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BlackRock Advantage Global Fund, Inc. BlackRock Advantage SMID Cap Fund, Inc. BlackRock Allocation Target Shares BlackRock Balanced Fund, Inc. BlackRock Bond Fund, Inc. BlackRock California Municipal Series Trust BlackRock Capital Appreciation Fund, Inc. BlackRock Emerging Markets Fund, Inc. BlackRock Equity Dividend Fund BlackRock Financial Institutions Series Trust BlackRock Funds SM BlackRock Funds II BlackRock Funds III BlackRock Funds IV BlackRock Funds V BlackRock Funds VI BlackRock Global Allocation Fund, Inc. BlackRock Index Funds, Inc.
BlackRock International Select Equity Fund BlackRock Large Cap Focus Growth Fund, Inc. BlackRock Large Cap Focus Value Fund, Inc. BlackRock Large Cap Series Funds, Inc. BlackRock Liquidity Funds BlackRock Mid-Cap Value Series, Inc. BlackRock Multi-State Municipal Series Trust BlackRock Municipal Bond Fund, Inc. BlackRock Municipal Series Trust BlackRock Natural Resources Trust BlackRock Series Fund, Inc. BlackRock Series Fund II, Inc. BlackRock Series, Inc. BlackRock Strategic Global Bond Fund, Inc. BlackRock Unconstrained Equity Fund BlackRock Variable Series Funds, Inc. BlackRock Variable Series Funds II, Inc.
Supplement dated October 16, 2026 to the Statement of Additional Information (“SAI”) of each of the funds listed in Appendix A (each, a “Fund”), as amended from time to time.
Each Fund’s SAI is amended as follows:
The list in the section entitled “Purchase of Shares - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” in Part II, or in the section entitled “Miscellaneous Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” “Investment Advisory Arrangements - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” or “Investment Adviser and Other Service Providers - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” as applicable, of each Fund’s current SAI, is deleted in its entirety and replaced with the following:
&Partners AccuTech Systems Corporation ADP Broker-Dealer, Inc. Advisor Credit Exchange, LLC Advisor Group, Inc. AE Wealth Management, LLC Alight Solutions LLC Allianz Life Financial Services, LLC Allianz Life Insurance Company of New York Allianz Life Insurance Company of North America Altruist Financial LLC American Enterprise Investment Services, Inc. American General Life Insurance Company American United Life Insurance Company Annuity Investors Life Insurance Company Anthem Securities LLC Argent Institutional Trust Company Ascensus Broker Dealer Services, Inc. Ascensus, Inc. Atomic Brokerage LLC Avantax Investment Services, LLC Bancroft Capital LLC
Bank of America, N.A. Bank of New York Mellon Barclays Capital Inc. Benefit Plans Administrative Services, Inc. Benefit Trust Company Beta Capital Securities LLC bfinance US Ltd. BlackRock Advisors, LLC BMO Capital Markets Corp. BNP Paribas BNP Paribas Investment Partners UK Limited BNY Mellon, N.A. BofA Securities, Inc. BOKF, N.A. Brighthouse Life Insurance Company Brighthouse Life Insurance Company of NY Broadridge Business Process Outsourcing, LLC Brown Brothers Harriman & Co. Cabrera Capital Markets, LLC Capital One, N.A. Cetera Advisor Networks LLC Cetera Advisors LLC
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Cetera Financial Group Cetera Financial Specialists LLC Cetera Investment Services LLC CF Secured, LLC Charles Schwab & Co., Inc. Charles Schwab Trust Bank Chicago Mercantile Exchange Inc. CIM Investment Management, Inc. Citco Securities, LLC CitiBank, National Association Citigroup Global Markets, Inc. Citizens Bank Citizens Business Bank CME Shareholder Servicing LLC CMFG Life Insurance Company Comerica Bank Commonwealth Financial Network Computershare Trust Company Conduent HR Services, LLC Delaware Life Insurance Company Delaware Trust Company Deutsche Bank AG Deutsche Bank Trust Company Americas Digital Retirement Solutions, Inc. Dunham & Associates Investment Counsel, Inc. Dynasty Financial Partners LLC Edward D. Jones & Co., L.P. Empire Fidelity Investments Life Insurance Company Empower Annuity Insurance Company of America Empower Financial Services, Inc. Empower Life & Annuity Insurance Company of New York Empower Plan Services, LLC Envestnet Asset Management, Inc. Equitable Advisors, LLC Equitable Life Insurance Company E*trade Savings Bank Federal Deposit Insurance Corporation Fidelity Brokerage Services LLC Fidelity Investments Institutional Operations Company, Inc. Fidelity Investments Life Insurance Company Fifth Third Securities, Inc. First Allied Securities, Inc. First Command Financial Planning, Inc. First Hawaiian Bank First Republic Bank First Security Benefit Life Insurance and Annuity Company of New York First Symetra National Life Insurance Company of New York First-Citizens Bank & Trust Company FIS Brokerage & Securities Services LLC
FNEX Capital, LLC Forethought Life Insurance Company FSC Securities Corporation Genworth Life and Annuity Insurance Company Genworth Life Insurance Company of New York Global Atlantic Distributors, LLC Goldman Sachs & Co. Great Pacific Securities, LLC Guardian Insurance & Annuity Co., Inc. Hancock Whitney Bank Hartford Funds Management Company Hartford Securities Distribution Company, Inc. Hazeltree Fund Services, Inc. Hightower Securities, Inc. Hilltop Securities Inc. HSBC Bank USA, N.A. Huntington Securities, Inc. Institutional Cash Distributors, LLC Integrity Life Insurance Company Interactive Brokers, LLC Investment Trust of California J.P. Morgan Institutional Investments Inc. J.P. Morgan Securities LLC Jefferies LLC Jefferson National Life Insurance Company Jefferson National Life Insurance Company of New York John Hancock Life Insurance Company (U.S.A.) John Hancock Life Insurance Company of New York John Hancock Trust Company JPMorgan Chase Bank, N.A. Kestra Investment Services, LLC Lincoln Financial Advisors Corporation Lincoln Financial Securities Corporation Lincoln Life & Annuity Company of New York Lincoln National Life Insurance Company Lincoln Retirement Services LLC Lombard International Life Assurance Company LPL Financial LLC M&T Securities Inc. Manufacturers and Traders Trust Company Massachusetts Mutual Life Insurance Company Members Life Insurance Company Merrill Lynch, Pierce, Fenner & Smith Incorporated Metavante Corporation Metropolitan Life Insurance Company Mid Atlantic Clearing & Settlement Corporation Midland Life Insurance Company Minnesota Life Insurance Company Mischler Financial Group Mizuho Securities USA Inc. MML Distributors, LLC MML Investors Services, LLC Morgan Stanley & Co. LLC
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Morgan Stanley Distribution, Inc. Morgan Stanley Smith Barney LLC MUFG Union Bank, National Association Nassau Life Insurance Company National Financial Services LLC National Integrity Life Insurance Company National Life Insurance Company Nationwide Financial Services, Inc. Nationwide Fund Distributors LLC Nationwide Retirement Solutions NCB Federal Savings Bank New England Pension Plan Systems, LLC New York Life Insurance and Annuity Corporation Newport Retirement Services, Inc. Northbrook Bank & Trust Company Northern Trust Company Northwestern Mutual Investment Services, LLC Northwestern Mutual Life Insurance Company NYLife Distributors LLC Oppenheimer & Co., Inc. Orion Advisor Services, LLC Osaic Wealth, Inc. Pacific Life & Annuity Company Pacific Life Insurance Company Pacific Select Distributors, LLC Park Avenue Securities LLC Penserra Securities LLC Pershing LLC PFPC Inc. Piper Jaffray & Co. PNC Bank, National Association PNC Capital Markets LLC PNC Investments LLC Principal Bank Principal Life Insurance Company Protective Life and Annuity Insurance Company Protective Life Insurance Company Pruco Life Insurance Company Pruco Life Insurance Company of New Jersey Prudential Annuities Distributors, Inc. Prudential Insurance Company of America Raymond James & Associates, Inc. Raymond James Financial Services, Inc. RBC Capital Markets, LLC Regions Bank Reliance Trust Company Reliastar Life Insurance Company Reliastar Life Insurance Company of New York RiverSource Distributors, Inc. RiverSource Life Insurance Co. of New York RiverSource Life Insurance Company SagePoint Financial, Inc. Sammons Retirement Solutions, Inc. Sanctuary Wealth Group, LLC
Santander Bank, N.A. Saturna Trust Company Securities America, Inc. Securities Finance Trust Company Security Benefit Life Insurance Company Security Financial Resources, Inc. Security Life of Denver Insurance Company SEI Private Trust Company SG Americas Securities, LLC Silicon Valley Bank Standard Insurance Company Standard Retirement Services, Inc. State Farm Life and Accident Assurance Company State Farm Life Insurance Company State Farm VP Management Corp. State Street Bank and Trust Company State Street Global Markets, LLC Stern Brothers & Co. Stifel, Nicolaus & Company, Incorporated Summit Brokerage Services, Inc. SVB Asset Management Symetra Life Insurance Company Syntal Capital Partners, LLC T. Rowe Price Retirement Plan Services, Inc. Talcott Resolution Life and Annuity Insurance Company Talcott Resolution Life Insurance Company TD Ameritrade Clearing, Inc. TD Ameritrade, Inc. TD Prime Services (US) LLC Teachers Insurance and Annuity Association of America Tigress Financial Partners, LLC Transamerica Financial Life Insurance Company Transamerica Life Insurance Company Treasury Brokerage Triad Advisors, LLC Truist Bank U.S. Bancorp Investments, Inc. U.S. Bank, National Association UBATCO & Co. UBS Financial Services, Inc. UBS Securities LLC Ultimus Fund Solutions, LLC UMB Bank, National Association United States Life Insurance Company in the City of New York VALIC Retirement Services Company Vanguard Group, Inc. Vanguard Marketing Corporation Voya Financial Advisors, Inc. Voya Financial Partners, LLC Voya Institutional Plan Services, LLC Voya Insurance and Annuity Company
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Voya Investments Distributor, LLC Voya Retirement Insurance and Annuity Company Waddell & Reed, Inc. Wells Fargo Advisors, LLC Wells Fargo Advisors Financial Network, LLC Wells Fargo Bank, N.A.
Wells Fargo Clearing Services, LLC Wells Fargo Investments, LLC Wells Fargo Securities, LLC Wilmington Trust, National Association Woodbury Financial Services, Inc. ZB, National Association
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Appendix A
BlackRock Advantage Global Fund, Inc.
BlackRock Advantage SMID Cap Fund, Inc.
BlackRock Allocation Target Shares BATS: Securitized Total Return Series BATS: Corporate Credit Total Return Series BATS: High Income Municipal Series BATS: High Income Taxable Series BATS: Mortgage Total Return Series BATS: Interest Rate Hedge Series BATS: Short Duration Taxable Total Return Series BATS: Short Term Municipal Income Series
BlackRock Balanced Fund, Inc.
BlackRock Bond Fund, Inc. BlackRock Total Return Fund
BlackRock California Municipal Series Trust BlackRock California Municipal Opportunities Fund
BlackRock Capital Appreciation Fund, Inc.
BlackRock Emerging Markets Fund, Inc.
BlackRock Equity Dividend Fund
BlackRock Financial Institutions Series Trust BlackRock Summit Cash Reserves Fund
BlackRock Funds SM BlackRock Advantage Emerging Markets Fund BlackRock Advantage International Fund BlackRock Advantage Large Cap Growth Fund BlackRock Advantage Small Cap Core Fund BlackRock Advantage Small Cap Growth Fund BlackRock China A Opportunities Fund BlackRock Commodity Strategies Fund BlackRock Daily Reinvestment Stablecoin Reserve Vehicle BlackRock Defensive Advantage Emerging Markets Fund BlackRock Emerging Markets ex-China Fund BlackRock Energy Opportunities Fund BlackRock Exchange Portfolio BlackRock Global Equity Market Neutral Fund BlackRock Health Sciences Opportunities Portfolio BlackRock High Equity Income Fund
BlackRock Mid-Cap Growth Equity Portfolio BlackRock Real Estate Securities Fund BlackRock Short Obligations Fund BlackRock Sustainable Aware Advantage Emerging Markets Equity Fund BlackRock Sustainable Aware Advantage Large Cap Core Fund BlackRock Tactical Opportunities Fund BlackRock Technology Opportunities Fund BlackRock Wealth Liquid Environmentally Aware Fund Circle Reserve Fund iShares Developed Real Estate Index Fund iShares Enhanced Roll Yield Index Fund iShares FTSE NAREIT All Equity REIT Index Fund iShares Municipal Bond Index Fund iShares Russell Mid-Cap Index Fund iShares Russell Small/Mid-Cap Index Fund iShares Short-Term TIPS Bond Index Fund iShares Total U.S. Stock Market Index Fund iShares U.S. Intermediate Credit Bond Index Fund iShares U.S. Intermediate Government Bond Index Fund iShares U.S. Long Credit Bond Index Fund iShares U.S. Long Government Bond Index Fund iShares U.S. Securitized Bond Index Fund
BlackRock Funds II BlackRock 20/80 Target Allocation Fund BlackRock 40/60 Target Allocation Fund BlackRock 60/40 Target Allocation Fund BlackRock 80/20 Target Allocation Fund BlackRock Dynamic High Income Portfolio BlackRock Global Dividend Portfolio BlackRock Managed Income Fund BlackRock Multi-Asset Income Portfolio BlackRock Retirement Income 2030 Fund
BlackRock Funds III BlackRock Cash Funds: Institutional BlackRock Cash Funds: Treasury BlackRock Diversified Equity Alpha Fund BlackRock Diversified Fixed Income Fund BlackRock LifePath ® Dynamic Retirement Fund BlackRock LifePath ® Dynamic 2030 Fund BlackRock LifePath ® Dynamic 2035 Fund BlackRock LifePath ® Dynamic 2040 Fund BlackRock LifePath ® Dynamic 2045 Fund
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BlackRock LifePath ® Dynamic 2050 Fund BlackRock LifePath ® Dynamic 2055 Fund BlackRock LifePath ® Dynamic 2060 Fund BlackRock LifePath ® Dynamic 2065 Fund BlackRock LifePath ® Dynamic 2070 Fund BlackRock LifePath ® Index Retirement Fund BlackRock LifePath ® Index 2030 Fund BlackRock LifePath ® Index 2035 Fund BlackRock LifePath ® Index 2040 Fund BlackRock LifePath ® Index 2045 Fund BlackRock LifePath ® Index 2050 Fund BlackRock LifePath ® Index 2055 Fund BlackRock LifePath ® Index 2060 Fund BlackRock LifePath ® Index 2065 Fund BlackRock LifePath ® Index 2070 Fund iShares MSCI Total International Index Fund iShares Russell 1000 Large-Cap Index Fund iShares S&P 500 Index Fund iShares U.S. Aggregate Bond Index Fund
BlackRock Funds IV BlackRock Credit Relative Value Fund BlackRock Systematic Multi-Strategy Fund
BlackRock Funds V BlackRock Core Bond Portfolio BlackRock Floating Rate Income Portfolio BlackRock High Yield Portfolio BlackRock Income Fund BlackRock Inflation Protected Bond Portfolio BlackRock Low Duration Bond Portfolio BlackRock Strategic Income Opportunities Portfolio
BlackRock Funds VI BlackRock Advantage CoreAlpha Bond Fund
BlackRock Global Allocation Fund, Inc.
BlackRock Index Funds, Inc. iShares MSCI EAFE International Index Fund iShares Russell 2000 Small-Cap Index Fund
BlackRock International Select Equity Fund
BlackRock Large Cap Focus Growth Fund, Inc.
BlackRock Large Cap Focus Value Fund, Inc.
BlackRock Large Cap Series Funds, Inc. BlackRock Advantage Large Cap Core Fund BlackRock Advantage Large Cap Value Fund BlackRock Event Driven Equity Fund
BlackRock Liquidity Funds FedFund MuniCash TempCash BlackRock Select Treasury Based Liquidity Fund T-Fund Treasury Trust Fund
BlackRock Mid-Cap Value Series, Inc. BlackRock Mid-Cap Value Fund
BlackRock Multi-State Municipal Series Trust BlackRock New Jersey Municipal Bond Fund BlackRock New York Municipal Opportunities Fund BlackRock Pennsylvania Municipal Bond Fund
BlackRock Municipal Bond Fund, Inc. BlackRock National Municipal Fund BlackRock Short Duration Muni Fund
BlackRock Municipal Series Trust BlackRock Strategic Municipal Opportunities Fund
BlackRock Natural Resources Trust
BlackRock Series Fund, Inc. BlackRock Advantage Large Cap Core Portfolio BlackRock Balanced Portfolio BlackRock Capital Appreciation Portfolio BlackRock Global Allocation Portfolio BlackRock Government Money Market Portfolio
BlackRock Series Fund II, Inc. BlackRock High Yield Portfolio
BlackRock Series, Inc. BlackRock International Fund
BlackRock Strategic Global Bond Fund, Inc.
BlackRock Unconstrained Equity Fund
BlackRock Variable Series Funds, Inc. BlackRock 60/40 Target Allocation ETF V.I. Fund BlackRock Advantage Large Cap Core V.I. Fund BlackRock Advantage Large Cap Value V.I. Fund BlackRock Advantage SMID Cap V.I. Fund
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BlackRock Basic Value V.I. Fund BlackRock Capital Appreciation V.I. Fund BlackRock Equity Dividend V.I. Fund BlackRock Global Allocation V.I. Fund BlackRock Government Money Market V.I. Fund BlackRock International Index V.I. Fund BlackRock International V.I. Fund
BlackRock Large Cap Focus Growth V.I. Fund BlackRock Managed Volatility V.I. Fund BlackRock S&P 500 Index V.I. Fund BlackRock Small Cap Index V.I. Fund
BlackRock Variable Series Funds II, Inc. BlackRock High Yield V.I. Fund BlackRock Total Return V.I. Fund
Shareholders should retain this Supplement for future reference.
SAI-GLOBAL-1026SUP
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BLACKROCK FUNDS III BlackRock LifePath ® Dynamic Retirement Fund BlackRock LifePath ® Dynamic 2030 Fund BlackRock LifePath ® Dynamic 2035 Fund BlackRock LifePath ® Dynamic 2040 Fund BlackRock LifePath ® Dynamic 2045 Fund BlackRock LifePath ® Dynamic 2050 Fund BlackRock LifePath ® Dynamic 2055 Fund BlackRock LifePath ® Dynamic 2060 Fund BlackRock LifePath ® Dynamic 2065 Fund BlackRock LifePath ® Dynamic 2070 Fund
(each, a “Fund” and collectively, the “Funds”)
Supplement dated September 29, 2026 to the Funds’ Statement of Additional Information (“SAI”), dated April 30, 2026, as amended or supplemented to date
Effective immediately, the following changes are made to the Funds’ SAI:
The section entitled “I. Investment Objective and Policies” is amended to add the following:
Each Fund’s primary vehicle for gaining exposure to the commodities markets is expected to be through investments in its corresponding subsidiary BlackRock Cayman LifePath Dynamic Retirement Fund, Ltd., BlackRock Cayman LifePath Dynamic 2030 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2035 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2040 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2045 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2050 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2055 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2060 Fund, Ltd., BlackRock Cayman LifePath Dynamic 2065 Fund, Ltd. or BlackRock Cayman LifePath Dynamic 2070 Fund, Ltd. (each, a “Subsidiary” and collectively, the “Subsidiaries”), each a wholly owned subsidiary of the Fund formed in the Cayman Islands, which invests primarily in commodity-related instruments. The Subsidiaries may also hold cash and invest in other instruments, including fixed income securities, either as investments or to serve as margin or collateral for the Subsidiary’s derivative positions.
Investments in the Subsidiary. Each Fund may invest up to 25% of its total assets in the shares of its wholly owned and controlled Subsidiary. Investments in the Subsidiary are expected to provide the Funds with exposure to the commodity markets within the limitations of Subchapter M of the Internal Revenue Code of 1986, as amended, as discussed below. The Subsidiary is advised by the Manager. The Subsidiary (unlike the Fund) may invest without limitation in commodity-related instruments. However, the Subsidiary is otherwise subject to the same fundamental, non-fundamental and certain other investment restrictions as the Fund, including the timing and method of the valuation of the Subsidiary’s portfolio investments and shares of the Subsidiary. The Subsidiary is managed pursuant to compliance policies and procedures that are the same, in all material respects, as the policies and procedures adopted by the Fund. The Subsidiary is a company organized under the laws of the Cayman Islands, and is overseen by its own board of directors, which is comprised of John M. Perlowski, a Trustee, President and Chief Executive Officer of the Fund, and Trent Walker, Chief Financial Officer of the Fund. The Fund is the sole shareholder of the Subsidiary, and shares of the Subsidiary will not be sold or offered to other investors.
The Subsidiary invests primarily in commodity-related instruments. Although the Fund may invest in these commodity-related instruments directly, the Fund will likely gain exposure to these commodity-related instruments indirectly by investing in the Subsidiary. To the extent that BlackRock believes that these commodity-related instruments provide suitable exposure to the commodities market, the Fund’s investment in the Subsidiary will likely increase. The Subsidiary may also hold cash and invest in other instruments, including fixed income securities, either as investments or to serve as margin or collateral for the Subsidiary’s derivative positions.
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The Manager manages the assets of the Subsidiary pursuant to a separate investment management agreement (the “Subsidiary Management Agreement”), but receives no additional compensation for doing so. The Manager has entered into sub-advisory agreements with BlackRock International Limited (“BIL”) and BlackRock (Singapore) Limited (“BSL” together with BIL, the “Sub-Advisers”) with respect to the Subsidiary. BlackRock also provides certain administrative services for the Subsidiary, but receives no additional compensation for doing so. The Subsidiary will also enter into separate contracts for the provision of custody, accounting agent and audit services with the same or with affiliates of the same service providers that provide those services to the Fund.
The financial statements of the Subsidiary will be consolidated with the Fund’s financial statements in the Fund’s annual and semi-annual reports. The Fund’s Annual and Semi-Annual Financial Statements and Additional Information are filed with the SEC on Form N-CSR and are provided without charge upon request as indicated on the front cover of this SAI.
The Subsidiary is not registered under the Investment Company Act, and, unless otherwise noted in the Fund’s prospectus or this SAI, is not subject to all the investor protections of the Investment Company Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are both managed by BlackRock, making it unlikely that the Subsidiary will take action contrary to the interests of the Fund and its shareholders. The Fund’s Board of Trustees has oversight responsibility for the investment activities of the Fund, including the Fund’s investment in the Subsidiary, and the Fund’s role as sole shareholder of the Subsidiary. As noted above, the Subsidiary will be subject to the same investment restrictions and limitations as the Fund.
The Subsidiary is managed pursuant to compliance policies and procedures that are the same, in all material respects, as the policies and procedures adopted by the Fund. In addition, changes in the laws of the United States and/or the Cayman Islands could result in the inability of the Fund and/or the Subsidiary to operate as described in the Fund’s prospectus and this SAI and could adversely affect the Fund. For example, the Cayman Islands does not currently impose any income, corporate or capital gains tax, estate duty, inheritance tax, gift tax or withholding tax on the Subsidiary. If Cayman Islands law changes such that the Subsidiary must pay Cayman Islands taxes, Fund shareholders would likely suffer decreased investment returns.
The Fund, as a “regulated investment company” under the tax rules, is required to realize at least 90 percent of its annual gross income from investment-related sources, specifically from dividends, interest, proceeds from securities lending, gains from the sales of stocks, securities and foreign currencies, other income (including, but not limited to, gains from options, futures or forward contracts) derived with respect to its business of investing in such stock, securities or currencies, or certain types of publicly traded partnerships (referred to as qualifying income). The Fund, through its investment in the Subsidiary, invests in commodity-related instruments indirectly through the Subsidiary because direct investments by a regulated investment company in commodity-related instruments generally do not produce qualifying income. The Fund expects its income with respect to the Subsidiary to be qualifying income. However, in the future, if the IRS issues regulations or other guidance, or Congress enacts legislation limiting the circumstances in which the Fund’s income with respect to the Subsidiary will be considered “qualifying income,” the Fund might be required to make changes to its operations, which may reduce the Fund’s ability to gain investment exposure to commodities. Fund shareholders may also experience adverse tax consequences in such circumstances.
The Subsidiary itself is not expected to be subject to U.S. federal income tax. It will, however, be considered a controlled foreign corporation, and the Fund will be required to include as income annually amounts earned by the Subsidiary during that year, whether or not the Subsidiary distributes such amounts to the Fund. (Previously taxed income will not, however, be taxable again when distributed.) Furthermore, the requirement for the Fund to distribute net investment income, if any, and net realized capital gain, if any, at least annually, will apply to such Subsidiary income, whether or not the Subsidiary makes a distribution to the Fund during the taxable year. If the Subsidiary incurs net losses in any year, such losses will not offset the Fund’s income or gains nor carryforward to future years.
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The section entitled “II. Investment Restrictions” is amended to add the following:
The Subsidiaries will follow the Funds’ fundamental and non-fundamental investment restrictions, described above, with respect to their investments.
The section entitled “IV. Management, Advisory and Other Service Arrangements” is amended to add the following:
Organization and Management of Wholly-Owned Subsidiaries
The Funds intend to gain exposure to commodity markets by investing up to 25% of their total assets in the Subsidiaries. The Subsidiaries invest primarily in commodity-related instruments.
The Subsidiaries are companies organized under the laws of the Cayman Islands, whose registered office is located at the offices of Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands. The Subsidiaries’ affairs are overseen by boards of directors, each of which is comprised of John M. Perlowski and Trent Walker.
The Manager provides investment management and administrative services to the Subsidiaries. The Manager does not receive separate compensation from the Subsidiaries for providing them with investment advisory or administrative services. However, the Funds pay the Manager based on the Funds’ assets, including the assets invested in the Subsidiaries. BlackRock has entered into sub-advisory agreements with each of BlackRock International Limited and BlackRock (Singapore) Limited with respect to the Subsidiaries. The Subsidiaries entered into contracts for the provision of custody, accounting agent and audit services with the same service providers that provide those services to the Funds.
The Subsidiaries are managed pursuant to compliance policies and procedures that are the same, in all material respects, as the policies and procedures adopted by the Funds. As a result, the Manager, in managing the Subsidiaries’ portfolios, is subject to the same investment policies and restrictions that apply to the management of the Funds, and, in particular, to the requirements relating to portfolio leverage, liquidity, brokerage, and the timing and method of the valuation of the Subsidiaries’ portfolio investments and shares of the Subsidiaries. These policies and restrictions are described elsewhere in detail in this SAI. The Funds and the Subsidiaries test for compliance with certain investment restrictions on a consolidated basis.
The section entitled “VI. Computation of Offering Price Per Share” is amended to add the following:
The Subsidiaries are subject to the same valuation policies as the Funds as described in “Pricing of Shares” in Part II of this SAI. The Funds’ investments in the Subsidiaries are valued based on the value of the Subsidiaries’ portfolio investments. The Subsidiaries price their portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Funds, which require, among other things, that each of the Subsidiaries’ portfolio investments be marked-to-market (that is, the value on the Subsidiaries’ books changes) each business day to reflect changes in the market value of the investment.
The section entitled “VII. Portfolio Transactions and Brokerage” is amended to add the following:
The Subsidiaries follow the same brokerage practices as the Funds.
Shareholders should retain this Supplement for future reference.
SAI-LPD-0926SUP
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BlackRock Advantage Global Fund, Inc. BlackRock Advantage SMID Cap Fund, Inc. BlackRock Allocation Target Shares BlackRock Balanced Fund, Inc. BlackRock Bond Fund, Inc. BlackRock California Municipal Series Trust BlackRock Capital Appreciation Fund, Inc. BlackRock Emerging Markets Fund, Inc. BlackRock Equity Dividend Fund BlackRock Financial Institutions Series Trust BlackRock Funds SM BlackRock Funds II BlackRock Funds III BlackRock Funds IV BlackRock Funds V BlackRock Funds VI BlackRock Global Allocation Fund, Inc. BlackRock Index Funds, Inc.
BlackRock International Select Equity Fund BlackRock Large Cap Focus Growth Fund, Inc. BlackRock Large Cap Focus Value Fund, Inc. BlackRock Large Cap Series Funds, Inc. BlackRock Liquidity Funds BlackRock Mid-Cap Value Series, Inc. BlackRock Multi-State Municipal Series Trust BlackRock Municipal Bond Fund, Inc. BlackRock Municipal Series Trust BlackRock Natural Resources Trust BlackRock Series Fund, Inc. BlackRock Series Fund II, Inc. BlackRock Series, Inc. BlackRock Strategic Global Bond Fund, Inc. BlackRock Unconstrained Equity Fund BlackRock Variable Series Funds, Inc. BlackRock Variable Series Funds II, Inc.
Supplement dated September 11, 2026 to the Statement of Additional Information (“SAI”) of each of the funds listed in Appendix A (each, a “Fund”), as amended from time to time.
Each Fund’s SAI is amended as follows:
The list in the section entitled “Purchase of Shares - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” in Part II, or in the section entitled “Miscellaneous Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” “Investment Advisory Arrangements - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments” or “Investment Adviser and Other Service Providers - Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,” as applicable, of each Fund’s current SAI, is deleted in its entirety and replaced with the following:
&Partners AccuTech Systems Corporation ADP Broker-Dealer, Inc. Advisor Credit Exchange, LLC Advisor Group, Inc. AE Wealth Management, LLC Alight Solutions LLC Allianz Life Financial Services, LLC Allianz Life Insurance Company of New York Allianz Life Insurance Company of North America Altruist Financial LLC American Enterprise Investment Services, Inc. American General Life Insurance Company American United Life Insurance Company Annuity Investors Life Insurance Company Anthem Securities LLC Argent Institutional Trust Company Ascensus Broker Dealer Services, Inc. Ascensus, Inc. Atomic Brokerage LLC Avantax Investment Services, LLC
Bancroft Capital LLC Bank of America, N.A. Bank of New York Mellon Barclays Capital Inc. Benefit Plans Administrative Services, Inc. Benefit Trust Company Beta Capital Securities LLC bfinance US Ltd. BlackRock Advisors, LLC BMO Capital Markets Corp. BNP Paribas BNP Paribas Investment Partners UK Limited BNY Mellon, N.A. BofA Securities, Inc. BOKF, N.A. Brighthouse Life Insurance Company Brighthouse Life Insurance Company of NY Broadridge Business Process Outsourcing, LLC Brown Brothers Harriman & Co. Cabrera Capital Markets, LLC Capital One, N.A.
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Cetera Advisor Networks LLC Cetera Advisors LLC Cetera Financial Group Cetera Financial Specialists LLC Cetera Investment Services LLC CF Secured, LLC Charles Schwab & Co., Inc. Charles Schwab Trust Bank Chicago Mercantile Exchange Inc. CIM Investment Management, Inc. Citco Securities, LLC CitiBank, National Association Citigroup Global Markets, Inc. Citizens Bank Citizens Business Bank CME Shareholder Servicing LLC CMFG Life Insurance Company Comerica Bank Commonwealth Financial Network Computershare Trust Company Conduent HR Services, LLC Delaware Life Insurance Company Delaware Trust Company Deutsche Bank AG Deutsche Bank Trust Company Americas Digital Retirement Solutions, Inc. Dunham & Associates Investment Counsel, Inc. Dynasty Financial Partners LLC Edward D. Jones & Co., L.P. Empire Fidelity Investments Life Insurance Company Empower Annuity Insurance Company of America Empower Financial Services, Inc. Empower Life & Annuity Insurance Company of New York Empower Plan Services, LLC Envestnet Asset Management, Inc. Equitable Advisors, LLC Equitable Life Insurance Company E*trade Savings Bank Federal Deposit Insurance Corporation Fidelity Brokerage Services LLC Fidelity Investments Institutional Operations Company, Inc. Fidelity Investments Life Insurance Company Fifth Third Securities, Inc. First Allied Securities, Inc. First Command Financial Planning, Inc. First Hawaiian Bank First Republic Bank First Security Benefit Life Insurance and Annuity Company of New York
First Symetra National Life Insurance Company of New York First-Citizens Bank & Trust Company FIS Brokerage & Securities Services LLC FNEX Capital, LLC Forethought Life Insurance Company FSC Securities Corporation Genworth Life and Annuity Insurance Company Genworth Life Insurance Company of New York Global Atlantic Distributors, LLC Goldman Sachs & Co. Great Pacific Securities, LLC Guardian Insurance & Annuity Co., Inc. Hancock Whitney Bank Hartford Funds Management Company Hartford Securities Distribution Company, Inc. Hazeltree Fund Services, Inc. Hightower Securities, Inc. Hilltop Securities Inc. HSBC Bank USA, N.A. Huntington Securities, Inc. Institutional Cash Distributors, LLC Integrity Life Insurance Company Interactive Brokers, LLC Investment Trust of California J.P. Morgan Institutional Investments Inc. J.P. Morgan Securities LLC Jefferies LLC Jefferson National Life Insurance Company Jefferson National Life Insurance Company of New York John Hancock Life Insurance Company (U.S.A.) John Hancock Life Insurance Company of New York John Hancock Trust Company JPMorgan Chase Bank, N.A. Kestra Investment Services, LLC Lincoln Financial Advisors Corporation Lincoln Financial Securities Corporation Lincoln Life & Annuity Company of New York Lincoln National Life Insurance Company Lincoln Retirement Services LLC Lombard International Life Assurance Company LPL Financial LLC M&T Securities Inc. Manufacturers and Traders Trust Company Massachusetts Mutual Life Insurance Company Members Life Insurance Company Merrill Lynch, Pierce, Fenner & Smith Incorporated Metavante Corporation Metropolitan Life Insurance Company Mid Atlantic Clearing & Settlement Corporation Midland Life Insurance Company
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Minnesota Life Insurance Company Mischler Financial Group Mizuho Securities USA Inc. MML Distributors, LLC MML Investors Services, LLC Morgan Stanley & Co. LLC Morgan Stanley Distribution, Inc. Morgan Stanley Smith Barney LLC MUFG Union Bank, National Association Nassau Life Insurance Company National Financial Services LLC National Integrity Life Insurance Company National Life Insurance Company Nationwide Financial Services, Inc. Nationwide Fund Distributors LLC Nationwide Retirement Solutions NCB Federal Savings Bank New England Pension Plan Systems, LLC New York Life Insurance and Annuity Corporation Newport Retirement Services, Inc. Northbrook Bank & Trust Company Northern Trust Company Northwestern Mutual Investment Services, LLC Northwestern Mutual Life Insurance Company NYLife Distributors LLC Oppenheimer & Co., Inc. Orion Advisor Services, LLC Osaic Wealth, Inc. Pacific Life & Annuity Company Pacific Life Insurance Company Pacific Select Distributors, LLC Park Avenue Securities LLC Penserra Securities LLC Pershing LLC PFPC Inc. Piper Jaffray & Co. PNC Bank, National Association PNC Capital Markets LLC PNC Investments LLC Principal Bank Principal Life Insurance Company Protective Life and Annuity Insurance Company Protective Life Insurance Company Pruco Life Insurance Company Pruco Life Insurance Company of New Jersey Prudential Annuities Distributors, Inc. Prudential Insurance Company of America Raymond James & Associates, Inc. Raymond James Financial Services, Inc. RBC Capital Markets, LLC Regions Bank Reliance Trust Company
Reliastar Life Insurance Company Reliastar Life Insurance Company of New York RiverSource Distributors, Inc. RiverSource Life Insurance Co. of New York RiverSource Life Insurance Company SagePoint Financial, Inc. Sammons Retirement Solutions, Inc. Sanctuary Wealth Group, LLC Santander Bank, N.A. Saturna Trust Company Securities America, Inc. Securities Finance Trust Company Security Benefit Life Insurance Company Security Financial Resources, Inc. Security Life of Denver Insurance Company SEI Private Trust Company SG Americas Securities, LLC Silicon Valley Bank Standard Insurance Company State Farm Life and Accident Assurance Company State Farm Life Insurance Company State Farm VP Management Corp. State Street Bank and Trust Company State Street Global Markets, LLC Stern Brothers & Co. Stifel, Nicolaus & Company, Incorporated Summit Brokerage Services, Inc. SVB Asset Management Symetra Life Insurance Company Syntal Capital Partners, LLC T. Rowe Price Retirement Plan Services, Inc. Talcott Resolution Life and Annuity Insurance Company Talcott Resolution Life Insurance Company TD Ameritrade Clearing, Inc. TD Ameritrade, Inc. TD Prime Services (US) LLC Teachers Insurance and Annuity Association of America Tigress Financial Partners, LLC Transamerica Financial Life Insurance Company Transamerica Life Insurance Company Treasury Brokerage Triad Advisors, LLC Truist Bank U.S. Bancorp Investments, Inc. U.S. Bank, National Association UBATCO & Co. UBS Financial Services, Inc. UBS Securities LLC Ultimus Fund Solutions, LLC UMB Bank, National Association
3
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United States Life Insurance Company in the City of New York VALIC Retirement Services Company Vanguard Group, Inc. Vanguard Marketing Corporation Voya Financial Advisors, Inc. Voya Financial Partners, LLC Voya Institutional Plan Services, LLC Voya Insurance and Annuity Company Voya Investments Distributor, LLC Voya Retirement Insurance and Annuity Company
Waddell & Reed, Inc. Wells Fargo Advisors, LLC Wells Fargo Advisors Financial Network, LLC Wells Fargo Bank, N.A. Wells Fargo Clearing Services, LLC Wells Fargo Investments, LLC Wells Fargo Securities, LLC Wilmington Trust, National Association Woodbury Financial Services, Inc. ZB, National Association
4
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Appendix A
BlackRock Advantage Global Fund, Inc.
BlackRock Advantage SMID Cap Fund, Inc.
BlackRock Allocation Target Shares BATS: Securitized Total Return Series BATS: Corporate Credit Total Return Series BATS: High Income Municipal Series BATS: High Income Taxable Series BATS: Mortgage Total Return Series BATS: Interest Rate Hedge Series BATS: Short Duration Taxable Total Return Series BATS: Short Term Municipal Income Series
BlackRock Balanced Fund, Inc.
BlackRock Bond Fund, Inc. BlackRock Total Return Fund
BlackRock California Municipal Series Trust BlackRock California Municipal Opportunities Fund
BlackRock Capital Appreciation Fund, Inc.
BlackRock Emerging Markets Fund, Inc.
BlackRock Equity Dividend Fund
BlackRock Financial Institutions Series Trust BlackRock Summit Cash Reserves Fund
BlackRock Funds SM BlackRock Advantage Emerging Markets Fund BlackRock Advantage International Fund BlackRock Advantage Large Cap Growth Fund BlackRock Advantage Small Cap Core Fund BlackRock Advantage Small Cap Growth Fund BlackRock China A Opportunities Fund BlackRock Commodity Strategies Fund BlackRock Daily Reinvestment Stablecoin Reserve Vehicle BlackRock Defensive Advantage Emerging Markets Fund BlackRock Emerging Markets ex-China Fund BlackRock Energy Opportunities Fund BlackRock Exchange Portfolio BlackRock Global Equity Market Neutral Fund BlackRock Health Sciences Opportunities Portfolio
BlackRock High Equity Income Fund BlackRock Mid-Cap Growth Equity Portfolio BlackRock Real Estate Securities Fund BlackRock Short Obligations Fund BlackRock Sustainable Aware Advantage Emerging Markets Equity Fund BlackRock Sustainable Aware Advantage Large Cap Core Fund BlackRock Tactical Opportunities Fund BlackRock Technology Opportunities Fund BlackRock Wealth Liquid Environmentally Aware Fund Circle Reserve Fund iShares Developed Real Estate Index Fund iShares Enhanced Roll Yield Index Fund iShares FTSE NAREIT All Equity REIT Index Fund iShares Municipal Bond Index Fund iShares Russell Mid-Cap Index Fund iShares Russell Small/Mid-Cap Index Fund iShares Short-Term TIPS Bond Index Fund iShares Total U.S. Stock Market Index Fund iShares U.S. Intermediate Credit Bond Index Fund iShares U.S. Intermediate Government Bond Index Fund iShares U.S. Long Credit Bond Index Fund iShares U.S. Long Government Bond Index Fund iShares U.S. Securitized Bond Index Fund
BlackRock Funds II BlackRock 20/80 Target Allocation Fund BlackRock 40/60 Target Allocation Fund BlackRock 60/40 Target Allocation Fund BlackRock 80/20 Target Allocation Fund BlackRock Dynamic High Income Portfolio BlackRock Global Dividend Portfolio BlackRock Managed Income Fund BlackRock Multi-Asset Income Portfolio BlackRock Retirement Income 2030 Fund
BlackRock Funds III BlackRock Cash Funds: Institutional BlackRock Cash Funds: Treasury BlackRock Diversified Equity Alpha Fund BlackRock Diversified Fixed Income Fund BlackRock LifePath ® Dynamic Retirement Fund BlackRock LifePath ® Dynamic 2030 Fund BlackRock LifePath ® Dynamic 2035 Fund BlackRock LifePath ® Dynamic 2040 Fund BlackRock LifePath ® Dynamic 2045 Fund
5
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BlackRock LifePath ® Dynamic 2050 Fund BlackRock LifePath ® Dynamic 2055 Fund BlackRock LifePath ® Dynamic 2060 Fund BlackRock LifePath ® Dynamic 2065 Fund BlackRock LifePath ® Dynamic 2070 Fund BlackRock LifePath ® ESG Index Retirement Fund BlackRock LifePath ® ESG Index 2030 Fund BlackRock LifePath ® ESG Index 2035 Fund BlackRock LifePath ® ESG Index 2040 Fund BlackRock LifePath ® ESG Index 2045 Fund BlackRock LifePath ® ESG Index 2050 Fund BlackRock LifePath ® ESG Index 2055 Fund BlackRock LifePath ® ESG Index 2060 Fund BlackRock LifePath ® ESG Index 2065 Fund BlackRock LifePath ® ESG Index 2070 Fund BlackRock LifePath ® Index Retirement Fund BlackRock LifePath ® Index 2030 Fund BlackRock LifePath ® Index 2035 Fund BlackRock LifePath ® Index 2040 Fund BlackRock LifePath ® Index 2045 Fund BlackRock LifePath ® Index 2050 Fund BlackRock LifePath ® Index 2055 Fund BlackRock LifePath ® Index 2060 Fund BlackRock LifePath ® Index 2065 Fund BlackRock LifePath ® Index 2070 Fund iShares MSCI Total International Index Fund iShares Russell 1000 Large-Cap Index Fund iShares S&P 500 Index Fund iShares U.S. Aggregate Bond Index Fund
BlackRock Funds IV BlackRock Credit Relative Value Fund BlackRock Systematic Multi-Strategy Fund
BlackRock Funds V BlackRock Core Bond Portfolio BlackRock Floating Rate Income Portfolio BlackRock High Yield Portfolio BlackRock Income Fund BlackRock Inflation Protected Bond Portfolio BlackRock Low Duration Bond Portfolio BlackRock Strategic Income Opportunities Portfolio
BlackRock Funds VI BlackRock Advantage CoreAlpha Bond Fund
BlackRock Global Allocation Fund, Inc.
BlackRock Index Funds, Inc. iShares MSCI EAFE International Index Fund iShares Russell 2000 Small-Cap Index Fund
BlackRock International Select Equity Fund
BlackRock Large Cap Focus Growth Fund, Inc.
BlackRock Large Cap Focus Value Fund, Inc.
BlackRock Large Cap Series Funds, Inc. BlackRock Advantage Large Cap Core Fund BlackRock Advantage Large Cap Value Fund BlackRock Event Driven Equity Fund
BlackRock Liquidity Funds FedFund MuniCash TempCash BlackRock Select Treasury Based Liquidity Fund T-Fund Treasury Trust Fund
BlackRock Mid-Cap Value Series, Inc. BlackRock Mid-Cap Value Fund
BlackRock Multi-State Municipal Series Trust BlackRock New Jersey Municipal Bond Fund BlackRock New York Municipal Opportunities Fund BlackRock Pennsylvania Municipal Bond Fund
BlackRock Municipal Bond Fund, Inc. BlackRock National Municipal Fund BlackRock Short Duration Muni Fund
BlackRock Municipal Series Trust BlackRock Strategic Municipal Opportunities Fund
BlackRock Natural Resources Trust
BlackRock Series Fund, Inc. BlackRock Advantage Large Cap Core Portfolio BlackRock Balanced Portfolio BlackRock Capital Appreciation Portfolio BlackRock Global Allocation Portfolio BlackRock Government Money Market Portfolio
BlackRock Series Fund II, Inc. BlackRock High Yield Portfolio
BlackRock Series, Inc. BlackRock International Fund
BlackRock Strategic Global Bond Fund, Inc.
6
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BlackRock Unconstrained Equity Fund
BlackRock Variable Series Funds, Inc. BlackRock 60/40 Target Allocation ETF V.I. Fund BlackRock Advantage Large Cap Core V.I. Fund BlackRock Advantage Large Cap Value V.I. Fund BlackRock Advantage SMID Cap V.I. Fund BlackRock Basic Value V.I. Fund BlackRock Capital Appreciation V.I. Fund BlackRock Equity Dividend V.I. Fund BlackRock Global Allocation V.I. Fund
BlackRock Government Money Market V.I. Fund BlackRock International Index V.I. Fund BlackRock International V.I. Fund BlackRock Large Cap Focus Growth V.I. Fund BlackRock Managed Volatility V.I. Fund BlackRock S&P 500 Index V.I. Fund BlackRock Small Cap Index V.I. Fund
BlackRock Variable Series Funds II, Inc. BlackRock High Yield V.I. Fund BlackRock Total Return V.I. Fund
Shareholders should retain this Supplement for future reference.
SAI-GLOBAL-0926SUP
7
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STATEMENT OF ADDITIONAL INFORMATION
BlackRock Funds III
BlackRock LifePath ® Dynamic Retirement Fund BlackRock LifePath ® Dynamic 2030 Fund BlackRock LifePath ® Dynamic 2035 Fund BlackRock LifePath ® Dynamic 2040 Fund BlackRock LifePath ® Dynamic 2045 Fund BlackRock LifePath ® Dynamic 2050 Fund BlackRock LifePath ® Dynamic 2055 Fund BlackRock LifePath ® Dynamic 2060 Fund BlackRock LifePath ® Dynamic 2065 Fund BlackRock LifePath ® Dynamic 2070 Fund
400 Howard Street, San Francisco, California 94105 • Phone No. (800) 441-7762
BlackRock Funds III (the “Trust”) is an open-end, series management investment company. This combined Statement of Additional Information (“SAI”) contains additional information about Investor A Shares, Investor C Shares, Institutional Shares, Class K Shares and Class R Shares of the Trust’s BlackRock LifePath ® Dynamic Retirement Fund, BlackRock LifePath ® Dynamic 2030 Fund, BlackRock LifePath ® Dynamic 2035 Fund, BlackRock LifePath ® Dynamic 2040 Fund, BlackRock LifePath ® Dynamic 2045 Fund, BlackRock LifePath ® Dynamic 2050 Fund, BlackRock LifePath ® Dynamic 2055 Fund, BlackRock LifePath ® Dynamic 2060 Fund, BlackRock LifePath ® Dynamic 2065 Fund and BlackRock LifePath ® Dynamic 2070 Fund (each, a “Fund” and collectively, the “Funds”).
Each Fund invests in a combination of stock, bond and money market funds (the “Underlying Funds”) and derivatives. BlackRock Fund Advisors (“BFA”) serves as investment adviser to the Funds, and BFA or its affiliates serves as investment adviser to certain Underlying Funds.
This SAI is not a prospectus and should be read in conjunction with the current prospectuses of the Funds, each dated April 30, 2026 (each, a “Prospectus” and collectively, the “Prospectuses”), which have been filed with the Securities and Exchange Commission (the “Commission”) and can be obtained, without charge, by calling (800) 441-7762 or by writing to the Funds at the above address. Part I of this SAI and the portions of Part II of this SAI that relate to the Funds have been incorporated by reference into the Funds’ Prospectuses. The portions of Part II of this SAI that do not relate to the Funds do not form a part of the Funds’ SAI, have not been incorporated by reference into the Funds’ Prospectuses and should not be relied upon by investors in the Funds. All terms used in this SAI that are defined in the Prospectuses have the meanings assigned in the Prospectuses. The audited financial statements for the Funds are incorporated into this SAI by reference to the Funds’ combined Annual Financial Statements and Additional Information for the fiscal year ended December 31, 2025, as filed with the SEC on Form N-CSR (the “2025 Annual Financial Statements”). You may request a cop y of the 2025 Annual Financial Statements at no charge by calling (800) 441-7762 between 8:00 a.m. and 6:00 p.m. Eastern time on any business day.
References to the Investment Company Act of 1940, as amended (the “Investment Company Act”), or other applicable law, will include any rules promulgated thereunder and any guidance, interpretations or modifications by the Commission, Commission staff or other authority with
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appropriate jurisdiction, including court interpretations, and exemptive, no-action or other relief or permission from the Commission, Commission staff or other authority.
LifePath ® is a registered service mark of BlackRock Institutional Trust Company, N.A. and the LifePath products are covered by U.S. Patents 5,812,987 and 6,336,102.
Class
BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund Investor A Shares ....... LPRAX LPRDX LPJAX LPREX LPHAX Investor C Shares ....... LPCRX LPCNX LPJCX LPCKX LPHCX Institutional Shares ..... STLAX STLDX LPJIX STLEX LPHIX Class K Share s.......... LPSAX LPSDX LPJKX LPSFX LPHKX Class R Shares ......... LPRRX LPRNX LPJRX LPRKX LPHRX
Class
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Investor A Shares ....... LPRFX LPVAX LPDAX LPWAX LPYAX Investor C Shares ....... LPCPX LPVCX LPDCX LPWCX LPYCX Institutional Shares ..... STLFX LPVIX LPDIX LPWIX LPYIX Class K Share s.......... LPSGX LPVKX LPDKX LPWKX LPYKX Class R Shares ......... LPRPX LPVRX LPDRX LPWRX LPYRX
BlackRock Fund Advisors — Manager
BlackRock Investments, LLC — Distributor
The date of this Statement of Additional Information is April 30, 2026.
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TABLE OF CONTENTS
Page
PART I
Investment Objectives and Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-2
Investment Restrictions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-11
Information on Trustees and Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-13
Management, Advisory and Other Service Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-25 Information on Sales Charges and Distribution Related Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . I-34
Computation of Offering Price Per Share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-36
Portfolio Transactions and Brokerage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-37 Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-40
Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-48
Disclaimers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-48
PART II
Investment Risks and Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-1 Management and Other Service Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-104
Selective Disclosure of Portfolio Holdings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-108
Purchase of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-126 Redemption of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-146
Shareholder Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-150
Pricing of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-155 Portfolio Transactions and Brokerage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-158
Dividends and Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-164
Performance Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-174 Proxy Voting Policies and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-176 General Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-177
Appendix A — Description of Bond Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-1
Appendix B — Proxy Voting Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . B-1
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P ART I: I NFORMATION A BOUT T HE F UNDS
Part I of this Statement of Additional Information (“SAI”) sets forth information about BlackRock LifePath ® Dynamic Retirement Fund, BlackRock LifePath ® Dynamic 2030 Fund, BlackRock LifePath ® Dynamic 2035 Fund, BlackRock LifePath ® Dynamic 2040 Fund, BlackRock LifePath ® Dynamic 2045 Fund, BlackRock LifePath ® Dynamic 2050 Fund, BlackRock LifePath ® Dynamic 2055 Fund, BlackRock LifePath ® Dynamic 2060 Fund, BlackRock LifePath ® Dynamic 2065 Fund and BlackRock LifePath ® Dynamic 2070 Fund (each, a “Fund” and collectively, the “Funds”), each a series of BlackRock Funds III (the “Trust”). It includes information about the Trust’s Board of Trustees (the “Board” or the “Board of Trustees” and the members of which are “Trustees”), the advisory and management services provided to and the management fees paid by the Funds, and information about other fees applicable to and services provided to the Funds. This Part I should be read in conjunction with the current prospectuses for Investor A Shares, Investor C Shares, Institutional Shares, Class K Shares and Class R Shares of the Funds, each dated April 30, 2026 (each, a “Prospectus” and collectively, the “Prospectuses”) and those portions of Part II of this SAI that pertain to the Funds.
I. Investment Objectives and Policies
Please see the Prospectuses for more information about each Fund’s investment objective and policies. Each Fund invests in a combination of equity, bond, multi-asset, and money market funds (the “Underlying Funds”) and derivatives, and may also invest in U.S. government securities and short-term paper. Under normal circumstances, the Funds intend to invest primarily in Underlying Funds that are affiliated open-end funds and affiliated exchange-traded funds (“ETFs”), some of which may be index funds. BlackRock Institutional Trust Company, N.A. (“BTC”) has granted the Trust a non-exclusive license to use the name “LifePath.” If the license agreement is terminated, the Trust, at BTC’s request, will cease using the “LifePath” name. The investment objective and policies of a Fund determine the allocation and reallocation of assets to the combination of Underlying Funds and derivatives, the degree of risk to which the Fund is subject and, ultimately, its performance. As with all investment companies, there can be no assurance that the investment objective of any Fund will be achieved.
Each Fund is classified as diversified under the Investment Company Act.
In implementing each Fund’s investment strategy, from time to time, BlackRock Fund Advisors (“BFA” or the “Manager”), each Fund’s investment manager, may consider and employ techniques and strategies designed to minimize and defer the U.S. federal income taxes which may be incurred by shareholders in connection with their investment in such Fund.
***
Set forth below is a listing of some of the types of investments and investment strategies that a Fund and its Underlying Funds may use, and the risks and considerati ons associated with those investments and investment strategies. Please see Part II of this SAI for further information on these investments and investment strategies. Information contained in Part II about the risks and considerations associated with investments and/or investment strategies applies only to the extent a Fund or its Underlying Funds makes each type of investment or uses each investment strategy. Also set forth below is a listing of the proxy voting policy and related guidelines applicable to each Fund. Please see “Proxy Voting Policies and Procedures” in Part II of this SAI for further information about these policies. A copy of each policy is included in Appendix B. Information that does not apply to a Fund does not form a part of that Fund’s SAI and should not be relied on by investors in that Fund.
I-2
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Only information that is clearly identified as applic able to a Fund is considered to form a part of that Fund’s SAI.
BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Asset-Backed Securities XXXXXXXXXX Asset-Based Securities XXXXXXXXXX Precious Metal Related Securities X X X X X X X X X X Borrowing and Leverage XXXXXXXXXX Cash Management XXXXXXXXXX Collateralized Debt Obligations XXXXXXXXXX Collateralized Bond Obligations X X X X X X X X X X Collateralized Loan Obligations X X X X X X X X X X Commercial Paper XXXXXXXXXX Commodity-Linked Derivative Instruments and Hybrid Instruments XXXXXXXXXX Qualifying Hybrid Instruments X X X X X X X X X X Hybrid Instruments Without Principal Protection X X X X X X X X X X Limitations on Leverage X X X X X X X X X X Counterparty Risk X X X X X X X X X X Convertible Securities XXXXXXXXXX Corporate Loans XXXXXXXXXX Direct Lending Credit Linked Securities XXXXXXXXXX Debt Securities XXXXXXXXXX Floating and Variable Rate Securities X X X X X X X X X X
I-3
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Inflation-Indexed Bonds X XXXXXXXXX Investment Grade Debt Obligations X X X X X X X X X X High Yield Investments (“Junk Bonds”) X XXXXXXXXX Mezzanine Investments X X X X X X X X X X Pay-in-kind Bonds X XXXXXXXXX Supranational Entities X X X X X X X X X X Depositary Receipts (ADRs, EDRs and GDRs) XXXXXXXXXX Derivatives XXXXXXXXXX Hedging X X X X X X X X X X Speculation X X X X X X X X X X Risk Factors in Derivatives X X X X X X X X X X Correlation Risk X X X X X X X X X X Counterparty Risk X X X X X X X X X X Credit Risk X X X X X X X X X X Currency Risk X X X X X X X X X X Illiquidity Risk X X X X X X X X X X Index Risk X X X X X X X X X X Legal Risk X X X X X X X X X X Leverage Risk X X X X X X X X X X Market Risk X X X X X X X X X X Operational Risk X X X X X X X X X X Valuation Risk X X X X X X X X X X Volatility Risk X XXXXXXXXX Futures X X X X X X X X X X Swap Agreements X X X X X X X X X X Credit Default Swaps and Similar Instruments X X X X X X X X X X Interest Rate Swaps, Floors and Caps X X X X X X X X X X
I-4
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Total Return Swaps X X X X X X X X X X Options X X X X X X X X X X Options on Securities and Securities Indices X X X X X X X X X X Call Options X X X X X X X X X X Put Options X X X X X X X X X X Options on Government National Mortgage Association (“GNMA”) Certificates X X X X X X X X X X Options on Swaps (“Swaptions”) X X X X X X X X X X FLEX Options X X X X X X X X X X Foreign Exchange Transactions X X X X X X X X X X Spot Transactions and FX Forwards X X X X X X X X X X Currency Futures X X X X X X X X X X Currency Options X X X X X X X X X X Currency Swaps X X X X X X X X X X Distressed Securities XXXXXXXXXX Environmental, Social and Governance (“ESG”) Integration XXXXXXXXXX Equity Securities XXXXXXXXXX Real Estate Related Securities X X X X X X X X X X Securities of Smaller or Emerging Growth Companies X X X X X X X X X X Tracking Stocks X X X X X X X X X X
I-5
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Exchange-Traded Notes (“ETNs”) XXXXXXXXXX Foreign Investments XXXXXXXXXX Foreign Investment Risks X X X X X X X X X X Foreign Market Risk X X X X X X X X X X Foreign Economy Risk X X X X X X X X X X Currency Risk and Exchange Risk X X X X X X X X X X Governmental Supervision and Regulation/ Accounting Standards X X X X X X X X X X Certain Risks of Holding Fund Assets Outside the United States X X X X X X X X X X Publicly Available Information X X X X X X X X X X Settlement Risk X X X X X X X X X X Sovereign Debt X X X X X X X X X X Withholding Tax Reclaims Risk XXXXXXXXXX U.S. Economic Trading Partners Risk XXXXXXXXXX Funding Agreements XXXXXXXXXX Guarantees XXXXXXXXXX Illiquid Investments XXXXXXXXXX Index Funds XXXXXXXXXX Cash Flows; Expenses X X X X X X X X X X Tracking Error Risk X X X X X X X X X X S&P 500 Index X X X X X X X X X X
I-6
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Russell Indexes X X X X X X X X X X MSCI Indexes X X X X X X X X X X FTSE Indexes X X X X X X X X X X Bloomberg Indexes X X X X X X X X X X ICE BofA Indexes X X X X X X X X X X Indexed and Inverse Securities XXXXXXXXXX Inflation Risk XXXXXXXXXX Initial Public Offering (“IPO”) Risk XXXXXXXXXX Investment in Emerging Markets XXXXXXXXXX Brady Bonds X XXXXXXXXX China Investments Risk X X X X X X X X X X Investment in Other Investment Companies XXXXXXXXXX Exchange Traded Funds X XXXXXXXXX Issuer Insolvency Risk XXXXXXXXXX Lease Obligations XXXXXXXXXX Life Settlement Investments XXXXXXXXXX Liquidity Risk Management XXXXXXXXXX Market Risk/Recent Market Events XXXXXXXXXX Master Limited Partnerships XXXXXXXXXX Merger Transaction Risk XXXXXXXXXX Money Market Obligations of Domestic Banks, Foreign Banks and Foreign Branches of U.S. Banks XXXXXXXXXX Money Market Securities XXXXXXXXXX Mortgage-Related Securities XXXXXXXXXX
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Mortgage Backed Securities X X X X X X X X X X Collateralized Mortgage Obligations (“CMOs”) X X X X X X X X X X Adjustable Rate Mortgage Securities X X X X X X X X X X CMO Residuals X X X X X X X X X X Stripped Mortgage Backed Securities X X X X X X X X X X Tiered Index Bonds X XXXXXXXXX TBA Commitments X X X X X X X X X X Mortgage Dollar Rolls X X X X X X X X X X Net Interest Margin (NIM) Securities X X X X X X X X X X Municipal Investments XXXXXXXXXX Risk Factors and Special Considerations Relating to Municipal Bonds X XXXXXXXXX Description of Municipal Bonds X XXXXXXXXX General Obligation Bonds X XXXXXXXXX Revenue Bonds X XXXXXXXXX Private Activity Bonds (“PABs”) X X X X X X X X X X Moral Obligation Bonds X XXXXXXXXX Municipal Notes X X X X X X X X X X
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Municipal Commercial Paper X X X X X X X X X X Municipal Lease Obligations X X X X X X X X X X Tender Option Bonds X XXXXXXXXX Yields X X X X X X X X X X Variable Rate Demand Obligations (“VRDOs”) X X X X X X X X X X Transactions in Financial Futures Contracts on Municipal Indexes X X X X X X X X X X Call Rights X X X X X X X X X X Municipal Interest Rate Swap Transactions X X X X X X X X X X Insured Municipal Bonds X XXXXXXXXX Build America Bonds X XXXXXXXXX Tax-Exempt Municipal Investments X XXXXXXXXX Operational and Technology Risks XXXXXXXXXX Participation Notes XXXXXXXXXX Portfolio Turnover Rates XXXXXXXXXX Preferred Stock XXXXXXXXXX Tax-Exempt Preferred Shares X X X X X X X X X X Trust Preferred Securities X X X X X X X X X X Proxy Voting Policies XXXXXXXXXX Open-End Active and Fixed Income Index Fund Proxy Voting Policy X XXXXXXXXX
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund BlackRock Active Investment Stewardship Climate and Decarbonization Stewardship Guidelines Index Equity Fund Proxy Voting Policy BlackRock Investment Stewardship Climate and Decarbonization Stewardship Guidelines Real Estate Investment Trusts (“REITs”) XXXXXXXXXX Reference Rate Replacement Risk XXXXXXXXXX Repurchase Agreements and Purchase and Sale Contracts XXXXXXXXXX Restricted Securities XXXXXXXXXX Reverse Repurchase Agreements XXXXXXXXXX Rights Offerings and Warrants to Purchase XXXXXXXXXX Rule 144A Securities XXXXXXXXXX Securities Lending XXXXXXXXXX Short Sales XXXXXXXXXX Special Purpose Acquisition Companies XXXXXXXXXX Standby Commitment Agreements XXXXXXXXXX Stripped Securities XXXXXXXXXX Structured Notes XXXXXXXXXX Taxability Risk XXXXXXXXXX Temporary Defensive Measures XXXXXXXXXX
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BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund U.S. Government Obligations XXXXXXXXXX U.S. Treasury Obligations X XXXXXXXXX U.S. Treasury Rolls XXXXXXXXXX Utility Industries XXXXXXXXXX When-Issued Securities, Delayed Delivery Securities and Forward Commitments XXXXXXXXXX Yields and Ratings XXXXXXXXXX Zero Coupon Securities XXXXXXXXXX
Regulation Regarding Derivatives
The Commodity Futures Trading Commission (“CFTC”) subjects advisers to registered investment companies to regulation by the CFTC if a fund that is advised by the investment adviser either (i) has exposure to, directly or indirectly, more than a prescribed level of its liquidation value in CFTC-regulated futures, options and swaps (“CFTC Derivatives”), or (ii) markets itself as providing investment exposure to such instruments. The CFTC also subjects advisers to registered investment companies to regulation by the CFTC if the registered investment company invests in one or more commodity pools. To the extent a Fund uses CFTC Derivatives, it intends to do so below such prescribed levels and will not market itself as a “commodity pool” or a vehicle for trading such instruments.
The Funds may have investments in “underlying funds” ( and such underlying funds themselves may invest in underlying funds) not advised by BFA (which for purposes of the no-action letter referenced below may include certain securitized vehicles, mortgage real estate i nvestment trusts and/or investment companies that may invest in CFTC Derivatives), and therefore may be viewed by the CFTC as a commodity pool. BFA has no transparency into the holdings of these underlying funds because they are not advised by BFA. To address this issue of lack of transparency, the CFTC staff issued a no-action letter on November 29, 2012 permitting the adviser of a fund that invests in such underlying funds and that would otherwise have filed a claim of exclusion pursuant to Rule 4.5 to delay registration as a “commodity pool operator” until six months from the date on which the CFTC issues additional guidance on the treatment of CFTC Derivatives held by underlying funds. BFA, the adviser of the Funds, has filed a claim with the CFTC for the Funds to rely on this no-action relief. Accordingly, BFA is not subject to reg istration or regulation as a “commodity pool operator” under the Commodity Exchange Act in respect of the Funds.
II. Investment Restrictions
The Trust, on behalf of the Funds, has adopted restrictions and policies relating to investment of the Funds’ assets and their activities. Certain of the restrictions are fundamental policies of a Fund and may not be changed without the approval of the holders of a majority of the Fund’s outstanding voting securities (which for this purpose and under the Investment Company Act, means the lesser of (i) 67% of the shares represented at a meeting at which more than 50% of the outstanding shares are represented or (ii) more than 50% of the outstanding shares). The Trust, on behalf of the Funds , has also adopted certain non-fundamental investment restrictions, which may be changed by the Board without shareholder approval. None of the following
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fundamental or non-fundamental investment restrictions shall prevent a Fund from investing all of its assets in shares of another registered investment company with the same investment objective and fundamental policies (in a master/feeder structure).
The Funds are subject to the following investment restrictions, all of which are fundamental policies. Each Fund may not:
(1) Purchase the securities of issuers conducting their principal business activity in the same industry if, immediately after the purchase and as a result thereof, the value of a Fund’s investments in that industry would equal or exceed 25% of the current value of the Fund’s total assets, provided that this restriction does not limit a Fund’s: (i) investments in securities of other in vestment companies, (ii) investments in securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, or (iii) investments in repurchase agreements collateralized by U.S. government securities;
(2) Purchase the securities of any single issuer if, as a result, with respect to 75% of a Fund’s total assets, more than 5% of the value of its total assets would be invested in the securities of such issuer or the Fund’s ownership would be more than 10% of the outstanding voting securities of such issuer, provided that this restriction does not limit a Fund’s cash or cash items, investments in securities issued or guaranteed by the U.S. government, its agencies and instrumentalities, or investments in securities of other investment companies;
(3) Borrow money or issue senior securities, except to the extent permitted under the Investment Company Act, including the rules, regulations and any orders obtained thereunder;
(4) Make loans to other parties, except to the extent permitted under the Investment Company Act, including the rules, regulations and any orders obtained thereunder. For the purposes of this limitation, entering into repurchase agreements, lending securities and acquiring any debt securities are not deemed to be the making of loans;
(5) Underwrite securities of other issuers, except to the extent that the purchase of permitted investments directly from the issuer thereof or from an underwriter for an issuer and the later disposition of such securities in accordance with a Fund’s investment program may be deemed to be an underwriting; and provided further, that the purchase by the Fund of securities issued by an open-end management investment company, or a series thereof, with substantially the same investment objective, policies and restrictions as the Fund shall not constitute an underwriting for purposes of this paragraph;
(6) Purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the Fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); and
(7) Purchase or sell commodities, provided that (i) currency will not be deemed to be a commodity for purposes of this restriction, (ii) this restriction does not limit the purchase or sale of futures contracts, forward contracts or options, and (iii) this restriction does not limit the purchase or sale of securities or other instruments backed by commodities or the purchase or sale of commodities acquired as a result of ownership of securities or other instruments.
Notations Regarding the Funds’ Fundamental Investment Restrictions
The following notations are not considered to be part of the Funds’ fundamental investment restrictions and are subject to change without shareholder approval.
With respect to the fundamental policy relating to con centration set forth in (1) above, with respect to the Fund’s industry classifications, the Fund currently utilizes any one or more of the industry sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by Fund management. The policy also will be interpreted to give broad authority to the Fund as to how to classify issuers within or among industries.
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With respect to paragraph (3) above, the Investment Company Act currently allows a Fund to borrow up to one-third of the value of its total assets (including the amount borrowed) valued at the lesser of cost or market, less liabilities (not including the amount borro wed) at the time the borrowing is made. With respect to paragraph (4) above, the Investment Company Act and regulatory interpretations currently limit the percentage of a Fund’s securities that may be loaned to one-third of the value of its total assets.
With respect to BlackRock LifePath ® Dynamic Retirement Fund, BlackRock LifePath ® Dynamic 2030 Fund, BlackRock LifePath ® Dynamic 2035 Fund, BlackRock LifePath ® Dynamic 2040 Fund, BlackRock LifePath ® Dynamic 2045 Fund, BlackRock LifePath ® Dynamic 2050 Fund, BlackRock LifePath ® Dynamic 2055 Fund and BlackRock LifePath ® Dynamic 2060 Fund, while certain swaps are now considered commodity interests for purposes of the Commodity Exchange Act and the rules thereunder, at the time of each Fund’s adoption of fundamental investment restriction no. 7 above, many swaps were treated as securities for purposes of the Fund’s compliance with applicable law. Accordingly, fundamental investment restriction no. 7 above is being interpreted to permit each Fund to engage in transacti ons in swaps and options on swaps related to financial instruments, such as securities, securities indices and currencies, but not to engage in transactions in swaps or options on swaps related to physical commodities, such as oil or metals.
With respect to BlackRock LifePath ® Dynamic 2065 Fund and BlackRock LifePath ® Dynamic 2070 Fund, with respect to fundamental investment restriction no. 7 above, the policy is interpreted to permit the Fund to engage in transactions in swaps and options on swaps related to financial instruments, such as securities, securities indices and currencies, but not to engage in transactions in swaps or options on swaps related to physical commodities, such as oil or metals.
Under its non-fundamental investment restrictions, which may be changed by the Board without shareholder approval, each Fund may not:
(1) Purchase securities of other investment companies, except to the extent permitted by the Investment Company Act. As a matter of policy, however, each Fund will not purchase shares of any registered open-end investment company or registered unit investment trust, in reliance on Section 12(d)(1)(F) or (G) (the “fund of funds” provisions) of the Investment Company Act, at any time a Fund has knowledge that its shares are purchased by another investment company investor in reliance on the provisions of subparagraph (G) of Section 12(d)(1).
(2) Make short sales of securities or maintain a short position, except to the extent permitted by each Fund’s Prospectus and Statement of Additional Information, as amended from time to time, and applicable law.
Notwithstanding any other investment policy or restriction (whether or not fundamental), the Underlying Funds in which the Funds may invest have adopted certain investment restrictions that may be different from those listed above, thereby permitting the Funds to engage indirectly in investment strategies that are prohibited under the restrictions listed above. The inv estment restrictions of each Underlying Fund are set forth in its respective statement of additional information.
III. Information on Trustees and Officers
The Board consists of thirteen individuals (each, a “Tr ustee”), eleven of whom are not “interested persons” of the Trust as defined in the Investment Company Act (the “Independent Trustees”). The registered investment companies advised by the Manager or its affiliates (the “BlackRock-advised Funds”) are organized into the BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Complex, and the iShares Complex (each, a “BlackRock Fund Complex”). The Trust is include d in the BlackRock Fund Complex referred to as the BlackRock Multi-Asset Complex. The Trustees also oversee as board members the operations of the other open-end registered investment companies included in the BlackRock Multi-Asset Complex.
The Board has overall responsibility for the oversight of the Trust and each Fund. The Chair of the Board is an Independent Trustee, and the Chair of each Board committee (each, a “Committee”) is an Independent
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Trustee. The Board has five standing Committees: an Audit Committee, a Governance and Nominating Committee, a Compliance Committee, a Performance Oversight Committee and an Ad Hoc Topics Committee. The role of the Chair of the Board is to preside at all meetings of the Board and to act as a liaison with service providers, officers, attorneys and other Tru stees generally between meetings. The Chair of each Committee performs a similar role with respect to the Committee. The Chair of the Board or the Chair of a Committee may also perform such other functions as may be delegated by the Board or the Committee from time to time. The Independent Trustees meet regularly outside the presence of Fund management, in executive session or with other service providers to each Fund. The Board has regular meetings five times a year, and may hold special meetings if required before its next regular meeting. Each Committee meets regularly to conduct the oversight functions delegated to that Committee by the Board and reports its findings to the Board. The Board and each standing Committee conduct annual assessments of their oversight function and structure. The Board has determined that the Board’s le adership structure is appropriate because it allows the Board to exercise independent judgment over management and to allocate areas of responsibility among Committees and the full Board to enhance effective oversight.
The Board has engaged the Manager to manage each Fund on a day-to-day basis. The Board is responsible for overseeing the Manager, other service providers, the operations of each Fund and associated risks in accordance with the provisions of the Investment Company Act, state law, other applicable laws, the Trust’s charter, and each Fund’s investment objective and strategies. The Board reviews, on an ongoing basis, each Fund’s performance, operations and investment strategies and techniques. The Board also conducts reviews of the Manager and its role in running the operations of each Fund.
Day-to-day risk management with respect to each Fund is the responsibility of the Manager or of sub-advisers or other service providers (depending on the nature of the risk), subject to the supervision of the Manager. Each Fund is subject to a number of risks, including investment, compliance, operational and valuation risks, among others. While there are a number of risk management functions performed by the Manager and the sub-advisers or other service providers, as applicable, it is not possible to eliminate all of the risks applicable to the Funds. Risk oversight forms part of the Board’s general oversight of each Fund and is addressed as part of various Board and Committee activities. The Board, directly or through a Committee, also reviews reports from, among others, management, the independent registered public accounting firm for each Fund, sub-advisers and internal auditors for the investment adviser or its affiliates, as appropriate, regarding risks faced by each Fund and management’s or the service provider’s risk functions. The Committee system facilitates the timely and efficient consideration of matters by the Trustees, and facilitates effective oversight of compliance with legal and regulatory requirements and of each Fund’s activities and associated risks. The Board has appointed a Chief Compliance Officer, who oversees the implementation and testing of the Trust’s compliance program and reports to the Board regarding compliance matters for the Funds and their service providers. The Independent Trustees have engaged independent legal counsel to assist them in performing their oversight responsibilities.
Audit Committee. The members of the Audit Committee (the “Audit Committee”) are Henry R. Keizer (Chair), Neil A. Cotty, Lori Richards, Kenneth L. Urish and Claire A. Walton, all of whom are Independent Trustees. The principal responsibilities of the Audit Committee are to approve, and recommend to the full Board for approval, the selection, retention, termination and compensation of each Fund’s independent registered public accounting firm (the “Independent Registered Public Accounting Firm”) and to oversee the Independent Registered Public Accounting Firm’s w ork. The Audit Committee’s responsibilities include, without limitation, to (1) evaluate the qualifications and independence of the Independent Registered Public Accounting Firm; (2) approve all audit engagement terms and fees for each Fund; (3) review the conduct and results of each independent audit of each Fund’s annual financial statements; (4) review any issues raised by the Independent Registered Public Accounting Firm or Fund management regarding the accounting or financial reporting policies and practices of each Fund and the internal controls of each Fund and certain service providers; (5) oversee the performance of each Fund’s Independent Registered Public Accounting Firm; (6) review and discuss with management and each Fund’s Independent Registered Public Accounting Firm the performance and findings of each Fund’s internal auditors; (7) discuss with Fund management its policies
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regarding risk assessment and risk management as such matters relate to each Fund’s financial reporting and controls; (8) resolve any disagreements between Fund management and the Independent Registered Public Accounting Firm regarding financial reporting; and (9) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Audit Committee. The Board has adopted a written charter for the Audit Committee. During the fiscal year ended December 31, 2025, the Audit Committee met four times.
Governance and Nominating Committee. The members of the Governance and Nominating Committee (the “Governance Committee”) are Cynthia A. Montgomery (Chair), Christopher J. Ailman, Susan J. Carter, Collette Chilton and Henry R. Keizer, all of whom are Independent Trustees. The principal responsibilities of the Governance Committee are to (1) identify individuals qualified to serve as Independent Trustees of the Trust and recommend Independent Trustee nominees for election by shareholders or appointment by the Board; (2) advise the Board with respect to Board compos ition, procedures and committees (other than the Audit Committee); (3) oversee periodic self-assessments of the Board and committees of the Board (other than the Audit Committee); (4) review and make recommendati ons regarding Independent Trustee compensation; (5) monitor corporate governance matters and develop appropriate recommendations to the Board; (6) act as the administrative committee with respect to Board policies and procedures, committee policies and procedures (other than the Audit Committee) and codes of ethics as they relate to Independent Trustees; and (7) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Governance Committee. The Governance Committee may consider nominations for Trustees made by each Fund’s shareholders as it deems appropriate. Fund shareholders who wish to recommend a nominee should send nominations to the Secretary of the Trust that include biographical information and set forth the qualifications of the proposed nominee. The Board has adopted a written charter for the Governance Committee. During the fiscal year ended December 31, 2025, the Governance Committee met eleven times.
Compliance Committee. The members of the Compliance Committee (the “Compliance Committee”) are Claire A. Walton (Chair), Cynthia A. Montgomery, Donald C. Opatrny, Lori Richards and Kenneth L. Urish, all of whom are Independent Trustees. The Compliance Committee’s purpose is to assist the Board in fulfilling its responsibility to oversee regulatory and fiduciary compliance matters involving the Trust, the fund-related activities of BFA and any sub-adviser and the Trust’s third-party service providers. The Compliance Committee’s responsibilities include, without limitation, to (1) oversee the compliance policies and procedures of the Trust and its service providers and recommend changes or additions to such policies and procedures; (2) review information on and, where appropriate, recommend policies concerning the Trust’s compliance with applicable law; (3) review reports from, oversee the annual performance review of, and make certain recommendations and determinations regarding the Trus t’s Chief Compliance Officer (the “CCO”), including determining the amount and structure of the CCO’s compensation and recommending such amount and structure to the full Board for approval and ratification; and (4) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Compliance Committee. The Board has adopted a written charter for the Compliance Committee. During the fiscal year ended December 31, 2025, the Compliance Committee met four times.
Performance Oversight Committee. The members of the Performance Oversight Committee (the “Performance Oversight Committee”) are Donald C. Opatrny (Chair), Christopher J. Ailman, Susan J. Carter, Collette Chilton and Neil A. Cotty, all of whom are Independent Trustees. The Performance Oversight Committee’s purpose is to assist the Board in fulfilling its responsibility to oversee each Fund’s investment performance relative to its agreed-upon performance objectives and to assist the Independent Trustees in their consideration of investment advisory agreements. The Performance Oversight Committee’s responsibilities include, without limitation, to (1) review information on, and make recommendations to the full Board in respect of, each Fund’s investment objective, policies and practices; (2) review information on each Fund’s investment performance; (3) review information on appropriate benchmarks and competitive universes and unusual or exceptional investment matters; (4) review personnel and other resources devoted to management of each Fund and evaluate the nature and quality of information furnished to the Performance Oversight Committee; (5) recommend any required action regarding changes in fundamental and non-fundamental
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investment policies and restrictions, fund mergers or liquidations; (6) request and review information on the nature, extent and quality of services provided to the shareholders; (7) make recommendations to the Board concerning the approval or renewal of investment advisory agreements; and (8) undertake such other duties and responsibilities as may from time to time be delegated by the Board to the Performance Oversight Committee. The Board has adopted a written charter for the Performance Oversight Committee. During the fiscal year ended December 31, 2025, the Performance Oversight Committee met five times.
Ad Hoc Topics Committee. The members of the Ad Hoc Topics Committee (the “Ad Hoc Topics Committee”) are Mark Stalnecker (Chair) and Claire A. Walton, both of whom are Independent Trustees, and John M. Perlowski, who serves as an interested Trustee. The principal responsibilities of the Ad Hoc Topics Committee are to (1) act on routine matters between meetings of the Board; (2) act on such matters as may require urgent action between meetings of the Board; and (3) exercise such other authority as may from time to time be delegated to the Ad Hoc Topics Committee by the Board. The Board has adopted a written charter for the Ad Hoc Topics Committee. During the fiscal year ended December 31, 2025, the Ad Hoc Topics Committee did not meet.
The Governance Committee has adopted a statement of policy that describes the experience, qualifications, skills and attributes that are necessary and desirable for potential Independent Trustee candidates (the “Statement of Policy”). The Board believes that each Independent Trustee satisfied, at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. Furthermore, in determining that a particular Independent Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Independent Trustees have balanced and diverse experience, skills, attributes and qualifications, which allow the Board to operate effectively in governing the Trust and protecting the interests of shareholders. Am ong the attributes common to all Independent Trustees are their ability to review critically, evaluate, question a nd discuss information provided to them, to interact effectively with each Fund’s investment adviser, sub-advisers, other service providers, counsel and the Independent Registered Public Accounting Firm, and to exercise effective business judgment in the performance of their duties as Trustees.
Each Trustee’s ability to perform his or her duties effectively is evidenced by his or her educational background or professional training; business, consulting, public service or academic positions; experience from service as a board member of the Trust and the other funds in the BlackRock Fund Complexes (and any predecessor funds), other investment funds, public companies, non-profit entities or other organizations; ongoing commitment to and participation in Board an d Committee meetings, as well as his or her leadership of standing and ad hoc committees throughout the years; or other relevant life experiences.
Trustees Elect.
Jeffrey Jarczyk and Marc D. Stern have been appointed as Trustees of the Trust effective July 1, 2026 (each, a “Trustee-Elect”). Each Trustee Elect is expected to qualify as an Independent Trustee at the time of his service. Each Trustee Elect has been retained as a consultant to the Independent Trustees to assist the Independent Trustees in the performance of their duties to the Trust and is expected to serve in that capacity until July 1, 2026.
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The table below discusses some of the experiences, qualifications and skills of each of the Trustees that support the conclusion that each Trustee should serve on the Board.
Trustees Experience, Qualifications and Skills
Independent Trustees Christopher J. Ailman Christopher Ailman has more than 30 years of experience in the financial services industry, including most recently serving as Chief Investment Officer of the California State Teachers Retirement System (CalSTRS) from 2000 to June 2024 where he led its investment program. Mr. Ailman currently is a principal at Ailman Advisers. In addition, he has held various roles in the industry, including as member and chair of the asset owner committee of the Kroner Center for Financial Research, chairman of the North American Chapter of the 300 Club of Global CIOs, and co-chair of the Milken Global Capital Markets Advisory Council. These positions have provided Mr. Ailman with considerable investment expertise across asset classes and strategies, and insight and perspective on the markets and the economy. In addition, Mr. Ailman serves as a member of the Governance Committee and the Performance Oversight Committee. Susan J. Carter Susan J. Carter has over 35 years of experience in investment management. She has served as President & Chief Executive Officer of Commonfund Capital, Inc. (“CCI”), a registered investment adviser focused on non-profit investors, from 1997 to 2013, Chief Executive Officer of CCI from 2013 to 2014 and Senior Advisor to CCI in 2015. Ms. Carter also served as director of the Pacific Pension Institute from 2014 to 2018, trustee to the Financial Accounting Foundation from 2017 to 2021, Advisory Board Member for the Center for Private Equity and Entrepreneurship at Tuck School of Business from 1997 to 2021, Advisory Board Member for Bridges Fund Management from 2016 to 2018, Advisory Board Member for Girls Who Invest from 2015 to 2018 and Board Member thereof from 2018 to 2022, and Practitioner Advisory Board Member for Private Capital Research Institute (“PCRI”) from 2017 to 2024. She currently serves as Member of the President’s Counsel for Commonfund. These positions have provided her with insight and perspective on the markets and the economy. Collette Chilton Collette Chilton has over 20 years of experience in investment management. She held the position of Chief Investment Officer of Williams College from October 2006 to June 2023. Prior to that she was President and Chief Investment Officer of Lucent Asset Management Corporation, where she oversaw
$ gp
approximately $40 billion in pension and retirement savings assets for the company. These positions have provided her with insight and perspective on the markets and the economy. Neil A. Cotty Neil A. Cotty has more than 30 years of experience in the financial services industry, including 19 years at Bank of America Corporation and its affiliates, where he served, at different times, as the Chief Financial Officer of various businesses including Investment Banking, Global Markets, Wealth Management and Consumer and also served ten years as the Chief Accounting Officer for Bank of America Corporation. Mr. Cotty has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Henry R. Keizer Henry R. Keizer brings over 40 years of executive, financial, operational, strategic and global expertise gained through his 35 year career at KPMG, a global professional services organization and by his service as a director to both publicly and privately held organizations. He has extensive experience with issues facing complex, global companies and expertise in financial reporting, accounting, auditing, risk management, and regulatory affairs for such companies. Mr. Keizer’s experience also includes service as an audit committee chair to both publicly and privately held organizations across numerous industries including professional services, property and casualty reinsurance, insurance, diversified financial services, banking, direct to consumer, business to business and technology. Mr. Keizer is a certified public accountant and also served on the board of the American Institute of Certified Public Accountants. Mr. Keizer has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Cynthia A. Montgomery Cynthia A. Montgomery has served for over 20 years on the boards of registered investment companies, most recently as a member of the boards of certain BlackRock-advised Funds and predecessor funds, including the legacy Merrill Lynch Investment Managers, L.P. (“MLIM”) funds. The Board benefits from Ms. Montgomery’s more than 20 years of academic experience as a professor at Harvard Business School where she taught courses on corporate strategy and corporate governance. Ms. Montgomery also has business management and corporate governance experience through her service on the corporate boards of a variety of public companies. She has also authored numerous articles and books on these topics. Donald C. Opatrny Donald C. Opatrny has more than 40 years of business, oversight and executive experience, including through his service as president, director and investment committee chair for academic and not-for-profit organizations, and his experience as a partner, managing director and advisory director at Goldman Sachs for 32 years. He also has investment management experience as a board member of Athena Capital Advisors LLC. Lori Richards Lori Richards has more than 30 years of experience in the financial services industry, most notably as the first Director of the Office of Compliance Inspections and Examinations (“OCIE”) of the Securities and Exchange Commission (“SEC”) from 1995 to 2009. During 14 years as the Director of OCIE, she led the SEC’s nationwide examination oversight program for advisers, mutual funds, hedge funds, broker-dealers, stock exchanges, and other industry firms. Prior to that, from 1985 to 1995, she held various roles at the SEC, including Associate Director for Enforcement for the SEC’s Pacific Regional Office and executive assistant and senior advisor to then SEC Chairman Arthur Levitt. More recently, Ms. Richards served as Chief Compliance Officer of the Asset and Wealth Management global lines of business at JPMorgan Chase & Co. from 2013 to 2018 where she led its global compliance program, advised business leaders on compliance issues, oversaw risk assessment, monitoring, testing and training, and maintained relationships with regulators. In addition, Ms. Richards served as a member of the National Adjudicatory
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Trustees Experience, Qualifications and Skills Council of the Financial Industry Regulatory Authority (FINRA) from 2019 to 2022 and held the chair and vice chair posts during her tenure. Prior thereto, from 2010 to 2013, she was a Principal at PricewaterhouseCoopers LLP (“PwC”) and co-leader of its Asset Management Regulatory group. At PwC, she assisted a broad range of financial services clients in designing and implementing risk management and compliance programs, and preparing for new regulatory expectations. These positions have provided her with insight and perspective on the markets and the economy, as well as asset management regulation and compliance. In addition, Ms. Richards serves as a member of the Audit Committee and the Compliance Committee. Mark Stalnecker Mark Stalnecker has gained a wealth of experience in investing and asset management from his over 13 years of service as the Chief Investment Officer of the University of Delaware as well as from his various positions with First Union Corporation, including Senior Vice President and State Investment Director of First Investment Advisors. The Board benefits from his experience and perspective as the Chief Investment Officer of a university endowment and from the oversight experience he gained from service on various private and non-profit boards. Kenneth L. Urish Kenneth L. Urish has served for over 15 years on the boards of registered investment companies, most recently as a member of the boards of certain BlackRock-advised Funds and predecessor funds, including the legacy BlackRock funds. He has over 30 years of experience in public accounting. Mr. Urish has served as a managing member of an accounting and consulting firm. Mr. Urish has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Claire A. Walton Claire A. Walton has over 25 years of experience in investment management. She has served as the Chief Operating Officer and Chief Financial Officer of Liberty Square Asset Management, LP from 1998 to 2015, an investment manager that specialized in long/short non-U.S. equity investments, and was an owner and General Partner of Neon Liberty Capital Management, LLC from 2003 to 2023, a firm focusing on long/short equities in global emerging and frontier markets. These positions have provided her with insight and perspective on the markets and the economy. Ms. Walton has been determined by the Audit Committee to be an audit committee financial expert, as such term is defined in the applicable Commission rules. Trustees Elect Jeffrey Jarczyk Mr. Jarczyk is a CPA and has more than 30 years of experience in the financial services industry, including over 19 years at Fidelity Investments, where he served, at different times, as the Chief Auditor and the Chief Accounting Officer of Fidelity Investments’ parent company, FMR LLC. Prior to working at Fidelity, Mr. Jarczyk was a partner at Deloitte and Arthur Andersen for approximately 17 years. These positions have allowed him to work extensively with audit and risk committees and company executives helping to identify, manage and mitigate risks for financial services companies. Marc D. Stern Mr. Stern has more than 30 years of experience in investing and asset management. Mr. Stern served as the Chief Executive Officer at Bessemer Trust, a wealth management business, for 13 years. During his tenure at Bessemer Trust, Mr. Stern served on the firm’s board of directors, chaired the board’s trust and investment committee, and led the firm’s executive committee. He also served as Bessemer’s Chief Investment Officer for 8 years, where he was Chair of the Investment Policy and Strategy Committee with responsibility for overall asset allocation and investment strategy. Mr. Stern also served as Chair of the Private Clients Investment group at AllianceBernstein. These positions provide Mr. Stern with insight and perspective into investment management, the economy, and fiduciary governance. Interested Trustees Robert Fairbairn Robert Fairbairn has more than 25 years of experience with BlackRock, Inc. and over 30 years of experience in finance and asset management. In particular, Mr. Fairbairn’s positions as Vice Chairman of BlackRock, Inc., Member of BlackRock’s Global Operating Committee and Co-Chair of BlackRock’s Human Capital Committee provide the Board with a wealth of practical business knowledge and leadership. In addition, Mr. Fairbairn has global investment management and oversight experience through his former positions as Member of BlackRock’s Global Executive Committee, Global Head of BlackRock’s Retail and iShares ® businesses, Head of BlackRock’s Global Client Group, Chairman of BlackRock’s international businesses and his previous oversight over BlackRock’s Strategic Partner Program and Strategic Product Management Group. Mr. Fairbairn also serves as a board member for the funds in the BlackRock Fixed-Income Complex. John M. Perlowski John M. Perlowski’s experience as Managing Director of BlackRock, Inc. since 2009, as the Head of BlackRock Global Accounting and Product Services since 2009, and as President and Chief Executive Officer of the BlackRock-advised Funds provides him with a strong understanding of the BlackRock advised Funds, their operations, and the business and regulatory issues facing the BlackRock-advised Funds. Mr. Perlowski’s prior position as Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, and his former service as Treasurer and Senior Vice President of the Goldman Sachs Mutual Funds and as Director of the Goldman Sachs Offshore Funds provides the Board with the benefit of his experience with the management practices of other financial companies. Mr. Perlowski also serves as a board member for the funds in the BlackRock Fixed-Income Complex. Mr. Perlowski is a member of BlackRock’s Global Executive Committee.
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Biographical Information
Certain biographical and other information relating t o the Trustees of the Trust is set forth below, including their address and year of birth, principal occupations for at least the last five years, length of time served, total number of registered investment companies and inv estment portfolios overseen in the BlackRock-advised Funds and any currently held public company and other investment company directorships.
Name and Year of Birth 1,2
Position(s) Held (Length of Service) 3
Principal Occupation(s) During Past Five Years
Number of BlackRock Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen
Public Company and Other Investment Company Directorships Held During Past Five Years
Independent Trustees Mark Stalnecker 1951 Chair of the Board (Since 2019) and Trustee (Since 2015)
Chief Investment Officer, University of
lf y
Delaware from 1999 to 2013; Trustee and Chair of the Finance and Investment Committees, Winterthur Museum and Country Estate from 2005 to 2016; Member
f hl y
of the Investment Committee, Delaware Public Employees’ Retirement System from
bf h pyy
2002 to 2024; Member of the Investment Committee, Christiana Care Health System
fbf h from 2009 to 2017; Member of the Investment Committee, Delaware Community Foundation from 2013 to 2014;
d hf hd y
Director and Chair of the Audit Committee, SEI Private Trust Co. from 2001 to 2014.
26 RICs consisting of
fl g
169 Portfolios
None
Christopher J. Ailman 1958 Trustee (Since 2024) Principal, Ailman Advisers, since 2024; Chief
fflfh p
Investment Officer, California State Teachers Retirement System (CalSTRS) from 2000 to 2024.
26 RICs consisting of
fl g
169 Portfolios
None
Susan J. Carter 1956 Trustee (Since 2016) Trustee, Financial Accounting Foundation
fdd g
from 2017 to 2021; Advisory Board
bf y
Member, Center for Private Equity and
hk hl f qy
Entrepreneurship at Tuck School of Business
ff pp
from 1997 to 2021; Director, Pacific Pension Institute from 2014 to 2018; Senior Advisor, CCI (investment adviser) in 2015; Chief Executive Officer, CCI from 2013 to 2014; President & Chief Executive Officer, CCI from 1997 to 2013; Advisory Board
blhf y
Member, Girls Who Invest from 2015 to 2018 and Board Member thereof from 2018 to 2022; Advisory Board Member, Bridges
d f y
Fund Management from 2016 to 2018;
dd b g
Practitioner Advisory Board Member, PCRI
fh y
from 2017 to 2024; Lecturer in the Practice of Management, Yale School of Management
d gg
since 2019; Advisor to Finance Committee, Altman Foundation from 2020 to 2024. Investment Committee Member, Tostan since 2021; Member of the President’s Counsel, Commonfund since 2023.
26 RICs consisting of
fl g
169 Portfolios
None
Collette Chilton 1958 Trustee (Since 2015)
Trustee, UC Berkeley Foundation Board since
bfd y
2024; Committee member, Oxford University
d y
Endowment Management since 2024; Senior
dhf g
advisor, Insignia since 2024; Chief Investment
ffllllf g
Officer, Williams College from 2006 to 2023;
hf ff g
Chief Investment Officer, Lucent Asset Management Corporation from 1998 to
d llb f gp
2006; Director, Boys and Girls Club of y
Boston since 2017; Director, B1 Capital since
d d lkd p
2018; Director, David and Lucile Packard Foundation since 2020.
26 RICs consisting of
fl g
169 Portfolios
None
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Name and Year of Birth 1,2
Position(s) Held (Length of Service) 3
Principal Occupation(s) During Past Five Years
Number of BlackRock Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen
Public Company and Other Investment Company Directorships Held During Past Five Years Neil A. Cotty 1954
Trustee (Since 2016)
Bank of America Corporation from 1996 to 2015, serving in various senior finance leadership roles, including Chief Accounting Officer from 2009 to 2015, Chief Financial Officer of Global Banking, Markets and Wealth Management from 2008 to 2009, Chief Accounting Officer from 2004 to 2008, Chief Financial Officer of Consumer Bank from 2003 to 2004, Chief Financial Officer of Global Corporate Investment Bank from 1999 to 2002.
26 RICs consisting of 169 Portfolios
None
Henry R. Keizer 1956 Trustee (Since 2019) Director, Park Indemnity Ltd. (captive insurer) from 2010 to 2022. 26 RICs consisting of 169 Portfolios
GrafTech International Ltd. (materials manufacturing); WABCO (commercial vehicle safety systems) from 2015 to 2020; Sealed Air Corp. (packaging); Hertz Global Holdings (car rental) from 2015 to 2021. Cynthia A. Montgomery 1952 Trustee (Since 2009)
Professor, Harvard Business School since 1989. 26 RICs consisting of 169 Portfolios
None
Donald C. Opatrny 1952
Trustee (Since 2019) Chair of the Board of Phoenix Art Museum since 2022 and Trustee thereof since 2018; Chair of the Investment Committee of The Arizona Community Foundation since 2022 and Trustee thereof since 2020; Director, Athena Capital Advisors LLC (investment management firm) from 2013 to 2020; Trustee, Vice Chair, Member of the Executive Committee and Chair of the Investment Committee, Cornell University from 2004 to 2019; Member of Affordable Housing Supply Board of Jackson, Wyoming from 2017 to 2022; Member, Investment Funds Committee, State of Wyoming from 2017 to 2023; Member of the Investment Committee, Mellon Foundation from 2009 to 2015; President, Trustee and Member of the Investment Committee, The Aldrich Contemporary Art Museum from 2007 to 2014; Trustee and Chair of the Investment Committee, Community Foundation of Jackson Hole since 2014.
26 RICs consisting of 169 Portfolios
None
Lori Richards 1960 Trustee (Since 2024)
Trustee, SEC Historical Society since 2018; Trustee, Garrett College Foundation since 2019; Director, PharmaCann, Inc. from 2021 to 2024; Director, Wahed Invest from 2022 to 2024.
26 RICs consisting of 169 Portfolios
None
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Name and Year of Birth 1,2
Position(s) Held (Length of Service) 3
Principal Occupation(s) During Past Five Years
Number of BlackRock Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen
Public Company and Other Investment Company Directorships Held During Past Five Years Kenneth L. Urish 1951 Trustee (Since 2009) Managing Partner, Urish Popeck & Co.,
LLC (ifid blid gg , p
LLC (certified public accountants and
l) i1976PChi (p
consultants) since 1976; Past-Chairman of
hfl hf h ) ;
the Professional Ethics Committee of the Pennsylvania Institute of Certified Public
Ad CiMbh y
Accountants and Committee Member thereof since 2007; Member of External Advisory
BdThPliSUii ; y
Board, The Pennsylvania State University
AiDi2001E , yy
Accounting Department since 2001, Emeritus
i2022PiilUP SiWlh g p,
since 2022; Principal, UP Strategic Wealth
IAdiLLC i2013 ; p, g
Investment Advisors, LLC since 2013;
TThllf , ;
Trustee, The Holy Family Institute from
2001 2010Pidd T , y y
2001 to 2010; President and Trustee,
bh hlblhA ; ,
Pittsburgh Catholic Publishing Associates
f2003 2008DiITl f gg
from 2003 to 2008; Director, Inter-Tel from
bAdd ; ,
2006 to 2007; Member, Advisory Board,
ESG CBdi2020 ; , y
ESG Competent Boards since 2020.
26 RICs consisting of
169 Pfli g
169 Portfolios
None
Claire A. Walton 1957 Trustee (Since 2016) Director/Treasurer, Reading Community
Ti2024AdiBd Mb , g y
Trust since 2024; Advisory Board Member,
GShl f Bih ; y
Grossman School of Business at the University of Vermont since 2023; Advisory
Bd MbSiifiFiil S y ; y
Board Member, Scientific Financial Systems
i2022Gl Pf NLib , y
since 2022; General Partner of Neon Liberty
Cil MLLC f2003 ;
Capital Management, LLC from 2003 to
2023Chif OiOffid Chif pg,
2023; Chief Operating Officer and Chief
Fiil Offif LibSA ; pg
Financial Officer of Liberty Square Asset
MLP f1998 2015 y q
Management, LP from 1998 to 2015;
DiBHdFd Gf g, ;
Director, Boston Hedge Fund Group from
2009 2018DiMh , gp
2009 to 2018; Director, Massachusetts
l df ; ,
Council on Economic Education from 2013 to 2015; Director, Woodstock Ski Runners
f ; ,
from 2013 to 2022.
26 RICs consisting of
169 Pfli g
169 Portfolios
None
Trustees Elect 4 Jeffrey Jarczyk
1964 J
1964 Trustee Elect Director, The Friends of the Public Garden
dhf ,
since 2021; Executive Vice President, Chief
Addlf ; ,
Auditor, Fidelity Investments from 2016 to
2021EiViPidChif , y
2021; Executive Vice President, Chief
Affdl ; ,
Accounting Officer, Fidelity Investments
f2007 2016 g ,
from 2007 to 2016.
26 RICs consisting of
169 Pfli g
169 Portfolios
None
Marc D. Stern 1962 Trustee Elect Chief Executive Officer and Director,
Tf Bessemer Trust from 2013 to 2026. 26 RICs consisting of
169 Pfli g
169 Portfolios
None
Interested Trustees 5 Robert Fairbairn 1965 Trustee (Since 2018) Vice Chairman of BlackRock, Inc. since
bf lkklbl ,
2019; Member of BlackRock’s Global
hf ;
Operating Committee; Co-Chair of
BlkRk’HCil C pg ;
BlackRock’s Human Capital Committee;
SiMiDif BlkRk p;
Senior Managing Director of BlackRock, Inc.
f2010 2019BlkRk’ gg ,
from 2010 to 2019; oversaw BlackRock’s
d ;
Strategic Partner Program and Strategic
PdMGf2012 ggg
Product Management Group from 2012 to
2019Mbf hBd f M gp
2019; Member of the Board of Managers of
BlkRk ILLC f2011 ; g
BlackRock Investments, LLC from 2011 to
lbl d f lkkl ,
2018; Global Head of BlackRock’s Retail
d h
® b
f ;
and iShares ® businesses from 2012 to 2016.
76 RICs consisting of
252 Pfli g
252 Portfolios
None
John M. Perlowski
1964 6 J
1964 Trustee (Since 2015)
d ()
President and Chief Executive Officer (Since 2010)
Managing Director of BlackRock, Inc. since
2009Hd f BlkRk Glbl gg
2009; Head of BlackRock Global
Ad d ;
Accounting and Product Services since 2009;
AdiDif FilR g
Advisory Director of Family Resource
Nk (hiblfdi) i y y
Network (charitable foundation) since 2009.
bf lkklbl ()
Member of BlackRock’s Global Executive Committee since 2025.
78 RICs consisting of
254 Pfli g
254 Portfolios
None
1 The address of each Trustee is c/o BlackRock, Inc., 50 Hudson Yards, New York, New York 10001. 2 Independent Trustees serve until their resignation, retirement, removal or death, or until December 31 of the year in which they turn 75. The Board may determine to extend the terms of Independent Trustees on a case-by-case basis, as appropriate.
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3 In connection with the acquisition of Barclays Global Investors by BlackRock, Inc. in December 2009, certain Independent Trustees were elected to the Board. Furthermore, effective January 1, 2019, three BlackRock Fund Complexes were realigned and consolidated into two BlackRock Fund Complexes. As a result, although the chart shows the year that each Independent Trustee joined the Board, certain Independent Trustees first became members of the boards of other BlackRock-advised Funds as follows: Cynthia A. Montgomery, 1994; Kenneth L. Urish, 1999; Henry R. Keizer, 2016; Donald C. Opatrny, 2015. 4 Jeffrey Jarczyk and Marc D. Stern have been appointed as Trustees of the Trust effective July 1, 2026. Each Trustee Elect is expected to qualify as an Independent Trustee at the time of his service. Each Trustee Elect has been retained as a consultant to the Independent Trustees to assist the Independent Trustees in the performance of their duties to the Trust and is expected to serve in that capacity until July 1, 2026. 5 Mr. Fairbairn and Mr. Perlowski are both “interested persons,” as defined in the Investment Company Act, of the Trust based on their positions with BlackRock, Inc. and its affiliates. Mr. Fairbairn and Mr. Perlowski are also board members of the BlackRock Fixed-Income Complex. 6 Mr. Perlowski is also a trustee of the BlackRock Credit Strategies Fund and BlackRock Private Investments Fund.
Certain biographical and other information relating to the officers of the Trust who are not Trustees is set forth below, including their address and year of birth, principal occupations for at least the last five years and length of time served.
Name and Year of Birth 1,2
Position(s) Held (Length of Service) Principal Occupation(s) During Past Five Years
Officers Who Are Not Trustees Roland Villacorta 1971
Vice President (Since 2022)
Managing Director of BlackRock, Inc. since 2002; Head of Global Cash Management and Head of Securities Lending within BlackRock’s Global Markets Group since 2022; Member of BlackRock’s Global Operating Committee since 2016 and Human Capital Committee since 2023. Jennifer McGovern 1977
Vice President (Since 2014)
Managing Director of BlackRock, Inc. since 2016.
Trent Walker 1974
Chief Financial Officer (Since 2021)
Managing Director of BlackRock, Inc. since 2019; Executive Vice President of PIMCO from 2016 to 2019.
Jay M. Fife 1970
Treasurer (Since 2009)
Managing Director of BlackRock, Inc. since 2007.
Aaron Wasserman 1974
Chief Compliance Officer (Since 2023)
Managing Director of BlackRock, Inc. since 2018; Chief Compliance Officer of the BlackRock-advised funds in the BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Complex and the iShares Complex since 2023; Deputy Chief Compliance Officer for the BlackRock-advised funds in the BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Complex and the iShares Complex from 2014 to 2023. Lisa Belle 1968
Anti-Money Laundering Compliance Officer (Since 2019)
Managing Director of BlackRock, Inc. since 2019; Global Financial Crime Head for Asset and Wealth Management of JP Morgan from 2013 to 2019.
Janey Ahn 1975
Secretary (Since 2019)
Managing Director of BlackRock, Inc. since 2018.
1 The address of each Officer is c/o BlackRock, Inc., 50 Hudson Yards, New York, New York 10001. 2 Officers of the Trust serve at the pleasure of the Board.
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Share Ownership
Information relating to each Trustee’s share ownersh ip in the Funds and in all BlackRock-advised Funds that are currently overseen by the respective Trustee (“Supervised Funds”) as of December 31, 2025 is set forth in the chart below. Amounts shown may include shares as to which a Trustee has indirect beneficial ownership, such as through participation in certain family accounts, 529 college savings plan interests, or similar arrangements where the Trustee has beneficial economic interest but not a direct ownership interest.
Name
Dollar Range of Equity Securities in the Funds
Aggregate Dollar Range of Equity Securities in Supervised Funds
Independent Trustees Christopher J. Ailman None Over $100,000 Susan J. Carter None Over $100,000 Collette Chilton None Over $100,000 Neil A. Cotty None Over $100,000 Henry R. Keizer None Over $100,000 Cynthia A. Montgomery None Over $100,000 Donald C. Opatrny None Over $100,000 Lori Richards None None Mark Stalnecker None Over $100,000 Kenneth L. Urish None Over $100,000 Claire A. Walton None Over $100,000 Interested Trustees Robert Fairbairn None Over $100,000 John M. Perlowski None Over $100,000
As of April 2, 2026, the Trustees and officers of the Trust as a group directly or indirectly beneficially owned an aggregate of less than 1% of any class of the outstanding shares of each Fund. As of December 31, 2025, none of the Independent Trustees of the Trust or their immediate family members owned beneficially or of record any securities of each Fund’s investment adviser, sub-advisers, principal underwriter, or any person directly or indirectly controlling, controlled by, or under common control with such entities.
Compensation of Trustees
Each Trustee who is an Independent Trustee is paid as compensation an annual retainer of $375,000 per year for his or her services as a board member of the BlackRock-advised Funds in the BlackRock Multi-Asset Complex, including the Trust, and a $20,000 board meeting fee to be paid for each in-person board meeting attended (and may receive a board meeting fee for telephonic attendance at board meetings), for up to five board meetings held in a calendar year (compensatio n for meetings in excess of this number to be determined on a case-by-case basis), together with out-of-pocket expenses in accordance with a board policy on travel and other business expenses relating to attendance at meetings. The Chairs of the Audit Committee, Compliance Committee, Governance Committee and Performance O versight Committee are paid as compensation an additional annual retainer of $45,000, respectively. The Chair of the Board is paid an additional annual retainer of $150,000.
Each Trustee Elect currently serves as a consultant to the Independent Trustees in the performance of the Independent Trustees’ duties to the Trust and is paid compensation at the same rate as the compensation paid to any Independent Trustees who are not the Chair of the Board or a Chair of a Committee. This compensation arrangement will continue until July 1, 2026, when each Trustee Elect is expected to begin serving as an Independent Trustee and will be compensated in a manner similar to other Independent Trustees.
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The following table sets forth the compensation the Trust paid to the Trustees, on behalf of the Funds, for the fiscal year ended December 31, 2025 and the aggregate compensation paid to them by all BlackRock-advised Funds for the calendar year ended December 31, 2025.
Name
Compensation from BlackRock LifePath ® Dynamic Retirement
Compensation from BlackRock LifePath ® Dynamic 2030 Fund
Compensation from BlackRock LifePath ® Dynamic 2035 Fund
Compensation from BlackRock LifePath ® Dynamic 2040 Fund
Compensation from BlackRock LifePath ® Dynamic 2045 Fund
Compensation from BlackRock LifePath ® Dynamic 2050 Fund
Independent Trustees Christopher J. Ailman $882 $883 $826 $ 889 $794 $816 Susan J. Carter $882 $883 $826 $ 889 $794 $816 Collette Chilton $882 $883 $826 $ 889 $794 $816 Neil A. Cotty $892 $893 $835 $ 900 $802 $825 Henry R. Keizer 2 $914 $915 $851 $ 923 $815 $840 Cynthia A. Montgomery 3 $914 $915 $851 $ 923 $815 $840 Donald C. Opatrny 4 $914 $915 $851 $ 923 $815 $840 Lori Richards $882 $883 $826 $ 889 $794 $816 Mark Stalnecker 5 $990 $991 $910 $1,000 $864 $896 Kenneth L. Urish $882 $883 $826 $ 889 $794 $816 Claire A. Walton 6 $914 $915 $851 $ 923 $815 $840 Interested Trustees Robert Fairbairn None None None None None None John M. Perlowski None None None None None None
Name
Compensation from BlackRock LifePath ® Dynamic 2055 Fund
Compensation from BlackRock LifePath ® Dynamic 2060 Fund
Compensation from BlackRock LifePath ® Dynamic 2065 Fund
Compensation from BlackRock LifePath ® Dynamic 2070 Fund
Estimated Annual Benefits upon Retirement
Aggregate Compensation from the Funds 1
Independent Trustees Christopher J. Ailman $766 $696 $661 $636 None $445,000 Susan J. Carter $766 $696 $661 $636 None $445,000 Collette Chilton $766 $696 $661 $636 None $445,000 Neil A. Cotty $773 $699 $663 $636 None $467,500 Henry R. Keizer 2 $784 $704 $665 $636 None $490,000 Cynthia A. Montgomery 3 $784 $704 $665 $636 None $490,000 Donald C. Opatrny 4 $784 $704 $665 $636 None $490,000 Lori Richards $766 $696 $661 $636 None $445,000 Mark Stalnecker 5 $824 $722 $673 $637 None $595,000 Kenneth L. Urish $766 $696 $661 $636 None $445,000 Claire A. Walton 6 $784 $704 $665 $636 None $490,000 Interested Trustees Robert Fairbairn None None None None None None John M. Perlowski None None None None None None
1 For the number of BlackRock-advised Funds from which each Trustee receives compensation, see “Biographical Information” beginning on page I-19. 2 Chair of the Audit Committee. 3 Chair of the Governance Committee. 4 Chair of the Performance Oversight Committee. 5 Chair of the Board and Chair of the Ad Hoc Topics Committee. 6 Chair of the Compliance Committee.
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IV. Management, Advisory and Other Service Arrangements
Investment Adviser
BFA provides investment advisory services to each Fund pursuant to an investment advisory contract (the “Advisory Contract”) with the Trust. BFA, in turn, has entered into sub-advisory agreements (the “Sub-Advisory Agreements”) with BlackRock International Limited (“BIL”) and BlackRock (Singapore) Limited (“BSL” and, together with BIL, the “Sub-Advisers”) with respect to each Fund with substantially identical terms, conditions and fees. Pursuant to the Advisory Contract, BFA furnishes to the Board periodic reports on the investment strategy and performance of each Fund.
BFA is an indirect majority-owned subsidiary of BlackRock, Inc.
The Advisory Contract is subject to annual approval by (i) the Board or (ii) vote of a majority (as defined in the Investment Company Act) of the outstanding voting securities of a Fund, provided that in either event the continuance also is approved by a majority of Independent Trustees of the Trust, by a vote cast in person at a meeting called for the purpose of voting on such approval. The Advisory Contract is terminable without penalty on 60 days’ written notice by either party. The Advisory Contract will terminate automatically, as to each Fund, in the event of its assignment (as defined in the Investment Company Act).
BFA is entitled to receive monthly fees at the annual rate of 0.30% of the average daily net assets of each Fund.
Pursuant to the Sub-Advisory Agreements, BFA pays each Sub-Adviser for providing services to BFA with respect to each Fund a monthly fee at an annual rate equal to a percentage of the management fee paid to BFA under the Advisory Contract.
BlackRock Advisors, LLC (“BAL”) and BFA have contractually agreed to reimburse the Fund for Acquired Fund Fees and Expenses up to a maximum amount equal to the combined Management Fee and Administration Fee of each share class of the Fund, through June 30, 2027. In addition, BFA has contractually agreed to waive its management fees by the amount of investment advisory fees the Fund pays to BFA indirectly through its investment in money market funds managed by BFA or its affiliates, through June 30, 2027. The contractual agreements may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund.
Investment Advisor
For the fiscal years shown below, BFA provided an offsetting credit for Independent Expenses, in the amounts shown, against management fees paid by the funds:
Fund Portfolio
Fiscal Year Ended December 31, 2025
Fees Paid to BFA Fees Waived by BFA
Expenses Reimbursed by BFA
BlackRock LifePath ® Dynamic Retirement Fund $1,394,453 $818,195 $18,703 BlackRock LifePath ® Dynamic 2030 Fund $1,437,654 $912,483 $33,729 BlackRock LifePath ® Dynamic 2035 Fund $1,139,360 $784,661 $34,167 BlackRock LifePath ® Dynamic 2040 Fund $1,474,544 $1,105,340 $34,241 BlackRock LifePath ® Dynamic 2045 Fund $952,742 $702,450 $33,618 BlackRock LifePath ® Dynamic 2050 Fund $1,070,100 $762,284 $33,773 BlackRock LifePath ® Dynamic 2055 Fund $786,955 $546,651 $33,122 BlackRock LifePath ® Dynamic 2060 Fund $382,875 $267,527 $31,808 BlackRock LifePath ® Dynamic 2065 Fund $174,389 $120,351 $31,339 BlackRock LifePath ® Dynamic 2070 Fund $13,188 $9,669 $31,355
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Fund Portfolio
Fiscal Year Ended December 31, 2024
Fees Paid to BFA Fees Waived by BFA
Expenses Reimbursed by BFA
BlackRock LifePath ® Dynamic Retirement Fund $855,210 $694,933 $29,877 BlackRock LifePath ® Dynamic 2030 Fund $1,047,492 $722,852 $33,242 BlackRock LifePath ® Dynamic 2035 Fund $676,834 $439,193 $32,241 BlackRock LifePath ® Dynamic 2040 Fund $1,054,995 $784,027 $33,244 BlackRock LifePath ® Dynamic 2045 Fund $567,680 $384,286 $31,975 BlackRock LifePath ® Dynamic 2050 Fund $678,742 $498,635 $32,246 BlackRock LifePath ® Dynamic 2055 Fund $444,573 $309,675 $31,645 BlackRock LifePath ® Dynamic 2060 Fund $164,667 $112,289 $30,823 BlackRock LifePath ® Dynamic 2065 Fund $68,200 $42,647 $30,709 BlackRock LifePath ® Dynamic 2070 Fund $3,230 $2,422 $22,385
Fiscal Year Ended December 31, 2023
Fund Portfolio Fees Paid to BFA Fees Waived by BFA
Expenses Reimbursed by BFA BlackRock LifePath ® Dynamic Retirement Fund $610,812 $451,932 $28,537 BlackRock LifePath ® Dynamic 2030 Fund $781,965 $607,726 $28,994 BlackRock LifePath ® Dynamic 2035 Fund $385,754 $300,094 $27,978 BlackRock LifePath ® Dynamic 2040 Fund $749,812 $627,385 $28,937 BlackRock LifePath ® Dynamic 2045 Fund $324,019 $259,026 $27,819 BlackRock LifePath ® Dynamic 2050 Fund $424,943 $370,781 $28,100 BlackRock LifePath ® Dynamic 2055 Fund $231,489 $194,122 $27,539 BlackRock LifePath ® Dynamic 2060 Fund $64,767 $54,130 $27,127 BlackRock LifePath ® Dynamic 2065 Fund $25,021 $20,579 $28,374
Independent Expenses consist of the Fund’s allocable portion of the fees and expenses of the independent trustees of the Trust, counsel to such independent trustees and the independent registered public accounting firm that provides audit services to the Fund. BAL and BFA have contractually agreed to reimburse, or provide offsetting credits to, the Fund for Independent Expenses through June 30, 2036. After giving effect to such contractual arrangements, Independent Expenses will be 0.00%. Such contractual arrangements may not be terminated prior to July 1, 2036 unless approved by a majority of the non-interested trustees of the Trust (with 90 days’ notice) or by a vote of the majority of outstanding voting securities of the Fund.
Underlying Funds. BFA or its affiliate serves as investment adviser to certain Underlying Funds. Each Fund, as a shareholder of the Underlying Funds, bears a pro rata share of the Underlying Funds’ management fees, which are based on aggregate net assets. As discussed above, BFA and BAL have contractually agreed to reimburse each Fund for Acquired Fund Fees and Expenses up to a maximum amount equal to the combined management fee and administration fee of each share class of the Fund, through June 30, 2027.
Administration Arrangements
The Trust has engaged BAL to provide certain administration services to the Funds. BAL and its affiliates provide the Funds with administration services, including management reporting and treasury administration services, financial reporting, legal and tax services, and supervision of the Funds’ administrative operations, preparation of proxy statements and shareholder reports. BAL and its affiliates also furnish office space and certain facilities to conduct the Funds’ business and compensate the Trust’s Trustees, officers and employees who are affiliated with BAL. BAL is entitled to receive an annual administration fee of 0.29% of the average daily net assets of Investor A, Investor C and Institutional Shares, 0.24% of the average daily net assets of Class R Shares and 0.04% of the average daily net assets of Class K Shares of each Fund for providing administrative services.
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BFA and BAL have contractually agreed to reimburse each Fund for Acquired Fund Fees and Expenses up to a maximum amount equal to the combined management fee and administration fee of each share class of the Fund, through June 30, 2027.
BAL also may engage and supervise Shareholder Servicing Agents, as defined in “Shareholder Servicing Agents” below, on behalf of Investor A, Investor C, Institutional and Class R Shares of the Funds.
BAL has also agreed to bear all costs of the Funds’ operations, including shareholder servicing fees described below, other than brokerage expenses, management fees, distribution plan expenses, certain fees and expenses related to the Trust’s Independent Trustees and their counsel, auditing fees, litigation expenses, taxes or other extraordinary expenses. For the fiscal years shown below, the Funds paid to BAL administration fees, and BAL waived administration fees and/or reimbursed expenses, as follows:
Fiscal Year Ended December 31, 2025
LifePath Portfolio Fees Paid to the Administrator Fees Waived by the Administrator
Expenses Reimbursed by the Administrator BlackRock LifePath ® Dynamic Retirement Fund $622,030 $0 $0 BlackRock LifePath ® Dynamic 2030 Fund $671,866 $0 $0 BlackRock LifePath ® Dynamic 2035 Fund $306,877 $0 $0 BlackRock LifePath ® Dynamic 2040 Fund $725,214 $0 $0 BlackRock LifePath ® Dynamic 2045 Fund $268,618 $0 $0 BlackRock LifePath ® Dynamic 2050 Fund $463,622 $0 $0 BlackRock LifePath ® Dynamic 2055 Fund $229,064 $0 $0 BlackRock LifePath ® Dynamic 2060 Fund $103,442 $0 $0 BlackRock LifePath ® Dynamic 2065 Fund $60,861 $0 $0 BlackRock LifePath ® Dynamic 2070 Fund $2,814 $0 $0
Fiscal Year Ended December 31, 2024
LifePath Portfolio Fees Paid to the Administrator Fees Waived by the Administrator
Expenses Reimbursed by the Administrator BlackRock LifePath ® Dynamic Retirement Fund $501,681 $0 $0 BlackRock LifePath ® Dynamic 2030 Fund $612,732 $0 $0 BlackRock LifePath ® Dynamic 2035 Fund $219,473 $0 $0 BlackRock LifePath ® Dynamic 2040 Fund $633,890 $0 $0 BlackRock LifePath ® Dynamic 2045 Fund $183,814 $0 $0 BlackRock LifePath ® Dynamic 2050 Fund $368,854 $0 $0 BlackRock LifePath ® Dynamic 2055 Fund $146,476 $0 $0 BlackRock LifePath ® Dynamic 2060 Fund $49,234 $0 $0 BlackRock LifePath ® Dynamic 2065 Fund $28,339 $0 $0 BlackRock LifePath ® Dynamic 2070 Fund $686 $0 $0
Fiscal Year Ended December 31, 2023
LifePath Portfolio Fees Paid to the Administrator Fees Waived by the Administrator
Expenses Reimbursed by the Administrator BlackRock LifePath ® Dynamic Retirement Fund $462,985 $0 $0 BlackRock LifePath ® Dynamic 2030 Fund $557,440 $0 $0 BlackRock LifePath ® Dynamic 2035 Fund $166,568 $0 $0 BlackRock LifePath ® Dynamic 2040 Fund $546,885 $0 $0 BlackRock LifePath ® Dynamic 2045 Fund $128,888 $0 $0 BlackRock LifePath ® Dynamic 2050 Fund $285,572 $0 $0 BlackRock LifePath ® Dynamic 2055 Fund $99,582 $0 $0 BlackRock LifePath ® Dynamic 2060 Fund $23,769 $0 $0 BlackRock LifePath ® Dynamic 2065 Fund $11,474 $0 $0
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The fees and expenses of the Independent Trustees of the Trust, counsel to the Independent Trustees of the Trust, and the Independent Registered Public Accounting Firm that provides audit services in connection with the Funds (collectively referred to as the “Independent Expenses”) are paid directly by the Funds. Each of BAL and BFA, as applicable, has contractually undertaken, through June 30, 2036, to reimburse or provide an offsetting credit to the Funds for such Independent Expenses. This contractual arrangement may not be terminated prior to July 1, 2036 unless approved by a majority of the non-interested trustees of the Trust (with 90 days’ notice) or by a vote of the majority of outstanding voting securities of the Funds.
In addition, pursuant to a Shareholders’ Administrative Services Agreement, BAL provides certain shareholder liaison services in connection with the Trust’s investor service center. The Trust, on behalf of the Funds, reimburses BAL for its costs in maintaining the service center, which costs include, among other things, employee salaries, leasehold expenses, and other out-of-pocket expenses.
For the past three fiscal years, the Funds did not reimburse BAL fees for services it provided under this agreement.
Information Regarding the Portfolio Managers
Philip Green, Chris Chung, CFA and Michael Pensky, CFA, the portfolio managers, are jointly and primarily responsible for the day-to-day management of each Fund’s portfolio.
Other Funds and Accounts Managed
The following table sets forth information about funds and accounts other than the Funds, for which the portfolio managers are primarily responsible for the day-to-day portfolio management as of December 31, 2025.
BlackRock LifePath ® Dynamic Retirement Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Philip Green 27 53 16 0 6 6 $20.64 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $92.86 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.2 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2030 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Philip Green 27 53 16 0 6 6 $20.60 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $92.83 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.2 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
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BlackRock LifePath ® Dynamic 2035 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Philip Green 27 53 16 0 6 6 $20.68 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $92.91 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.2 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2040 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Philip Green 27 53 16 0 6 6 $20.58 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $92.80 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.1 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2045 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Philip Green 27 53 16 0 6 6 $20.75 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $92.97 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.3 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2050 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Philip Green 27 53 16 0 6 6 $20.71 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $92.94 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.3 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
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BlackRock LifePath ® Dynamic 2055 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Philip Green 27 53 16 0 6 6 $20.82 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $93.04 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.4 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2060 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles Other Accounts Philip Green 27 53 16 0 6 6 $20.97 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $93.20 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.5 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2065 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Philip Green 27 53 16 0 6 6 $21.05 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $93.28 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.6 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
BlackRock LifePath ® Dynamic 2070 Fund
Number of Other Accounts Managed and Assets by Account Type Number of Other Accounts and Assets for Which Advisory Fee is Performance-Based
Name of Portfolio Manager
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts
Other Registered Investment Companies
Other Pooled Investment Vehicles
Other Accounts Philip Green 27 53 16 0 6 6 $21.13 Billion $26.89 Billion $13.00 Billion $0 $2.60 Billion $6.07 Billion Chris Chung, CFA 29 11 0 0 0 0 $93.36 Billion $1.63 Billion $0 $0 $0 $0 Michael Pensky, CFA 37 54 6 0 8 0 $110.7 Billion $19.78 Billion $1.04 Billion $0 $3.10 Billion $0
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Portfolio Manager Compensation Overview
The discussion below describes the portfolio managers’ compensation as of December 31, 2025.
BlackRock’s financial arrangements with its portfolio managers, its competitive compensation and its career path emphasis at all levels reflect the value senior management places on key resources. Compensation may include a variety of components and may vary from year to year based on a number of factors. The principal components of compensation include a base salary, a performance-based discretionary bonus, participation in various benefits programs and one or more of the incentive compensation programs established by BlackRock.
Base Compensation. Generally, portfolio managers receive base compensation based on their position with the firm.
Discretionary Incentive Compensation: Mr. Chung
Discretionary incentive compensation is a function of several components: the performance of BlackRock, Inc., the performance of the portfolio manager’s group within BlackRock, the investment performance, including risk-adjusted returns, of t he firm’s assets under management or supervision by that portfolio manager relative to predetermined benchmarks, and the individual’s performance and contribution to the overall performance of these portfolios and BlackRock. Among other things, BlackRock’s Chief Investment Officers make a subjective determination with respect to each portfolio manager’s compensation based on the performance of the Funds and other accounts managed by each portfolio manager relative to the various benchmarks. Performance is generally assessed over trailing 1-,3-, and 5-year periods relative to applicable benchmarks. The relative benchmarks for Mr. Chung are: A combination of market-based indices (Russell 1000, MSCI All-Country World, Bloomberg U.S. A ggregate Bond Index), certain customized indices and certain fund industry peer groups.
Discretionary Incentive Compensation: Messrs. Green and Pensky
Discretionary incentive compensation is a function of several components: the commercial performance of BlackRock, Inc., the commercial performance of the portfo lio manager’s group, client investment performance relative to predetermined benchmarks for which the portfolio manager’s group is responsible, and the individual’s contribution to the overall performance of these portfolios and BlackRock. Commercial and investment performance is generally assessed over trailing 1-,3-, and 5-year periods. The relative benchmarks for these portfolio managers are:
Portfolio Manager Applicable Benchmarks Philip Green A combination of market-based indices (Russell 1000, MSCI All Country World Index, ICE BofA 3-Month US T Bill), certain custom indices and certain fund industry peer groups. Michael Pensky, CFA A combination of market-based indices (MSCI EAFE, Russell 3000, Bloomberg U.S. Aggregate Bond Index, ICE BofA 3-Month US T Bill), certain customized indices and certain fund industry peer groups.
Distribution of Discretionary Incentive Compensation. Discretionary incentive compensation is distributed to portfolio managers in a combination of cash, deferred BlackRock, Inc. stock awards, and/or deferred cash awards that notionally track the return of certain BlackRock investment products.
Portfolio managers receive their annual discretionary incentive compensation in the form of cash. Portfolio managers whose total compensation is above a specified threshold also receive deferred BlackRock, Inc. stock awards annually as part of their discretionary incentive compensation. Paying a portion of discretionary incentive compensation in the form of deferred BlackRock, Inc. stock puts compensation earned by a portfolio manager for a given year “at risk” based on BlackRock’s ability to sustain and improve its performance over future periods. In some cases, additional deferred BlackRock, Inc. stock may be granted to certain key employees as part of a long-term incentive award to aid in retention, align interests with long-term shareholders and motivate performance. Deferred BlackRock, Inc. stock awards are generally granted in the form of BlackRock, Inc. restricted stock units that vest pursuant to the terms of the applicable plan and, once vested, settle in BlackRock, Inc. common stock. The portfolio managers of these Funds have deferred BlackRock, Inc. stock awards.
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For certain portfolio managers, a portion of the discretionary incentive compensation is also distributed in the form of deferred cash awards that notionally track the returns of select BlackRock investment products they manage, which provides direct alignment of portfolio manager discretionary incentive compensation with investment product results. Deferred cash awards vest ratably over a number of years and, once vested, settle in the form of cash. Only portfolio managers who manage specified products and whose total compensation is above a specified threshold are eligible to participate in the deferred cash award program.
Other Compensation Benefits. In addition to base salary and discretionary incentive compensation, portfolio managers may be eligible to receive or participate in one or more of the following:
Incentive Savings Plans — BlackRock, Inc. has created a variety of incentive savings plans in which BlackRock employees are eligible to participate, incl uding a 401(k) plan, the BlackRock Retirement Savings Plan (“RSP”), and the BlackRock Employee Stock Purchase Plan (“ESPP”). The employer contribution components of the RSP include a company match equal to 50% of the first 8% of eligible pay contributed to the plan capped at $5,000 per year, and a company retirement contribution equal to 3-5% of eligible compensation up to the Internal Revenue Service limit ($350,000 for 2025). The RSP offers a range of investment options, including registered investment companies and collective investment funds managed by the firm. BlackRock contributions follow the investment direction set by participants for their own contributions or, absent participant investment direc tion, are invested into a target date fund that corresponds to, or is closest to, the year in which the participant attains age 65. The ESPP allows for investment in BlackRock common stock at a 5% discount on the fair market value of the stock on the purchase date. Annual participation in the ESPP is limited to the purchase of 1,000 shares of common stock or a dollar value of $25,000 based on its fair market value on the purchase date. All of the eligible portfolio managers are eligible to participate in these plans.
Portfolio Manager Beneficial Ownership
As of December 31, 2025, the portfolio managers beneficially owned no interests in any of the Funds for which they are primarily responsible for the day-to-day management.
Portfolio Manager Potential Material Conflicts of Interest
BlackRock has built a professional working environm ent, firm-wide compliance culture and compliance procedures and systems designed to protect against potential incentives that may favor one account over another. BlackRock has adopted policies and procedures that address the allocation of investment opportunities, execution of portfolio transactions, personal trading by employees and other potential conflicts of interest that are designed to ensure that all client accounts are treated equitably over time. Nevertheless, BlackRock furnishes investment management and advisory services to numerous clients in addition to the Funds, and BlackRock may, consistent with applicable law, make investment recommendations to other clients or accounts (including accounts which are hedge funds or have performance or higher fees paid to BlackRock, or in which portfolio managers have a personal interest in the receipt of such fees), which may be the same as or different from those made to the Funds. In addition, BlackRock, its affiliates and significant shareholders and any officer, director, shareholder or employee may or may not have an interest in the securities whose purchase and sale BlackRock recommends to the Funds. BlackRock, or any of its affiliates or significant shareholders, or any officer, director, shareholder, employee or any member of their families may take different actions than those recommended to the Funds by BlackRock with respect to the same securities. Moreover, BlackRock may refrain from rendering any advice or services concerning securities of companies of which any of BlackRock’s (or its affiliates’ or significant shareholders’) officers, directors or employees are directors or officers, or companies as to which BlackRock or any of its affiliates or significant shareholders or the officers, directors and employees of any of them has any substantial economic interest or possesses material non-public information. Certain Fund managers also may manage accounts whose investment strategies may at times be opposed to the strategy utilized for a Fund. It should also be noted that Mr. Green may be managing hedge fund and/or long only accounts, or may be part of a team managing hedge fund and/ or long only accounts, subject to incentive fees. Mr. Green may therefore be entitled to receive a portion of any incentive fees earned on such accounts.
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As a fiduciary, BlackRock owes a duty of loyalty to its clients and must treat each client fairly. When BlackRock purchases or sells securities for more than one account, the trades must be allocated in a manner consistent with its fiduciary duties. BlackRock attempts to allocate investments in a fair and equitable manner among client accounts, with no account receiving preferential treatment. To this end, BlackRock has adopted policies that are intended to ensure reasonable efficiency in client transactions and provide BlackRock with sufficient flexibility to allocate investments in a manner that is consistent with the particular investment discipline and client base, as appropriate.
Shareholder Servicing Agents
The Board has adopted a Shareholder Servicing Plan pursuant to which the Funds have entered or may enter into Shareholder Servicing Agreements with BAL an d other entities, and BAL may also enter into such Agreements with securities dealers, brokers, investment advisers, service providers or other industry professionals (including BlackRock, BlackRock Invest ments, LLC (“BRIL”), Barclays PLC (“Barclays”) and their affiliates) (collectively, “Shareholder Servicing Agents”) for the provision of certain services to holders of Investor A, Investor C, Institutional and Class R Shares. No such agreements are contemplated in respect of Class K Shares. The shareholder services provided by BAL or Shareholder Servicing Agents may include serving as an agent of the Funds for purposes of accepting orders for purchases and redemptions of Fund shares, providing administrative support and account service such as processing purchases and redemptions of shares on behalf of individual and omnibus Fund accounts, keeping records, transmitting reports and communications from the Funds, and providing reports on the status of individual and omnibus accounts. Shareholder Servicing Agents may provide these services, in whole or in part, by operating electronic transaction systems or websites through which shareholders may obtain information or engage in purchase or redemption transactions of Fund shares. By operating t hese systems or providing other services described above, the Shareholder Servicing Agents make the Funds available to their clients.
A Shareholder Servicing Agent may make decisions about which investment options it will service and make available to its clients based on the payments the Shareholder Servicing Agent may be eligible to receive for its services. Therefore, payments to a Shareholder Servicing Agent may create potential conflicts of interest between the Shareholder Servicing Agent and its clients where the Shareholder Servicing Agent determines which investment options it will make available to those clients.
Pursuant to its Administration Agreement with the Tru st, as described in the section entitled “Administration Arrangements,” BAL pays shareholder servicing fees to certain Shareholder Servicing Agents in amounts not exceeding maximum fee rates approved by the Trust’s Board of Trustees for those shareholder servicing, sub-administration, recordkeeping, sub-transfer agenc y and processing services that the Shareholder Servicing Agents perform for their clients that would otherwise be performed by BAL or the Funds’ other service providers. For providing some or all of these services for investors in shares of each Fund, each Shareholder Servicing Agent is entitled to receive a monthly fee at an annual rate of up to 0.25% of the average daily net assets of shares of each Fund represented by shares owned during the period for which payment is being made by investors with whom the Shareholder Servicing Agent maintains a servicing relationship.
A Shareholder Servicing Agent also may impose certain conditions on its customers, subject to the terms of the Funds’ Prospectuses and this SAI, that are in addition t o or different from those imposed by the Trust, such as requiring a minimum initial investment or payment of a separate fee for additional services.
Accounting Services
State Street Bank and Trust Company (“State Street”), serves as the accounting services provider for the Funds. State Street maintains the books of account and other financial records (other than those maintained by the Funds’ custodian); records general ledger entries; calculates daily net income; reconciles activity to the trial balance; calculates and publishes daily net asset value; prepares account balances; and provides such other accounting services as may be required. In connection with its accounting services, State Street also provides certain administration services.
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Custodian
State Street, which has its principal place of business at One Lincoln Street, Boston, Massachusetts 02111, serves as the custodian for each Fund (the “Custodi an”). The Custodian, among other responsibilities, maintains a custody account or accounts in the name of each Fund, receives and delivers all assets for each Fund upon purchase and upon sale or maturity, and collects and receives all income and other payments and distributions on account of the assets of each Fund.
Transfer and Dividend Disbursing Agent
BNY Mellon Investment Servicing (US) Inc., a subsidiary of The Bank of New York Mellon Corporation, acts as each Fund’s transfer and dividend disbursing age nt and is located at 118 Flanders Road, Westborough, MA 01581.
Credit Agreement
The Trust, on behalf of each Fund, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is a party to a 364-day, $2.4 billion credit agreement with a group of lenders, which facility terminates on April 8, 2027, unless otherwise extended or renewed (the “Credit Agreement”). Excluding commitments designated for certain Participating Funds, the Participating Funds, including each Fund, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the Credit Agreement. Each Fund may borrow under the Credit Agreement to meet shareholder redemptions an d for other lawful purposes. However, each Fund may not borrow under the Credit Agreement for leverage. Each Fund may borrow up to the maximum amount allowable under its current Prospectus and SAI, subject to various other legal, regulatory or contractual limits. Borrowing results in interest expense and other fees and expenses for a Fund which may impact the Fund’s net expenses. The costs of borrowing may reduce a Fund’s return. Each Fund is charged its pro rata share of upfront fees and commitment fees on the aggregate commitment amount based on its net assets. If a Fund borrows pursuant to the Credit Agreement, the Fund will be charged interest at a variable rate.
V. Information on Sales Charges and Distribution Related Expenses
Distributor
BlackRock Investments, LLC (“BRIL” or the “Distribut or”) is the distributor for the Funds’ shares. BRIL is a registered broker-dealer located at 50 Hudson Yards, New York, New York 10001. The Trust has entered into a distribution agreement with BRIL under which BRIL, as agent, offers shares of each Fund on a continuous basis.
Set forth below is information on sales charges (including any contingent deferred sales charges (“CDSCs”)) received by the Funds, including the amounts paid to affiliates of BFA, for the periods indicated.
Investor A Sales Charge Information
Fiscal Year Ended December 31, 2025
Fund
Gross Sales Charges Collected
Sales Charges Retained by BRIL
Sales Charges Paid to Affiliates
CDSCs Received on Redemption of Load-Waived Shares BlackRock LifePath ® Dynamic Retirement Fund $8,457 $828 $828 $0 BlackRock LifePath ® Dynamic 2030 Fund $10,293 $807 $807 $0 BlackRock LifePath ® Dynamic 2035 Fund $16,258 $1,315 $1,315 $0 BlackRock LifePath ® Dynamic 2040 Fund $20,440 $1,180 $1,180 $0 BlackRock LifePath ® Dynamic 2045 Fund $19,578 $1,162 $1,162 $0 BlackRock LifePath ® Dynamic 2050 Fund $14,775 $756 $756 $0 BlackRock LifePath ® Dynamic 2055 Fund $20,334 $1,132 $1,132 $0 BlackRock LifePath ® Dynamic 2060 Fund $22,287 $1,199 $1,199 $0 BlackRock LifePath ® Dynamic 2065 Fund $23,524 $1,264 $1,264 $0 BlackRock LifePath ® Dynamic 2070 Fund $1,027 $58 $58 $0
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Fiscal Year Ended December 31, 2024
Fund
Gross Sales Charges Collected
Sales Charges Retained by BRIL
Sales Charges Paid to Affiliates
CDSCs Received on Redemption of Load-Waived Shares BlackRock LifePath ® Dynamic Retirement Fund $11,312 $1,265 $1,265 $0 BlackRock LifePath ® Dynamic 2030 Fund $6,548 $438 $438 $0 BlackRock LifePath ® Dynamic 2035 Fund $9,203 $553 $553 $0 BlackRock LifePath ® Dynamic 2040 Fund $14,922 $802 $802 $0 BlackRock LifePath ® Dynamic 2045 Fund $8,665 $529 $529 $0 BlackRock LifePath ® Dynamic 2050 Fund $27,988 $1,745 $1,745 $0 BlackRock LifePath ® Dynamic 2055 Fund $21,948 $1,295 $1,295 $0 BlackRock LifePath ® Dynamic 2060 Fund $15,198 $796 $796 $0 BlackRock LifePath ® Dynamic 2065 Fund $19,565 $984 $984 $0 BlackRock LifePath ® Dynamic 2070 Fund $0 $0 $0 $0
Fiscal Year Ended December 31, 2023
Fund
Gross Sales Charges Collected
Sales Charges Retained by BRIL
Sales Charges Paid to Affiliates
CDSCs Received on Redemption of Load-Waived Shares BlackRock LifePath ® Dynamic Retirement Fund $10,290 $992 $992 $0 BlackRock LifePath ® Dynamic 2030 Fund $11,924 $759 $759 $0 BlackRock LifePath ® Dynamic 2035 Fund $15,071 $924 $924 $0 BlackRock LifePath ® Dynamic 2040 Fund $16,617 $1,061 $1,061 $0 BlackRock LifePath ® Dynamic 2045 Fund $11,467 $654 $654 $0 BlackRock LifePath ® Dynamic 2050 Fund $13,591 $737 $737 $0 BlackRock LifePath ® Dynamic 2055 Fund $25,846 $1,590 $1,590 $0 BlackRock LifePath ® Dynamic 2060 Fund $9,480 $454 $454 $0 BlackRock LifePath ® Dynamic 2065 Fund $18,847 $1,011 $1,011 $0
Investor C Sales Charge Information
Fiscal Year Ended December 31, 2025 Fund CDCs Received by BRIL CDCs Paid to Affiliates BlackRock LifePath ® Dynamic Retirement Fund $0 $0 BlackRock LifePath ® Dynamic 2030 Fund $222 $222 BlackRock LifePath ® Dynamic 2035 Fund $296 $296 BlackRock LifePath ® Dynamic 2040 Fund $113 $113 BlackRock LifePath ® Dynamic 2045 Fund $251 $251 BlackRock LifePath ® Dynamic 2050 Fund $2,158 $2,158 BlackRock LifePath ® Dynamic 2055 Fund $79 $79 BlackRock LifePath ® Dynamic 2060 Fund $0 $0 BlackRock LifePath ® Dynamic 2065 Fund $596 $596 BlackRock LifePath ® Dynamic 2070 Fund $0 $0
Fiscal Year Ended December 31, 2024 Fund CDCs Received by BRIL CDCs Paid to Affiliates BlackRock LifePath ® Dynamic Retirement Fund $5 $5 BlackRock LifePath ® Dynamic 2030 Fund $226 $226 BlackRock LifePath ® Dynamic 2035 Fund $897 $897 BlackRock LifePath ® Dynamic 2040 Fund $151 $151 BlackRock LifePath ® Dynamic 2045 Fund $307 $307 BlackRock LifePath ® Dynamic 2050 Fund $154 $154 BlackRock LifePath ® Dynamic 2055 Fund $614 $614 BlackRock LifePath ® Dynamic 2060 Fund $265 $265 BlackRock LifePath ® Dynamic 2065 Fund $114 $114 BlackRock LifePath ® Dynamic 2070 Fund $0 $0
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Fiscal Year Ended December 31, 2023 Fund CDCs Received by BRIL CDCs Paid to Affiliates BlackRock LifePath ® Dynamic Retirement Fund $114 $114 BlackRock LifePath ® Dynamic 2030 Fund $481 $481 BlackRock LifePath ® Dynamic 2035 Fund $542 $542 BlackRock LifePath ® Dynamic 2040 Fund $0 $0 BlackRock LifePath ® Dynamic 2045 Fund $922 $922 BlackRock LifePath ® Dynamic 2050 Fund $451 $451 BlackRock LifePath ® Dynamic 2055 Fund $102 $102 BlackRock LifePath ® Dynamic 2060 Fund $126 $126 BlackRock LifePath ® Dynamic 2065 Fund $590 $590
The table below provides information for the fiscal year ended December 31, 2025 about the distribution and/ or service fees each Fund paid to BRIL pursuant to the Funds’ Distribution and Service Plan. A portion of the fees collected by BRIL were paid to affiliates, for providing shareholder servicing activities for Investor A Shares and for providing shareholder servicing and distribution related activities and services for Investor C and Class R Shares.
Fund Investor A Shares Investor C Shares Class R Shares BlackRock LifePath ® Dynamic Retirement Fund $311,732 $23,773 $67,308 BlackRock LifePath ® Dynamic 2030 Fund $331,466 $20,448 $51,899 BlackRock LifePath ® Dynamic 2035 Fund $98,378 $32,163 $42,199 BlackRock LifePath ® Dynamic 2040 Fund $365,219 $27,049 $64,788 BlackRock LifePath ® Dynamic 2045 Fund $97,266 $16,255 $54,200 BlackRock LifePath ® Dynamic 2050 Fund $242,931 $18,944 $50,994 BlackRock LifePath ® Dynamic 2055 Fund $85,166 $14,068 $36,722 BlackRock LifePath ® Dynamic 2060 Fund $24,038 $952 $27,122 BlackRock LifePath ® Dynamic 2065 Fund $29,261 $8,975 $3,366 BlackRock LifePath ® Dynamic 2070 Fund $315 $1,048 $540
VI. Computation of Offering Price Per Share
An illustration of the computation of the offering price of the Investor A Shares of each Fund based on the value of each Fund’s Investor A Shares’ net assets and the number of Investor A Shares outstanding on December 31, 2025, is set forth below.
Computation of Offering Price Per Share:
BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund Net Assets $127,301,230 $134,117,154 $45,174,486 $152,368,589 $45,715,891 Number of Shares Outstanding 16,361,375 9,859,160 2,638,775 9,757,582 2,332,389 Net Asset Value Per Share (net assets divided by number of shares outstanding) $7.78 $13.60 $17.12 $15.62 $19.60 Sales Charge (5.25% of offering price; 5.54% of net asset value per share) 1 0.43 0.75 0.95 0.87 1.09 Offering Price $8.21 $14.35 $18.07 $16.49 $20.69
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Computation of Offering Price Per Share:
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund Net Assets $106,870,044 $41,618,934 $14,071,860 $14,925,116 $189,284 Number of Shares Outstanding 4,240,948 1,919,475 834,333 979,676 16,480 Net Asset Value Per Share (net assets divided by number of shares outstanding) $25.20 $21.68 $16.87 $15.23 $11.49 Sales Charge (5.25% of offering price; 5.54% of net asset value per share) 1 1.40 1.20 0.93 0.84 0.64 Offering Price $26.60 $22.88 $17.80 $16.07 $12.13
1 Rounded to the nearest one-hundredth percent; assumes maximum sales charge is applicable.
The offering price for each Fund’s other share classes is equal to the share class’ net asset value computed as set forth above for Investor A Shares. Though not subject to a sales charge, certain share classes may be subject to a CDSC on redemption. For more information on the purchasing and valuation of shares, please see “Purchase of Shares” and “Pricing of Shares” in Part II of this SAI.
VII. Portfolio Transactions and Brokerage
See “Portfolio Transactions and Brokerage” in Part II of this SAI for more information.
Brokerage Commissions
Each Fund purchases and sells those portfolio securities that are interests in Underlying Funds that are not iShares Funds by dealing directly with the issuer — the Underlying Funds. Each Fund purchases and sells those portfolio securities that are Underlying iShares Funds through brokers and will incur brokerage commissions on those transactions.
Information about the brokerage commissions paid by each Fund for the periods shown is set forth in the following table:
Fiscal Year Ended December 31, Fund 2025 2024 2023 BlackRock LifePath ® Dynamic Retirement Fund $32,038 $25,988 $14,028 BlackRock LifePath ® Dynamic 2030 Fund $40,266 $31,158 $16,236 BlackRock LifePath ® Dynamic 2035 Fund $38,448 $25,835 $9,513 BlackRock LifePath ® Dynamic 2040 Fund $50,952 $30,768 $15,540 BlackRock LifePath ® Dynamic 2045 Fund $45,415 $24,422 $10,041 BlackRock LifePath ® Dynamic 2050 Fund $51,466 $26,219 $9,580 BlackRock LifePath ® Dynamic 2055 Fund $36,198 $19,990 $7,423 BlackRock LifePath ® Dynamic 2060 Fund $19,066 $9,259 $2,868 BlackRock LifePath ® Dynamic 2065 Fund $9,505 $4,505 $1,250 BlackRock LifePath ® Dynamic 2070 Fund $628 $145 N/A
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Regular Broker-Dealer Information:
During the past three fiscal years, the Funds paid no brokerage commissions to brokers affiliated with BFA.
The following table shows the dollar amount of brokerage commissions paid to brokers for providing Section 28(e) research/brokerage services under Section 28(e) of the Securities Exchange Act of 1934, as amended, and the approximate dollar amount of the transactions involved for the fiscal year ended December 31, 2025. The provision of Section 28(e) research/brokerage services was not necessarily a factor in the placement of all brokerage business with such brokers.
Fund
Amount of Commissions Paid to Brokers for Providing 28(e) Eligible Research Services
Amount of Brokerage Transactions Involved BlackRock LifePath ® Dynamic Retirement Fund $0 $0 BlackRock LifePath ® Dynamic 2030 Fund $0 $0 BlackRock LifePath ® Dynamic 2035 Fund $0 $0 BlackRock LifePath ® Dynamic 2040 Fund $0 $0 BlackRock LifePath ® Dynamic 2045 Fund $0 $0 BlackRock LifePath ® Dynamic 2050 Fund $0 $0 BlackRock LifePath ® Dynamic 2055 Fund $0 $0 BlackRock LifePath ® Dynamic 2060 Fund $106.09 $330,482.60 BlackRock LifePath ® Dynamic 2065 Fund $0 $0 BlackRock LifePath ® Dynamic 2070 Fund $46.45 $140,054.08
Securities Lending
To the extent that a Fund engages in securities lending, the Fund conducts its securities lending pursuant to an exemptive order from the Commission permitting it t o lend portfolio securities to borrowers affiliated with the Fund and to retain an affiliate of the Fund as securities lending agent. To the extent that a Fund engages in securities lending, BlackRock Institutional Trust Company, N.A. (previously defined as “BTC”) acts as securities lending agent for the Fund, subject to the overall supervision of BFA, pursuant to a written agreement (the “Securities Lending Agency Agreement” ). BTC administers the lending program in accordance with guidelines approved by the Board.
The Funds retain a portion of the securities lending income and remit the remaining portion to BTC as compensation for its services as securities lending agent. Securities lending income is generally equal to the total of income earned from the reinvestment of cash collateral (and excludes collateral investment fees as defined below), and any fees or other payments to and from borrowers of securities. As securities lending agent, BTC bears all operational costs directly related to securities lending. Each Fund is responsible for fees in connection with the investment of cash collateral received for securities on loan in money market funds advised by BFA or its affiliates, and such fees will not be subject to any waivers (the “collateral investment fees”); however, BTC has agreed to reduce the amount of securities lending income it receives in order to effectively limit the collateral investment fees a Fund bears to an annual rate of 0.04%. Such money market fund shares will not be subject to a sales load, distribution fee or service fee. To the extent that a Fund invests cash collateral in a non-government money market fund, the Fund may be subject to a discretionary liquidity fee of up to 2% on all redemptions. Discretionary liquid ity fees may be imposed or terminated at any time at the discretion of the board of directors of the money market fund, or its delegate, if it is determined that such fee would be, or would not be, respectively, in the best interest of the money market fund. Additionally, a Fund will be subject to a mandatory liquidity fee if the money market fund’s total net redemptions on a single day exceed 5% of the money market fund’s net assets, unless the liquidity costs are de minimis (i.e., less than one basis point (0.01%)). The money market fund will determine the size of the mandatory liquidity fee by making a good faith estimate of certain costs the money market fund would incur if it were to sell a pro rata
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amount of each security in the portfolio to satisfy the amount of net redemptions on that day. There is no limit to the size of a mandatory liquidity fee. If the money market fund cannot estimate the costs of selling a pro rata amount of each portfolio security in good faith and supported by data, it is required to apply a default liquidity fee of 1% on the value of shares redeemed on that day. The imposition of any such discretionary or mandatory liquidity fee would reduce the Fund’s returns on securities lending.
Under the securities lending program, each Fund is categorized into one of several specific asset classes. The determination of a Fund’s asset class category (fixed-in come, domestic equity, international equity or fund of funds), each of which may be subject to a different fee arrangement, is based on a methodology agreed to by the Trust and BTC.
Pursuant to the current securities lending agreement: (i) the Funds retain 82% of securities lending income (which excludes collateral investment fees); and (ii) this amount can never be less than 70% of the sum of securities lending income plus collateral investment fees.
In addition, commencing the business day following the date that the aggregate securities lending income earned across the BlackRock Multi-Asset Complex in a calendar year exceeds specified thresholds, each Fund, pursuant to the current securities lending agreement, will receive for the remainder of that calendar year securities lending income as follows: (i) 85% of securities lending income (which excludes collateral investment fees); and (ii) this amount can never be less than 70% of the sum of securities lending income plus collateral investment fees.
The services provided to each Fund by BTC, in the most recent fiscal year ended December 31, 2025, primarily included the following:
(1) selecting borrowers from an approved list of borrowers and executing a securities lending agreement as agent on behalf of each Fund with each such borrower; (2) negotiating the terms of securities loans, including the amount of fees; (3) directing the delivery of loaned securities; (4) monitoring the daily value of the loaned securities and directing the payment of additional collateral or the return of excess collateral, as necessary; (5) investing cash collateral received in connection with any loaned securities; (6) monitoring distributions on loaned securities (for example, interest and dividend activity); (7) in the event of default by a borrower with respect to any securities loan, using the collateral or the proceeds of the liquidation of collateral to purchase replacement securities of the same issue, type, class and series as that of the loaned securities; and (8) terminating securities loans and arranging for the return of loaned securities to each Fund at loan termination.
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The following tables show the dollar amounts of incom e and fees/compensation related to the securities lending activities of each Fund during its most recent fiscal year ended December 31, 2025.
BlackRock LifePath ® Dynamic Retirement Fund
BlackRock LifePath ® Dynamic 2030 Fund
BlackRock LifePath ® Dynamic 2035 Fund
BlackRock LifePath ® Dynamic 2040 Fund
BlackRock LifePath ® Dynamic 2045 Fund (1) Gross income from securities lending activities $378,494 $749,559 $663,501 $1,161,698 $862,716 (2) Fees and/or compensation for securities lending activities and related services (a) Securities lending income paid to BTC for services as securities lending agent $3,975 $9,387 $8,096 $14,813 $9,896 (b) Cash collateral management expenses not included in (a) $3,465 $6,797 $6,049 $10,528 $7,845 (c) Administrative fees not included in (a) $0 $0 $0 $0 $0 (d) Indemnification fees not included in (a) $0 $0 $0 $0 $0 (e) Rebates (paid to borrowers) $350,349 $686,414 $608,371 $1,062,346 $795,036 (f) Other fees not included in (a) $0 $0 $0 $0 $0 (3) Aggregate fees/compensation for securities lending activities $357,789 $702,598 $622,516 $1,087,687 $812,777 (4) Net income from securities lending activities $20,705 $46,961 $40,985 $74,011 $49,939
BlackRock LifePath ® Dynamic 2050 Fund
BlackRock LifePath ® Dynamic 2055 Fund
BlackRock LifePath ® Dynamic 2060 Fund
BlackRock LifePath ® Dynamic 2065 Fund
BlackRock LifePath ® Dynamic 2070 Fund (1) Gross income from securities lending activities $1,171,507 $657,352 $520,547 $172,670 $20,941 (2) Fees and/or compensation for securities lending activities and related services (a) Securities lending income paid to BTC for services as securities lending agent $12,819 $7,399 $6,012 $2,189 $274 (b) Cash collateral management expenses not included in (a) $10,667 $6,009 $4,754 $1,577 $191 (c) Administrative fees not included in (a) $0 $0 $0 $0 $0 (d) Indemnification fees not included in (a) $0 $0 $0 $0 $0 (e) Rebates (paid to borrowers) $1,082,843 $606,274 $479,490 $158,019 $19,130 (f) Other fees not included in (a) $0 $0 $0 $0 $0 (3) Aggregate fees/compensation for securities lending activities $1,106,329 $619,682 $490,256 $161,785 $19,595 (4) Net income from securities lending activities $65,178 $37,670 $30,291 $10,885 $1,346
VIII. Additional Information
Independent Registered Public Accounting Firm. PricewaterhouseCoopers LLP, with offices at Two Commerce Square, 2001 Market Street, Suite 1800, Philadelphia, Pennsylvania 19103, serves as the Funds’ independent registered public accounting firm.
Counsel. Ropes & Gray LLP, located at 1211 Avenue of the Americas, New York, New York 10036, is counsel to the Trust.
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Principal Shareholders
To the knowledge of the Trust, the following entities owned of record or beneficially 5% or more of a class of a Fund’s shares as of April 1, 2026:
LifePath ® Dynamic Retirement Fund
Name Address % Class Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 65.92% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
6.07% Investor A Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
5.68% Investor A Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 28.23% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222
20.51% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NJ 07310-2010
6.56% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 6.50% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 5.31% Investor C Shares
Raymond James 880 Carillon Parkway Saint Petersburg, FL 33716 5.03% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
26.09% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 9.52% Investor K Shares
Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773
8.47% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
6.61% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
56.48% Investor R Shares
Ascensus Trust Company PO Box 10758 Fargo, ND 58106
17.39% Investor R Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 5.29% Investor R Shares
Charles Schwab & Co Inc. Special 101 Montgomery Street San Francisco, CA 94104-4122 40.26% Institutional Shares
Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102
15.91% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
12.28% Institutional Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
6.69% Institutional Shares
LifePath ® Dynamic 2030 Fund
Name Address % Class Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102
72.65% Investor A Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
6.27% Investor A Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 28.40% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 14.24% Investor C Shares
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Name Address % Class Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 9.79% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 5.11% Investor C Shares
Raymond James 880 Carillon Parkway Saint Petersburg, FL 33716 5.07% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
25.48% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
10.57% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 10.04% Investor K Shares
State Street Bank 1 Lincoln Street Boston, MA 02111
5.92% Investor K Shares
The Northern Trust Company PO Box 92994 Chicago, IL 60675-2994 5.41% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111 65.68% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 9.42% Investor R Shares
Ascensus Trust Company PO Box 10758 Fargo, ND 58106
7.18% Investor R Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122
37.72% Institutional Shares
Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 21.97% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 15.34% Institutional Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 9.00% Institutional Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 6.63% Institutional Shares
LifePath ® Dynamic 2035 Fund
Name Address % Class Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 41.09% Investor A Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
17.59% Investor A Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
9.79% Investor A Shares
Edward D. Jones and Co. 12555 Manchester Road St Louis, MO 63131-3710
5.17% Investor A Shares
LPL Financial 4707 Executive Drive San Diego, CA 92121-3091
17.10% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
11.62% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 9.58% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222
8.71% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222
5.89% Investor C Shares
Ascensus Trust Company PO Box 10758 Fargo, ND 58106
5.13% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
25.28% Investor K Shares
Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773 10.91% Investor K Shares
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Name Address % Class Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 10.59% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 5.90% Investor K Shares
State Street Bank 1 Lincoln Street Boston, MA 02111 5.62% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
63.00% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
9.25% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 6.22% Investor R Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 5.36% Investor R Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 32.40% Institutional Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 21.04% Institutional Shares
LPL Financial 4707 Executive Drive San Diego, CA 92121-3091 12.47% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122
11.79% Institutional Shares
LifePath ® Dynamic 2040 Fund
Name Address % Class Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102
76.93% Investor A Shares
Ascensus Trust Company PO Box 10758 Fargo, ND 58106
21.05% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 13.33% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 10.08% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809 5.07% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010 5.02% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
32.37% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
9.36% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 5.75% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
69.47% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 10.25% Investor R Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122 44.32% Institutional Shares
Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102
24.01% Institutional Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
8.62% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 5.35% Institutional Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 5.23% Institutional Shares
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LifePath ® Dynamic 2045 Fund
Name Address % Class National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
24.12% Investor A Shares
Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 22.63% Investor A Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111 13.18% Investor A Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484
7.01% Investor A Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
6.50% Investor A Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222
24.48% Investor C Shares
Ascensus Trust Company PO Box 10758 Fargo, ND 58106
10.03% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 8.93% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809 8.81% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010 25.08% Investor K Shares
Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773
16.97% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
10.52% Investor K Shares
Matrix Trust Company PO Box 52129 Phoenix, AZ 85072-2129 5.70% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
83.83% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 40.52% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 18.97% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122
12.58% Institutional Shares
LifePath ® Dynamic 2050 Fund
Name Address % Class Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102
69.30% Investor A Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
9.18% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
9.03% Investor A Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 13.50% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809 12.18% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809 7.69% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
7.15% Investor C Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
6.73% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
30.10% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 11.29% Investor K Shares
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Name Address % Class Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773 6.51% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 6.27% Investor K Shares
Matrix Trust Company PO Box 52129 Phoenix, AZ 85072-2129 5.80% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
68.48% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
7.07% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 24.45% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122
19.57% Institutional Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 19.37% Institutional Shares
Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 17.63% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 10.07% Institutional Shares
LifePath ® Dynamic 2055 Fund
Name Address % Class Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 31.78% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
24.97% Investor A Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
13.79% Investor A Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 13.47% Investor A Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 16.30% Investor C Shares
Ascensus Trust Company PO Box 10758 Fargo, ND 58106
10.59% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 9.00% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809
7.40% Investor C Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
7.19% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 7.11% Investor C Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222 5.63% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
28.35% Investor K Shares
Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773 18.55% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
10.16% Investor K Shares
Matrix Trust Company PO Box 52129 Phoenix, AZ 85072-2129
5.98% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 5.63% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
77.63% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 6.96% Investor R Shares
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Name Address % Class Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 35.27% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 22.50% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122 12.70% Institutional Shares
Mid Atlantic Trust Company 1251 Waterfront Place, Suite 525 Pittsburgh, PA 15222
5.95% Institutional Shares
LifePath ® Dynamic 2060 Fund
Name Address % Class State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
29.69% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
29.56% Investor A Shares
Talcott Resolution Life Insurance PO Box 5051 Hartford, CT 06102 11.05% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
6.85% Investor A Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 6.84% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
78.69% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809 12.68% Investor C Shares
BNYM I S Trust Co Cust 301 Bellevue Parkway Wilmington, DE 19809
8.61% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
28.16% Investor K Shares
Matrix Trust Company PO Box 52129 Phoenix, AZ 85072-2129 9.68% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 9.61% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 9.35% Investor K Shares
Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773 7.34% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
6.54% Investor K Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
84.33% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 8.14% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 50.10% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122 24.48% Institutional Shares
Merrill Lynch, Pierce, Fenner & Smith 4800 East Deerlake Drive, 3rd Floor Jacksonville, FL 32246-6484 13.37% Institutional Shares
LifePath ® Dynamic 2065 Fund
Name Address % Class National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010 71.48% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
8.75% Investor A Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180
57.47% Investor C Shares
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Name Address % Class Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001
30.15% Investor C Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
9.46% Investor C Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 22.13% Investor K Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
18.35% Investor K Shares
Matrix Trust Company PO Box 52129 Phoenix, AZ 85072-2129
16.61% Investor K Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 8.08% Investor K Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180 5.50% Investor K Shares
Voya Institutional Trust Company One Orange Way Windsor, CT 06095-4773 5.02% Investor K Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180 60.91% Investor R Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111 17.80% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111
12.10% Investor R Shares
Matrix Trust Company 717 17th Street, Suite 1300 Denver, CO 80202
7.40% Investor R Shares
Empower Trust 8515 East Orchard Road 2T2 Greenwood Village, CO 80111 64.11% Institutional Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180 21.83% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122 7.17% Institutional Shares
LifePath ® Dynamic 2070 Fund
Name Address % Class BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180 49.18% Investor A Shares
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 31.53% Investor A Shares
National Financial Services LLC 499 Washington Boulevard, 5th Floor Jersey City, NY 07310-2010
16.95% Investor A Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180
100% Investor C Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180 70.65% Investor K Shares
DCGT as TTEE and/or CUST 711 High Street Des Moines, IA 50392
11.06% Investor K Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122 6.34% Investor K Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180 76.12% Investor R Shares
State Street Bank and Trust 1 Lincoln Street-2901 Boston, MA 02111
23.87% Investor R Shares
BlackRock Financial Management Inc. 50 Hudson Yards New York, NY 10001-2180
93.65% Institutional Shares
Charles Schwab & Co Inc. 101 Montgomery Street San Francisco, CA 94104-4122
6.34% Institutional Shares
I-47
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Capital Stock
As of the date of this SAI, the beneficial interests in the Tr ust are divided into transferable shares of 37 separate and distinct series authorized and established by the Board. The number of shares of each series, and class thereof, is unlimited and each share has no par value. The Board may, in the future, authorize the issuance of other series representing shares of additional investment portfolios or funds. Except to the extent the Investment Company Act expressly grants to shareholders the power to vote on such termination(s), the Trust, or any series (or class) thereof, may be terminated at any time by the Trustees with written notice to the shareholders.
Although the Trust is not required to hold regular annual shareholder meetings, occasional annual or special meetings may be required for purposes such as electing and removing Trustees, approving advisory contracts, and changing a Fund’s fundamental investment policies.
History of the Trust
The Trust was organized on December 4, 2001 as a statutory trust under the laws of the State of Delaware under the name Barclays Global Investors Funds. The Trust was originally organized as a Maryland corporation named Barclays Global Investors Funds, Inc. (the “Maryland corporation”). On August 21, 2001, the Board of Directors of the Maryland corporation approved a proposal to redomicile the Maryland corporation in Delaware as a Delaware statutory trust (the “Redomiciling”). Shareholders of the Maryland corporation approved the Redomiciling on November 16, 2001. The Trust was established with multiple series corresponding to, and having identical designations as, the series of the Maryland corporation. The Redomiciling was effected on January 11, 2002, at which time the Trust assumed the operations of the Maryland corporation and adopted the Maryland corporation’s registration statement. Shortly thereafter, the Maryland corporation was dissolved. On December 1, 2009, the Trust was renamed BlackRock Funds III.
IX. Financial Statements
The audited financial statements, financial highlights and notes thereto in the Funds’ Annual Financial Statements and Additional Information for the fiscal year ended December 31, 2025, as filed with the SEC on Form N-CSR (the “2025 Annual Financial Statements”), are incorporated in this SAI by reference. No other parts of the 2025 Annual Financial Statements are incorporated by reference herein. The 2025 Annual Financial Statements have been audited by PricewaterhouseCoopers LLP. The report of PricewaterhouseCoopers LLP is incorporated herein by reference. Such 2025 Annual Financial Statements have been incorporated herein in reliance upon the report of such firm given their authority as experts in accounting and auditing. Additional copies of each Fund’s Annual and Semi-Annual Financial Statements and Additional Information may be obtained at no cha rge by telephoning the Distributor at the telephone number appearing on the front page of this SAI.
X. Disclaimers
The S&P Indexes are products of SPDJI and have been licensed for use by BFA or its affiliates. Standard & Poor’s ® and S&P ® are registered trademarks of S&P; Dow Jones ® is a registered trademark of Dow Jones, and these trademarks have been licensed for use by SPDJ I and sublicensed for certain purposes by the iShares Trust. It is not possible to invest directly in an index. The iShares S&P Funds are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, any of their respective affiliates (collectively, “S&P Dow Jones Indices”). S&P Dow Jones Indices make no representation or warranty, express or implied, to the owners of the iShares S&P Funds or any member of the public regarding the advisability of investing in securities generally or in the iShares S&P Funds particularly or the ability of the S&P Indexes to track general market performance. Past performance of an index is not an indication or guarantee of future results. S&P Dow Jones Indices’ only relationship to the iShares Trust and BFA and their affiliates with respect to the S&P Indexes is the licensing of the S&P Indexes and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices and/or its licensors. The S&P Indexes are determined, composed and calculated by S&P Dow Jones Indices without regard to the iShares Trust, BFA or its affiliates or the iShares S&P Funds. S&P
I-48
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Dow Jones Indices have no obligation to take the needs of BFA or its affiliates or the owners of the iShares S&P Funds into consideration in determining, composing or calculating the S&P Indexes. S&P Dow Jones Indices are not responsible for and have not participated in the determination of the prices, and amount of the iShares S&P Funds or the timing of the issuance or sale of the iShares S&P Funds or in the determination or calculation of the equation by which the iShares S&P Funds are to be converted into cash, surrendered or redeemed, as the case may be. S&P Dow Jones Indices have no obligation or liability in connection with the administration, marketing or trading of the iShares S&P Funds. There is no assurance that investment products based on the S&P Indexes will accurately track index performance or provide positive investment returns. S&P Dow Jones Indices LLC is not an investment or tax advisor. A tax advisor should be consulted to evaluate the impact of any tax-exempt securities on portfolios and the tax consequences of making any particular investment decision. Inclusion of a security within an index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice.
NEITHER S&P DOW JONES INDICES NOR THIRD PARTY LICENSOR GUARANTEES THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P INDEXES OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INC LUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY BFA OR ITS AFFILIATES, OWNERS OF THE ISHARES S&P FUNDS, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P INDEXES OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND BFA OR ITS AFFILIATES, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.
The iShares Russell Funds have been developed solely by BFA or its affiliates. The iShares Russell Funds are not in any way connected to or sponsored, endorsed, sold or promoted by the LSE Group. FTSE Russell is a trading name of certain of the LSE Group companies.
All rights in the Russell Midcap ® Index and Russell 2000 ® Index (the “Russell Indexes”) vest in the relevant LSE Group company which owns the Russell Indexes. “FTSE ® ”, “Russell ® ”, and “FTSE Russell ® ”, are trade marks of the relevant LSE Group company and is/are used by any other LSE Group company under license.
The Russell Indexes are calculated by or on behalf of FTSE International Limited, FTSE Fixed Income, LLC, or its affiliate, agent or partner. The LSE Group does not accept any liability whatsoever to any person arising out of (a) the use of, reliance on or any error in the Russell Indexes or (b) investment in or operation of the iShares Russell Funds. The LSE Group makes no claim, prediction, warranty or representation either as to the
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"text": "Supplement dated October 16, 2026"
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"id": "8a1afe0e-c942-41b6-95c0-aaccb53802fc",
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"text": "to the Statement of Additional Information (\u201cSAI\u201d) of each of the funds listed"
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"text": "in Appendix A (each, a \u201cFund\u201d), as amended from time to time."
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"text": "Each Fund\u2019s SAI is amended as follows:"
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"id": "a6649980-cfcb-48e5-ab81-3a55237fde93",
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"text": "The list in the section entitled \u201cPurchase of Shares - Additional Payments by BlackRock - D. Service"
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"text": "Organizations Receiving Additional Payments\u201d in Part II, or in the section entitled \u201cMiscellaneous -"
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"text": "Additional Payments by BlackRock - D. Service Organizations Receiving Additional Payments,\u201d"
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"id": "3cc31673-7f7e-4dac-81fa-ecd7bb79515a",
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"text": "\u201cInvestment Advisory Arrangements - Additional Payments by BlackRock - D. Service Organizations"
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"text": "Receiving Additional Payments\u201d or \u201cInvestment Adviser and Other Service Providers - Additional"
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"text": "Payments by BlackRock - D. Service Organizations Receiving Additional Payments,\u201d as applicable, of each"
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"text": "Fund\u2019s current SAI, is deleted in its entirety and replaced with the following:"
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