10}},{"id":"18fd4373-fe01-4a60-831d-8805e096afec","block_type":"box","text":"®","page_number":125,"box":{"x":863,"y":772,"width":6,"height":4}},{"id":"063f714f-931d-4d90-8cc2-406ff122aa88","block_type":"box","text":"is a proprietary","page_number":125,"box":{"x":873,"y":776,"width":83,"height":9}},{"id":"8c9d0f94-8842-4ea4-a3de-0ec77f7b127f","block_type":"box","text":"investment and risk management platform.","page_number":125,"box":{"x":121,"y":788,"width":242,"height":10}},{"id":"cf4fdecb-fcf9-45f2-b6fd-8b7aac1e5a25","block_type":"box","text":"(12) These Guidelines are not intended to limit the analysis of individual issues at specific companies or provide a guide as to how the dedicated team w","page_number":125,"box":{"x":89,"y":803,"width":858,"height":10}},{"id":"e7887bf4-b4ae-4672-b1cf-3c4732e7d2b6","block_type":"box","text":"ill","page_number":125,"box":{"x":948,"y":803,"width":7,"height":8}},{"id":"c007535f-e8dc-40ad-a9b8-12a6fd6ab84f","block_type":"box","text":"engage and/or vote in every instance. The Guidelines are applied by the dedicated team with discretion, on a case-by-case basis, taking into consider","page_number":125,"box":{"x":121,"y":816,"width":836,"height":9}},{"id":"ca748d9c-e86a-436e-ba59-fb1a51fd87aa","block_type":"box","text":"ation the range of issues and facts specific to the company, as well as individual ballot items at shareholder meetings.","page_number":125,"box":{"x":121,"y":828,"width":656,"height":10}},{"id":"8b9d003d-262d-4661-959f-0d3842b25d55","block_type":"box","text":"(13) Given data and measurement limitations, companies may need to provide estimated GHG emissions where reporting methodologies are nascent. In","page_number":125,"box":{"x":89,"y":843,"width":860,"height":10}},{"id":"e2d36f3f-68ed-4425-98a5-c8d326a016b2","block_type":"box","text":"addition, certain disclosures related to a company’s plans for adapting their business models through the low-carbon transition may require forwar","page_number":125,"box":{"x":121,"y":856,"width":824,"height":10}},{"id":"ced4ea9c-8ad5-4dbc-a4f7-a3fdeb322725","block_type":"box","text":"d","page_number":125,"box":{"x":945,"y":856,"width":11,"height":8}},{"id":"a6a15ba7-7801-497b-8d7d-6a9f390de0ed","block_type":"box","text":"looking statements.","page_number":125,"box":{"x":121,"y":868,"width":110,"height":10}},{"id":"86b011f5-5010-428a-8e72-a79d5433023e","block_type":"box","text":"A-36","page_number":125,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"db1dbecf-2aea-419a-b87e-9e032b7a0761","block_type":"box","text":"rise to 1.5°C above pre-industrial levels. This would typically include a long-term strategy to achieve net-zero GHG","page_number":126,"box":{"x":128,"y":44,"width":797,"height":12}},{"id":"97e2b369-23ae-48e1-bd69-35597e718d52","block_type":"box","text":"emissions by 2050, with appropriate near- and medium-term milestones to assess their progress.","page_number":126,"box":{"x":128,"y":59,"width":681,"height":12}},{"id":"592036e0-4c4e-4832-838d-b9b0b43bf5c6","block_type":"box","text":"(2) low-carbon transition-related reporting. Standardized disclosure of sustainability-related data supports investors in","page_number":126,"box":{"x":89,"y":79,"width":842,"height":13}},{"id":"cdd0722f-6f13-418a-a20c-a4e8da2f8e0d","block_type":"box","text":"making informed decisions. The International Sustainability Standards Board (ISSB) standards, IFRS S1 and S2,","page_number":126,"box":{"x":128,"y":94,"width":773,"height":13}},{"id":"a3b1fe01-0918-453e-a5b1-1be38c6e6ae7","block_type":"box","text":"represent one such approach to standardization that the dedicated team finds useful in its analysis.","page_number":126,"box":{"x":128,"y":109,"width":693,"height":13}},{"id":"f5735749-e41f-45c6-9522-766946a70677","block_type":"box","text":"(14), (15)","page_number":126,"box":{"x":823,"y":107,"width":49,"height":8}},{"id":"604c4313-d48b-4f3d-a5c3-2afe7def0cb7","block_type":"box","text":"IFRS S1","page_number":126,"box":{"x":878,"y":110,"width":48,"height":9}},{"id":"c5032390-c205-41f1-99c0-f1eef45b9646","block_type":"box","text":"addresses the general requirements of sustainability reporting and IFRS S2 sets out the disclosures that provide","page_number":126,"box":{"x":128,"y":125,"width":778,"height":12}},{"id":"2e8ad3c7-668b-44e7-9a01-d99bb2685faa","block_type":"box","text":"investors with decision-useful information about a company’s most significant climate- and low-carbon transition","page_number":126,"box":{"x":128,"y":140,"width":804,"height":12}},{"id":"443dedd7-83e4-4f0e-94bb-86695dbee0c5","block_type":"box","text":"related risks and opportunities. This includes receiving independent, third-party assurances, as audit and assurance","page_number":126,"box":{"x":128,"y":155,"width":807,"height":12}},{"id":"c501c29b-a664-42f7-9fbf-ca0886589eca","block_type":"box","text":"standards are developed.","page_number":126,"box":{"x":128,"y":170,"width":174,"height":12}},{"id":"4e9428b1-4703-4cde-b799-6b4822a0f1e7","block_type":"box","text":"(3) scope 1 and scope 2, and most significant scope 3 GHG emissions.","page_number":126,"box":{"x":89,"y":190,"width":507,"height":12}},{"id":"00fc2066-06d0-4e78-bcaf-bd0eb2d5af28","block_type":"box","text":"(16), (17)","page_number":126,"box":{"x":598,"y":188,"width":48,"height":8}},{"id":"76976b2a-9552-4b99-9ff9-0e456a907b33","block_type":"box","text":"In addition, the dedicated team looks to","page_number":126,"box":{"x":653,"y":190,"width":277,"height":11}},{"id":"008c2a1a-945c-4597-b2bf-9b768232445b","block_type":"box","text":"companies to disclose their emissions reduction targets for scope 1 and 2 emissions, science-based where possible.","page_number":126,"box":{"x":128,"y":205,"width":810,"height":12}},{"id":"14394de3-c0e9-4e1e-8f3c-6198d13af101","block_type":"box","text":"The team welcomes disclosure of targets or indicative goals, where companies have set them, for scope 3 emissions","page_number":126,"box":{"x":127,"y":220,"width":814,"height":13}},{"id":"8f5790b1-dac1-4a46-aae4-be10d76e979d","block_type":"box","text":"reductions. Scope 3 information, including how a company is working with its value chain to accelerate reductions in","page_number":126,"box":{"x":128,"y":235,"width":818,"height":13}},{"id":"4a3ed170-244f-4a63-b79c-53b2e37cb6a7","block_type":"box","text":"GHG intensity, provides useful insight to investors focused on investing in the low-carbon transition and understanding","page_number":126,"box":{"x":128,"y":250,"width":833,"height":13}},{"id":"81e9ae46-f029-4c7a-ad05-83a877a4c7bf","block_type":"box","text":"the impact of their investments on their decarbonization goals.","page_number":126,"box":{"x":127,"y":266,"width":439,"height":12}},{"id":"1069c519-768a-42e1-aa98-b15cc8c36686","block_type":"box","text":"(18)","page_number":126,"box":{"x":568,"y":264,"width":20,"height":8}},{"id":"59a5c3eb-3c5c-4089-932f-0ace261ffaa8","block_type":"box","text":"However, the team recognizes that companies have","page_number":126,"box":{"x":594,"y":266,"width":359,"height":12}},{"id":"57035af1-f6dd-48fa-876e-4b777fd27e96","block_type":"box","text":"varying ability to influence the emissions across the different parts of their value chain and, therefore, it is helpful when","page_number":126,"box":{"x":127,"y":281,"width":831,"height":12}},{"id":"ea659eb8-bf9f-445a-98a6-6d331f1a8715","block_type":"box","text":"disclosures explain the implications for the achievement of their decarbonization targets. For some companies that play","page_number":126,"box":{"x":128,"y":296,"width":837,"height":12}},{"id":"8fe26738-4635-4663-821c-5a9526118a89","block_type":"box","text":"an important role in the low-carbon transition, scope 3 may represent their only significant source of GHG emissions in","page_number":126,"box":{"x":128,"y":311,"width":833,"height":12}},{"id":"cb3354d9-1043-4201-8e38-d63e53e116df","block_type":"box","text":"the value chain. While we do not believe companies should be required to enforce emissions reduction targets outside","page_number":126,"box":{"x":127,"y":326,"width":827,"height":12}},{"id":"c144b1e1-e451-4bcb-813f-1630081cb30e","block_type":"box","text":"of their control, where relevant, we look for disclosures on how the company approaches the low-carbon transition in","page_number":126,"box":{"x":128,"y":341,"width":821,"height":13}},{"id":"1f141108-27a1-4ce7-b5c9-621fc6bda574","block_type":"box","text":"these cases. This may include plans and targets to grow businesses that contribute to real world decarbonization,","page_number":126,"box":{"x":127,"y":356,"width":795,"height":13}},{"id":"fb41389e-116c-4a4d-99ee-2f8bf648cba0","block_type":"box","text":"forward-looking capital or procurement allocation plans to net-zero aligned activities or suppliers, and strategies to","page_number":126,"box":{"x":127,"y":371,"width":806,"height":13}},{"id":"0b861916-65e0-4ebc-a049-4feada0351af","block_type":"box","text":"mitigate material transition risks.","page_number":126,"box":{"x":128,"y":387,"width":229,"height":12}},{"id":"a7f3b066-a90d-4cf9-b17e-d6e069492063","block_type":"box","text":"(4) where relevant, disclosures that describe the company’s exposure to climate-related physical risks—such as acute risks","page_number":126,"box":{"x":89,"y":413,"width":873,"height":12}},{"id":"7e72b0a6-694a-4dc6-a551-f6dfb3005b50","block_type":"box","text":"from extreme weather events or chronic risks from long-term shifts in climate patterns—and how these risks could","page_number":126,"box":{"x":127,"y":428,"width":807,"height":12}},{"id":"786300e7-4b37-4342-8a2c-3413122bafcf","block_type":"box","text":"reasonably be expected to affect the company’s operations, assets, or supply chains.","page_number":126,"box":{"x":128,"y":443,"width":590,"height":13}},{"id":"1bd7b16c-128f-4f90-9f88-9dd4d0492021","block_type":"box","text":"Transition plans","page_number":126,"box":{"x":104,"y":470,"width":116,"height":12}},{"id":"b0be1f49-8a41-4a0b-aaac-91e3808d5d0f","block_type":"box","text":"Some companies have published transition plans outlining how they intend to implement their low-carbon transition","page_number":126,"box":{"x":88,"y":496,"width":818,"height":13}},{"id":"3627669a-2997-43f9-91f1-8fbc10cec445","block_type":"box","text":"strategies. As defined by the ISSB, a transition plan “lays out the entity’s targets, actions or resources for its transition","page_number":126,"box":{"x":89,"y":511,"width":818,"height":13}},{"id":"49037341-b9b0-4bdf-bf5a-278c2225ab1e","block_type":"box","text":"towards a lower-carbon economy, including actions such as reducing its greenhouse gas emissions” (see Appendix 1).","page_number":126,"box":{"x":88,"y":526,"width":831,"height":13}},{"id":"fef76ee2-f09e-43e4-9ccd-e8a822b5099c","block_type":"box","text":"(19)","page_number":126,"box":{"x":920,"y":524,"width":21,"height":8}},{"id":"1d4d826a-0fce-48b1-9771-5bc7f0fdbea3","block_type":"box","text":"(14) The ISSB is an independent standard-setting body within the International Financial Reporting Standards (IFRS) Foundation. The standards bui","page_number":126,"box":{"x":89,"y":591,"width":831,"height":10}},{"id":"eacf76dd-2ccc-4fe1-8d8a-16223061d78c","block_type":"box","text":"ld on","page_number":126,"box":{"x":922,"y":591,"width":26,"height":8}},{"id":"b0f83011-408b-4df4-b159-75f6b94cdb5e","block_type":"box","text":"the Task Force on Climate-related Financial Disclosures (TCFD) framework and the standards and metrics developed by the Sustainability Accounting","page_number":126,"box":{"x":121,"y":604,"width":838,"height":10}},{"id":"0429950f-c5a7-4387-9979-12e45a3377e0","block_type":"box","text":"Standards Board (SASB), which have both converged under the ISSB. Please refer to the IFRS website to learn more about the framework and stan","page_number":126,"box":{"x":121,"y":617,"width":821,"height":9}},{"id":"8376d87a-adc5-490c-95c3-74b62288650a","block_type":"box","text":"dards S1 “General Requirements for Disclosure of Sustainability-related Financial Information” and S2 “Climate-related Disclosures.” Websites","page_number":126,"box":{"x":121,"y":629,"width":795,"height":10}},{"id":"f6692751-7219-47bc-be3d-3cc1f8163d0d","block_type":"box","text":"accessed in December 2025.","page_number":126,"box":{"x":121,"y":642,"width":159,"height":7}},{"id":"861d32ac-79d3-443b-9443-a14168d5f748","block_type":"box","text":"(15) A number of jurisdictions are consulting on adopting the standards issued to date or have already committed to doing so. BIS does not mandate any","page_number":126,"box":{"x":89,"y":657,"width":864,"height":10}},{"id":"39a26ae8-c0e4-4134-9166-6ada2b7678d4","block_type":"box","text":"specific disclosure framework companies should use, and recognize that some companies may report using different standards, some of which may be","page_number":126,"box":{"x":121,"y":669,"width":846,"height":10}},{"id":"ce0d200c-4bf2-4276-946a-3a3c88c64df6","block_type":"box","text":"required by regulation. In such cases, we ask that companies highlight the metrics that are industry- or company-specific. We also recognize that com","page_number":126,"box":{"x":121,"y":682,"width":839,"height":10}},{"id":"b3ae4abf-2f4d-4ab9-a1b8-eefcf47ea14a","block_type":"box","text":"panies may be phasing in reporting over several years. We do not prescribe timelines regarding when companies should make sustainability-related","page_number":126,"box":{"x":121,"y":695,"width":825,"height":9}},{"id":"968392a6-9301-4a37-b3fd-5d38c4e1f419","block_type":"box","text":"disclosures but appreciate it when companies produce them sufficiently in advance of their shareholder meeting, to the best of their abilities, to pr","page_number":126,"box":{"x":121,"y":707,"width":819,"height":10}},{"id":"6f5c4c4d-3561-48f8-ae35-ee6ea88a986c","block_type":"box","text":"o","page_number":126,"box":{"x":941,"y":710,"width":10,"height":5}},{"id":"fa4b726a-9bad-44da-b328-928c5b55eb2a","block_type":"box","text":"vide investors with time to assess the data and make informed voting decisions.","page_number":126,"box":{"x":121,"y":720,"width":447,"height":10}},{"id":"438b25b6-c9e0-46d7-98ed-22cfe4f2f194","block_type":"box","text":"(16) FTSE Russell address the materiality of different categories of scope 3 GHG emissions by sector in a January 2024 paper: FTSE Russel, “Scope for","page_number":126,"box":{"x":89,"y":735,"width":839,"height":10}},{"id":"a2bdc258-8467-4f05-b7cf-303464d2b9f1","block_type":"box","text":"improvement: Solving the Scope 3 conundrum,” January 2024, accessed in December 2025.","page_number":126,"box":{"x":121,"y":748,"width":512,"height":9}},{"id":"0b335994-ae8c-4821-a58c-8ef5673fba15","block_type":"box","text":"(17) Under this policy, the dedicated team looks for GHG emissions disclosures to be aligned with the Greenhouse Gas Protocol (GHG Protocol). The Prot","page_number":126,"box":{"x":89,"y":763,"width":864,"height":10}},{"id":"4ff814a0-4010-4e82-89a0-5471442d309f","block_type":"box","text":"o","page_number":126,"box":{"x":954,"y":765,"width":11,"height":5}},{"id":"9e3aa7c7-68bd-43c0-bc48-758281e2adf2","block_type":"box","text":"col Standards and Guidance are currently being updated to ensure they continue to provide “a rigorous and credible accounting foundation for busi","page_number":126,"box":{"x":121,"y":775,"width":832,"height":10}},{"id":"c77528b3-acc7-46a2-aa1b-3840c1b5ba1b","block_type":"box","text":"nesses to measure, plan and track progress toward science-based and net-zero targets in line with the global 1.5°C goal.” Websites accessed in","page_number":126,"box":{"x":121,"y":788,"width":800,"height":10}},{"id":"670773d0-24eb-4915-a3d8-3f19652239a3","block_type":"box","text":"December 2025.","page_number":126,"box":{"x":122,"y":800,"width":90,"height":8}},{"id":"22873b8a-e401-4c58-bb9d-2b388c16acca","block_type":"box","text":"(18) The dedicated team does not believe the purpose of scope 3 disclosure requirements should be to push publicly traded companies into the role of","page_number":126,"box":{"x":89,"y":816,"width":851,"height":9}},{"id":"707fac5d-23c1-4e16-a473-86be5b667994","block_type":"box","text":"enforcing emission reduction targets outside of their control. Given methodological complexity for scope 3 emissions and the lack of direct control","page_number":126,"box":{"x":121,"y":828,"width":821,"height":10}},{"id":"db72c33a-71b5-4073-888c-a6f48d9ea3d9","block_type":"box","text":"by","page_number":126,"box":{"x":948,"y":828,"width":12,"height":10}},{"id":"ba3c951b-c22f-4fa4-86ff-adbeed6c78d1","block_type":"box","text":"companies over the requisite data, we find it most useful when companies focus their disclosures on those of the fifteen scope 3 GHG Protocol catego","page_number":126,"box":{"x":121,"y":841,"width":846,"height":10}},{"id":"b4a4b5db-67d4-4a5e-b55f-54d212c42667","block_type":"box","text":"ries that are material to their business models.","page_number":126,"box":{"x":121,"y":853,"width":258,"height":8}},{"id":"1a5b991f-d4fa-41d0-bb68-dab326093a8d","block_type":"box","text":"(19) International Financial Reporting Standards, “IFRS S2: Climate-related Disclosures,” June 2023, accessed in December 2025.","page_number":126,"box":{"x":89,"y":868,"width":723,"height":10}},{"id":"13e8ed2c-cf37-4f3c-83b6-dbbe66e1d3fa","block_type":"box","text":"A-37","page_number":126,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"c845e9d8-867f-47bf-849e-0f5a38fa37ee","block_type":"box","text":"Work is also underway in a number of jurisdictions on establishing a common approach in a market to corporate transition","page_number":127,"box":{"x":88,"y":44,"width":860,"height":12}},{"id":"5c044714-0467-46b3-9667-3c1b8c2bf006","block_type":"box","text":"plans.","page_number":127,"box":{"x":89,"y":59,"width":40,"height":12}},{"id":"f7ce6d83-91e4-41c2-b58c-4ee750511d36","block_type":"box","text":"(20)","page_number":127,"box":{"x":130,"y":57,"width":21,"height":8}},{"id":"dd471c71-fd59-4b2e-8ae9-f17b5eddc062","block_type":"box","text":"Recent guidance from the ISSB on disclosures about transition plans highlights the convergence of reporting","page_number":127,"box":{"x":157,"y":59,"width":758,"height":12}},{"id":"e3841788-063f-4698-a8f7-3bee11af6c1c","block_type":"box","text":"approaches.","page_number":127,"box":{"x":89,"y":74,"width":84,"height":12}},{"id":"56c01556-2b89-4726-8ea7-9ecfe3a07052","block_type":"box","text":"While the preparation of a transition plan, or lack thereof, is not, in itself, a voting issue, these disclosures typically provide","page_number":127,"box":{"x":88,"y":101,"width":851,"height":12}},{"id":"be991204-5dd6-45e8-99eb-17f7cd35e466","block_type":"box","text":"valuable insights that inform the dedicated team’s approach to engaging and voting on matters related to climate and","page_number":127,"box":{"x":88,"y":116,"width":827,"height":12}},{"id":"61fc2a83-d35a-4cca-b9ec-12696991881d","block_type":"box","text":"transition risks on behalf of in-scope funds and accounts.","page_number":127,"box":{"x":88,"y":131,"width":402,"height":12}},{"id":"042b6ede-9b61-4e23-b8d4-8ab289238e90","block_type":"box","text":"Boards and directors","page_number":127,"box":{"x":106,"y":157,"width":148,"height":10}},{"id":"4e063b74-aa2a-4d00-ad25-ba1d39ce6c4f","block_type":"box","text":"An effective and well-functioning board that has appropriate governance structures to facilitate oversight of a company’s","page_number":127,"box":{"x":88,"y":184,"width":847,"height":12}},{"id":"5ab444d6-9188-4c29-93bf-1ddc47d7b4b1","block_type":"box","text":"management and strategic initiatives is critical to the company’s ability to deliver on its low-carbon transition strategy. In","page_number":127,"box":{"x":89,"y":199,"width":844,"height":12}},{"id":"05a95980-3ce7-4d2a-82b7-fcd47b9b9896","block_type":"box","text":"assessing the role and effectiveness of the board in this regard, the dedicated team seeks to understand whether:","page_number":127,"box":{"x":89,"y":214,"width":791,"height":12}},{"id":"b6ba4a75-c42e-4589-9bf8-bc0d58de90c9","block_type":"box","text":"• The board has clear oversight responsibilities for climate and low-carbon transition-related risks and opportunities in the","page_number":127,"box":{"x":89,"y":234,"width":877,"height":12}},{"id":"ecdf13cb-ebe4-4308-a32b-9a515e5e1f01","block_type":"box","text":"company’s business model. The Guidelines consider the whole board to have responsibility for oversight of the","page_number":127,"box":{"x":121,"y":249,"width":774,"height":13}},{"id":"229207d9-b33d-415c-8a5f-68e84e3ac093","block_type":"box","text":"company’s long-term strategy, including those aspects related to the transition to a low-carbon economy.","page_number":127,"box":{"x":121,"y":264,"width":740,"height":13}},{"id":"b7f59771-f4ca-40c2-b12a-5f4534ad8f10","block_type":"box","text":"• Management has established a robust low-carbon transition framework and long-term strategy, with clear","page_number":127,"box":{"x":89,"y":285,"width":779,"height":12}},{"id":"4dbd338f-8eae-4079-b462-dfe08937010d","block_type":"box","text":"accountability for delivery by senior executives.","page_number":127,"box":{"x":121,"y":300,"width":329,"height":12}},{"id":"b018b87f-a0a5-499b-8764-264b20b28fb8","block_type":"box","text":"• The capital management strategy explains how the company allocates investments to (traditional and next generation)","page_number":127,"box":{"x":89,"y":320,"width":867,"height":12}},{"id":"feb215a5-79b9-4a09-8c0e-8eb5fa9105fe","block_type":"box","text":"business lines and innovation, and returns cash to shareholders, consistent with the company’s stated low-carbon","page_number":127,"box":{"x":122,"y":335,"width":798,"height":12}},{"id":"b638b8b4-32f4-464d-a979-fc58670015af","block_type":"box","text":"transition strategy.","page_number":127,"box":{"x":121,"y":351,"width":129,"height":11}},{"id":"267b40f4-7173-433b-9c95-595acee7d3b6","block_type":"box","text":"• The climate and low-carbon transition risks most likely to significantly impact the business are integrated into the","page_number":127,"box":{"x":89,"y":370,"width":828,"height":13}},{"id":"fcce0de0-67af-4db0-8cc3-943c0f9c30da","block_type":"box","text":"company’s enterprise risk management processes and reporting.","page_number":127,"box":{"x":121,"y":385,"width":454,"height":13}},{"id":"edd7d668-4f5a-4112-be90-7701ac1f7c4d","block_type":"box","text":"• The company has set scope 1 and 2 GHG emissions reduction targets, science-based and independently verified where","page_number":127,"box":{"x":89,"y":405,"width":866,"height":13}},{"id":"33cdfa9f-ec84-469c-8162-121c98b0ad56","block_type":"box","text":"possible, against a baseline, that are consistent with the ambition to limit average global temperature rise to no more","page_number":127,"box":{"x":121,"y":421,"width":818,"height":12}},{"id":"27681422-d24d-4443-8278-950634cee6a5","block_type":"box","text":"than 1.5°C above pre-industrial levels.","page_number":127,"box":{"x":121,"y":436,"width":264,"height":12}},{"id":"82da9afc-a259-4561-a2e7-648e4f6f31fa","block_type":"box","text":"• There is a clear link between the company’s scope 1 and 2 GHG emissions reduction targets over time and its long-term","page_number":127,"box":{"x":89,"y":456,"width":871,"height":12}},{"id":"ae53f654-cf61-4069-8b39-2cbbdac8923b","block_type":"box","text":"low-carbon transition strategy.","page_number":127,"box":{"x":122,"y":471,"width":213,"height":12}},{"id":"bcc61dc9-80d3-4d3e-831e-18442d9577d1","block_type":"box","text":"• The company is monitoring its most significant scope 3 emissions and disclosing these where it is confident in the data.","page_number":127,"box":{"x":89,"y":491,"width":872,"height":12}},{"id":"d63d6135-83b5-4a30-987b-2287ad180ec6","block_type":"box","text":"Given forthcoming regulatory requirements in certain jurisdictions, some companies are voluntarily disclosing scope 3","page_number":127,"box":{"x":121,"y":506,"width":827,"height":13}},{"id":"aa7edfda-0135-46ed-a319-97dcfedeaf0d","block_type":"box","text":"emissions reductions targets and plans, setting out how they are working on decarbonization with the different","page_number":127,"box":{"x":121,"y":521,"width":778,"height":13}},{"id":"b02d1ea4-ed9c-4d99-8f51-4498fbedfcce","block_type":"box","text":"constituents in their value chain.","page_number":127,"box":{"x":121,"y":536,"width":227,"height":10}},{"id":"a30360b9-1a27-4090-b118-7cc166c4c7b2","block_type":"box","text":"(21)","page_number":127,"box":{"x":350,"y":534,"width":20,"height":9}},{"id":"b7ea01bd-f713-4218-a853-653620789990","block_type":"box","text":"• The company’s governance and oversight processes for managing material risks associated with corporate political","page_number":127,"box":{"x":89,"y":557,"width":839,"height":12}},{"id":"70653a2e-4d96-4b70-9152-38ffb34ec21b","block_type":"box","text":"activities including applicable policies and procedures where relevant.","page_number":127,"box":{"x":121,"y":572,"width":487,"height":12}},{"id":"d35f6424-c635-4cdf-96a4-99893e42af67","block_type":"box","text":"(22)","page_number":127,"box":{"x":610,"y":570,"width":20,"height":8}},{"id":"fa50bc8e-4616-4ba4-9f6f-cae125ee4ea7","block_type":"box","text":"The dedicated team looks for public policy","page_number":127,"box":{"x":635,"y":572,"width":298,"height":12}},{"id":"93b45ded-6f60-4343-b6ca-61920ae82c65","block_type":"box","text":"engagement to be consistent with a company’s stated strategic policy objectives, including those related to the low","page_number":127,"box":{"x":121,"y":587,"width":814,"height":12}},{"id":"576e87df-4191-4d6a-a1e1-ac6efbc0644c","block_type":"box","text":"carbon transition.","page_number":127,"box":{"x":121,"y":602,"width":123,"height":10}},{"id":"c8721895-3eaa-49ce-8d08-dcc33e21728a","block_type":"box","text":"Voting against directors over concerns about climate risk","page_number":127,"box":{"x":104,"y":628,"width":413,"height":13}},{"id":"faf1e9b9-48d7-47e9-a3dc-e3fa8690052d","block_type":"box","text":"In implementing these Guidelines, the dedicated team generally supports non-executive directors standing for election","page_number":127,"box":{"x":89,"y":655,"width":830,"height":12}},{"id":"2007e6cf-102d-46f2-aaa9-f9d57df45878","block_type":"box","text":"where, in its assessment based on company disclosures and engagement, a company is executing on its commitment to","page_number":127,"box":{"x":88,"y":670,"width":844,"height":12}},{"id":"e82cd46b-efd8-499d-995d-54ee53b90250","block_type":"box","text":"align with the transition to a low-carbon economy, as defined above. Where the dedicated team determines this is not the","page_number":127,"box":{"x":89,"y":685,"width":852,"height":12}},{"id":"c45b0c99-b820-46c0-9e26-a6f1d20486e1","block_type":"box","text":"(20) More companies are developing such plans, and public policymakers in certain markets are signaling their intentions to require them or already h","page_number":127,"box":{"x":89,"y":725,"width":845,"height":10}},{"id":"4c0c1ee4-c8a0-4fb1-9d52-bbdfb4ea6da1","block_type":"box","text":"ave","page_number":127,"box":{"x":935,"y":727,"width":18,"height":6}},{"id":"f3973f1b-7e78-42b6-b04b-71ba5b569ca7","block_type":"box","text":"requirements in place, such as Australia, Brazil, and the European Union (please see the International Transition Plan Network for information).","page_number":127,"box":{"x":121,"y":737,"width":798,"height":10}},{"id":"2b73e3ba-cce7-4114-ba5a-a1e4e2de97fd","block_type":"box","text":"BlackRock views transition plans as a method for a company to both internally assess and externally communicate its long-term strategy, ambition,","page_number":127,"box":{"x":122,"y":750,"width":825,"height":10}},{"id":"01634134-bb7a-464a-9a55-dfb786786095","block_type":"box","text":"objectives, and actions to create financial value through the global transition towards a low-carbon economy. Across the landscape there remains","page_number":127,"box":{"x":121,"y":763,"width":815,"height":10}},{"id":"92ce55a1-b13a-4547-8770-fefecbb21ba9","block_type":"box","text":"divergence on the objectives of such plans and the details they should contain. Website accessed in December 2025.","page_number":127,"box":{"x":121,"y":775,"width":652,"height":10}},{"id":"042211db-e8c1-4c20-94af-f75080b2c82b","block_type":"box","text":"(21) FTSE Russell address the materiality of different categories of scope 3 GHG emissions by sector in a January 2024 paper “Scope for improvement: So","page_number":127,"box":{"x":89,"y":790,"width":861,"height":10}},{"id":"4e3ef1b3-a40c-46df-b71b-4af62c298861","block_type":"box","text":"lv","page_number":127,"box":{"x":951,"y":790,"width":13,"height":8}},{"id":"de8ff4f5-0eb8-4b8c-aa35-38f00cc21f2e","block_type":"box","text":"ing the Scope 3 conundrum.” Their research indicates that there are 2-3 material scope 3 GHG emissions categories by sector. 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The directors most likely to be in focus are the chair of the board committee with low-carbon transition, climate or","page_number":128,"box":{"x":88,"y":59,"width":873,"height":12}},{"id":"a69215eb-59c4-4a9f-b007-a4d8f45db5cc","block_type":"box","text":"sustainability risk oversight responsibilities, other members of the relevant committee, the lead independent director or the","page_number":128,"box":{"x":89,"y":74,"width":860,"height":12}},{"id":"724b9f06-56f8-49c6-9571-7bf583af709b","block_type":"box","text":"non-executive chair of the board. In certain markets, the team may withhold support for the discharge of the supervisory","page_number":128,"box":{"x":89,"y":89,"width":846,"height":13}},{"id":"7a7577cd-7b49-42e1-81f6-a78b5aaf592a","block_type":"box","text":"board or equivalent and/or board reports.","page_number":128,"box":{"x":89,"y":104,"width":291,"height":13}},{"id":"19e5019e-1370-47fd-98fc-2032570f0c7b","block_type":"box","text":"(23)","page_number":128,"box":{"x":382,"y":102,"width":21,"height":8}},{"id":"d40a8bce-c6d3-4e54-a692-48ea687851e0","block_type":"box","text":"Where the dedicated team has not supported director elections over climate concerns in a prior year, and the company has","page_number":128,"box":{"x":88,"y":131,"width":861,"height":12}},{"id":"a864c71d-2024-4aad-afcb-a4bbc2d87154","block_type":"box","text":"not subsequently made progress towards aligning with the transition to a low-carbon economy, the team may escalate by","page_number":128,"box":{"x":89,"y":146,"width":853,"height":12}},{"id":"00de2cdc-512a-4c68-8526-83e1c127bce5","block_type":"box","text":"not supporting the re-election of additional responsible directors.","page_number":128,"box":{"x":89,"y":161,"width":456,"height":12}},{"id":"c8e32d03-0d00-4489-832c-ec43999916f4","block_type":"box","text":"(24)","page_number":128,"box":{"x":546,"y":159,"width":21,"height":8}},{"id":"49202f95-b3da-4ffc-a60c-4ac9ae34b5a2","block_type":"box","text":"Management proposals to approve a climate strategy or progress report","page_number":128,"box":{"x":105,"y":188,"width":521,"height":12}},{"id":"b6f43540-ad85-4af1-a51f-11264233104a","block_type":"box","text":"In certain markets, company management may submit proposals— commonly referred to as “Say on Climate” — seeking","page_number":128,"box":{"x":89,"y":214,"width":850,"height":12}},{"id":"d3e3cd2c-b5bd-4fe1-889c-dd47764644e6","block_type":"box","text":"shareholder approval of their climate action plans or progress reports. The Guidelines consider these proposals as a valuable","page_number":128,"box":{"x":89,"y":229,"width":869,"height":12}},{"id":"9ff132ba-34c8-49b2-97d8-8dfb0d44aad8","block_type":"box","text":"governance mechanism that can enhance transparency, accountability, and investors’ understanding of a company’s climate","page_number":128,"box":{"x":89,"y":244,"width":872,"height":13}},{"id":"9d7578a9-3f28-4ba1-a8ed-a612c66db2cd","block_type":"box","text":"strategy. The dedicated team generally supports management’s climate strategy proposal if, in the team’s assessment based","page_number":128,"box":{"x":89,"y":259,"width":871,"height":13}},{"id":"67938262-ed6e-4569-a566-416b94ba2c43","block_type":"box","text":"on these Guidelines, the strategy is aligned with the low-carbon transition. Similarly, the dedicated team generally supports","page_number":128,"box":{"x":89,"y":274,"width":861,"height":13}},{"id":"9aaf3514-c9a1-429b-a278-f07712bafd7c","block_type":"box","text":"management’s proposal on a progress report if the company has clearly explained its progress against, and any deviations","page_number":128,"box":{"x":89,"y":290,"width":855,"height":12}},{"id":"efed4fd9-19b2-4b28-9769-0ea43cef28e3","block_type":"box","text":"from or changes to, its stated low-carbon transition plan and targets.","page_number":128,"box":{"x":88,"y":305,"width":483,"height":12}},{"id":"9c3fa6a4-bdb7-4f2d-bf7a-eaf4d0861cfe","block_type":"box","text":"Shareholder proposals on climate and low-carbon transition matters","page_number":128,"box":{"x":105,"y":331,"width":494,"height":12}},{"id":"c3f16390-2aab-4d25-bab4-e7c5b80aa490","block_type":"box","text":"In most markets, shareholders can submit proposals to be voted on at a company’s shareholder meeting, as long as certain","page_number":128,"box":{"x":89,"y":358,"width":862,"height":12}},{"id":"917e06a9-3c32-4d60-881b-e6d122e43fcf","block_type":"box","text":"requirements are met. Shareholder proposals span a wide range of topics and have varying degrees of relevance for","page_number":128,"box":{"x":89,"y":373,"width":807,"height":12}},{"id":"52edb578-0077-4728-b3be-b5e9a970a0d7","block_type":"box","text":"companies across sectors, locations, and business models.","page_number":128,"box":{"x":89,"y":388,"width":410,"height":12}},{"id":"5eefd5d2-db7c-4105-bff8-38747d00d522","block_type":"box","text":"Each shareholder proposal is evaluated on a case-by-case basis, focusing on its merit while considering the company’s","page_number":128,"box":{"x":89,"y":414,"width":829,"height":13}},{"id":"6e73264c-c174-4c45-acc5-4d97b1eeb410","block_type":"box","text":"individual circumstances. When the dedicated team votes in support of a proposal, it is not necessarily endorsing every","page_number":128,"box":{"x":89,"y":429,"width":834,"height":13}},{"id":"5cc826d5-d4e3-4bbe-a87c-ce7c3edca725","block_type":"box","text":"element of the proposal or the reasoning, objectives, or supporting statement of the proponent.","page_number":128,"box":{"x":89,"y":445,"width":669,"height":12}},{"id":"99de0953-5c33-414f-8762-4e99b2db1ede","block_type":"box","text":"In addition to financial materiality, the Guidelines consider the proposal’s relevance to the company’s low-carbon transition","page_number":128,"box":{"x":89,"y":471,"width":861,"height":12}},{"id":"c97ad6a8-4c9c-40b9-afc7-7c21ed6ebd87","block_type":"box","text":"strategy and targets. The dedicated team assesses the implications for, and the relevance to, the company’s stated low","page_number":128,"box":{"x":89,"y":486,"width":835,"height":12}},{"id":"e2d2482a-a01e-416c-a585-663977a76181","block_type":"box","text":"carbon transition strategy and targets. Under the Guidelines, the team may support shareholder proposals that, for example,","page_number":128,"box":{"x":89,"y":501,"width":870,"height":13}},{"id":"3c4ff1a1-2659-4147-85ea-3fa3fb1a61fe","block_type":"box","text":"ask a company to:","page_number":128,"box":{"x":89,"y":516,"width":126,"height":13}},{"id":"ca619e82-4d51-4664-820c-b4868ec489c2","block_type":"box","text":"• Publish a business plan, and related disclosures, consistent with the ambition to limit average global temperature rise to","page_number":128,"box":{"x":89,"y":536,"width":870,"height":13}},{"id":"76c05e66-cfca-4da1-bf5e-004614764391","block_type":"box","text":"no more than 1.5°C above pre-industrial levels","page_number":128,"box":{"x":122,"y":552,"width":323,"height":12}},{"id":"43f50b41-06b5-40e0-b375-6e9449b318b6","block_type":"box","text":"• Align scope 1 and 2 GHG emissions reduction targets to, and/or discuss how their targets align with, a long-term goal of","page_number":128,"box":{"x":89,"y":572,"width":880,"height":12}},{"id":"1f7a80f6-9eb8-4b30-a7e7-a15c29f5f7cb","block_type":"box","text":"the company achieving net zero GHG emissions by 2050","page_number":128,"box":{"x":121,"y":587,"width":394,"height":12}},{"id":"416aae7f-9d02-4c65-837b-ad9f20058aef","block_type":"box","text":"• Disclose the categories of scope 3 GHG emissions most significant to a company’s business model","page_number":128,"box":{"x":89,"y":607,"width":723,"height":12}},{"id":"5f48e2db-c106-4c11-9a63-f557c7c3a290","block_type":"box","text":"• Improve voluntary disclosures on the alignment of a company’s climate-related corporate political activities with its","page_number":128,"box":{"x":89,"y":627,"width":839,"height":13}},{"id":"5cde2586-2303-4b61-9c90-b2b5c22e7d1d","block_type":"box","text":"strategic policy positions, where existing disclosure is insufficient","page_number":128,"box":{"x":121,"y":642,"width":455,"height":13}},{"id":"8f850496-9f1b-4f87-b481-15172e81072f","block_type":"box","text":"(25)","page_number":128,"box":{"x":577,"y":640,"width":21,"height":8}},{"id":"3c963cb2-dd6f-4752-93ee-e6354b6fdda0","block_type":"box","text":"The dedicated team does not support shareholder proposals that seek to constrain board or management decision-making","page_number":128,"box":{"x":88,"y":669,"width":864,"height":12}},{"id":"ddca082b-21bd-4b5d-8fb2-c9388cc92bda","block_type":"box","text":"or direct specific business or strategic decisions.","page_number":128,"box":{"x":89,"y":684,"width":336,"height":12}},{"id":"fbbbdd8c-c9b2-4704-a4bf-0ae8dccb15e9","block_type":"box","text":"(23) Board report votes are generally advisory and relate to reports issued by the board of directors that may contain information on a company’s","page_number":128,"box":{"x":89,"y":775,"width":818,"height":10}},{"id":"704883ca-ff85-4fbf-b57b-8ea9a2c20ef7","block_type":"box","text":"sustainability efforts, operational resilience, or financial condition, among others.","page_number":128,"box":{"x":121,"y":788,"width":452,"height":10}},{"id":"0c9d044f-bb8e-4a17-9f7f-d02ecb0b9cc8","block_type":"box","text":"(24) While the dedicated team may escalate voting by not supporting additional management proposals, principally director elections, the team does","page_number":128,"box":{"x":89,"y":803,"width":841,"height":10}},{"id":"09180fdb-ac7b-4ba2-b74f-fdd95da6a66f","block_type":"box","text":"not","page_number":128,"box":{"x":934,"y":804,"width":18,"height":7}},{"id":"d9202469-4c47-4e7b-8caf-c85f3625e247","block_type":"box","text":"consider filing shareholder proposals, preannouncing voting intentions or using the media to amplify concerns as appropriate courses of action. Th","page_number":128,"box":{"x":121,"y":816,"width":825,"height":9}},{"id":"26b44b82-831e-47b2-8327-97293149f237","block_type":"box","text":"e","page_number":128,"box":{"x":947,"y":818,"width":6,"height":5}},{"id":"51fa17da-8028-410e-93ca-2cb1ea1fd5a8","block_type":"box","text":"dedicated team will continue to take a constructive, long-term focused approach, to engagement and voting on behalf of clients under these Guide","page_number":128,"box":{"x":121,"y":828,"width":830,"height":10}},{"id":"3e03b31f-85ee-4109-8fe0-0452d6df9c3a","block_type":"box","text":"lines.","page_number":128,"box":{"x":121,"y":841,"width":28,"height":8}},{"id":"0f647736-357d-45b7-b268-1b8cddf6cca9","block_type":"box","text":"(25) Corporate political activities may include lobbying as defined by local regulations, policy engagement (including trade association members","page_number":128,"box":{"x":89,"y":856,"width":813,"height":10}},{"id":"7334a6a1-191e-4140-8a43-4078856d7aad","block_type":"box","text":"hips), and","page_number":128,"box":{"x":904,"y":856,"width":54,"height":10}},{"id":"1f174ad2-002c-4890-8565-7c8846e56e92","block_type":"box","text":"corporate political contributions.","page_number":128,"box":{"x":121,"y":868,"width":182,"height":10}},{"id":"8d4c1b78-38f7-4b1a-b365-db6b29203c3f","block_type":"box","text":"A-39","page_number":128,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"8bc0d032-4284-4244-b429-1924eb2ea3f4","block_type":"box","text":"Related matters","page_number":129,"box":{"x":89,"y":44,"width":112,"height":10}},{"id":"70f092d6-cfc6-405a-b116-e7981464fd3a","block_type":"box","text":"There are other business items not covered above that may be put to a shareholder vote that could address matters relevant","page_number":129,"box":{"x":88,"y":70,"width":870,"height":13}},{"id":"7680e32f-f732-479d-8f5c-2834d7b28f5d","block_type":"box","text":"to the transition to a low-carbon economy. Under these Guidelines, the dedicated team engages, where appropriate, to","page_number":129,"box":{"x":88,"y":85,"width":833,"height":13}},{"id":"c9559aa5-a4b2-4af9-9931-f5be396a8c05","block_type":"box","text":"enhance its understanding of a company’s approach. Generally, voting on these matters would be covered by BIS’ Benchmark","page_number":129,"box":{"x":89,"y":101,"width":878,"height":12}},{"id":"938bb079-d7fa-4cb7-bb62-e85282882507","block_type":"box","text":"Policies.","page_number":129,"box":{"x":89,"y":116,"width":54,"height":9}},{"id":"9869755e-e843-4b85-89f4-e9cc43ce72ed","block_type":"box","text":"Executive compensation","page_number":129,"box":{"x":106,"y":143,"width":173,"height":11}},{"id":"71e932fe-f0e2-40ac-be81-a068b79e9111","block_type":"box","text":"The dedicated team looks to company boards to put in place a compensation structure that incentivizes and rewards","page_number":129,"box":{"x":88,"y":169,"width":819,"height":12}},{"id":"6bba250f-c011-424c-9f4d-70683cf0db0c","block_type":"box","text":"executives appropriately. Some companies, in light of their long-term strategy, may decide to include relevant GHG emissions","page_number":129,"box":{"x":89,"y":184,"width":876,"height":12}},{"id":"38af729c-81ad-4ff5-b6fe-ee2006369f2b","block_type":"box","text":"reduction targets or low-carbon transition-related metrics in their incentive plans. In such cases, the dedicated team would","page_number":129,"box":{"x":89,"y":199,"width":860,"height":12}},{"id":"817081b3-d5ac-4455-a388-817747d12750","block_type":"box","text":"engage to understand the alignment between those metrics and the company’s stated climate strategy. Clear disclosure also","page_number":129,"box":{"x":89,"y":214,"width":872,"height":12}},{"id":"3b807f78-c09c-4609-8a33-634932298a70","block_type":"box","text":"helps investors assess whether pay structures are consistent with long-term climate strategy and risk management.","page_number":129,"box":{"x":89,"y":229,"width":810,"height":12}},{"id":"3039d163-373b-461d-9349-ddb1a0913ab6","block_type":"box","text":"Auditors and audit-related issues","page_number":129,"box":{"x":104,"y":256,"width":240,"height":9}},{"id":"9edf605c-170f-405b-b521-2ffef06cc744","block_type":"box","text":"For companies with material climate or transition risks or opportunities in their business models, the dedicated team is","page_number":129,"box":{"x":89,"y":282,"width":830,"height":12}},{"id":"16efa08a-e18d-4e2f-8965-b87ff6425e53","block_type":"box","text":"interested in understanding whether the company considers and, if relevant, quantifies, and accounts for material climate","page_number":129,"box":{"x":89,"y":297,"width":857,"height":12}},{"id":"3e4a8e07-6dfb-4c8f-9623-ce917fa9304f","block_type":"box","text":"related risks in its financial statements, including if the company explains such risks within the context of its audit report. 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Scope 3 emissions are a consequence of the activities of the company, but occur from sources not owned","page_number":130,"box":{"x":89,"y":637,"width":874,"height":13}},{"id":"b7ea2606-6f89-4a2c-80dc-df12018b14aa","block_type":"box","text":"or controlled by the company.","page_number":130,"box":{"x":89,"y":652,"width":207,"height":13}},{"id":"1f167940-07b2-4752-ad47-c1ff6c2a2c52","block_type":"box","text":"(31)","page_number":130,"box":{"x":298,"y":650,"width":20,"height":8}},{"id":"9112b047-f735-471e-b444-2b1de44cf5d0","block_type":"box","text":"(27) As defined by the International Financial Reporting Standards, “IFRS S2: Climate-related Disclosures,” June 2023. 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Further, a Fund may invest, directly or indirectly, in securities that are","page_number":133,"box":{"x":89,"y":467,"width":857,"height":13}},{"id":"7a098c9f-1918-442c-8096-fce08fb7ec0c","block_type":"box","text":"not rated by a rating agency or securities with a credit rating that differs from the credit rating specified in its index","page_number":133,"box":{"x":89,"y":482,"width":802,"height":13}},{"id":"78ab693e-add7-443d-a853-9e5203aae7f1","block_type":"box","text":"methodology in various circumstances, including where a security is downgraded but not yet removed from an index,","page_number":133,"box":{"x":89,"y":497,"width":823,"height":13}},{"id":"b588b890-2dca-4fd9-8120-02e403a1fc71","block_type":"box","text":"following the removal of a security from an index prior to its sale by the Fund or as a result of a corporate action or","page_number":133,"box":{"x":88,"y":513,"width":802,"height":12}},{"id":"a3e4da29-6148-4e01-be6d-8a0242f42c70","block_type":"box","text":"restructuring affecting an issuer of a security held by a Fund.","page_number":133,"box":{"x":89,"y":528,"width":423,"height":12}},{"id":"1e064d19-1142-4ee4-ab73-cc70eb228f63","block_type":"box","text":"Fixed-income securities which are unrated may expose the investor to risks with respect to capacity to pay interest or repay","page_number":133,"box":{"x":89,"y":554,"width":864,"height":12}},{"id":"ac543cbc-d869-4e59-a1d7-4d4daee0c0dc","block_type":"box","text":"principal which are similar to the risks of lower-rated speculative bonds. Evaluation of these securities is dependent on the","page_number":133,"box":{"x":89,"y":569,"width":854,"height":13}},{"id":"73f201d7-2473-4308-a137-10a7e7966c0a","block_type":"box","text":"investment adviser’s judgment, analysis and experience in the evaluation of such securities.","page_number":133,"box":{"x":89,"y":584,"width":639,"height":13}},{"id":"84095cf6-4621-44d9-9017-e5dedb5cbbb8","block_type":"box","text":"Investors should note that the assignment of a rating to a security by an NRSRO may not reflect the effect of recent","page_number":133,"box":{"x":89,"y":611,"width":805,"height":12}},{"id":"52c1bb9d-f3d0-43ed-b4ec-17063492918f","block_type":"box","text":"developments on the issuer’s ability to make interest and principal payments or on the likelihood of default.","page_number":133,"box":{"x":89,"y":626,"width":750,"height":12}},{"id":"b23853c8-c1cb-4782-84ce-dbcca6a3ea38","block_type":"box","text":"Securities deemed to be high yield are rated below Baa3 by Moody’s and below BBB- by S&P Global Ratings and Fitch.","page_number":133,"box":{"x":88,"y":652,"width":824,"height":13}},{"id":"7a43ca80-c408-42e3-b144-97b31a446db1","block_type":"box","text":"The descriptions below relate to general long-term and short-term obligations of an issuer.","page_number":133,"box":{"x":88,"y":679,"width":636,"height":12}},{"id":"49e8855d-06a1-471b-911a-04e5732dd164","block_type":"box","text":"Moody’s Ratings","page_number":133,"box":{"x":89,"y":705,"width":119,"height":13}},{"id":"3400e473-722f-44af-945e-99f2bf377f54","block_type":"box","text":"Long-Term Obligations","page_number":133,"box":{"x":89,"y":732,"width":166,"height":12}},{"id":"b099b618-857c-4861-8591-b40703560737","block_type":"box","text":"Aaa:","page_number":133,"box":{"x":88,"y":759,"width":31,"height":9}},{"id":"f2ac3559-0d1a-46d1-8675-2d3f8b98d70c","block_type":"box","text":"Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk.","page_number":133,"box":{"x":125,"y":758,"width":705,"height":13}},{"id":"ebc7fe4f-fd71-4c4f-bd93-a43f0fb5dd6b","block_type":"box","text":"Aa:","page_number":133,"box":{"x":88,"y":785,"width":23,"height":9}},{"id":"188aecc4-80e9-49fc-b645-fa8205f6a505","block_type":"box","text":"Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.","page_number":133,"box":{"x":116,"y":785,"width":636,"height":12}},{"id":"88d047e7-a829-416a-a3f9-b88f6ec54a8c","block_type":"box","text":"A:","page_number":133,"box":{"x":88,"y":812,"width":14,"height":9}},{"id":"c2bb0ffd-69ea-4bba-9383-0d9d56fc8930","block_type":"box","text":"Obligations rated A are judged to be upper-medium grade and are subject to low credit risk.","page_number":133,"box":{"x":108,"y":811,"width":643,"height":12}},{"id":"2b4b8bbe-2844-4eda-ba85-6f0db5c7036a","block_type":"box","text":"Baa:","page_number":133,"box":{"x":89,"y":838,"width":29,"height":9}},{"id":"f268a3bb-63dd-4b7f-9f4b-e5d9c14d248c","block_type":"box","text":"Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such may possess","page_number":133,"box":{"x":123,"y":838,"width":808,"height":12}},{"id":"aaf3cfad-4452-4d5f-861a-a8df8d7128bd","block_type":"box","text":"certain speculative characteristics.","page_number":133,"box":{"x":89,"y":853,"width":239,"height":12}},{"id":"50067953-845b-4d1b-9042-03c84c1386e0","block_type":"box","text":"B-1","page_number":133,"box":{"x":517,"y":894,"width":20,"height":9}},{"id":"4bd654b0-bdda-4e5c-93da-6278e46a5d65","block_type":"box","text":"Ba:","page_number":134,"box":{"x":89,"y":44,"width":20,"height":10}},{"id":"cd9facb4-0273-400a-aa78-ec316cd1865d","block_type":"box","text":"Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.","page_number":134,"box":{"x":115,"y":44,"width":629,"height":12}},{"id":"bf771472-a7de-439a-852a-d2a2de9bf618","block_type":"box","text":"B:","page_number":134,"box":{"x":89,"y":71,"width":12,"height":9}},{"id":"e9e49917-93ce-4234-8405-80b1778a3f1a","block_type":"box","text":"Obligations rated B are considered speculative and are subject to high credit risk.","page_number":134,"box":{"x":106,"y":70,"width":565,"height":13}},{"id":"a3addc59-660d-4498-88a2-c0d6e7c30123","block_type":"box","text":"Caa:","page_number":134,"box":{"x":89,"y":97,"width":30,"height":10}},{"id":"70105a00-9593-4a9c-a4d6-d2a8122953ad","block_type":"box","text":"Obligations rated Caa are judged to be speculative, of poor standing and are subject to very high credit risk.","page_number":134,"box":{"x":124,"y":97,"width":751,"height":12}},{"id":"67f1623f-dcb7-4e84-861d-38e6b8817b06","block_type":"box","text":"Ca:","page_number":134,"box":{"x":89,"y":124,"width":21,"height":9}},{"id":"73ee7749-ba18-4b74-b07c-aa7e91b27a6a","block_type":"box","text":"Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of","page_number":134,"box":{"x":116,"y":123,"width":806,"height":13}},{"id":"7ab9fb1e-7ba9-40db-8727-16b86d894a9e","block_type":"box","text":"principal and interest.","page_number":134,"box":{"x":89,"y":138,"width":150,"height":13}},{"id":"43d177e4-0e08-4fe8-832b-d16fb3ac837a","block_type":"box","text":"C:","page_number":134,"box":{"x":89,"y":165,"width":12,"height":10}},{"id":"6e58a3c0-cf56-4c3a-8211-b8fae4ccf24a","block_type":"box","text":"Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery of principal or interest.","page_number":134,"box":{"x":107,"y":165,"width":854,"height":12}},{"id":"025e6d7b-a75f-462e-9851-5c7f2c95193a","block_type":"box","text":"Note:","page_number":134,"box":{"x":89,"y":192,"width":37,"height":9}},{"id":"cc64f83b-ddee-4e0a-b3e0-8a2af7d082ca","block_type":"box","text":"Moody’s appends numerical modifiers 1, 2 and 3 in each generic rating classification from Aa through Caa. The","page_number":134,"box":{"x":131,"y":191,"width":780,"height":13}},{"id":"06bacfae-eab5-4690-805b-23f56af0daa0","block_type":"box","text":"modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a mid","page_number":134,"box":{"x":89,"y":206,"width":866,"height":13}},{"id":"02240ec4-08d0-404d-abba-655b7146992f","block_type":"box","text":"range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category.","page_number":134,"box":{"x":89,"y":222,"width":707,"height":12}},{"id":"b1afc235-b5e3-4073-9c7f-6eb8b457278d","block_type":"box","text":"Absence of Rating:","page_number":134,"box":{"x":88,"y":248,"width":136,"height":12}},{"id":"79cd166f-866b-45d1-bba0-a1be00b0ec7b","block_type":"box","text":"Where no rating has been assigned or where a rating has been withdrawn, it may be for reasons","page_number":134,"box":{"x":229,"y":248,"width":672,"height":12}},{"id":"e38fb688-5c10-4186-a709-aaae95a72b77","block_type":"box","text":"unrelated to the creditworthiness of the issue.","page_number":134,"box":{"x":89,"y":263,"width":320,"height":10}},{"id":"406c10cf-8010-4f73-a39e-c2eac27d0b8a","block_type":"box","text":"Should no rating be assigned, the reason may be one of the following:","page_number":134,"box":{"x":88,"y":290,"width":489,"height":12}},{"id":"4809c3c1-6a47-4969-9bb6-e68dd1db0d44","block_type":"box","text":"1. An application was not received or accepted.","page_number":134,"box":{"x":90,"y":310,"width":328,"height":12}},{"id":"07163b23-b122-4379-a7f8-861c46ccc2c5","block_type":"box","text":"2. The issue or issuer belongs to a group of securities or entities that are not rated as a matter of policy.","page_number":134,"box":{"x":89,"y":330,"width":721,"height":12}},{"id":"1880d39a-1491-4d86-8dc1-00017a4ec9d1","block_type":"box","text":"3. There is a lack of essential data pertaining to the issue or issuer.","page_number":134,"box":{"x":89,"y":350,"width":461,"height":12}},{"id":"b482d053-bea1-4c41-92f7-1f2545054838","block_type":"box","text":"4. The issue was privately placed, in which case the rating is not published in Moody’s publications.","page_number":134,"box":{"x":88,"y":370,"width":695,"height":13}},{"id":"83bcd9ce-9480-4429-9bdc-abf692a4c909","block_type":"box","text":"Withdrawal may occur if new and material circumstances arise, the effects of which preclude satisfactory analysis; if there is","page_number":134,"box":{"x":88,"y":397,"width":869,"height":12}},{"id":"adc517ec-c79e-40ba-9850-904f76b281c0","block_type":"box","text":"no longer available reasonable up-to-date data to permit a judgment to be formed; if a bond is called for redemption; or for","page_number":134,"box":{"x":89,"y":412,"width":862,"height":12}},{"id":"a3c5e4cf-833d-42e0-ac4f-c14ed47f9a52","block_type":"box","text":"other reasons.","page_number":134,"box":{"x":89,"y":427,"width":98,"height":10}},{"id":"7a37e8c2-c173-47a9-b020-2d6ce5e27de8","block_type":"box","text":"Short-Term Obligations","page_number":134,"box":{"x":88,"y":453,"width":170,"height":13}},{"id":"426b1e97-61bf-4e86-9cb4-dba7f74fc7a0","block_type":"box","text":"Moody’s short-term debt ratings are opinions of the ability of issuers to honor short-term financial obligations, generally with","page_number":134,"box":{"x":89,"y":480,"width":878,"height":12}},{"id":"c24714c0-d643-4fd8-9d0a-407ab25a7b9d","block_type":"box","text":"an original maturity not exceeding thirteen months.","page_number":134,"box":{"x":89,"y":495,"width":361,"height":12}},{"id":"cb571611-db8e-4f96-a19a-281e1850b217","block_type":"box","text":"Moody’s employs the following designations to indicate the relative repayment ability of rated issuers:","page_number":134,"box":{"x":89,"y":521,"width":712,"height":13}},{"id":"fe71490d-9ffa-424c-ad74-cb9edebc98e6","block_type":"box","text":"P-1:","page_number":134,"box":{"x":89,"y":548,"width":26,"height":10}},{"id":"c6711e7d-1966-42e9-ac75-fa4845c38281","block_type":"box","text":"Issuers (or supporting institutions) rated Prime-1 have a superior ability to repay short-term debt obligations.","page_number":134,"box":{"x":121,"y":548,"width":761,"height":12}},{"id":"7bee3bf2-92d3-414b-a2fe-47bdcd50c9b9","block_type":"box","text":"P-2:","page_number":134,"box":{"x":89,"y":575,"width":26,"height":9}},{"id":"6288d1c8-bbd6-4d29-b52f-e859c2440dc9","block_type":"box","text":"Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay short-term debt obligations.","page_number":134,"box":{"x":122,"y":574,"width":749,"height":13}},{"id":"03cc0fb2-77e1-4d1d-a03a-eb4f20e4d462","block_type":"box","text":"P-3:","page_number":134,"box":{"x":89,"y":601,"width":26,"height":9}},{"id":"252b7e49-44f5-4101-8b27-7f7a87041e6d","block_type":"box","text":"Issuers (or supporting institutions) rated Prime-3 have an acceptable ability to repay short-term obligations.","page_number":134,"box":{"x":121,"y":601,"width":754,"height":12}},{"id":"f7762740-f2be-439f-8042-b59205768938","block_type":"box","text":"NP:","page_number":134,"box":{"x":89,"y":628,"width":22,"height":9}},{"id":"06f26795-f2b2-4717-95bb-28591a18a63b","block_type":"box","text":"Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating categories.","page_number":134,"box":{"x":118,"y":627,"width":725,"height":13}},{"id":"c9c490c2-cbf6-46df-ae17-1e4f1280ca32","block_type":"box","text":"US Municipal Short-Term Debt Obligations","page_number":134,"box":{"x":89,"y":654,"width":308,"height":12}},{"id":"1cdb7a07-da31-49c6-b0bb-9af67dd76744","block_type":"box","text":"There are three rating categories for short-term municipal obligations that are considered investment-grade and are","page_number":134,"box":{"x":88,"y":680,"width":812,"height":12}},{"id":"b0f9937e-fa3d-4c28-8ea8-bebe135542db","block_type":"box","text":"designated as Municipal Investment Grade (MIG). In addition, those short-term obligations that are of speculative quality are","page_number":134,"box":{"x":89,"y":695,"width":873,"height":13}},{"id":"a05fdc39-f230-4ade-97ec-68a65cd763c2","block_type":"box","text":"designated SG, or speculative grade. MIG ratings expire at the maturity of the obligation.","page_number":134,"box":{"x":89,"y":710,"width":618,"height":13}},{"id":"dd621ca7-9248-41b4-a0e3-5f5edce69160","block_type":"box","text":"MIG 1:","page_number":134,"box":{"x":89,"y":737,"width":45,"height":10}},{"id":"3a41efdb-595e-49fa-af3f-573edce32161","block_type":"box","text":"This designation denotes superior credit quality. Excellent protection is afforded by established cash flows, highly","page_number":134,"box":{"x":139,"y":737,"width":791,"height":12}},{"id":"820dd65c-a6b0-4b45-b4ea-fe01c1afcc2b","block_type":"box","text":"reliable liquidity support, or demonstrated broad-based access to the market for refinancing.","page_number":134,"box":{"x":89,"y":752,"width":647,"height":12}},{"id":"3edc76f8-203e-4eec-b1f0-fd5595a687fa","block_type":"box","text":"MIG 2:","page_number":134,"box":{"x":89,"y":779,"width":46,"height":9}},{"id":"30104bfd-1f82-44b4-96da-26b2c5c65c5d","block_type":"box","text":"This designation denotes strong credit quality. Margins of protection are ample, although not as large as in the","page_number":134,"box":{"x":140,"y":778,"width":774,"height":13}},{"id":"eafbae19-d9f4-4490-bd84-0152fc5dcd9b","block_type":"box","text":"preceding group.","page_number":134,"box":{"x":89,"y":793,"width":118,"height":13}},{"id":"692eb1be-a698-42d3-beb5-6364def78e9d","block_type":"box","text":"MIG 3:","page_number":134,"box":{"x":89,"y":820,"width":46,"height":10}},{"id":"3c9b1330-2176-497e-b3b1-7ad5668acdae","block_type":"box","text":"This designation denotes acceptable credit quality. Liquidity and cash-flow protection may be narrow, and market","page_number":134,"box":{"x":140,"y":820,"width":796,"height":12}},{"id":"1ffcaa27-4493-4176-9d10-d2ad1df509d6","block_type":"box","text":"access for refinancing is likely to be less well-established.","page_number":134,"box":{"x":89,"y":835,"width":398,"height":12}},{"id":"e2f2ec6e-9784-4f53-8205-8afdc6df5a3e","block_type":"box","text":"B-2","page_number":134,"box":{"x":517,"y":894,"width":22,"height":9}},{"id":"6fa2421a-6b17-4626-a2f1-54f7f60018d0","block_type":"box","text":"SG:","page_number":135,"box":{"x":88,"y":44,"width":23,"height":10}},{"id":"158d58f6-fe2a-413c-bc24-d4b67f9d220b","block_type":"box","text":"This designation denotes speculative-grade credit quality. Debt instruments in this category may lack sufficient margins","page_number":135,"box":{"x":116,"y":44,"width":839,"height":12}},{"id":"6bae2e4e-0e47-495b-adec-04cb703bb280","block_type":"box","text":"of protection.","page_number":135,"box":{"x":89,"y":59,"width":93,"height":12}},{"id":"8d211dfe-2b86-416d-840d-45bdd1753e81","block_type":"box","text":"S&P Global Ratings","page_number":135,"box":{"x":88,"y":85,"width":137,"height":13}},{"id":"a2e08725-c6bf-4a62-b81c-45dec17672d3","block_type":"box","text":"Long-Term Obligations","page_number":135,"box":{"x":89,"y":112,"width":166,"height":12}},{"id":"3c7cf63c-857e-4806-9118-f3114799204b","block_type":"box","text":"AAA:","page_number":135,"box":{"x":88,"y":139,"width":37,"height":9}},{"id":"b6bba7e8-7f1c-4bc6-9d55-cb4c05f44e2a","block_type":"box","text":"An obligation rated AAA has the highest rating assigned by S&P Global Ratings. The obligor’s capacity to meet its","page_number":135,"box":{"x":130,"y":138,"width":793,"height":13}},{"id":"7196048a-4eef-413c-a88d-a8ff4ff5284d","block_type":"box","text":"financial commitment on the obligation is extremely strong.","page_number":135,"box":{"x":88,"y":153,"width":420,"height":13}},{"id":"6227e6aa-f93b-4b15-b486-c4a94c581436","block_type":"box","text":"AA:","page_number":135,"box":{"x":88,"y":180,"width":25,"height":10}},{"id":"6a4f2518-683f-4d18-b52f-ce509f8b1f84","block_type":"box","text":"An obligation rated AA differs from the highest-rated obligations only to a small degree. The obligor’s capacity to meet","page_number":135,"box":{"x":119,"y":180,"width":832,"height":12}},{"id":"e4f9c1f7-9599-42db-9679-982f638e7676","block_type":"box","text":"its financial commitment is very strong.","page_number":135,"box":{"x":89,"y":195,"width":276,"height":12}},{"id":"16f7715d-7abb-479f-85ac-e1e6260351bf","block_type":"box","text":"A:","page_number":135,"box":{"x":88,"y":222,"width":14,"height":9}},{"id":"b7f282ee-84f6-46ed-a25e-21ed4f96d42d","block_type":"box","text":"An obligation rated A is somewhat more susceptible to the adverse effects of changes in circumstances and economic","page_number":135,"box":{"x":107,"y":222,"width":830,"height":12}},{"id":"e61464f1-ea94-4830-9b9e-15ae81b954fa","block_type":"box","text":"conditions than obligations in higher-rated categories. However, the obligor’s capacity to meet its financial commitment on","page_number":135,"box":{"x":89,"y":237,"width":863,"height":12}},{"id":"c07fb287-d1f5-49df-a2cc-66f3fbcb68ff","block_type":"box","text":"the obligation is still strong.","page_number":135,"box":{"x":88,"y":252,"width":193,"height":12}},{"id":"2c1f3085-ce80-4de5-ac2a-55b7d615b88a","block_type":"box","text":"BBB:","page_number":135,"box":{"x":89,"y":279,"width":31,"height":9}},{"id":"4dcb6a51-b54f-457e-85a1-79b31a738750","block_type":"box","text":"An obligation rated BBB exhibits adequate protection parameters. However, adverse economic conditions or changing","page_number":135,"box":{"x":125,"y":278,"width":825,"height":13}},{"id":"fe0f0e28-74d4-4385-b483-b81a71a43cde","block_type":"box","text":"circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the","page_number":135,"box":{"x":89,"y":293,"width":813,"height":13}},{"id":"03bf9937-a9f0-4f5b-ae48-0a26af414531","block_type":"box","text":"obligation.","page_number":135,"box":{"x":89,"y":308,"width":72,"height":13}},{"id":"3255d6d8-eda1-4e60-9b97-d8811272db73","block_type":"box","text":"BB; B; CCC; CC; and C:","page_number":135,"box":{"x":89,"y":335,"width":156,"height":11}},{"id":"33bc2e25-2ba3-429d-8a56-0a366ca5107c","block_type":"box","text":"Obligations rated BB, B, CCC, CC, and C are regarded as having significant speculative characteristics.","page_number":135,"box":{"x":251,"y":335,"width":706,"height":12}},{"id":"2bfc19e6-5b09-4f78-a2d1-9887e5c40df2","block_type":"box","text":"BB indicates the least degree of speculation and C the highest. While such obligations will likely have some quality and","page_number":135,"box":{"x":89,"y":350,"width":827,"height":12}},{"id":"2bc5217b-b432-4c89-8861-257c76616ee9","block_type":"box","text":"protective characteristics, these may be outweighed by large uncertainties or major exposures to adverse conditions.","page_number":135,"box":{"x":89,"y":365,"width":816,"height":12}},{"id":"799e2fbc-a376-4cbb-bd3d-c694c5165257","block_type":"box","text":"BB:","page_number":135,"box":{"x":89,"y":392,"width":21,"height":9}},{"id":"ecdeb9d6-a60f-4cfc-920c-be5adf2b881d","block_type":"box","text":"An obligation rated BB is less vulnerable to nonpayment than other speculative issues. However, it faces major ongoing","page_number":135,"box":{"x":115,"y":392,"width":832,"height":12}},{"id":"1eedf542-e361-43cb-b483-10d121f42898","block_type":"box","text":"uncertainties or exposure to adverse business, financial, or economic conditions which could lead to the obligor’s inadequate","page_number":135,"box":{"x":89,"y":407,"width":877,"height":12}},{"id":"7a4eba06-4c0d-4480-88d8-3bd6fcd0a5f0","block_type":"box","text":"capacity to meet its financial commitment on the obligation.","page_number":135,"box":{"x":89,"y":422,"width":422,"height":12}},{"id":"bfb80892-e585-4f69-85ff-6e800cc71000","block_type":"box","text":"B:","page_number":135,"box":{"x":89,"y":449,"width":12,"height":9}},{"id":"5071b883-55bf-437a-94b0-e78a0ec31561","block_type":"box","text":"An obligation rated B is more vulnerable to nonpayment than obligations rated BB, but the obligor currently has the","page_number":135,"box":{"x":106,"y":448,"width":808,"height":13}},{"id":"88249b02-0252-46f7-ac9c-3eb4f9240b9c","block_type":"box","text":"capacity to meet its financial commitment on the obligation. Adverse business, financial, or economic conditions will likely","page_number":135,"box":{"x":89,"y":463,"width":858,"height":13}},{"id":"06afab2e-571b-4608-9715-455d6de7555b","block_type":"box","text":"impair the obligor’s capacity or willingness to meet its financial commitment on the obligation.","page_number":135,"box":{"x":89,"y":479,"width":663,"height":12}},{"id":"1091511e-e59b-4746-b2cb-8352f23d03d2","block_type":"box","text":"CCC:","page_number":135,"box":{"x":89,"y":506,"width":33,"height":9}},{"id":"10846960-2661-44d3-b301-0373c9d18f88","block_type":"box","text":"An obligation rated CCC is currently vulnerable to nonpayment, and is dependent upon favorable business, financial,","page_number":135,"box":{"x":127,"y":505,"width":814,"height":12}},{"id":"aa6d0153-ca19-4e15-974b-2f10571a0105","block_type":"box","text":"and economic conditions for the obligor to meet its financial commitment on the obligation. In the event of adverse","page_number":135,"box":{"x":89,"y":520,"width":810,"height":12}},{"id":"378f6dd3-2a1a-49ec-bd13-38dabb4b7ff2","block_type":"box","text":"business, financial, or economic conditions, the obligor is not likely to have the capacity to meet its financial commitment on","page_number":135,"box":{"x":89,"y":535,"width":872,"height":13}},{"id":"0faa8790-16bc-4ba5-8322-b3c64f20f5de","block_type":"box","text":"the obligation.","page_number":135,"box":{"x":88,"y":550,"width":100,"height":13}},{"id":"169f7be7-ef63-4618-92d0-81fcd2d1ed51","block_type":"box","text":"CC:","page_number":135,"box":{"x":89,"y":577,"width":23,"height":10}},{"id":"fc57d211-d0cd-4cbc-9c5b-0fceca26add5","block_type":"box","text":"An obligation rated CC is currently highly vulnerable to nonpayment. The CC rating is used when a default has not yet","page_number":135,"box":{"x":117,"y":577,"width":824,"height":12}},{"id":"3ed2a0a5-18d8-477f-a716-ad38f408de99","block_type":"box","text":"occurred, but S&P Global Ratings expects default to be a virtual certainty, regardless of the anticipated time to default.","page_number":135,"box":{"x":89,"y":592,"width":825,"height":12}},{"id":"a50b7756-a781-407e-a974-3fe798f845c0","block_type":"box","text":"C:","page_number":135,"box":{"x":89,"y":619,"width":12,"height":9}},{"id":"e089f229-7011-4523-92f0-4153fec0bb27","block_type":"box","text":"An obligation rated C is currently highly vulnerable to nonpayment, and the obligation is expected to have lower relative","page_number":135,"box":{"x":107,"y":618,"width":838,"height":13}},{"id":"e97d30b5-5c1c-43cc-9864-023eb62076bd","block_type":"box","text":"seniority or lower ultimate recovery compared to obligations that are rated higher.","page_number":135,"box":{"x":89,"y":633,"width":572,"height":13}},{"id":"ceddc16c-6fc9-4cc8-a6a5-482ce5d94c70","block_type":"box","text":"D:","page_number":135,"box":{"x":89,"y":661,"width":14,"height":9}},{"id":"6977f6fe-1bcf-4bab-ae76-572425625874","block_type":"box","text":"An obligation rated D is in default or in breach of an imputed promise. For non-hybrid capital instruments, the D rating","page_number":135,"box":{"x":108,"y":660,"width":829,"height":12}},{"id":"c8afd0eb-c88f-4393-bcec-2492ffa0101f","block_type":"box","text":"category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that","page_number":135,"box":{"x":89,"y":675,"width":844,"height":12}},{"id":"d383ec6d-be3b-4c0b-8978-8549b0ffe63a","block_type":"box","text":"such payments will be made within five business days in the absence of a stated grace period or within the earlier of the","page_number":135,"box":{"x":89,"y":690,"width":839,"height":13}},{"id":"d336dafb-bccd-4732-a9b2-25c3e076287f","block_type":"box","text":"stated grace period or 30 calendar days. The D rating also will be used upon the filing of a bankruptcy petition or the taking","page_number":135,"box":{"x":89,"y":705,"width":862,"height":13}},{"id":"9faaf9d1-6549-4739-8512-795a0c428c10","block_type":"box","text":"of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. An","page_number":135,"box":{"x":89,"y":720,"width":853,"height":13}},{"id":"26e4b8ba-1856-46b6-bb6e-97ccabe2ccde","block_type":"box","text":"obligation’s rating is lowered to D if it is subject to a distressed exchange offer.","page_number":135,"box":{"x":89,"y":736,"width":546,"height":12}},{"id":"a53e2e89-be3f-4ada-8942-ab6b40d5ab56","block_type":"box","text":"NR:","page_number":135,"box":{"x":89,"y":763,"width":23,"height":9}},{"id":"cf11157c-bc50-41d9-a51a-b7918aa771e4","block_type":"box","text":"NR indicates no rating has been requested, or that there is insufficient information on which to base a rating, or that S&P","page_number":135,"box":{"x":118,"y":762,"width":844,"height":12}},{"id":"561e27db-4f3b-4117-b846-490961ae969e","block_type":"box","text":"Global Ratings does not rate a particular obligation as a matter of policy.","page_number":135,"box":{"x":89,"y":777,"width":504,"height":12}},{"id":"5b67cfcc-c42c-4562-a8ee-3c7dcf1eaf1c","block_type":"box","text":"Note:","page_number":135,"box":{"x":89,"y":804,"width":37,"height":9}},{"id":"528c6896-c1ca-4c73-85d4-35ade05e6156","block_type":"box","text":"The ratings from AA to CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing","page_number":135,"box":{"x":131,"y":804,"width":816,"height":12}},{"id":"07692ebf-3317-4d81-bb4b-164843b10591","block_type":"box","text":"within the major rating categories.","page_number":135,"box":{"x":88,"y":819,"width":241,"height":12}},{"id":"bb18c3e5-b2d5-490a-b7f4-316a73a6917e","block_type":"box","text":"Short-Term Obligations","page_number":135,"box":{"x":88,"y":845,"width":170,"height":12}},{"id":"3026c25a-d868-4439-921f-42c5db269c0a","block_type":"box","text":"B-3","page_number":135,"box":{"x":517,"y":894,"width":22,"height":9}},{"id":"5b2afba7-8989-4f16-8067-4283f366bc3c","block_type":"box","text":"A-1:","page_number":136,"box":{"x":88,"y":44,"width":29,"height":10}},{"id":"3e4205c1-d75e-4b9a-a922-300ebfbb10e8","block_type":"box","text":"A short-term obligation rated A-1 is rated in the highest category by S&P Global Ratings. The obligor’s capacity to meet","page_number":136,"box":{"x":122,"y":44,"width":835,"height":12}},{"id":"dfc3963a-48ee-4123-871a-5e27ba9ed7c1","block_type":"box","text":"its financial commitment on the obligation is strong. Within this category, certain obligations are designated with a plus sign","page_number":136,"box":{"x":89,"y":59,"width":870,"height":12}},{"id":"dfda625c-3687-4067-abfb-d07f8b415f48","block_type":"box","text":"(+). This indicates that the obligor’s capacity to meet its financial commitment on these obligations is extremely strong.","page_number":136,"box":{"x":89,"y":74,"width":835,"height":12}},{"id":"9a5dbfce-fc02-4baa-b8ca-1b872ddace96","block_type":"box","text":"A-2:","page_number":136,"box":{"x":88,"y":101,"width":29,"height":9}},{"id":"4b089a07-ea0a-4abb-917f-383ed341ecff","block_type":"box","text":"A short-term obligation rated A-2 is somewhat more susceptible to the adverse effects of changes in circumstances and","page_number":136,"box":{"x":122,"y":101,"width":842,"height":12}},{"id":"e75da101-ee88-40c0-927c-c39f9fcd4d3c","block_type":"box","text":"economic conditions than obligations in higher rating categories. However, the obligor’s capacity to meet its financial","page_number":136,"box":{"x":89,"y":116,"width":820,"height":12}},{"id":"a77a9e0b-6006-47d0-a3b3-3e827a27c5e3","block_type":"box","text":"commitment on the obligation is satisfactory.","page_number":136,"box":{"x":89,"y":131,"width":317,"height":12}},{"id":"f24cbf9e-e53f-459d-a3d9-b16a95c8899d","block_type":"box","text":"A-3:","page_number":136,"box":{"x":88,"y":158,"width":29,"height":9}},{"id":"787d30ce-07e1-49c3-bc08-e153cd51528b","block_type":"box","text":"A short-term obligation rated A-3 exhibits adequate protection parameters. However, adverse economic conditions or","page_number":136,"box":{"x":122,"y":157,"width":826,"height":13}},{"id":"caee8c82-2064-40b1-a8f0-a4f618b118ce","block_type":"box","text":"changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on","page_number":136,"box":{"x":89,"y":172,"width":856,"height":13}},{"id":"3e331b49-28d9-4a79-bb5b-476eebf06d3a","block_type":"box","text":"the obligation.","page_number":136,"box":{"x":88,"y":188,"width":100,"height":12}},{"id":"c29182c3-4dd7-495b-b6cc-2866b1ffa913","block_type":"box","text":"B:","page_number":136,"box":{"x":89,"y":215,"width":12,"height":9}},{"id":"979bff38-c5ba-478f-813d-024370e26787","block_type":"box","text":"A short-term obligation rated B is regarded as vulnerable and has significant speculative characteristics. The obligor","page_number":136,"box":{"x":106,"y":214,"width":811,"height":12}},{"id":"ea45e91f-988d-4c2c-a505-31b8f0f4561b","block_type":"box","text":"currently has the capacity to meet its financial commitments; however, it faces major ongoing uncertainties which could lead","page_number":136,"box":{"x":89,"y":229,"width":876,"height":12}},{"id":"7c474c29-8cd8-4b98-9748-9c22189167b4","block_type":"box","text":"to the obligor’s inadequate capacity to meet its financial commitments.","page_number":136,"box":{"x":88,"y":244,"width":500,"height":13}},{"id":"8cd75c1a-808e-4d64-924b-cf7884939cbe","block_type":"box","text":"C:","page_number":136,"box":{"x":89,"y":271,"width":12,"height":9}},{"id":"2c6f6714-44e0-4e4a-883c-59fdcd8b52a6","block_type":"box","text":"A short-term obligation rated C is currently vulnerable to nonpayment and is dependent upon favorable business,","page_number":136,"box":{"x":107,"y":271,"width":794,"height":12}},{"id":"5c075869-71fd-498d-96f9-ab8ba299d6c2","block_type":"box","text":"financial, and economic conditions for the obligor to meet its financial commitment on the obligation.","page_number":136,"box":{"x":88,"y":286,"width":715,"height":12}},{"id":"e7d3f8d6-e40b-4bee-90eb-2b5885c791a6","block_type":"box","text":"D:","page_number":136,"box":{"x":89,"y":313,"width":14,"height":9}},{"id":"986cc6fc-a55f-433e-9ce6-cdce2b55c23f","block_type":"box","text":"A short-term obligation rated D is in default or in breach of an imputed promise. For non-hybrid capital instruments, the D","page_number":136,"box":{"x":108,"y":312,"width":856,"height":13}},{"id":"65e832a9-a979-49a7-a946-2d191823ea2f","block_type":"box","text":"rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes","page_number":136,"box":{"x":89,"y":327,"width":856,"height":13}},{"id":"d60431b1-0b8f-4762-9c45-86bda28dcced","block_type":"box","text":"that such payments will be made within any stated grace period. However, any stated grace period longer than five business","page_number":136,"box":{"x":88,"y":342,"width":868,"height":13}},{"id":"ffeb5d2b-e487-4e39-9ba3-23da4a2ca998","block_type":"box","text":"days will be treated as five business days. The D rating also will be used upon the filing of a bankruptcy petition or the taking","page_number":136,"box":{"x":89,"y":358,"width":870,"height":12}},{"id":"ae52ca64-0a42-452c-a341-93fcd2b869c1","block_type":"box","text":"of a similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. An","page_number":136,"box":{"x":89,"y":373,"width":865,"height":12}},{"id":"e4c79b96-0828-4aa6-90e6-a90a71284ab0","block_type":"box","text":"obligation’s rating is lowered to D if it is subject to a distressed exchange offer.","page_number":136,"box":{"x":89,"y":388,"width":546,"height":12}},{"id":"7f769d98-000e-4189-b0c3-3f534da34f16","block_type":"box","text":"Municipal Short-Term Obligations","page_number":136,"box":{"x":89,"y":414,"width":245,"height":13}},{"id":"c9507b73-eb7f-416b-90f1-1e1681a98cb4","block_type":"box","text":"An S&P U.S. municipal note rating reflects S&P Global Ratings opinion about the liquidity factors and market access risks","page_number":136,"box":{"x":88,"y":441,"width":844,"height":12}},{"id":"d6528873-e290-42ca-b519-ad12427180da","block_type":"box","text":"unique to the notes. Notes due in three years or less will likely receive a note rating. Notes with an original maturity of more","page_number":136,"box":{"x":89,"y":456,"width":862,"height":12}},{"id":"8cc52938-eb90-4fdf-b8cc-146ce25d4d38","block_type":"box","text":"than three years will most likely receive a long-term debt rating.","page_number":136,"box":{"x":88,"y":471,"width":445,"height":12}},{"id":"56251b11-8e23-4acc-a08e-69756b77b7e7","block_type":"box","text":"SP-1:","page_number":136,"box":{"x":88,"y":498,"width":36,"height":9}},{"id":"8b19e118-f1b3-4148-9f5f-1831f909b4f6","block_type":"box","text":"Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to pay debt service","page_number":136,"box":{"x":129,"y":497,"width":832,"height":13}},{"id":"b417bde7-5f48-4de4-9935-425cbda34a28","block_type":"box","text":"is given a plus (+) designation.","page_number":136,"box":{"x":89,"y":513,"width":211,"height":12}},{"id":"d0c579f1-25a4-4c23-aaf2-c6c794ec3120","block_type":"box","text":"SP-2:","page_number":136,"box":{"x":88,"y":540,"width":36,"height":9}},{"id":"88a4cfb9-3724-4fdf-a899-ddb162e62123","block_type":"box","text":"Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes","page_number":136,"box":{"x":130,"y":539,"width":822,"height":12}},{"id":"e7df38f1-1fdb-466c-ab0f-9832f6e017ba","block_type":"box","text":"over the term of the notes.","page_number":136,"box":{"x":89,"y":554,"width":185,"height":10}},{"id":"4212adf5-6eaf-441f-a551-5bff8755bd1c","block_type":"box","text":"SP-3:","page_number":136,"box":{"x":88,"y":581,"width":36,"height":9}},{"id":"0af8a599-24c2-44d6-b01e-427fb9a7f968","block_type":"box","text":"Speculative capacity to pay principal and interest.","page_number":136,"box":{"x":129,"y":581,"width":345,"height":12}},{"id":"3765e952-b541-4528-8d8d-da2332aef731","block_type":"box","text":"Fitch Ratings","page_number":136,"box":{"x":89,"y":607,"width":92,"height":12}},{"id":"e391b8e6-b38f-4328-94c4-794b1c81a642","block_type":"box","text":"Long-Term Obligations","page_number":136,"box":{"x":89,"y":633,"width":166,"height":13}},{"id":"cea5e8f3-30b8-4adf-a701-2e34326e8702","block_type":"box","text":"AAA:","page_number":136,"box":{"x":88,"y":660,"width":37,"height":10}},{"id":"d99c5dee-9a03-488c-94e7-3ac52a7db846","block_type":"box","text":"Highest credit quality. AAA ratings denote the lowest expectation of credit risk. They are assigned only in cases of","page_number":136,"box":{"x":131,"y":660,"width":795,"height":12}},{"id":"4faae060-150f-42aa-90b5-91c25835f8a2","block_type":"box","text":"exceptionally strong capacity for payment of financial commitments. This capacity is highly unlikely to be adversely affected","page_number":136,"box":{"x":89,"y":675,"width":867,"height":12}},{"id":"32e5b5e8-58c0-4bdb-b886-4512261f0009","block_type":"box","text":"by foreseeable events.","page_number":136,"box":{"x":89,"y":690,"width":152,"height":13}},{"id":"ab0940f1-f8cc-46fd-b7ae-18aaeb949423","block_type":"box","text":"AA:","page_number":136,"box":{"x":88,"y":717,"width":25,"height":9}},{"id":"adf754a6-c004-47a0-abfc-ec8b88155af2","block_type":"box","text":"Very high credit quality. AA ratings denote expectations of very low credit risk. They indicate very strong capacity for","page_number":136,"box":{"x":119,"y":717,"width":814,"height":12}},{"id":"aa2d4aa1-0b07-47e5-b654-34a32b70bc29","block_type":"box","text":"payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events.","page_number":136,"box":{"x":89,"y":732,"width":710,"height":12}},{"id":"d4356da8-61bc-423d-890d-6ad3d2e4fa0e","block_type":"box","text":"A:","page_number":136,"box":{"x":88,"y":759,"width":14,"height":9}},{"id":"d53a1db9-65a6-49aa-818f-1869dfe47950","block_type":"box","text":"High credit quality. A ratings denote expectations of low credit risk. The capacity for payment of financial commitments is","page_number":136,"box":{"x":108,"y":758,"width":851,"height":13}},{"id":"30a63c4a-cd11-4601-a058-8785d0b3066d","block_type":"box","text":"considered strong. This capacity may, nevertheless, be more vulnerable to adverse business or economic conditions than is","page_number":136,"box":{"x":89,"y":773,"width":860,"height":13}},{"id":"f9361881-b873-4eb1-af6a-b338ae9b2b25","block_type":"box","text":"the case for higher ratings.","page_number":136,"box":{"x":88,"y":788,"width":187,"height":13}},{"id":"569e13ad-0de8-4a74-bf4c-20247ccaed9b","block_type":"box","text":"BBB:","page_number":136,"box":{"x":89,"y":816,"width":31,"height":9}},{"id":"ee3acd83-69a9-43c3-9298-74e67ee09745","block_type":"box","text":"Good credit quality. BBB ratings indicate that expectations of credit risk are currently low. The capacity for payment of","page_number":136,"box":{"x":125,"y":815,"width":824,"height":12}},{"id":"77be567d-23cc-4b63-8db2-41619951cfaa","block_type":"box","text":"financial commitments is considered adequate but adverse business or economic conditions are more likely to impair this","page_number":136,"box":{"x":88,"y":830,"width":852,"height":12}},{"id":"e18d66a5-aa59-4d58-a919-a70d0d7dad65","block_type":"box","text":"capacity.","page_number":136,"box":{"x":89,"y":846,"width":59,"height":11}},{"id":"371c87e2-fd71-4717-9f3d-e47e2ca3eee1","block_type":"box","text":"B-4","page_number":136,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"5adf0202-7595-4968-aa19-b659eac114c5","block_type":"box","text":"BB:","page_number":137,"box":{"x":89,"y":44,"width":21,"height":10}},{"id":"d76554cf-3739-40e3-a8c0-87d988705cc5","block_type":"box","text":"Speculative. BB ratings indicate an elevated vulnerability to credit risk, particularly in the event of adverse changes in","page_number":137,"box":{"x":116,"y":44,"width":812,"height":12}},{"id":"455578e6-cea9-43ce-849e-8e68cfb44378","block_type":"box","text":"business or economic conditions over time; however, business or financial alternatives may be available to allow financial","page_number":137,"box":{"x":89,"y":59,"width":845,"height":12}},{"id":"d6d09058-6b66-43d1-9435-4431b3529967","block_type":"box","text":"commitments to be met.","page_number":137,"box":{"x":89,"y":74,"width":173,"height":10}},{"id":"5dd8be46-106c-43fa-92b2-af970d66a107","block_type":"box","text":"B:","page_number":137,"box":{"x":89,"y":101,"width":12,"height":9}},{"id":"b62b33eb-c6a1-437e-9873-fe7d306677b1","block_type":"box","text":"Highly speculative. B ratings indicate that material credit risk is present.","page_number":137,"box":{"x":107,"y":101,"width":497,"height":12}},{"id":"06ca6b57-862c-40f6-ae35-1d038130a069","block_type":"box","text":"CCC:","page_number":137,"box":{"x":89,"y":128,"width":33,"height":9}},{"id":"25e98925-b224-4ab7-a6a2-2f296fd7934d","block_type":"box","text":"Substantial credit risk. CCC ratings indicate that substantial credit risk is present.","page_number":137,"box":{"x":127,"y":127,"width":563,"height":12}},{"id":"7564a995-7d7b-4410-af9a-7545f2a204d7","block_type":"box","text":"CC:","page_number":137,"box":{"x":89,"y":154,"width":23,"height":9}},{"id":"103f30ea-89c1-4c59-8e55-33f18fae073c","block_type":"box","text":"Very high levels of credit risk. CC ratings indicate very high levels of credit risk.","page_number":137,"box":{"x":117,"y":153,"width":545,"height":13}},{"id":"a9fcdccf-dd33-4359-aef9-31313b509d11","block_type":"box","text":"C:","page_number":137,"box":{"x":89,"y":180,"width":12,"height":10}},{"id":"5317da99-b7e1-4c54-8805-4fd60bb07c4a","block_type":"box","text":"Exceptionally high levels of credit risk. C indicates exceptionally high levels of credit risk.","page_number":137,"box":{"x":108,"y":180,"width":613,"height":12}},{"id":"48f02673-baed-4fc1-a3c4-3236623c3b76","block_type":"box","text":"Defaulted obligations typically are not assigned RD or D ratings, but are instead rated in the B to C rating categories,","page_number":137,"box":{"x":89,"y":206,"width":811,"height":13}},{"id":"62c8ca8d-42fd-44fb-95ce-29cf0184bfed","block_type":"box","text":"depending upon their recovery prospects and other relevant characteristics. This approach better aligns obligations that have","page_number":137,"box":{"x":89,"y":222,"width":876,"height":12}},{"id":"9eb16dc1-f63a-4d10-9b41-0a7aba6c8844","block_type":"box","text":"comparable overall expected loss but varying vulnerability to default and loss.","page_number":137,"box":{"x":89,"y":237,"width":541,"height":12}},{"id":"4bf6f3f0-18b1-4d68-8bff-34fa468fea0d","block_type":"box","text":"Note: The modifiers “+” or “-” may be appended to a rating to denote relative status within major rating categories. Such","page_number":137,"box":{"x":88,"y":263,"width":842,"height":12}},{"id":"d00ec981-1494-4601-99cd-ed8eea46cb77","block_type":"box","text":"suffixes are not added to the AAA obligation rating category, or to corporate finance obligation ratings in the categories","page_number":137,"box":{"x":88,"y":278,"width":836,"height":13}},{"id":"7ea4f371-0795-4799-bd00-7ee21a52c7ca","block_type":"box","text":"below CCC.","page_number":137,"box":{"x":88,"y":293,"width":78,"height":10}},{"id":"c3f585c8-b335-4bfa-b872-a9bc44fa34cf","block_type":"box","text":"The subscript ’emr’ is appended to a rating to denote embedded market risk which is beyond the scope of the rating. The","page_number":137,"box":{"x":89,"y":320,"width":843,"height":12}},{"id":"a47ce985-6aa3-4fa6-aaa3-40eef04541a8","block_type":"box","text":"designation is intended to make clear that the rating solely addresses the counterparty risk of the issuing bank. It is not meant","page_number":137,"box":{"x":88,"y":335,"width":881,"height":12}},{"id":"f389c932-9fb0-4ef3-a7e4-a6ba3188395e","block_type":"box","text":"to indicate any limitation in the analysis of the counterparty risk, which in all other respects follows published Fitch criteria for","page_number":137,"box":{"x":89,"y":350,"width":876,"height":12}},{"id":"3b07a476-0c79-4839-bbbd-2130a716cd65","block_type":"box","text":"analyzing the issuing financial institution. Fitch does not rate these instruments where the principal is to any degree subject to","page_number":137,"box":{"x":88,"y":365,"width":879,"height":12}},{"id":"2c4eaa08-8fc4-42f5-8adf-0285e0fee131","block_type":"box","text":"market risk.","page_number":137,"box":{"x":88,"y":380,"width":81,"height":10}},{"id":"f4e227b4-0154-44f4-a6a8-e0c2d4b5c51d","block_type":"box","text":"Short-Term Obligations (Corporate and Public Finance)","page_number":137,"box":{"x":88,"y":407,"width":400,"height":12}},{"id":"2a7f5567-de98-47c2-8019-0af42ed7b57a","block_type":"box","text":"A short-term issuer or obligation rating is based in all cases on the short-term vulnerability to default of the rated entity or","page_number":137,"box":{"x":88,"y":433,"width":855,"height":13}},{"id":"d17649dd-e9a4-4d70-8f2a-7b0003fd296c","block_type":"box","text":"security stream and relates to the capacity to meet financial obligations in accordance with the documentation governing the","page_number":137,"box":{"x":89,"y":448,"width":878,"height":13}},{"id":"c479a53f-345d-4194-95b1-7cd5f5661c47","block_type":"box","text":"relevant obligation. Short-Term Ratings are assigned to obligations whose initial maturity is viewed as “short-term” based on","page_number":137,"box":{"x":89,"y":463,"width":874,"height":13}},{"id":"f028a559-cd81-4813-b127-a0f82cae745f","block_type":"box","text":"market convention. Typically, this means up to 13 months for corporate, sovereign, and structured obligations, and up to 36","page_number":137,"box":{"x":89,"y":479,"width":866,"height":12}},{"id":"76a23600-3da5-4703-bc1c-2962cc9a2b49","block_type":"box","text":"months for obligations in U.S. public finance markets.","page_number":137,"box":{"x":89,"y":494,"width":374,"height":12}},{"id":"6372e850-fd05-48b2-a291-0ca5078e9486","block_type":"box","text":"F1:","page_number":137,"box":{"x":89,"y":521,"width":20,"height":9}},{"id":"25c92d84-a87c-4e01-bda5-f1e7fc55d83f","block_type":"box","text":"Highest short-term credit quality. Indicates the strongest intrinsic capacity for timely payment of financial commitments;","page_number":137,"box":{"x":115,"y":520,"width":844,"height":12}},{"id":"245c643e-e17e-4f34-911b-2ba32f84a112","block_type":"box","text":"may have an added “+” to denote any exceptionally strong credit feature.","page_number":137,"box":{"x":89,"y":535,"width":509,"height":13}},{"id":"1e6748f6-80d1-4932-b8e4-d2e0643d02af","block_type":"box","text":"F2:","page_number":137,"box":{"x":89,"y":562,"width":20,"height":9}},{"id":"f09bec2c-b88d-49cf-82ad-e9d47c6dc861","block_type":"box","text":"Good short-term credit quality. Good intrinsic capacity for timely payment of financial commitments.","page_number":137,"box":{"x":115,"y":562,"width":706,"height":12}},{"id":"59f0dffe-647f-4f95-8e77-91df82977a82","block_type":"box","text":"F3:","page_number":137,"box":{"x":89,"y":589,"width":20,"height":9}},{"id":"5b95c8f5-5cbf-4f0f-b300-8dd997f797ab","block_type":"box","text":"Fair short-term credit quality. The intrinsic capacity for timely payment of financial commitments is adequate.","page_number":137,"box":{"x":115,"y":588,"width":766,"height":12}},{"id":"8c2f75c0-858f-45d8-83e2-5280893c7390","block_type":"box","text":"B:","page_number":137,"box":{"x":89,"y":615,"width":12,"height":9}},{"id":"aa3a0827-34b0-45e2-9204-a41b474057d6","block_type":"box","text":"Speculative short-term credit quality. Minimal capacity for timely payment of financial commitments, plus heightened","page_number":137,"box":{"x":106,"y":615,"width":824,"height":12}},{"id":"fe4bda3a-5a41-44aa-aff8-d341f016c8c0","block_type":"box","text":"vulnerability to near term adverse changes in financial and economic conditions.","page_number":137,"box":{"x":88,"y":630,"width":564,"height":12}},{"id":"64a56882-fa0f-4db3-ab78-1e350f93df20","block_type":"box","text":"C:","page_number":137,"box":{"x":89,"y":657,"width":12,"height":9}},{"id":"68acbf73-ee36-4c5e-8d8b-b092a0d23813","block_type":"box","text":"High short-term default risk. Default is a real possibility.","page_number":137,"box":{"x":108,"y":656,"width":386,"height":13}},{"id":"d8749503-6d8f-43a7-96c4-46a83de28446","block_type":"box","text":"RD:","page_number":137,"box":{"x":89,"y":683,"width":24,"height":9}},{"id":"6fc8082d-0643-4477-8ba5-01789fce5e33","block_type":"box","text":"Restricted default. Indicates an entity that has defaulted on one or more of its financial commitments, although it","page_number":137,"box":{"x":119,"y":683,"width":792,"height":12}},{"id":"6ba30c69-be15-441f-947b-aba97fdea20d","block_type":"box","text":"continues to meet other financial obligations. Typically applicable to entity ratings only.","page_number":137,"box":{"x":89,"y":698,"width":609,"height":12}},{"id":"5c204d7e-7ef8-46da-8ef7-a4bae33297f8","block_type":"box","text":"D:","page_number":137,"box":{"x":89,"y":725,"width":14,"height":9}},{"id":"c85ee73c-47f5-4108-8d5b-3e3e9b87ffc4","block_type":"box","text":"Default. Indicates a broad-based default event for an entity, or the default of a short-term obligation.","page_number":137,"box":{"x":109,"y":724,"width":701,"height":13}},{"id":"f0382ddd-3ecb-4d74-bfff-7d37758a77fb","block_type":"box","text":"IS-SAI-TIPS-0226","page_number":137,"box":{"x":90,"y":752,"width":145,"height":11}},{"id":"acb98162-9362-479c-808d-919c70133e15","block_type":"box","text":"B-5","page_number":137,"box":{"x":517,"y":894,"width":22,"height":9}}],"unit":"per_mille","page_width":[{"value":594,"pages":[1,2,3]},{"value":612,"pages":[4,5,6,7,8,9,10,11,12,13,14,15,16,17,18,19,20,21,22,23,24,25,26,27,28,29,30,31,32,33,34,35,36,37,38,39,40,41,42,43,44,45,46,47,48,49,50,51,52,53,54,55,56,57,58,59,60,61,62,63,64,65,66,67,68,69,70,71,72,73,74,75,76,77,78,79,80,81,82,83,84,85,86,87,88,89,90,91,92,93,94,95,96,97,98,99,100,101,102,103,104,105,106,107,108,109,110,111,112,113,114,115,116,117,118,119,120,121,122,123,124,125,126,127,128,129,130,131,132,133,134,135,136,137]}],"page_height":[{"value":774,"pages":[1,2,3]},{"value":792,"pages":[4,5,6,7,8,9,10,11,12,13,14,15,16,17,18,19,20,21,22,23,24,25,26,27,28,29,30,31,32,33,34,35,36,37,38,39,40,41,42,43,44,45,46,47,48,49,50,51,52,53,54,55,56,57,58,59,60,61,62,63,64,65,66,67,68,69,70,71,72,73,74,75,76,77,78,79,80,81,82,83,84,85,86,87,88,89,90,91,92,93,94,95,96,97,98,99,100,101,102,103,104,105,106,107,108,109,110,111,112,113,114,115,116,117,118,119,120,121,122,123,124,125,126,127,128,129,130,131,132,133,134,135,136,137]}],"attributes":{"chunk_type":"page_range","start_page":1,"end_page":137}},"source":{"type":"Model","id":"github:dorsalhub/pdf-extractor","version":"0.5.0","execution_id":"7bbbf1df-6171-47c2-84a4-2557fd44e014"},"user_id":1000002,"date_created":"2026-10-20T23:18:25.979000Z","date_modified":"2026-10-20T23:18:25.979000Z","private":false}