UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
Check the appropriate box:
| | | | | | |
☐ | | Preliminary Proxy Statement | | | | |
| |
☐ | | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| | | |
☒ | | Definitive Proxy Statement | | | | |
| | | |
☐ | | Definitive Additional Materials | | | | |
| | | |
☐ | | Soliciting Material Pursuant to § 240.14a-12 | | | | |
iShares, Inc.
iShares Trust
iShares U.S. ETF Trust
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| | | | |
| |
☒ | | No fee required. |
| |
☐ | | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
| | |
| | (1) | | Title of each class of securities to which transaction applies: |
| | (2) | | Aggregate number of securities to which transaction applies: |
| | (3) | | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
| | (4) | | Proposed maximum aggregate value of transaction: |
| | (5) | | Total fee paid: |
| |
☐ | | Fee paid previously with preliminary materials. |
| |
☐ | | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| | |
| | (1) | | Amount Previously Paid: |
| | (2) | | Form, Schedule or Registration Statement No.: |
| | (3) | | Filing Party: |
| | (4) | | Date Filed: |
iShares, Inc.
iShares Trust
iShares U.S. ETF Trust
400 Howard Street
San Francisco, CA 94105
May 10, 2017
Dear Shareholder:
A joint special meeting (the “Meeting”) of the shareholders of each series of iShares, Inc., iShares Trust and iShares U.S. ETF Trust (each, a “Company,” and each series, a “Fund,” and collectively, the “Funds”) will be held at the offices of BlackRock Fund Advisors (the “Adviser”), 400 Howard Street, San Francisco, CA 94105, on June 19, 2017, at 11:00 a.m. (Pacific time) to consider and vote on the proposals discussed in the enclosed joint proxy statement. The Funds are listed inAppendix B to the enclosed joint proxy statement.
You have received this letter because you were a shareholder of record of at least one Fund on May 2, 2017 (the “Record Date”). The purpose of the Meeting is to seek shareholder approval of the five nominees named in the enclosed joint proxy statement (the “Board Nominees”) to the Board of Directors or Trustees (each, a “Board,” the members of which are referred to as “Board Members”) of each Company.
Each Board has unanimously approved the five Board Nominees on behalf of each of the Funds that the Board oversees, subject to approval by the applicable Fund’s shareholders. The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that they possess the requisite experience in overseeing investment companies, and that their election would be in your best interests as a shareholder.
Each Board unanimously recommends that you vote, or submit voting instructions, “FOR” the election of each of the Board Nominees. In connection with your vote, we urge you to read the full text of the enclosed joint proxy statement.
Your vote is important. You can vote on the Internet, by telephone, by mail or in person at the Meeting. Please take a few moments to vote your shares, whether or not you plan to attend the Meeting in person. Broadridge Financial Solutions, Inc. (“Broadridge”), a professional proxy solicitation firm, has been retained to assist the Funds in obtaining shareholder votes.
Attendance at the Meeting will be limited to each Fund’s shareholders as of the Record Date. Photographic identification will be required for admission to the Meeting.
Even if you plan to attend the Meeting in person, please promptly follow the enclosed instructions to submit voting instructions via the Internet, by telephone, or by signing and dating each voting instruction form you receive and returning it in the accompanying postage-paid return envelope.
Please take the time to vote as outlined above and participate in the governance of your Fund(s).
If you have any questions about the proposals to be voted on, please call Broadridge, the firm assisting us in the solicitation of proxies, at 1-877-777-8588.
Sincerely,
Martin Small
President of the Funds
55 East 52nd Street, New York, NY 10055
IMPORTANT INFORMATION FOR FUND SHAREHOLDERS
While we encourage you to read the full text of the enclosed joint proxy statement, for your convenience, we have provided a brief overview of the matters to be voted on.
Questions and Answers
Q: | Why am I receiving the joint proxy statement? |
A: | A joint special meeting of shareholders of the Funds will be held at the offices of BlackRock Fund Advisors, 400 Howard Street, San Francisco, CA 94105, on June 19, 2017, at 11:00 a.m. (Pacific time). The enclosed joint proxy statement describes a proposal to elect the Board Nominees of the Fund(s) in which you owned shares as of the Record Date, May 2, 2017, and provides you with other information relating to the Meeting. The enclosed voting instruction form(s) indicate the Fund(s) in which you owned shares as of the Record Date. The table starting on page 5 of the joint proxy statement identifies the five Board Nominees, three of whom are current Board Members and two of whom are current advisory Board Members of the Companies (the “Advisory Board Members”). |
Q: | Why are the Companies holding a meeting to elect Board Members at this time? |
A: | The Boards believe that it would be beneficial to current and future shareholders of the Companies to expand the breadth and depth of the Boards by adding Directors/Trustees with varied backgrounds and qualifications. |
In addition, the Investment Company Act of 1940, as amended (the “1940 Act”), requires that persons filling vacancies on a board be elected by shareholders at a meeting called for that purpose unless at least two-thirds of the directors/trustees then holding office have been elected by shareholders. The 1940 Act also requires a fund to hold a meeting for the purpose of electing directors/trustees if at any time less than a majority of the directors/trustees were elected by shareholders of the fund. Because three of the eight current Board Members of iShares, Inc. and iShares Trust were appointed by the then-existing Board Members and not elected by shareholders, iShares, Inc. and iShares Trust are currently prohibited by the 1940 Act from appointing new Board Members without shareholder approval. Although iShares U.S. ETF Trust is not similarly required to hold a shareholder meeting to elect Board Members at this time, it is being included in this joint proxy statement to facilitate consistency in the status of Board Members (as elected or appointed) and the composition of the Boards across the three Companies. The election of the Board Nominees to the Boards by shareholders would provide the Boards with more flexibility when a future vacancy exists on the Boards as a result of Director/Trustee resignation or otherwise.
Q: | Who are the Board Nominees for election to the Board of each Company? |
A: | The Board Nominees are: Jane D. Carlin, Richard L. Fagnani, Drew E. Lawton, Madhav V. Rajan and Mark Wiedman. All of the Board Nominees, other than Mark Wiedman, are not “interested persons” of the Companies. Jane D. Carlin, Madhav V. Rajan and Mark Wiedman currently serve as Board Members of the Companies. Richard L. Fagnani and Drew E. Lawton currently serve as Advisory Board Members. Biographical information for the Board Nominees is included in the enclosed joint proxy statement under Proposal 1 of the Meeting and the relevant appendices. |
Q: | How do the Boards of the Companies recommend that I vote? |
A: | The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that the Board Nominees possess the requisite experience in overseeing investment companies. The Boards have approved the Board Nominees named in the joint proxy statement, believe their election would be in your best interest and unanimously recommend that you vote, or submit voting instructions, “FOR” each Board Nominee. |
i
Q: | How do I vote my shares? |
A: | For your convenience, there are several ways you can vote: |
| • | | By Telephone: You may vote by calling the toll-free number listed on your voting instruction form and following the instructions. |
| • | | By Mail: You may vote by completing the enclosed voting instruction form and dating, signing and returning it in the postage-paid envelope. Please note that if you sign and date the voting instruction form but provide no voting instructions, your shares will be voted “FOR” the proposal. |
| • | | On the Internet: You may vote via the Internet by accessing the website address printed on the enclosed voting instruction form or the Important Notice Regarding the Availability of Proxy Materials for the Joint Shareholder Meeting to be held on June 19, 2017 (the “Notice”) and following the instructions. To vote in this manner, you will need the “control” number that appears on your voting instruction form or Notice. |
| • | | In Person: You may vote your shares by attending the Meeting in person. |
Q: | Will my vote make a difference? |
A: | Yes. Your vote is very important and can make a difference in the governance and management of your Fund(s), no matter how many shares you own. Your vote can help ensure that the Board Nominees be elected. We encourage all shareholders to participate in the governance of their Fund(s). |
Q: | Are the Funds paying for the costs of the joint proxy statement? |
A: | Except as otherwise noted below, the costs associated with the joint proxy statement, including the printing, distribution and proxy solicitation costs, will be borne by the Funds, and additional out-of-pocket costs, such as legal expenses, incurred in connection with the preparation of the joint proxy statement, also will be borne by the Funds. Costs that are borne by the Funds collectively will be allocated among the Funds on the basis of their respective net assets, except when direct costs can reasonably be attributed to one or more specific Funds. Pursuant to a contractual or voluntary expense limitation, the Adviser will bear some or all of the costs associated with the joint proxy statement for certain Funds to the extent the total operating expenses of such Funds, after taking into account the proxy costs allocated to such Funds, exceed the contractual or voluntary expense limitation for such Funds. |
The Funds have retained Broadridge, a proxy solicitation firm, to assist in the distribution of proxy materials and the solicitation and tabulation of proxies. It is anticipated that Broadridge will be paid approximately $2.21 million for solicitation services (including reimbursements of out-of-pocket expenses), which includes approximately $2.20 million for the costs of printing and distributing proxy materials.
Q: | Whom do I call if I have questions? |
A: | If you need more information, or have any questions about voting, please call Broadridge, the proxy solicitor for the Funds, at 1-877-777-8588. |
Please votenow. Your vote is important.
To avoid the wasteful and unnecessary expense of further solicitation and no matter how large or small your holdings may be, we urge you to record your voting instructions by telephone or via the Internet, or to indicate your voting instructions on the enclosed voting instruction form(s), and date and sign it (them) and return it (them) promptly in the postage-paid envelope provided. If you submit a properly executed voting instruction form but do not indicate how you wish your shares to be voted, your shares will be voted “FOR” the election of the Board Nominees. If your shares of a Fund are held through a broker, you must provide voting instructions to your broker about how to vote your shares in order for your broker to vote your shares as you instruct at the Meeting.
ii
iSHARES, INC.
iSHARES TRUST
iSHARES U.S. ETF TRUST
NOTICE OF JOINT SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON JUNE 19, 2017
A joint special meeting (the “Meeting”) of the shareholders of each series (each, a “Fund”) of iShares, Inc., iShares Trust and iShares U.S. ETF Trust (each, a “Company”) will be held at the offices of BlackRock Fund Advisors, 400 Howard Street, San Francisco, CA 94105, on June 19, 2017, at 11:00 a.m. (Pacific time), to consider and vote on the following proposals, as more fully described in the accompanying joint proxy statement:
| | |
PROPOSAL 1. | | To elect five Board members to the Board of Directors or Trustees of each Company. |
| |
PROPOSAL 2. | | To transact such other business as may properly come before the Meeting or any adjournments, postponements or delays thereof. |
The purpose of the Meeting is to seek shareholder approval of the five nominees named in the accompanying joint proxy statement (the “Board Nominees”) to the Board of Directors or Trustees of each Company (each, a “Board”). Each Board has unanimously approved the five Board Nominees on behalf of each Fund overseen by such Board, subject to approval by the shareholders of the Funds. The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that the Board Nominees each possess the requisite experience in overseeing investment companies and that their election would be in your best interests as a shareholder.
Each Board unanimously recommends that you vote, or provide voting instructions, “FOR” the election of each Board Nominee.
Shareholders of record of a Fund as of the close of business on May 2, 2017 (the “Record Date”) are entitled to notice of, and to vote at, the Meeting and any adjournments, postponements or delays thereof.
If you owned shares in more than one Fund as of the Record Date, you may receive more than one voting instruction form. Please be certain to vote by telephone or via the Internet with respect to each Fund in which you are a shareholder of record or sign, date and return each voting instruction form you receive from us.
If you have any questions about the proposals to be voted on, please call Broadridge Financial Solutions, Inc., the firm assisting us in the solicitation of proxies, toll-free at 1-877-777-8588.
By Order of the Boards,
Martin Small
President of the Funds
55 East 52nd Street, New York, NY 10055
Dated: May 10, 2017
Table of Contents
iShares, Inc.
iShares Trust
iShares U.S. ETF Trust
400 Howard Street
San Francisco, CA 94105
JOINT SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON JUNE 19, 2017
JOINT PROXY STATEMENT
This joint proxy statement (this “Proxy Statement”) is furnished in connection with the solicitation of proxies by the Board of Directors or Trustees (each, a “Board,” the members of which are referred to as “Board Members”) of each series listed inAppendix B to this Proxy Statement (each, a “Fund” and, collectively, the “Funds”) of iShares, Inc., iShares Trust and iShares U.S. ETF Trust (each, a “Company” and together, the “Companies”). The proxies will be voted at the joint special meeting of shareholders of the Funds (the “Meeting”) and at any and all adjournments, postponements or delays thereof. The Meeting will be held at the offices of BlackRock Fund Advisors (the “Adviser”), 400 Howard Street, San Francisco, CA 94105, on June 19, 2017, at 11:00 a.m. (Pacific time). The Meeting will be held for the purpose of electing five nominees to the Board of each Company (the “Board Nominees”).
The Board of each Company has determined that the use of a joint proxy statement for such Company’s Meeting is in the best interests of the Funds and their shareholders in light of the similar matters being considered and voted on by the shareholders of each Fund. Shareholders will receive either a copy of this Proxy Statement and the accompanying proxy materials, which are expected to be mailed on or about May 18, 2017, or an Important Notice Regarding the Availability of Proxy Materials for the Joint Shareholder Meeting to be held on June 19, 2017 (the “Notice”), which is expected to be mailed on or about May 10, 2017.
iShares, Inc. is a corporation organized under the laws of the State of Maryland. Each of iShares Trust and iShares U.S. ETF Trust is a statutory trust organized under the laws of the State of Delaware. Each Company is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”).
Shareholders of record of a Fund as of the close of business on May 2, 2017 (the “Record Date”) are entitled to notice of and to vote at the Meeting and any and all adjournments, postponements or delays thereof. Shareholders of the Funds on the Record Date are entitled to the voting rights set forth onAppendix A, with no shares having cumulative voting rights. The quorum and voting requirements for Proposal 1 for each Fund are also set forth inAppendix A.
The number of outstanding shares of each Fund as of the close of business on the Record Date are shown inAppendix B. To the knowledge of each Fund, as of the Record Date, no person was the beneficial owner of more than five percent of a class of the outstanding shares of a Fund, except as set forth inAppendix I.
The Fund in which you owned shares on the Record Date is named on the voting instruction form or Notice. If you owned shares in more than one Fund on the Record Date, you may receive more than one voting instruction form. Even if you plan to attend the Meeting in person, please sign, date and return EACH voting instruction form that you receive or, if you provide voting instructions by telephone or via the Internet, please vote on the proposals affecting EACH Fund you own. If you vote by telephone or via the Internet, you will be asked to enter a unique code that has been assigned to you, which is printed on your voting instruction form(s) or Notice, as applicable. This code is designed to confirm your identity, provide access into the voting website and confirm that your voting instructions are properly recorded.
1
All properly executed proxies received prior to the Meeting will be voted at the Meeting and any and all adjournments, postponements or delays thereof. On any matter coming before the Meeting as to which a shareholder has specified a choice on that shareholder’s proxy, the shares will be voted accordingly. If a voting instruction form is properly executed and returned and no choice is specified with respect to a proposal, the shares will be voted“FOR” the proposal. Shareholders who execute proxies or provide voting instructions by telephone or via the Internet may revoke them with respect to one or more proposals at any time before a vote is taken on such proposal(s) by filing with the applicable Fund a written notice of revocation (addressed to the Secretary of the Funds at the principal executive offices of the Funds at 400 Howard Street, San Francisco, CA 94105, by delivering a duly executed proxy bearing a later date, or by attending the Meeting and voting in person by ballot, in all cases prior to the exercise of the authority granted in the voting instruction form. Merely attending the Meeting, however, will not revoke any previously executed proxy. If you hold shares through a bank, broker or other intermediary, please consult your bank, broker or intermediary regarding your ability to revoke voting instructions after such instructions have been provided.
Photographic identification will be required for admission to the Meeting. If you hold your shares through a bank, broker or other intermediary, and you wish to attend the Meeting and vote your shares, you must request a “legal proxy” from the bank, broker or other intermediary.
Copies of each Fund’s most recent annual report and semi-annual report can be obtained on a website maintained by BlackRock, Inc. atwww.iShares.com. In addition, each Fund will furnish, without charge, a copy of its annual report and most recent semi-annual report succeeding the annual report, if any, to a shareholder upon request. Such requests should be directed to the distributor for the Companies, BlackRock Investments, LLC (the “Distributor”), 1 University Square Drive, Princeton, NJ 08540, or by calling 1-800-iShares (1-800-474-2737). Copies of annual and semi-annual reports of each Fund are also available on the EDGAR Database on the U.S. Securities and Exchange Commission’s website atwww.sec.gov.
Please note that only one annual or semi-annual report, or this Proxy Statement or Notice, may be delivered to two or more shareholders of a Fund who share an address, unless the Fund has received instructions to the contrary. To request a separate copy of an annual report or semi-annual report, or this Proxy Statement or Notice, or for instructions on how to request a separate copy of these documents or as to how to request a single copy if multiple copies of these documents are received, shareholders should contact the applicable Fund at the address and phone number set forth above.
SUMMARY OF PROPOSAL AND FUNDS VOTING
The proposal described in this Proxy Statement is to elect Board Members, and the shareholders of each Fund of each Company as of the Record Date are entitled to vote on the proposal.
2
PLEASE VOTENOW. YOUR VOTE IS IMPORTANT.
To avoid the wasteful and unnecessary expense of further solicitation and no matter how large or small your holdings may be, we urge you to record your voting instructions by telephone or via the Internet, or to indicate your voting instructions on the enclosed voting instruction form(s), and date and sign it (them) and return it (them) promptly in the postage-paid envelope provided. If you submit a properly executed voting instruction form but do not indicate how you wish your shares to be voted, your shares will be voted “FOR” the election of the Board Nominees. If your shares of a Fund are held through a broker, you must provide voting instructions to your broker about how to vote your shares in order for your broker to vote your shares as you instruct at the Meeting.
3
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE JOINT SHAREHOLDER MEETING TO BE HELD ON JUNE 19, 2017
The Notice of Joint Special Meeting of Shareholders, Proxy Statement and form of proxy are available on the Internet atwww.proxyvote.com. This Notice cannot be used to cast your vote and presents only an overview of the more complete proxy materials that are available on the Internet. The Proxy Statement and annual and semi-annual reports of each Fund are available by calling 1-800-iShares (1-800-474-2737).
If you have any questions or wish to obtain directions so that you can attend the Meeting in person, please call Broadridge Financial Solutions, Inc. (“Broadridge”), the proxy solicitor for the Funds, toll freeat 1-877-777-8588.
4
PROPOSAL 1 — ELECTION OF BOARD MEMBERS
The purpose of the Proposal is to elect five Board Members to the Board of each Company.
Board Nominees. The Board of each Company currently consists of eight Board Members, six of whom are not “interested persons” of such Company (as defined in the 1940 Act) (the “Independent Board Members”). Each Company also has two advisory Board Members (the “Advisory Board Members”). Each Board Nominee elected at the Meeting will serve until his or her successor is elected or until his or her earlier death, resignation, retirement or removal.
Each Board recommends a vote“FOR” the election of each of the five Board Nominees: Jane D. Carlin, Richard L. Fagnani, Drew E. Lawton, Madhav V. Rajan and Mark Wiedman. All of the Board Nominees, other than Mark Wiedman, are not “interested persons” of the Companies. All of the Board Nominees other than Richard L. Fagnani and Drew E. Lawton currently serve as Board Members of the Companies. Richard L. Fagnani and Drew E. Lawton currently serve as Advisory Board Members for each Company. The Board Nominees were recommended by the Independent Board Members.
To vote for the Board Nominees, please vote by telephone or via the Internet, as described in the voting instruction form(s) or Notice, or date and sign the enclosed voting instruction form(s) and return the voting instruction form(s) promptly in the enclosed postage-paid envelope. If you owned shares in more than one Fund as of the Record Date, you may receive more than one voting instruction form. Each of the Board Nominees has consented to being named in this Proxy Statement and to serve as a Board Member if elected.
Board Members’/Board Nominees’ Biographical Information. Please refer to the below table, which identifies the Board Members/Board Nominees, and sets forth certain biographical information about the Board Members/Board Nominees, for each Company. Each Board Nominee was nominated by the Nominating and Governance Committee of the Board of each respective Company. With the exception of Robert S. Kapito and Mark Wiedman, the address of each Board Member/Board Nominee is c/o BlackRock, Inc., 400 Howard Street, San Francisco, CA 94105. The address of Messrs. Kapito and Wiedman is c/o BlackRock, Inc., Park Avenue Plaza, 55 East 52nd Street, New York, NY 10055. Each Board has designated Cecilia H. Herbert as its Independent Board Chair.
| | | | | | | | |
Name (Age) | | Position | | Principal Occupation(s) During the Past 5 Years | | Number of Funds in Exchange- Traded Fund Complex Overseen or to be Overseen | | Other Directorships Held by Board Member/Board Nominee |
Independent Board Members/Board Nominees |
| | | | |
Jane D. Carlin (61) | | Board Member/Board Nominee (since 2015 for each Company); Risk Committee Chair (since 2016 for each Company). | | Consultant (since 2012); Managing Director and Global Head of Financial Holding Company Governance & Assurance and the Global Head of Operational Risk Management of Morgan Stanley (2006-2012). | | 333 Funds | | Director of PHH Corporation (mortgage solutions) (since 2012); Director of The Hanover Insurance Group, Inc. (since 2016). |
| | | | |
Richard L. Fagnani (62) | | Advisory Board Member/Board Nominee (since 2017 for each Company). | | Retired; Partner, KPMG LLP (2002-2016). | | 333 Funds | | None |
5
| | | | | | | | |
Name (Age) | | Position | | Principal Occupation(s) During the Past 5 Years | | Number of Funds in Exchange- Traded Fund Complex Overseen or to be Overseen | | Other Directorships Held by Board Member/Board Nominee |
Cecilia H. Herbert (68) | | Board Member (since 2005 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Independent Board Chair (since 2016 for each Company); Nominating and Governance Committee Chair (since 2016 for each Company). | | Trustee and Member of the Finance, Technology and Quality Committee of Stanford Health Care (since 2016); Trustee and Member of the Investment Committee, WNET, a New York public media company (since 2011); Chair (1994-2005) and Member (since 1992) of the Investment Committee, Archdiocese of San Francisco; Director (1998-2013) and President (2007-2011) of the Board of Directors, Catholic Charities CYO; Trustee (2002-2011) and Chair of the Finance and Investment Committee (2006-2010) of the Thacher School. | | 333 Funds | | Trustee of Forward Funds (17 portfolios) (since 2009); Trustee of Salient MF Trust (4 portfolios) (since 2015). |
| | | | |
Charles A. Hurty (73) | | Board Member (since 2005 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Audit Committee Chair (since 2006 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust). | | Retired; Partner, KPMG LLP (1968-2001). | | 333 Funds | | Director of SkyBridge Alternative Investments Multi-Adviser Hedge Fund Portfolios LLC (2 portfolios) (since 2002). |
| | | | |
John E. Kerrigan (61) | | Board Member (since 2005 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Securities Lending Committee Chair (since 2016 for each Company). | | Chief Investment Officer, Santa Clara University (since 2002). | | 333 Funds | | None |
| | | | |
Drew E. Lawton (58) | | Advisory Board Member/Board Nominee (since 2016 for each Company). | | Senior Managing Director of New York Life Insurance Company (2010-2015). | | 333 Funds | | None |
| | | | |
John E. Martinez (55) | | Board Member (since 2003 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Fixed Income Plus Committee Chair (since 2016 for each Company). | | Director of Real Estate Equity Exchange, Inc. (since 2005). | | 333 Funds | | None |
6
| | | | | | | | |
Name (Age) | | Position | | Principal Occupation(s) During the Past 5 Years | | Number of Funds in Exchange- Traded Fund Complex Overseen or to be Overseen | | Other Directorships Held by Board Member/Board Nominee |
Madhav V. Rajan (52) | | Board Member/Board Nominee (since 2011 for each Company); Equity Plus Committee Chair and 15(c) Committee Chair (since 2016 for each Company). | | Robert K. Jaedicke Professor of Accounting, Stanford University Graduate School of Business (since 2001); Professor of Law (by courtesy), Stanford Law School (since 2005); Senior Associate Dean for Academic Affairs and Head of MBA Program, Stanford University Graduate School of Business(2010-2016). | | 333 Funds | | Director of Cavium, Inc. (since 2013). |
Interested Board Members/Board Nominees |
| | | | |
Robert S. Kapito1 (60) | | Board Member (since 2009 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust). | | President, BlackRock, Inc. (since 2006); Vice Chairman of BlackRock, Inc. and Head of BlackRock Portfolio Management Group (since its formation in 1998) and BlackRock, Inc.’s predecessor entities (since 1988); Trustee, University of Pennsylvania (since 2009); President of Board of Directors, Hope & Heroes Children’s Cancer Fund (since 2002). | | 333 Funds | | Director of BlackRock, Inc. (since 2006). |
| | | | |
Mark Wiedman2 (46) | | Board Member/Board Nominee (since 2013 for each Company). | | Senior Managing Director, BlackRock, Inc. (since 2014); Managing Director, BlackRock, Inc. (2007-2014); Global Head of BlackRock’s Exchange-Traded Funds and Index Investments Business (since 2016); Global Head of iShares (2011-2016); Head of Corporate Strategy, BlackRock, Inc. (2009-2011). | | 333 Funds | | Director of PennyMac Financial Services, Inc. (since 2008). |
1 | Robert S. Kapito is deemed to be an “interested person” (as defined in the 1940 Act) of each Company due to his affiliations with BlackRock, Inc. and its affiliates. |
2 | Mark Wiedman is deemed to be an “interested person” (as defined in the 1940 Act) of each Company due to his affiliations with BlackRock, Inc. and its affiliates. |
The Board has concluded that, based on each Board Member/Board Nominee’s experience, qualifications, attributes or skills on an individual basis and in combination with those of the other Board Members, each Board Member/Board Nominee should serve as a Board Member. Among the attributes common to all Board Members are their ability to review critically, evaluate, question and discuss information provided to them, to interact effectively with each Company’s investment adviser, other service providers, counsel and the independent registered public accounting firm, and to exercise effective business judgment in the performance of their duties as Board Members. A Board Member’s ability to perform his or her duties effectively may have been attained through the Board Member’s educational background or professional training; business, consulting, public service or academic positions; experience from service as a Board Member of the Companies and the Funds of each Company (and any predecessor funds), other investment funds, public companies, or non-profit entities or other organizations; and/or other life experiences.
7
Set forth below is a brief discussion of the specific experience, qualifications, attributes or skills of each Board Member/Board Nominee that led the Board to conclude that he or she should serve (or continue to serve) as a Board Member.
| | |
Board Members/ Board Nominees | | Experience, Qualifications, Attributes or Skills |
Independent Board Members/Board Nominees |
| |
Jane D. Carlin | | Jane D. Carlin has been a Board Member of each Company since 2015 and Chair of the Risk Committee of each Company since 2016. Ms. Carlin has served as a consultant since 2012 and formerly served as Managing Director and Global Head of Financial Holding Company Governance & Assurance and the Global Head of Operational Risk Management of Morgan Stanley from 2006 to 2012. In addition, Ms. Carlin served as Managing Director and Global Head of the Bank Operational Risk Oversight Department of Credit Suisse Group from 2003 to 2006. Prior to that, Ms. Carlin served as Managing Director and Deputy General Counsel of Morgan Stanley. Ms. Carlin has over 30 years of experience in the financial sector and has served in a number of legal, regulatory, and risk management positions. Ms. Carlin has served as an Independent Director on the Board of PHH Corporation since 2012 and as a Director of The Hanover Insurance Group, Inc. since 2016. She previously served as a Director on the Boards of Astoria Financial Corporation and Astoria Bank. Ms. Carlin was appointed by the United States Treasury to the Financial Services Sector Coordinating Council for Critical Infrastructure Protection and Homeland Security, where she served as Chairperson from 2010 to 2012 and Vice Chair and Chair of the Cyber Security Committee from 2009 to 2010. Ms. Carlin has a BA degree in political science from State University of New York at Stony Brook and a JD degree from Benjamin N. Cardozo School of Law. |
| |
Richard L. Fagnani | | Richard L. Fagnani has been an Advisory Board Member of each Company since 2017. Mr. Fagnani served as a Senior Audit Partner at KPMG LLP from 2002 to 2016, most recently as the U.S. asset management audit practice leader responsible for setting strategic direction and execution of the operating plan for the asset management audit practice. In addition, from 1977 to 2002, Mr. Fagnani served as an Audit Partner at Andersen LLP, where he developed and managed the asset management audit practice. Mr. Fagnani served as a Trustee on the Board of the Walnut Street Theater in Philadelphia from 2009 to 2014 and as a member of the School of Business Advisory Board at LaSalle University from 2006 to 2014. Mr. Fagnani has a BS degree in Accounting from LaSalle University. |
| |
Cecilia H. Herbert | | Cecilia H. Herbert has been a Board Member of iShares, Inc. and iShares Trust since 2005, and a Board Member of iShares U.S. ETF Trust since 2011. Ms. Herbert has served as Chair of each Company’s Board since 2016, Chair of the Nominating and Governance Committee of each Company since 2016, and Chair of the Nominating and Governance Committee and the Equity Plus Committee of each Company from 2012 to 2015. Ms. Herbert served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. In addition, Ms. Herbert has served as Trustee of the Forward Funds since 2009, which was purchased by Salient Partners in 2015, and has also served as Trustee of the Salient MF Trust since 2015. She has served since 1992 on the Investment Council of the Archdiocese of San Francisco and was Chair from 1994 to 2005. She has served as a Trustee of Stanford Health Care since 2016 and as a Trustee of WNET, New York’s public media station, since 2011. She was President of the Board of Catholic Charities CYO, the largest social services agency in the San Francisco Bay Area, from 2007 to 2011 and a member of |
8
| | |
Board Members/ Board Nominees | | Experience, Qualifications, Attributes or Skills |
| | that board from 1992 to 2013. She previously served as Trustee of the Pacific Select Funds from 2004 to 2005 and Trustee of the Montgomery Funds from 1992 to 2003. She worked from 1973 to 1990 at J.P. Morgan/Morgan Guaranty Trust doing international corporate finance and corporate lending, retiring as Managing Director and Head of the West Coast Office. Ms. Herbert has been on numerous non-profit boards, chairing investment and finance committees. She holds a double major in economics and communications from Stanford University and an MBA from Harvard Business School. |
| |
Charles A. Hurty | | Charles A. Hurty has been a Board Member of iShares, Inc. and iShares Trust since 2005, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Hurty has served as Chair of the Audit Committee of iShares, Inc. and iShares Trust since 2006 and of iShares U.S. ETF Trust since 2011. Mr. Hurty served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. In addition, Mr. Hurty has served as Director of the SkyBridge Alternative Investments Multi-Adviser Hedge Fund Portfolios LLC (formerly, Citigroup Alternative Investments Multi- Adviser Hedge Fund Portfolios LLC) since 2002. He was a Director of the GMAM Absolute Return Strategy Fund from 2002 to 2015 and was a Director of the CSFB Alternative Investment Funds from 2005 to December 2009, when the funds were liquidated. Mr. Hurty was formerly a Partner at KPMG, LLP from 1968 to 2001, where he held several leadership roles in KPMG’s Investment Management Practice. Prior to joining KPMG, Mr. Hurty was an officer in the United States Army. Mr. Hurty has a BS degree in accounting from the University of Kansas. |
| |
John E. Kerrigan | | John E. Kerrigan has been a Board Member of iShares, Inc. and iShares Trust since 2005, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Kerrigan served as Chair of the Securities Lending Committee of each Company since 2016, Chair of the Nominating and Governance Committee of iShares, Inc. and iShares Trust from 2010 to 2012, Chair of the Nominating and Governance Committee of iShares U.S. ETF Trust from 2011 to 2012, and Chair of the Fixed Income Plus Committee of each Company from 2012 to 2015. Mr. Kerrigan served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Mr. Kerrigan has served as Chief Investment Officer of Santa Clara University since 2002. Mr. Kerrigan was formerly a Managing Director at Merrill Lynch & Co., including the following responsibilities: Managing Director, Institutional Client Division, Western United States. Mr. Kerrigan has been a Director, since 1999, of The BASIC Fund (Bay Area Scholarships for Inner City Children). Mr. Kerrigan has a BA degree from Boston College and is a Chartered Financial Analyst Charterholder. |
| |
Drew E. Lawton | | Drew E. Lawton has been an Advisory Board Member of each Company since 2016. Mr. Lawton served as Director of Principal Funds, Inc., Principal Variable Contracts Funds, Inc. and Principal Exchange-Traded Funds from March 2016 through October 2016. Mr. Lawton served in various capacities at New York Life Insurance Company from February 2010 to December 2015, most recently as a Senior Managing Director and Chief Executive Officer of New York Life Investment Management. From 2008 to 2010, Mr. Lawton was the President of Fridson Investment Advisors, LLC. Mr. Lawton previously held multiple roles at Fidelity Investments from 1997 to 2008. Mr. Lawton as a BA degree in Administrative Science from Yale University and an MBA from University of North Texas. |
9
| | |
Board Members/ Board Nominees | | Experience, Qualifications, Attributes or Skills |
| |
John E. Martinez | | John E. Martinez has been a Board Member of iShares, Inc. and iShares Trust since 2003, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Martinez served as Chair of the Fixed Income Plus Committee of each Company since 2016 and Chair of the Securities Lending Committee of each Company from 2012 to 2015. Mr. Martinez served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Mr. Martinez is a Director of Real Estate Equity Exchange, Inc., providing governance oversight and consulting services to this privately held firm that develops products and strategies for homeowners in managing the equity in their homes. Mr. Martinez currently serves as a Board Member for the Cloudera Foundation, whose mission is to apply Cloudera’s data science expertise and discipline to solve global social problems. Mr. Martinez previously served as Director of Barclays Global Investors (“BGI”) UK Holdings, where he provided governance oversight representing BGI’s shareholders (Barclays PLC, BGI management shareholders) through oversight of BGI’s worldwide activities. Mr. Martinez also previously served as Co-Chief Executive Officer of the Global Index and Markets Group of BGI, Chairman of Barclays Global Investor Services and Chief Executive Officer of the Capital Markets Group of BGI. From 2003 to 2012, he was a Director and Executive Committee Member for Larkin Street Youth Services, providing governance oversight and strategy development to an agency that provides emergency and transitional housing, healthcare, education, job and life skills training to homeless youth. He now serves on the Larkin Street Honorary Board. From 2012 to 2016, Mr. Martinez served as a Director for Reading Partners, an organization committed to making all children literate through one-on-one tutoring of students in grades K-4 who are not yet reading at grade level. Mr. Martinez has an AB degree in economics from The University of California, Berkeley and holds an MBA degree in finance and statistics from The University of Chicago Booth School of Business. |
| |
Madhav V. Rajan | | Madhav V. Rajan has been a Board Member of each Company since 2011. Mr. Rajan has served as Chair of the Equity Plus Committee and 15(c) Committee of each Company since 2016, Chair of the Nominating and Governance Committee of each Company in 2016, and Chair of the 15(c) Committee of each Company from 2012 to 2015. Mr. Rajan served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2011 to 2015. Mr. Rajan is the Robert K. Jaedicke Professor of Accounting at the Stanford University Graduate School of Business. He has taught accounting for over 25 years to undergraduate, MBA and law students, as well as to senior executives. From 2010 to 2016, Mr. Rajan served as the Senior Associate Dean for Academic Affairs and head of the MBA Program at the Stanford University Graduate School of Business. Mr. Rajan served as editor of “The Accounting Review” from 2002 to 2008 and is co-author of “Cost Accounting: A Managerial Emphasis,” a leading cost accounting textbook. Mr. Rajan holds MS and PhD degrees in Accounting from Carnegie Mellon University. |
| | |
Board Members/ Board Nominees | | Experience, Qualifications, Attributes or Skills |
Interested Board Members/Board Nominees |
| |
Robert Kapito | | Robert Kapito has been a Board Member of iShares, Inc. and iShares Trust since 2009, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Kapito has served as a Director of BlackRock, Inc. since 2006. Mr. Kapito served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. In addition, he has over 20 years of |
10
| | |
Board Members/ Board Nominees | | Experience, Qualifications, Attributes or Skills |
| | experience as part of BlackRock, Inc. and BlackRock, Inc.’s predecessor entities. Mr. Kapito serves as President of BlackRock, Inc., and is a member of the Global Executive Committee and Chairman of the Global Operating Committee. He is responsible for day-to-day oversight of BlackRock’s key operating units, including Investment Strategies, Client Businesses, Technology & Operations, and Risk & Quantitative Analysis. Prior to assuming his current responsibilities in 2007, Mr. Kapito served as Vice Chairman of BlackRock, Inc. and Head of BlackRock’s Portfolio Management Group. In that role, he was responsible for overseeing all portfolio management within BlackRock, including the Fixed Income, Equity, Liquidity, and Alternative Investment Groups. Mr. Kapito serves as a member of the Board of Trustees of the University of Pennsylvania and the Harvard Business School Board of Dean’s Advisors. He has also been President of the Board of Directors for the Hope & Heroes Children’s Cancer Fund since 2002. Mr. Kapito earned a BS degree in economics from the Wharton School of the University of Pennsylvania in 1979, and an MBA degree from Harvard Business School in 1983. |
| |
Mark Wiedman | | Mark Wiedman has been a Board Member of each Company since 2013. Mr. Wiedman served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2013 to 2015. Mr. Wiedman is the Global Head of BlackRock’s Exchange-Traded Funds and Index Investments Business and Senior Managing Director of BlackRock, Inc. In addition, he is a member of BlackRock’s Global Executive Committee. Prior to assuming his current responsibilities in 2016, Mr. Wiedman was the Global Head of iShares. Mr. Wiedman was previously the head of Corporate Strategy for BlackRock. Mr. Wiedman joined BlackRock in 2004 to help start the advisory business, which evolved into the Financial Markets Advisory Group in BlackRock Solutions. This group advises financial institutions and governments on managing their capital markets exposures and businesses. Prior to BlackRock, he served as senior advisor and chief of staff for the Under Secretary for Domestic Finance at the U.S. Department of the Treasury and also was a management consultant at McKinsey & Co., advising financial institutions in the United States, Europe, and Japan. He has taught as an adjunct associate professor of law at Fordham University in New York and Renmin University in Beijing. Mr. Wiedman serves on the board of PennyMac Financial Services, Inc., a publicly-traded U.S. mortgage banking and investment management firm started in 2008, with BlackRock, Inc. as a sponsor. Mr. Wiedman earned an AB degree, Phi Beta Kappa,magna cum laude, in social studies from Harvard College in 1992 and a JD degree from Yale Law School in 1996. |
Board Leadership Structure and Oversight
Overall responsibility for oversight of the Funds rests with the Board. The Board has engaged the Adviser to manage the Funds on a day-to-day basis. The Board is responsible for overseeing the Adviser and other service providers in the operations of the Funds in accordance with the provisions of the 1940 Act, applicable provisions of state and other laws and each Company’s charter. The Board of each Company is currently composed of eight members, six of whom are Independent Board Members. Each Company also has two Advisory Board Members. The Board currently conducts regular in person meetings four times a year. In addition, the Board frequently holds special in person or telephonic meetings or informal conference calls to discuss specific matters that may arise or require action between regular meetings. The Independent Board Members meet regularly outside the presence of management, in executive session or with other service providers to each Company.
The Board has appointed an Independent Board Member to serve in the role of Board Chair for each Company. The Board Chair’s role is to preside at all meetings of the Board and to act as a liaison with service providers,
11
officers, attorneys, and other Board Members generally between meetings. The Board Chair may also perform such other functions as may be delegated by the Board from time to time. The Board has established seven standing Committees for each Company: a Nominating and Governance Committee, an Audit Committee, a 15(c) Committee, a Risk Committee, a Securities Lending Committee, an Equity Plus Committee and a Fixed Income Plus Committee to assist the Board in the oversight and direction of the business and affairs of the Funds, and from time to time the Board may establish ad hoc committees or informal working groups to review and address the policies and practices of the Funds with respect to certain specified matters. The Chair of each standing Committee is an Independent Board Member. The role of the Chair of each Committee is to preside at all meetings of the Committee and to act as a liaison with service providers, officers, attorneys and other Board Members between meetings. Each standing Committee meets regularly to conduct the oversight functions delegated to the Committee by the Board and reports its finding 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 leadership structure is appropriate because it allows the Board to exercise independent judgment over management and it allocates areas of responsibility among committees of Independent Board Members and the full Board to enhance effective oversight.
Day-to-day risk management with respect to the Funds is the responsibility of the Adviser or other service providers (depending on the nature of the risk), subject to the supervision of the Adviser. Each Fund is subject to a number of risks, including investment, compliance, operational, reputational, counterparty and valuation risks, among others. While there are a number of risk management functions performed by the Adviser and other service providers, as applicable, it is not possible to identify and eliminate all of the risks applicable to the Funds. The Board Members have an oversight role in this area, satisfying themselves that risk management processes and controls are in place and operating effectively. Risk oversight forms part of the Board’s general oversight of each Fund and is addressed as part of various Board and committee activities. In some cases, risk management issues are specifically addressed in presentations and discussions. For example, the Adviser has an independent dedicated Risk and Quantitative Analysis (“RQA”) Group that assists the Adviser in managing fiduciary and corporate risks, including investment, operational, counterparty credit and enterprise risk. Representatives of the RQA Group meet with the Board to discuss their analysis and methodologies, as well as specific risk topics such as operational and counterparty risks relating to the Funds. The Board, directly or through a committee, also reviews reports from, among others, management and the independent registered public accounting firm for the Companies, as appropriate, regarding risks faced by each Fund of each Company and management’s risk functions. The Board has appointed a Chief Compliance Officer (“CCO”) who oversees the implementation and testing of each Company’s compliance program, including assessments by independent third parties, and reports to the Board regarding compliance matters for each respective Company and its principal service providers. In testing and maintaining the compliance program, the CCO (and his or her delegates) assesses key compliance risks affecting each Fund, and addresses them in periodic reports to the Board. In addition, the Audit Committee meets with both the Funds’ independent registered public accounting firm and the Adviser’s internal audit group to review risk controls in place that support each Fund as well as test results. Board oversight of risk is also performed as needed between meetings through communications between the Adviser and the Board. The Independent Board Members have engaged independent legal counsel to assist them in performing their oversight responsibilities. From time to time, the Board may modify the manner in which it conducts risk oversight. The Board’s oversight role does not make it a guarantor of the Funds’ investment performance or other activities.
Compensation. Information relating to compensation paid to the Board Members/Board Nominees for each Company’s fiscal year ended October 31, 2016 (the date of the most recently completed fiscal year end for each Company) is set forth inAppendix C.
Equity Securities Owned by Board Members/Board Nominees. Information relating to the amount of equity securities owned by Board Members/Board Nominees in the Funds that they oversee or are nominated to oversee in all registered investment companies overseen or to be overseen by the Board Members/Board Nominees within the same family of investment companies as the Companies, as of December 31, 2016, is set forth inAppendix D.
12
Attendance of Board Members at Shareholders’ Meetings. None of the Companies currently has a formal policy regarding Board members’ attendance at shareholders’ meetings. None of the Companies held, or were required to hold, a meeting at which Board Members were elected during its last fiscal year.
Board Meetings. Information relating to the number of times that the Boards and each committee of the Boards met during each Company’s most recently completed fiscal year ended October 31, 2016 is set forth inAppendix EandAppendix F, respectively. All incumbent Board Members attended greater than 75% of the aggregate number of meetings of each Board and of each Committee on which the Board Member served during each Company’s most recently completed fiscal year.
Standing Committees of the Boards. Information relating to the various standing committees of the Boards is set forth below.
The Board of each Company has established the following standing committees:
Audit Committee. The members of the Audit Committee are Charles A. Hurty (Chair), John E. Kerrigan and Madhav V. Rajan, each of whom is an Independent Board Member. The purposes of the Audit Committee are to assist the Board (i) in its oversight of each Company’s accounting and financial reporting principles and policies and related controls and procedures maintained by or on behalf of the respective Company; (ii) in its oversight of each Company’s financial statements and the independent audit thereof; (iii) in selecting, evaluating and, where deemed appropriate, replacing the independent accountants (or nominating the independent accountants to be proposed for shareholder approval in any proxy statement); (iv) in evaluating the independence of the independent accountants; (v) in complying with legal and regulatory requirements that relate to each Company’s accounting and financial reporting, internal controls, compliance controls and independent audits; and (vi) to assume such other responsibilities as may be delegated by the Board.
Nominating and Governance Committee. The members of the Nominating and Governance Committee are Cecilia H. Herbert (Chair), Jane D. Carlin, John E. Martinez and Madhav V. Rajan, each of whom is an Independent Board Member. The Nominating and Governance Committee nominates individuals for Independent Board Member membership on the Board and recommends appointments to the Advisory Board. The Nominating and Governance Committee functions include, but are not limited to, the following: (i) reviewing the qualifications of any person properly identified or nominated to serve as an Independent Board Member; (ii) recommending to the Board and current Independent Board Members the nominee(s) for appointment as an Independent Board Member by the Board and current Independent Board Members and/or for election as Independent Board Members by shareholders to fill any vacancy for a position of Independent Board Member(s) on the Board; (iii) recommending to the Board and current Independent Board Members the size and composition of the Board and Board committees and whether they comply with applicable laws and regulations; (iv) recommending a current Independent Board Member to the Board and current Independent Board Members to serve as Board Chair; (v) periodic review of the Board’s retirement policy; and (vi) recommending an appropriate level of compensation for the Independent Board Members for their services as Board Members, members or chairpersons of committees of the Board, Board Chair and any other positions as the Nominating and Governance Committee considers appropriate. The Nominating and Governance Committee is not required to consider Board nominations recommended by shareholders (acting solely in their capacity as a shareholder and not in any other capacity), although the Committee may consider any such nomination if the Committee deems it appropriate after considering all circumstances the Committee’s members deem relevant.
15(c) Committee. Each Independent Board Member serves on the 15(c) Committee. The Chair of the 15(c) Committee is Madhav V. Rajan. The principal responsibilities of the 15(c) Committee are to support, oversee and organize on behalf of the Board the process for the annual review and renewal of each Company’s advisory and sub-advisory agreements. These responsibilities include: (i) meeting with BlackRock, Inc. over the course of the year in preparation for the Board meeting at which a Company’s advisory and sub-advisory agreements are to be considered to discuss generally the process for providing requested information to the Board and the format in
13
which information will be provided; and (ii) considering and discussing with BlackRock, Inc. such other matters and information as may be necessary and appropriate for the Board to evaluate the investment advisory and sub-advisory agreements of the respective Company.
Securities Lending Committee. The members of the Securities Lending Committee are John E. Kerrigan (Chair), Jane D. Carlin and Madhav V. Rajan, each of whom is an Independent Board Member. The principal responsibilities of the Securities Lending Committee are to support, oversee and organize on behalf of the Board the process for oversight of each Company’s securities lending activities. These responsibilities include: (i) requesting that certain information be provided to the Committee for its review and consideration prior to such information being provided to the Board; (ii) considering and discussing with BlackRock, Inc. such other matters and information as may be necessary and appropriate for the Board to oversee a Company’s securities lending activities and make required findings and approvals; and (iii) providing a recommendation to the Board regarding the annual approval of each Company’s Securities Lending Guidelines and the required findings with respect to, and annual approval of, the respective Company’s agreement with the lending agent.
Equity Plus Committee. The members of the Equity Plus Committee are Madhav V. Rajan (Chair), Charles A. Hurty and John E. Kerrigan, each of whom is an Independent Board Member. The principal responsibilities of the Equity Plus Committee are to support, oversee and organize on behalf of the Board the process for oversight of Company performance and related matters for equity funds. These responsibilities include: (i) reviewing quarterly reports regarding Company performance, secondary market trading and changes in net assets to identify any matters that should be brought to the attention of the Board; and (ii) considering any performance or investment related matters as may be delegated to the Committee by the Board from time to time and providing a report or recommendation to the Board as appropriate.
Fixed Income Plus Committee.The members of the Fixed Income Plus Committee are John E. Martinez (Chair) and Jane D. Carlin, each of whom is an Independent Board Member. The principal responsibilities of the Fixed Income Plus Committee are to support, oversee and organize on behalf of the Board the process for oversight of Company performance and related matters for fixed-income or multi-asset funds. These responsibilities include: (i) reviewing quarterly reports regarding Company performance, secondary market trading and changes in net assets to identify any matters that should be brought to the attention of the Board; and (ii) considering any performance or investment related matters as may be delegated to the Committee by the Board from time to time and providing a report or recommendation to the Board as appropriate.
Risk Committee. The members of the Risk Committee are Jane D. Carlin (Chair), Charles A. Hurty and John E. Martinez, each of whom is an Independent Board Member. The principal responsibilities of the Risk Committee are to consider and organize on behalf of the Board risk related matters of the Funds so the Board may most effectively structure itself to oversee them.
As the Chair of the Board, Cecilia H. Herbert may serve as an ex-officio member of each Committee.
Committee Charters. A copy of each of the joint Audit Committee Charter and joint Nominating and Governance Committee Charter is included in Appendix K andAppendix L, respectively.
Each Board unanimously recommends that you vote, or provide voting instructions, “FOR” the election of each Board Nominee under Proposal 1.
VOTE REQUIRED AND MANNER OF VOTING PROXIES
For the Meeting, a quorum with respect to a Company is constituted by one-third of the Company’s shares outstanding and entitled to vote at the Meeting, present in person or by proxy. If a quorum is not present or a quorum is present but sufficient votes to approve a proposal are not received, or for any other reason, the persons
14
named as proxies may propose one or more adjournments of the Meeting to permit further solicitation of proxies. Any such adjournment will require the affirmative vote of a majority of the Company’s shares represented at the Meeting in person or by proxy and voting on the question of adjournment. The persons named as proxies will vote those proxies that they are entitled to vote “FOR” a proposal in favor of such an adjournment and will vote those proxies required to be voted “AGAINST” a proposal against such adjournment. For purposes of determining the presence of a quorum, abstentions and broker non-votes, if any, will be treated as shares that are present at the Meeting. Abstentions and broker non-votes will have no effect on the outcome of a vote on adjournment. A shareholder vote may be taken on a proposal in this Proxy Statement with respect to any Fund prior to such adjournment if sufficient votes have been received for approval and it is otherwise appropriate. A Board also may postpone the Meeting of shareholders of the respective Company prior to the Meeting with notice to the shareholders entitled to vote at or to receive notice of that Meeting.
The affirmative vote of a plurality of votes cast, voted in person or by proxy at the Meeting, is required for the election of each Board Nominee to the Board of each Company. Thus, if a quorum is present at the Meeting, the proposal to elect the Board Members will be approved with respect to those Board Nominees who receive the largest number of votes with no majority approval requirement. The votes of each Fund that are series of the same Company will be counted together with respect to the election of the Board Nominees to the Board of that Company, and the shareholders of each Fund will vote together as a single class with the shareholders of all other Funds that are series of the same Company.
If you hold your shares directly (not through a broker-dealer, bank or other financial institution, or variable annuity contract or variable life insurance policy), and if you return a properly executed voting instruction form that does not specify how you wish to vote on Proposal 1, your shares will be voted “FOR” the Board Nominees in Proposal 1.
The Companies expect that broker-dealer firms holding shares of a Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares on Proposal 1 before the Meeting. Broker-dealer firms may, without instructions, give a proxy to vote on “routine” matters if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. The proposal to elect Board Members of each Company is a routine matter. If instructions are not received by the date specified in the broker-dealer firms’ proxy solicitation materials, broker-dealers may vote on Proposal 1, on behalf of the broker-dealer firms’ customers and beneficial owners. In those cases, the broker-dealer may, but is not required to, vote such shares in the same proportion as those shares for which the broker-dealer has received voting instructions. This practice is commonly referred to as “echo voting.” A properly executed voting instruction form or other authorization by a beneficial owner of Fund shares that does not specify how the beneficial owner’s shares should be voted on a proposal may be deemed an instruction to vote such shares in favor of such proposal.
Votes cast by proxy or in person at the Meeting will be tabulated by the inspectors of election appointed for the Meeting. The inspectors of election will determine whether or not a quorum is present at the Meeting. The inspectors of election will treat withheld votes and “broker non-votes,” if any, as present for purposes of determining a quorum. Broker non-votes occur when shares are held by brokers or nominees, typically in “street name,” as to which proxies have been returned but (a) voting instructions have not been received from the beneficial owners or persons entitled to vote and (b) the broker or nominee does not have discretionary voting power or elects not to exercise discretion on a particular matter.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board Members, including a majority of the Independent Board Members, of each Company, have selected PricewaterhouseCoopers LLP (“PwC” or the “Independent Registered Public Accounting Firm”) as the independent registered public accounting firm for the Funds, as indicated onAppendix H.
15
No representatives of PwC will be present at the Meeting.
Appendix H sets forth the fees billed by the Funds’ independent registered public accounting firm for the two most recent fiscal years for all audit, audit-related, tax and all other services provided directly to the Funds. The fee information inAppendix H is presented under the following captions:
(a) Audit Fees – fees related to the audit and review of the financial statements included in annual reports and registration statements, and other services that are normally provided in connection with statutory and regulatory filings or engagements, including out-of-pocket expenses.
(b) Audit-Related Fees – fees related to assurance and related services that are reasonably related to the performance of the audit or review of financial statements, but not reported under “Audit Fees,” including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.
(c) Tax Fees – fees associated with tax compliance, tax advice and tax planning, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, tax distribution and analysis reviews and miscellaneous tax advice.
(d) All Other Fees – fees for products and services provided to the Fund other than those reported under “Audit Fees,” “Audit-Related Fees” and “Tax Fees.”
Each Company’s Audit Committee is required to approve all audit engagement fees and terms for the Funds. Each Company’s Audit Committee also is required to consider and act upon (i) the provision by the Independent Registered Public Accounting Firm of any non-audit services to the Funds, and (ii) the provision by the Independent Registered Public Accounting Firm of non-audit services to the Adviser and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Funds (the Adviser and such other entities collectively, the “Affiliated Service Providers”) to the extent that such approval (in the case of this clause (ii)) is required under applicable regulations of the U.S. Securities and Exchange Commission (the “SEC”). SeeAppendix H to this Proxy Statement for information about the fees paid by the Funds and the Affiliated Service Providers to the Independent Registered Public Accounting Firm.
The Audit Committee of each Company complies with applicable laws and regulations with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to a Fund on an annual basis require specific pre-approval by the respective Company’s Audit Committee. As noted above, each Company’s Audit Committee must also approve other non-audit services provided by the Independent Registered Public Accounting Firm to the Funds and to the Affiliated Service Providers that relate directly to the operations and financial reporting of the Funds. Each Company’s Audit Committee has implemented policies and procedures by which such services may be approved other than by the full Audit Committee. Subject to such policies and procedures, including applicable dollar limitations, each Company’s Audit Committee may pre-approve, without consideration on a specific case-by-case basis (“general pre-approval”), certain permissible non-audit services that the Audit Committee believes are (a) consistent with the SEC’s auditor independence rules and (b) routine and recurring services that will not impair the independence of the Independent Registered Public Accounting Firm. Each service approved subject to general pre-approval is presented to the applicable Company’s Audit Committee for ratification at the next regularly scheduled in person Board meeting.
For each Fund’s two most recently completed fiscal years, there were no services rendered by PwC to the Funds for which the general pre-approval requirement was waived.
Each Company’s Audit Committee has considered the provision of non-audit services that were rendered by PwC to the respective Company’s Affiliated Service Providers in connection with determining such auditor’s independence.
16
The Audit Committee of each Company consists of the following Board Members, all of whom are Independent Board Members:
Charles A. Hurty (Chair)
John E. Kerrigan
Madhav V. Rajan
ADDITIONAL INFORMATION
5% Beneficial Share Ownership
As of the Record Date, to the best of each Fund’s knowledge, the persons listed inAppendix I beneficially owned more than 5% of the outstanding shares of any class of such Fund indicated.
Investment Adviser, Sub-Adviser and Administrator
Adviser. BlackRock Fund Advisors serves as investment adviser to the Companies, and is located at 400 Howard Street, San Francisco, CA 94105. BlackRock Fund Advisors is an indirect wholly-owned subsidiary of BlackRock, Inc.
Sub-adviser. BlackRock International Limited serves as sub-adviser to the Funds listed inAppendix J, and is located at Exchange Place One, 1 Semple Street, Edinburgh, EH3 8BL, United Kingdom.
Administrator, Custodian and Transfer Agent. State Street Bank and Trust Company serves as administrator, custodian and transfer agent for the Funds, and is located at 1 Iron Street, Boston, MA 02210.
Distributor. BlackRock Investments, LLC, an indirect wholly-owned subsidiary of BlackRock, Inc., serves as the distributor for the Funds, and is located at 1 University Square Drive, Princeton, NJ 08540.
Submission of Shareholder Proposals
The Funds are not required to hold annual meetings of shareholders and do not currently intend to hold an annual meeting of shareholders in 2017. The Directors/Trustees will call a special meeting of shareholders of a Fund only if required under the 1940 Act, or in their discretion, or upon the written request of shareholders entitled to cast not less than one-third of all votes of that Fund entitled to be cast at such meeting.
Any Fund shareholder who wishes to submit proposals to be considered at a special meeting of the Fund’s shareholders should send such proposals to the Secretary of the applicable Company at: Park Avenue Plaza, 55 East 52nd Street, New York, NY 10055, Attention: Benjamin Archibald, referencing the name of the particular Fund. Any shareholder proposal intended to be presented at any future meeting of Fund shareholders must be received by the Fund at its principal office a reasonable time before the Fund begins to print and mail its proxy materials in order for such proposal to be considered for inclusion in the proxy statement relating to such meeting. Moreover, inclusion of any such proposals is subject to limitations under the federal securities laws. Persons named as proxies for any subsequent shareholders’ meeting will vote in their discretion with respect to proposals submitted on an untimely basis.
Shareholder Communications
Shareholders of a Fund who wish to send communications to the Board or a specified Director/Trustee should submit the communication in writing to the attention of the Secretary of the applicable Company at: Park Avenue Plaza, 55 East 52nd Street, New York, NY 10055, Attention: Benjamin Archibald, identifying the correspondence as intended for the Board or a specified Board Member.
17
Additionally, shareholders with complaints or concerns regarding accounting matters may address letters to the CCO, 55 East 52nd Street, New York, NY 10055, Attention: Charles Park. Shareholders who are uncomfortable submitting complaints to the CCO may address letters directly to the Chair of the Audit Committee of the Board that oversees the Fund at: 400 Howard Street, San Francisco, CA 94105. Such letters may be submitted on an anonymous basis.
Expense of Proxy Solicitation
Except as otherwise noted below, the cost of preparing, printing and mailing the enclosed proxy, accompanying notice and this Proxy Statement, and costs in connection with the solicitation of proxies, will be borne by the Funds. Additional out-of-pocket costs, such as legal expenses and auditor fees, incurred in connection with the preparation of this Proxy Statement, also will be borne by the Funds. Costs that are borne by the Funds collectively will be allocated among the Funds on the basis of their respective net assets, except when direct costs can be reasonably attributed to one or more specific Fund(s). Pursuant to a contractual or voluntary expense limitation, the Adviser will bear some or all of the costs associated with the joint proxy statement for certain Funds to the extent the total operating expenses of such Funds, after taking into account the proxy costs allocated to such Funds, exceed the contractual or voluntary expense limitation for such Funds.
Solicitation may be made by mail, telephone, fax, e-mail or the Internet by officers or employees of the Adviser, or by dealers and their representatives. Brokerage houses, banks and other fiduciaries may be requested to forward proxy solicitation materials to their principals to obtain authorization for the execution of proxies. The Funds will reimburse brokerage firms, custodians, banks and fiduciaries for their expenses in forwarding this Proxy Statement and other proxy materials to the beneficial owners of each Fund’s shares. The Funds have retained Broadridge, a proxy solicitation firm, located at 1155 Long Island Avenue, Edgewood, NY 11717 to assist in the distribution of proxy materials and the solicitation and tabulation of proxies. It is anticipated that Broadridge will be paid approximately $2.21 million for solicitation services (including reimbursements of out-of-pocket expenses), which includes approximately $2.2 million for the costs of printing and distributing proxy materials. Broadridge may solicit proxies personally and by mail, telephone, fax, e-mail or the Internet. In addition to the solicitation of proxies by Broadridge, officers of each Company and officers and employees of the Adviser and its affiliates also may solicit proxies electronically, by telephone, by fax, in person or by other means. These employees and officers do not receive additional compensation for soliciting proxies.
If You Plan to Attend the Joint Special Meeting In Person
Attendance at the Meeting will be limited to each Fund’s shareholders as of the Record Date.Photographic identification will be required for admission to the Meeting. If you hold your shares through a bank, broker or other intermediary, and you wish to attend the Meeting and vote your shares, you must request a “legal proxy” from the bank, broker or other intermediary.
General
Management does not intend to present and does not have reason to believe that any items of business other than voting with respect to Proposal 1 will be presented at the Meeting. However, if other matters are properly presented at the Meeting for a vote, the proxies will be voted by the persons named in the enclosed proxy upon such matters in accordance with their judgment of what is in the best interests of the Funds.
The Meeting as to any Company may be adjourned from time to time for any reason whatsoever by vote of the holders of a majority of the shares present (in person or by proxy and entitled to vote at the Meeting) of such Company, or by the chairperson of the Meeting, whether or not a quorum is present. Such authority to adjourn the Meeting may be used in the event that a quorum is not present at the Meeting, or in the event that a quorum is present but sufficient votes have not been received to approve Proposal 1, or for any other reason consistent with applicable state law and a Company’s By-Laws or Declaration of Trust, as applicable, including to allow for the
18
further solicitation of proxies. Any adjournment may be made with respect to any business which might have been transacted at the Meeting, and any adjournment will not delay or otherwise affect the effectiveness and validity of any business transacted at the Meeting prior to adjournment. The persons designated as proxies may use their discretionary authority to vote as instructed by management of the Funds on questions of adjournment and on any other proposals raised at the Meeting to the extent permitted by the SEC’s proxy rules, including proposals for which management of such Funds did not have timely notice, as set forth in the SEC’s proxy rules.
Please vote promptly by following the enclosed instructions to provide voting instructions by telephone or via the Internet OR by signing and dating each enclosed voting instruction form, and returning it (them) in the accompanying postage-paid return envelope.
By Order of the Boards,
Martin Small
President of the Funds
May 10, 2017
19
Defined terms used in these appendices and not otherwise defined shall have the same meanings attributed thereto in the Proxy Statement to which these appendices are attached.
Appendix A – Company Information/Quorum and Voting Requirements
The following table lists (i) each Company, (ii) the form of organization of each Company, (iii) the voting rights of shares/interests in each Company, (iv) the quorum requirement for each Company and (v) the vote required to approve Proposal 1 with respect to each Company.
| | | | | | | | |
Company | | Form of Organization | | Voting Rights | | Quorum Requirement | | Vote Required to Approve Proposal |
iShares, Inc. | | Maryland Corporation | | Each whole share shall be entitled to one vote as to any matter on which it is entitled to vote, and each fractional share shall be entitled to a proportionate fractional vote | | Holders of shares entitled to vote, present in person or by proxy, representing one-third of the voting power | | Affirmative vote of a plurality* of votes cast |
| | | | |
iShares Trust | | Delaware Statutory Trust | | Each whole share shall be entitled to one vote as to any matter on which it is entitled to vote, and each fractional share shall be entitled to a proportionate fractional vote | | Holders of shares entitled to vote, present in person or by proxy, representing one-third of the voting power | | Affirmative vote of a plurality of votes cast |
| | | | |
iShares U.S. ETF Trust | | Delaware Statutory Trust | | Each whole share shall be entitled to one vote as to any matter on which it is entitled to vote, and each fractional share shall be entitled to a proportionate fractional vote | | Holders of shares entitled to vote, present in person or by proxy, representing one-third of the voting power | | Affirmative vote of a plurality of votes cast |
* | If a quorum is present at the Meeting, the proposal to elect the Board Members will be approved with respect to those Board Nominees who receive the largest number of votes with no majority approval requirement. |
A-1
Appendix B – Shares Outstanding/Net Assets
For the Funds listed in the tables below, shareholders are entitled to one vote for each share held, and each fractional share is entitled to a proportionate fractional vote. The tables below set forth the number of shares outstanding and the net assets of each Fund, each as of the Record Date:
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares, Inc. | | | | | | | | |
iShares MSCI USA Equal Weighted ETF | | | 2,550,000 | | | $ | 128,164,607.20 | |
iShares Asia/Pacific Dividend ETF | | | 950,000 | | | $ | 46,069,804.34 | |
iShares Core MSCI Emerging Markets ETF | | | 588,600,000 | | | $ | 28,862,000,925.09 | |
iShares Currency Hedged MSCI Emerging Markets ETF | | | 12,250,000 | | | $ | 286,632,911.18 | |
iShares Edge MSCI Min Vol EM Currency Hedged ETF | | | 250,000 | | | $ | 6,224,665.13 | |
iShares Edge MSCI Min Vol Emerging Markets ETF | | | 69,500,000 | | | $ | 3,795,778,492.36 | |
iShares Edge MSCI Min Vol Global ETF | | | 40,000,000 | | | $ | 3,116,789,929.99 | |
iShares Edge MSCI Multifactor Emerging Markets ETF | | | 1,000,000 | | | $ | 41,381,950.31 | |
iShares Emerging Markets Dividend ETF | | | 7,500,000 | | | $ | 300,541,605.93 | |
iShares MSCI Australia ETF | | | 84,800,000 | | | $ | 1,918,065,462.89 | |
iShares MSCI Austria Capped ETF | | | 7,000,000 | | | $ | 137,561,990.14 | |
iShares MSCI Belgium Capped ETF | | | 4,560,000 | | | $ | 89,678,943.92 | |
iShares MSCI Brazil Capped ETF | | | 148,100,000 | | | $ | 5,646,644,079.40 | |
iShares MSCI BRIC ETF | | | 8,300,000 | | | $ | 306,333,936.98 | |
iShares MSCI Canada ETF | | | 118,000,000 | | | $ | 3,091,387,839.48 | |
iShares MSCI Chile Capped ETF | | | 11,350,000 | | | $ | 496,918,667.15 | |
iShares MSCI Colombia Capped ETF | | | 1,350,000 | | | $ | 18,358,564.77 | |
iShares MSCI EM ESG Optimized ETF | | | 850,000 | | | $ | 53,051,222.87 | |
iShares MSCI Emerging Markets Asia ETF | | | 5,400,000 | | | $ | 332,831,934.49 | |
iShares MSCI Emerging Markets ETF | | | 759,600,000 | | | $ | 30,711,524,946.60 | |
iShares MSCI Emerging Markets Small-Cap ETF | | | 4,600,000 | | | $ | 214,545,592.49 | |
iShares MSCI Eurozone ETF | | | 266,600,000 | | | $ | 10,551,233,233.14 | |
iShares MSCI France ETF | | | 13,600,000 | | | $ | 383,320,422.48 | |
iShares MSCI Frontier 100 ETF | | | 20,600,000 | | | $ | 585,674,372.55 | |
iShares MSCI Germany ETF | | | 159,000,000 | | | $ | 4,749,845,060.26 | |
iShares MSCI Global Agriculture Producers ETF | | | 1,050,000 | | | $ | 27,522,058.00 | |
iShares MSCI Global Energy Producers ETF | | | 1,800,000 | | | $ | 34,291,913.06 | |
iShares MSCI Global Gold Miners ETF | | | 12,050,000 | | | $ | 215,253,710.81 | |
iShares MSCI Global Metals & Mining Producers ETF | | | 10,350,000 | | | $ | 281,992,590.97 | |
iShares MSCI Global Silver Miners ETF | | | 5,700,000 | | | $ | 62,173,525.60 | |
iShares MSCI Hong Kong ETF | | | 73,725,000 | | | $ | 1,697,788,844.07 | |
iShares MSCI Israel Capped ETF | | | 1,950,000 | | | $ | 101,200,717.50 | |
iShares MSCI Italy Capped ETF | | | 21,900,000 | | | $ | 582,892,646.36 | |
iShares MSCI Japan ETF | | | 305,700,000 | | | $ | 15,940,077,159.80 | |
iShares MSCI Japan Small-Cap ETF | | | 1,900,000 | | | $ | 128,452,167.33 | |
iShares MSCI Malaysia ETF | | | 11,850,000 | | | $ | 378,298,590.40 | |
iShares MSCI Mexico Capped ETF | | | 25,100,000 | | | $ | 1,310,957,847.00 | |
iShares MSCI Netherlands ETF | | | 6,200,000 | | | $ | 176,125,716.53 | |
iShares MSCI Pacific ex Japan ETF | | | 64,800,000 | | | $ | 2,923,929,371.93 | |
iShares MSCI Russia Capped ETF | | | 16,150,000 | | | $ | 517,991,479.74 | |
iShares MSCI Singapore Capped ETF | | | 22,700,000 | | | $ | 527,670,353.36 | |
iShares MSCI South Africa ETF | | | 7,400,000 | | | $ | 436,383,311.50 | |
iShares MSCI South Korea Capped ETF | | | 50,750,000 | | | $ | 3,205,008,500.41 | |
B-1
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares, Inc. | | | | | | | | |
iShares MSCI Spain Capped ETF | | | 38,775,000 | | | $ | 1,251,879,035.56 | |
iShares MSCI Sweden Capped ETF | | | 10,875,000 | | | $ | 364,093,868.68 | |
iShares MSCI Switzerland Capped ETF | | | 33,375,000 | | | $ | 1,118,389,252.09 | |
iShares MSCI Taiwan Capped ETF | | | 99,400,000 | | | $ | 3,399,719,197.68 | |
iShares MSCI Thailand Capped ETF | | | 5,550,000 | | | $ | 431,057,825.38 | |
iShares MSCI Turkey ETF | | | 10,150,000 | | | $ | 404,582,040.51 | |
iShares MSCI World ETF | | | 5,600,000 | | | $ | 444,183,633.83 | |
iShares Emerging Markets Corporate Bond ETF | | | 1,450,000 | | | $ | 73,454,011.40 | |
iShares Emerging Markets High Yield Bond ETF | | | 5,050,000 | | | $ | 254,325,838.40 | |
iShares Emerging Markets Local Currency Bond ETF | | | 5,400,000 | | | $ | 247,787,176.69 | |
iShares Global High Yield Corporate Bond ETF | | | 3,800,000 | | | $ | 188,126,562.32 | |
iShares International High Yield Bond ETF | | | 1,300,000 | | | $ | 62,703,973.57 | |
| | |
iShares Trust | | | | | | | | |
iShares Cohen & Steers REIT ETF | | | 32,500,000 | | | $ | 3,260,613,312.66 | |
iShares Core Aggressive Allocation ETF | | | 12,100,000 | | | $ | 614,770,117.88 | |
iShares Core Conservative Allocation ETF | | | 10,250,000 | | | $ | 344,658,089.06 | |
iShares Core Dividend Growth ETF | | | 46,500,000 | | | $ | 1,430,785,921.58 | |
iShares Core Growth Allocation ETF | | | 22,300,000 | | | $ | 957,712,736.81 | |
iShares Core High Dividend ETF | | | 79,650,000 | | | $ | 6,617,266,996.03 | |
iShares Core Moderate Allocation ETF | | | 18,150,000 | | | $ | 667,450,196.43 | |
iShares Core S&P 500 ETF | | | 453,100,000 | | | $ | 108,897,544,145.79 | |
iShares Core S&P Mid-Cap ETF | | | 231,000,000 | | | $ | 39,941,588,261.17 | |
iShares Core S&P Small-Cap ETF | | | 430,700,000 | | | $ | 30,107,041,583.81 | |
iShares Core S&P Total U.S. Stock Market ETF | | | 154,900,000 | | | $ | 8,475,846,184.01 | |
iShares Core S&P U.S. Growth ETF | | | 45,300,000 | | | $ | 2,152,895,683.76 | |
iShares Core S&P U.S. Value ETF | | | 37,600,000 | | | $ | 1,894,117,634.11 | |
iShares Core U.S. REIT ETF | | | 2,550,000 | | | $ | 125,324,856.84 | |
iShares Dow Jones U.S. ETF | | | 9,300,000 | | | $ | 1,113,859,273.72 | |
iShares Edge MSCI Min Vol USA ETF | | | 262,900,000 | | | $ | 12,703,298,624.35 | |
iShares Edge MSCI Min Vol USA Small-Cap ETF | | | 300,000 | | | $ | 8,198,150.86 | |
iShares Edge MSCI Multifactor Consumer Discretionary ETF | | | 100,000 | | | $ | 2,817,381.55 | |
iShares Edge MSCI Multifactor Consumer Staples ETF | | | 100,000 | | | $ | 2,525,964.13 | |
iShares Edge MSCI Multifactor Energy ETF | | | 100,000 | | | $ | 2,497,825.45 | |
iShares Edge MSCI Multifactor Financials ETF | | | 100,000 | | | $ | 3,104,901.93 | |
iShares Edge MSCI Multifactor Healthcare ETF | | | 100,000 | | | $ | 2,817,441.28 | |
iShares Edge MSCI Multifactor Industrials ETF | | | 100,000 | | | $ | 2,952,220.67 | |
iShares Edge MSCI Multifactor Materials ETF | | | 100,000 | | | $ | 2,983,557.08 | |
iShares Edge MSCI Multifactor Technology ETF | | | 100,000 | | | $ | 3,449,927.52 | |
iShares Edge MSCI Multifactor USA ETF | | | 13,550,000 | | | $ | 380,739,582.19 | |
iShares Edge MSCI Multifactor USA Small-Cap ETF | | | 1,350,000 | | | $ | 48,761,726.50 | |
iShares Edge MSCI Multifactor Utilities ETF | | | 100,000 | | | $ | 2,621,623.47 | |
iShares Edge MSCI USA Momentum Factor ETF | | | 31,050,000 | | | $ | 2,642,531,631.68 | |
iShares Edge MSCI USA Quality Factor ETF | | | 50,800,000 | | | $ | 3,723,083,487.50 | |
iShares Edge MSCI USA Size Factor ETF | | | 3,600,000 | | | $ | 274,223,184.62 | |
iShares Edge MSCI USA Value Factor ETF | | | 37,500,000 | | | $ | 2,750,354,871.03 | |
iShares International Dividend Growth ETF | | | 450,000 | | | $ | 23,767,165.73 | |
iShares Micro-Cap ETF | | | 9,800,000 | | | $ | 849,128,452.95 | |
iShares Morningstar Large-Cap ETF | | | 5,750,000 | | | $ | 824,557,567.83 | |
B-2
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares Trust | | | | | | | | |
iShares Morningstar Large-Cap Growth ETF | | | 5,350,000 | | | $ | 733,994,898.22 | |
iShares Morningstar Large-Cap Value ETF | | | 4,000,000 | | | $ | 379,989,795.60 | |
iShares Morningstar Mid-Cap ETF | | | 4,450,000 | | | $ | 748,008,703.96 | |
iShares Morningstar Mid-Cap Growth ETF | | | 1,200,000 | | | $ | 214,250,354.07 | |
iShares Morningstar Mid-Cap Value ETF | | | 2,600,000 | | | $ | 383,055,766.57 | |
iShares Morningstar Small-Cap ETF | | | 1,500,000 | | | $ | 241,856,150.21 | |
iShares Morningstar Small-Cap Growth ETF | | | 750,000 | | | $ | 116,543,462.99 | |
iShares Morningstar Small-Cap Value ETF | | | 3,350,000 | | | $ | 479,583,113.74 | |
iShares Mortgage Real Estate Capped ETF | | | 29,200,000 | | | $ | 1,358,250,273.96 | |
iShares MSCI KLD 400 Social ETF | | | 9,350,000 | | | $ | 824,298,481.27 | |
iShares MSCI USA ESG Optimized ETF | | | 100,000 | | | $ | 5,232,004.26 | |
iShares MSCI USA ESG Select ETF | | | 5,350,000 | | | $ | 534,053,135.35 | |
iShares Nasdaq Biotechnology ETF | | | 27,450,000 | | | $ | 8,188,624,884.70 | |
iShares North American Natural Resources ETF | | | 29,750,000 | | | $ | 981,230,160.42 | |
iShares North American Tech ETF | | | 8,100,000 | | | $ | 1,163,140,896.38 | |
iShares North American Tech-Multimedia Networking ETF | | | 1,800,000 | | | $ | 81,067,676.42 | |
iShares North American Tech-Software ETF | | | 6,900,000 | | | $ | 908,481,281.77 | |
iShares PHLX Semiconductor ETF | | | 6,850,000 | | | $ | 931,446,276.86 | |
iShares Residential Real Estate Capped ETF | | | 6,500,000 | | | $ | 411,325,587.06 | |
iShares Russell 1000 ETF | | | 134,400,000 | | | $ | 17,876,492,193.39 | |
iShares Russell 1000 Growth ETF | | | 303,900,000 | | | $ | 35,557,011,609.73 | |
iShares Russell 1000 Value ETF | | | 324,900,000 | | | $ | 37,256,955,083.39 | |
iShares Russell 2000 ETF | | | 287,700,000 | | | $ | 40,019,658,137.68 | |
iShares Russell 2000 Growth ETF | | | 46,900,000 | | | $ | 7,736,060,765.47 | |
iShares Russell 2000 Value ETF | | | 73,100,000 | | | $ | 8,660,897,233.01 | |
iShares Russell 3000 ETF | | | 52,850,000 | | | $ | 7,490,178,923.08 | |
iShares Russell Mid-Cap ETF | | | 82,950,000 | | | $ | 15,678,347,735.45 | |
iShares Russell Mid-Cap Growth ETF | | | 70,050,000 | | | $ | 7,400,806,821.52 | |
iShares Russell Mid-Cap Value ETF | | | 113,350,000 | | | $ | 9,430,732,714.10 | |
iShares Russell Top 200 ETF | | | 2,000,000 | | | $ | 109,361,896.52 | |
iShares Russell Top 200 Growth ETF | | | 14,200,000 | | | $ | 900,503,837.65 | |
iShares Russell Top 200 Value ETF | | | 4,700,000 | | | $ | 225,611,781.47 | |
iShares S&P 100 ETF | | | 45,450,000 | | | $ | 4,821,547,405.25 | |
iShares S&P 500 Growth ETF | | | 130,350,000 | | | $ | 17,588,165,289.39 | |
iShares S&P 500 Value ETF | | | 130,750,000 | | | $ | 13,580,155,468.24 | |
iShares S&P Mid-Cap 400 Growth ETF | | | 33,500,000 | | | $ | 6,521,585,675.89 | |
iShares S&P Mid-Cap 400 Value ETF | | | 40,000,000 | | | $ | 5,928,282,121.61 | |
iShares S&P Small-Cap 600 Growth ETF | | | 27,250,000 | | | $ | 4,233,401,412.98 | |
iShares S&P Small-Cap 600 Value ETF | | | 33,600,000 | | | $ | 4,684,456,088.48 | |
iShares Select Dividend ETF | | | 187,900,000 | | | $ | 17,133,875,668.24 | |
iShares Transportation Average ETF | | | 5,850,000 | | | $ | 964,536,873.21 | |
iShares U.S. Aerospace & Defense ETF | | | 18,500,000 | | | $ | 2,840,082,211.80 | |
iShares U.S. Basic Materials ETF | | | 10,750,000 | | | $ | 956,399,385.75 | |
iShares U.S. Broker-Dealers & Securities Exchanges ETF | | | 3,150,000 | | | $ | 161,017,691.12 | |
iShares U.S. Consumer Goods ETF | | | 5,600,000 | | | $ | 659,496,718.31 | |
iShares U.S. Consumer Services ETF | | | 4,350,000 | | | $ | 722,468,030.57 | |
iShares U.S. Energy ETF | | | 31,100,000 | | | $ | 1,150,086,796.20 | |
iShares U.S. Financial Services ETF | | | 13,100,000 | | | $ | 1,428,733,585.44 | |
iShares U.S. Financials ETF | | | 16,250,000 | | | $ | 1,694,650,478.74 | |
B-3
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares Trust | | | | | | | | |
iShares U.S. Healthcare ETF | | | 11,700,000 | | | $ | 1,864,479,419.04 | |
iShares U.S. Healthcare Providers ETF | | | 3,850,000 | | | $ | 540,564,561.60 | |
iShares U.S. Home Construction ETF | | | 46,050,000 | | | $ | 1,478,152,801.64 | |
iShares U.S. Industrials ETF | | | 7,900,000 | | | $ | 1,017,130,864.68 | |
iShares U.S. Insurance ETF | | | 2,700,000 | | | $ | 163,616,521.26 | |
iShares U.S. Medical Devices ETF | | | 7,900,000 | | | $ | 1,254,428,692.79 | |
iShares U.S. Oil & Gas Exploration & Production ETF | | | 7,200,000 | | | $ | 416,036,914.31 | |
iShares U.S. Oil Equipment & Services ETF | | | 5,900,000 | | | $ | 220,489,003.25 | |
iShares U.S. Pharmaceuticals ETF | | | 4,700,000 | | | $ | 715,864,338.31 | |
iShares U.S. Preferred Stock ETF | | | 451,250,000 | | | $ | 17,537,413,318.67 | |
iShares U.S. Real Estate ETF | | | 62,500,000 | | | $ | 4,953,899,786.30 | |
iShares U.S. Regional Banks ETF | | | 16,200,000 | | | $ | 723,260,233.58 | |
iShares U.S. Technology ETF | | | 24,600,000 | | | $ | 3,440,507,389.21 | |
iShares U.S. Telecommunications ETF | | | 15,200,000 | | | $ | 517,584,681.15 | |
iShares U.S. Utilities ETF | | | 6,200,000 | | | $ | 798,056,069.27 | |
iShares Adaptive Currency Hedged MSCI EAFE ETF | | | 100,000 | | | $ | 2,677,909.99 | |
iShares Adaptive Currency Hedged MSCI Eurozone ETF | | | 100,000 | | | $ | 2,704,315.31 | |
iShares Adaptive Currency Hedged MSCI Japan ETF | | | 200,000 | | | $ | 5,116,574.08 | |
iShares Asia 50 ETF | | | 8,100,000 | | | $ | 439,612,021.43 | |
iShares China Large-Cap ETF | | | 80,400,000 | | | $ | 3,087,432,424.14 | |
iShares Core MSCI EAFE ETF | | | 403,800,000 | | | $ | 24,185,464,330.09 | |
iShares Core MSCI Europe ETF | | | 44,600,000 | | | $ | 2,051,847,650.10 | |
iShares Core MSCI International Developed Markets ETF | | | 600,000 | | | $ | 31,490,235.72 | |
iShares Core MSCI Pacific ETF | | | 18,200,000 | | | $ | 969,287,106.76 | |
iShares Core MSCI Total International Stock ETF | | | 102,900,000 | | | $ | 5,800,434,310.41 | |
iShares Currency Hedged JPX-Nikkei 400 ETF | | | 100,000 | | | $ | 2,613,518.94 | |
iShares Currency Hedged MSCI ACWI ETF | | | 100,000 | | | $ | 2,669,210.66 | |
iShares Currency Hedged MSCI ACWI ex U.S. ETF | | | 2,900,000 | | | $ | 72,388,354.01 | |
iShares Currency Hedged MSCI Australia ETF | | | 150,000 | | | $ | 3,661,865.83 | |
iShares Currency Hedged MSCI Canada ETF | | | 100,000 | | | $ | 2,547,675.40 | |
iShares Currency Hedged MSCI EAFE ETF | | | 149,250,000 | | | $ | 4,201,495,357.34 | |
iShares Currency Hedged MSCI EAFE Small-Cap ETF | | | 250,000 | | | $ | 7,072,247.08 | |
iShares Currency Hedged MSCI Europe Small-Cap ETF | | | 50,000 | | | $ | 1,391,722.46 | |
iShares Currency Hedged MSCI Eurozone ETF | | | 49,150,000 | | | $ | 1,458,145,828.44 | |
iShares Currency Hedged MSCI Germany ETF | | | 26,350,000 | | | $ | 747,267,891.32 | |
iShares Currency Hedged MSCI Italy ETF | | | 400,000 | | | $ | 6,459,963.20 | |
iShares Currency Hedged MSCI Japan ETF | | | 39,900,000 | | | $ | 1,142,289,983.75 | |
iShares Currency Hedged MSCI Mexico ETF | | | 150,000 | | | $ | 3,210,882.39 | |
iShares Currency Hedged MSCI South Korea ETF | | | 50,000 | | | $ | 1,361,221.57 | |
iShares Currency Hedged MSCI Spain ETF | | | 2,450,000 | | | $ | 58,160,316.51 | |
iShares Currency Hedged MSCI Switzerland ETF | | | 150,000 | | | $ | 3,962,723.14 | |
iShares Currency Hedged MSCI United Kingdom ETF | | | 3,700,000 | | | $ | 86,891,754.17 | |
iShares Edge MSCI Intl Momentum Factor ETF | | | 800,000 | | | $ | 21,732,592.00 | |
iShares Edge MSCI Intl Quality Factor ETF | | | 900,000 | | | $ | 24,467,459.87 | |
iShares Edge MSCI Intl Size Factor ETF | | | 400,000 | | | $ | 10,400,449.68 | |
iShares Edge MSCI Intl Value Factor ETF | | | 3,200,000 | | | $ | 76,062,014.07 | |
iShares Edge MSCI Min Vol Asia ex Japan ETF | | | 200,000 | | | $ | 6,514,057.35 | |
iShares Edge MSCI Min Vol EAFE Currency Hedged ETF | | | 700,000 | | | $ | 18,291,701.34 | |
iShares Edge MSCI Min Vol EAFE ETF | | | 95,100,000 | | | $ | 6,431,145,045.77 | |
B-4
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares Trust | | | | | | | | |
iShares Edge MSCI Min Vol Europe Currency Hedged ETF | | | 150,000 | | | $ | 3,681,532.67 | |
iShares Edge MSCI Min Vol Europe ETF | | | 1,050,000 | | | $ | 25,050,144.05 | |
iShares Edge MSCI Min Vol Global Currency Hedged ETF | | | 100,000 | | | $ | 2,739,921.37 | |
iShares Edge MSCI Min Vol Japan ETF | | | 500,000 | | | $ | 30,162,451.01 | |
iShares Edge MSCI Multifactor Global ETF | | | 800,000 | | | $ | 21,094,299.11 | |
iShares Edge MSCI Multifactor Intl ETF | | | 9,200,000 | | | $ | 239,282,050.77 | |
iShares Edge MSCI Multifactor Intl Small-Cap ETF | | | 500,000 | | | $ | 13,855,683.94 | |
iShares Emerging Markets Infrastructure ETF | | | 1,500,000 | | | $ | 48,018,736.00 | |
iShares Europe Developed Real Estate ETF | | | 1,150,000 | | | $ | 41,970,741.67 | |
iShares Europe ETF | | | 61,100,000 | | | $ | 2,663,575,606.89 | |
iShares Exponential Technologies ETF | | | 33,150,000 | | | $ | 1,014,741,424.94 | |
iShares Global 100 ETF | | | 18,800,000 | | | $ | 1,568,643,964.61 | |
iShares Global Clean Energy ETF | | | 9,500,000 | | | $ | 81,717,616.02 | |
iShares Global Consumer Discretionary ETF | | | 2,400,000 | | | $ | 238,869,081.15 | |
iShares Global Consumer Staples ETF | | | 6,100,000 | | | $ | 614,406,536.20 | |
iShares Global Energy ETF | | | 27,900,000 | | | $ | 902,504,047.62 | |
iShares Global Financials ETF | | | 6,350,000 | | | $ | 390,693,120.07 | |
iShares Global Healthcare ETF | | | 14,450,000 | | | $ | 1,522,708,123.72 | |
iShares Global Industrials ETF | | | 2,600,000 | | | $ | 216,034,759.14 | |
iShares Global Infrastructure ETF | | | 36,400,000 | | | $ | 1,574,880,817.46 | |
iShares Global Materials ETF | | | 4,300,000 | | | $ | 256,062,658.07 | |
iShares Global REIT ETF | | | 13,800,000 | | | $ | 353,157,611.77 | |
iShares Global Tech ETF | | | 8,600,000 | | | $ | 1,110,882,404.55 | |
iShares Global Telecom ETF | | | 5,100,000 | | | $ | 299,243,007.77 | |
iShares Global Timber & Forestry ETF | | | 4,200,000 | | | $ | 249,824,564.15 | |
iShares Global Utilities ETF | | | 2,850,000 | | | $ | 137,927,347.02 | |
iShares India 50 ETF | | | 26,250,000 | | | $ | 866,857,121.75 | |
iShares International Developed Property ETF | | | 3,700,000 | | | $ | 136,220,303.78 | |
iShares International Developed Real Estate ETF | | | 18,500,000 | | | $ | 525,653,428.22 | |
iShares International Preferred Stock ETF | | | 3,900,000 | | | $ | 64,858,643.96 | |
iShares International Select Dividend ETF | | | 126,200,000 | | | $ | 4,041,732,014.55 | |
iShares JPX-Nikkei 400 ETF | | | 1,500,000 | | | $ | 84,998,693.97 | |
iShares Latin America 40 ETF | | | 38,250,000 | | | $ | 1,222,702,297.20 | |
iShares MSCI Argentina and Global Exposure ETF | | | 100,000 | | | $ | 2,532,685.45 | |
iShares MSCI ACWI ETF | | | 103,200,000 | | | $ | 6,665,488,875.22 | |
iShares MSCI ACWI ex U.S. ETF | | | 47,600,000 | | | $ | 2,133,335,030.47 | |
iShares MSCI ACWI Low Carbon Target ETF | | | 3,600,000 | | | $ | 381,802,577.13 | |
iShares MSCI All Country Asia ex Japan ETF | | | 48,600,000 | | | $ | 3,136,464,543.82 | |
iShares MSCI All Peru Capped ETF | | | 6,350,000 | | | $ | 215,011,128.28 | |
iShares MSCI Brazil Small-Cap ETF | | | 4,250,000 | | | $ | 60,838,764.65 | |
iShares MSCI China A ETF | | | 350,000 | | | $ | 9,139,606.83 | |
iShares MSCI China ETF | | | 45,000,000 | | | $ | 2,308,456,180.05 | |
iShares MSCI China Small-Cap ETF | | | 450,000 | | | $ | 20,367,191.24 | |
iShares MSCI Denmark Capped ETF | | | 1,000,000 | | | $ | 59,841,321.77 | |
iShares MSCI EAFE ESG Optimized ETF | | | 2,000,000 | | | $ | 123,591,742.96 | |
iShares MSCI EAFE ETF | | | 1,089,000,000 | | | $ | 69,935,154,007.32 | |
iShares MSCI EAFE Growth ETF | | | 37,600,000 | | | $ | 2,706,831,887.59 | |
iShares MSCI EAFE Small-Cap ETF | | | 134,200,000 | | | $ | 7,632,189,795.22 | |
iShares MSCI EAFE Value ETF | | | 95,600,000 | | | $ | 4,938,349,496.48 | |
B-5
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares Trust | | | | | | | | |
iShares MSCI Europe Financials ETF | | | 46,100,000 | | | $ | 988,547,394.91 | |
iShares MSCI Europe Small-Cap ETF | | | 1,950,000 | | | $ | 99,823,522.17 | |
iShares MSCI Finland Capped ETF | | | 900,000 | | | $ | 34,172,971.23 | |
iShares MSCI Germany Small-Cap ETF | | | 500,000 | | | $ | 24,908,197.76 | |
iShares MSCI Global Impact ETF | | | 400,000 | | | $ | 21,119,058.15 | |
iShares MSCI India ETF | | | 155,250,000 | | | $ | 4,987,899,722.85 | |
iShares MSCI India Small-Cap ETF | | | 3,750,000 | | | $ | 167,855,033.77 | |
iShares MSCI Indonesia ETF | | | 19,900,000 | | | $ | 527,868,289.60 | |
iShares MSCI Ireland Capped ETF | | | 1,600,000 | | | $ | 68,643,876.09 | |
iShares MSCI Kokusai ETF | | | 3,000,000 | | | $ | 178,134,956.58 | |
iShares MSCI New Zealand Capped ETF | | | 3,550,000 | | | $ | 153,396,394.26 | |
iShares MSCI Norway Capped ETF | | | 1,200,000 | | | $ | 26,754,798.79 | |
iShares MSCI Philippines ETF | | | 5,300,000 | | | $ | 191,539,757.37 | |
iShares MSCI Poland Capped ETF | | | 12,100,000 | | | $ | 290,107,412.13 | |
iShares MSCI Qatar Capped ETF | | | 2,350,000 | | | $ | 44,444,021.30 | |
iShares MSCI Saudi Arabia Capped ETF | | | 350,000 | | | $ | 8,684,054.13 | |
iShares MSCI UAE Capped ETF | | | 2,450,000 | | | $ | 42,480,018.75 | |
iShares MSCI United Kingdom ETF | | | 82,300,000 | | | $ | 2,738,670,995.36 | |
iShares MSCI United Kingdom Small-Cap ETF | | | 900,000 | | | $ | 35,709,182.91 | |
iShares 0-5 Year High Yield Corporate Bond ETF | | | 50,100,000 | | | $ | 2,381,494,553.39 | |
iShares 0-5 Year Investment Grade Corporate Bond ETF | | | 7,300,000 | | | $ | 367,723,299.24 | |
iShares 0-5 Year TIPS Bond ETF | | | 12,550,000 | | | $ | 1,266,398,557.98 | |
iShares 10+ Year Credit Bond ETF | | | 13,900,000 | | | $ | 828,074,310.46 | |
iShares 10-20 Year Treasury Bond ETF | | | 3,900,000 | | | $ | 528,647,772.11 | |
iShares 1-3 Year Credit Bond ETF | | | 110,250,000 | | | $ | 11,588,157,821.81 | |
iShares 1-3 Year Treasury Bond ETF | | | 129,700,000 | | | $ | 10,963,597,013.90 | |
iShares 20+ Year Treasury Bond ETF | | | 54,500,000 | | | $ | 6,624,886,265.63 | |
iShares 3-7 Year Treasury Bond ETF | | | 54,100,000 | | | $ | 6,685,541,464.61 | |
iShares 7-10 Year Treasury Bond ETF | | | 73,200,000 | | | $ | 7,787,674,193.00 | |
iShares Aaa — A Rated Corporate Bond ETF | | | 2,000,000 | | | $ | 103,704,781.03 | |
iShares Agency Bond ETF | | | 4,350,000 | | | $ | 492,800,763.53 | |
iShares California Muni Bond ETF | | | 6,300,000 | | | $ | 732,589,132.01 | |
iShares CMBS ETF | | | 4,650,000 | | | $ | 238,674,577.42 | |
iShares Convertible Bond ETF | | | 3,350,000 | | | $ | 173,370,120.12 | |
iShares Core 10+ Year USD Bond ETF | | | 7,750,000 | | | $ | 479,138,749.14 | |
iShares Core 1-5 Year USD Bond ETF | | | 17,400,000 | | | $ | 872,248,697.24 | |
iShares Core 5-10 Year USD Bond ETF | | | 600,000 | | | $ | 29,592,290.10 | |
iShares Core Total USD Bond Market ETF | | | 17,800,000 | | | $ | 900,921,033.41 | |
iShares Core U.S. Aggregate Bond ETF | | | 406,200,000 | | | $ | 44,200,214,175.66 | |
iShares Fallen Angels USD Bond ETF | | | 400,000 | | | $ | 10,918,989.62 | |
iShares Floating Rate Bond ETF | | | 108,500,000 | | | $ | 5,509,551,987.44 | |
iShares GNMA Bond ETF | | | 3,450,000 | | | $ | 171,839,321.34 | |
iShares Government/Credit Bond ETF | | | 1,100,000 | | | $ | 124,656,416.93 | |
iShares iBoxx $ High Yield Corporate Bond ETF | | | 220,500,000 | | | $ | 19,333,223,035.45 | |
iShares iBoxx $ High Yield ex Oil & Gas Corporate Bond ETF | | | 200,000 | | | $ | 10,400,745.03 | |
iShares iBoxx $ Investment Grade Corporate Bond ETF | | | 265,900,000 | | | $ | 31,490,594,855.03 | |
iShares Intermediate Credit Bond ETF | | | 64,300,000 | | | $ | 7,026,224,550.63 | |
iShares Intermediate Government/Credit Bond ETF | | | 21,550,000 | | | $ | 2,382,110,923.49 | |
iShares J.P. Morgan USD Emerging Markets Bond ETF | | | 95,000,000 | | | $ | 10,867,424,318.67 | |
B-6
| | | | | | | | |
Fund | | Shares Outstanding | | | Net Assets | |
iShares Trust | | | | | | | | |
iShares MBS ETF | | | 98,600,000 | | | $ | 10,523,026,404.40 | |
iShares Morningstar Multi-Asset Income ETF | | | 12,300,000 | | | $ | 310,250,556.68 | |
iShares National Muni Bond ETF | | | 73,300,000 | | | $ | 7,993,329,233.81 | |
iShares New York Muni Bond ETF | | | 2,300,000 | | | $ | 253,562,551.98 | |
iShares Short Treasury Bond ETF | | | 43,600,000 | | | $ | 4,807,200,082.52 | |
iShares Short-Term National Muni Bond ETF | | | 13,500,000 | | | $ | 1,426,522,313.32 | |
iShares TIPS Bond ETF | | | 199,000,000 | | | $ | 22,729,042,862.44 | |
iShares Treasury Floating Rate Bond ETF | | | 600,000 | | | $ | 30,101,905.27 | |
iShares U.S. Credit Bond ETF | | | 12,200,000 | | | $ | 1,344,186,432.19 | |
iShares U.S. Treasury Bond ETF | | | 155,100,000 | | | $ | 3,900,530,215.42 | |
iShares Yield Optimized Bond ETF | | | 750,000 | | | $ | 18,687,391.28 | |
iShares iBonds Dec 2017 Term Corporate ETF | | | 5,850,000 | | | $ | 145,122,799.13 | |
iShares iBonds Dec 2018 Term Corporate ETF | | | 10,550,000 | | | $ | 264,954,592.94 | |
iShares iBonds Dec 2019 Term Corporate ETF | | | 12,300,000 | | | $ | 306,352,170.37 | |
iShares iBonds Dec 2020 Term Corporate ETF | | | 12,150,000 | | | $ | 308,498,882.07 | |
iShares iBonds Dec 2021 Term Corporate ETF | | | 13,650,000 | | | $ | 339,156,931.82 | |
iShares iBonds Dec 2021 Term Muni Bond ETF | | | 4,650,000 | | | $ | 119,429,615.71 | |
iShares iBonds Dec 2022 Term Corporate ETF | | | 10,000,000 | | | $ | 249,815,761.64 | |
iShares iBonds Dec 2022 Term Muni Bond ETF | | | 4,300,000 | | | $ | 111,075,177.68 | |
iShares iBonds Dec 2023 Term Corporate ETF | | | 5,850,000 | | | $ | 146,190,724.43 | |
iShares iBonds Dec 2024 Term Corporate ETF | | | 4,800,000 | | | $ | 118,943,042.94 | |
iShares iBonds Dec 2025 Term Corporate ETF | | | 6,750,000 | | | $ | 166,700,307.87 | |
iShares iBonds Dec 2026 Term Corporate ETF | | | 1,100,000 | | | $ | 26,611,307.31 | |
iShares iBonds Mar 2018 Term Corporate ETF | | | 4,000,000 | | | $ | 102,367,084.44 | |
iShares iBonds Mar 2018 Term Corporate ex-Financials ETF | | | 3,650,000 | | | $ | 89,825,461.02 | |
iShares iBonds Mar 2020 Term Corporate ETF | | | 3,350,000 | | | $ | 87,697,338.58 | |
iShares iBonds Mar 2020 Term Corporate ex-Financials ETF | | | 3,450,000 | | | $ | 84,912,058.45 | |
iShares iBonds Mar 2023 Term Corporate ETF | | | 3,200,000 | | | $ | 84,778,707.68 | |
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF | | | 1,900,000 | | | $ | 46,283,661.42 | |
iShares iBonds Dec 2023 Term Muni Bond ETF | | | 100,000 | | | $ | 2,515,392.00 | |
iShares iBonds Sep 2017 Term Muni Bond ETF | | | 7,700,000 | | | $ | 209,667,918.15 | |
iShares iBonds Sep 2018 Term Muni Bond ETF | | | 7,600,000 | | | $ | 193,388,218.89 | |
iShares iBonds Sep 2019 Term Muni Bond ETF | | | 7,050,000 | | | $ | 179,757,822.60 | |
iShares iBonds Sep 2020 Term Muni Bond ETF | | | 6,950,000 | | | $ | 177,738,725.02 | |
iShares 1-3 Year International Treasury Bond ETF | | | 900,000 | | | $ | 71,392,586.65 | |
iShares Core International Aggregate Bond ETF | | | 5,350,000 | | | $ | 277,086,424.88 | |
iShares Currency Hedged International High Yield Bond ETF | | | 50,000 | | | $ | 1,340,733.86 | |
iShares International Treasury Bond ETF | | | 6,450,000 | | | $ | 598,256,183.10 | |
| | |
iShares U.S. ETF Trust | | | | | | | | |
iShares Commodities Select Strategy ETF | | | 6,700,000 | | | $ | 220,143,969.89 | |
iShares Edge U.S. Fixed Income Balanced Risk ETF | | | 1,100,000 | | | $ | 109,937,789.64 | |
iShares Interest Rate Hedged 10+ Year Credit Bond ETF | | | 450,000 | | | $ | 11,166,009.46 | |
iShares Interest Rate Hedged Corporate Bond ETF | | | 700,000 | | | $ | 65,953,411.39 | |
iShares Interest Rate Hedged Emerging Markets Bond ETF | | | 100,000 | | | $ | 2,602,445.22 | |
iShares Interest Rate Hedged High Yield Bond ETF | | | 2,400,000 | | | $ | 217,756,718.25 | |
iShares Short Maturity Bond ETF | | | 46,850,000 | | | $ | 2,351,145,341.72 | |
iShares Short Maturity Municipal Bond ETF | | | 750,000 | | | $ | 37,479,830.06 | |
iShares Ultra Short-Term Bond ETF | | | 2,450,000 | | | $ | 122,542,333.74 | |
B-7
Appendix C – Compensation of the Board Members/Board Nominees
Effective January 1, 2017, each current Independent Board Member is paid an annual retainer of $325,000 for his or her services as a Board Member of all Funds in the complex of exchange-traded funds advised by the Adviser or its affiliates (“Exchange-Traded Fund Complex”) (prior to January 1, 2017, the annual retainer was $300,000), together with out-of-pocket expenses in accordance with the Boards’ policy on travel and other business expenses relating to attendance at meetings. The annual retainer for services as an Advisory Board Member is the same as the annual retainer for services as a Board Member.
The Independent Chair of the Boards is paid an additional annual retainer of $50,000. The Chair of each of the Equity Plus Committee, Fixed Income Plus Committee, Securities Lending Committee, Risk Committee, Nominating and Governance Committee and 15(c) Committee is paid an additional annual retainer of $25,000. The Chair of the Audit Committee is paid an additional annual retainer of $40,000. Cecilia H. Herbert waived the annual retainer for her service as the Chair of the Nominating and Governance Committee. Each Independent Board Member that served as a director of subsidiaries of the Exchange-Traded Fund Complex is paid an additional annual retainer of $10,000 (plus an additional $1,772 paid annually to compensate for taxes due in the Republic of Mauritius in connection with such Board Member’s service on the boards of certain Mauritius-based subsidiaries). The Funds do not maintain or provide pension or retirement benefits to the Board Members.
The following table sets forth the aggregate compensation, paid to each Independent Board Member by the Funds during the most recently completed fiscal year ended October 31, 2016. Messrs. Kapito and Wiedman serve without compensation from the Funds because of their affiliation with BlackRock, Inc.
| | | | | | | | | | | | | | |
Name of Board Member/ Board Nominee | | Compensation from the Companies | | Pension or Retirement Benefits Accrued as Part of Company Expenses | | | Estimated Annual Benefits Upon Retirement | | | Total Compensation1 from the Exchange-Traded Fund Complex | |
Interested Board Members/Board Nominees | | | | | | | | | |
| | | | |
Robert S. Kapito | | None | | | N/A | | | | N/A | | | | None | |
| | | | |
Mark Wiedman | | None | | | N/A | | | | N/A | | | | None | |
|
Independent Board Members/Board Nominees | |
| | | | |
Jane D. Carlin | | iShares, Inc.: $41,399 iShares Trust: $282,678 iShares U.S. ETF Trust: $923 | | | N/A | | | | N/A | | | | $325,000 | |
| | | | |
Richard L. Fagnani2 | | N/A | | | N/A | | | | N/A | | | | N/A | |
| | | | |
Cecilia H. Herbert | | iShares, Inc.: $44,584 iShares Trust: $304,422 iShares U.S. ETF Trust: $994 | | | N/A | | | | N/A | | | | $350,000 | |
| | | | |
Charles A. Hurty | | iShares, Inc.: $43,309 iShares Trust: $295,725 iShares U.S. ETF Trust: $966 | | | N/A | | | | N/A | | | | $340,000 | |
| | | | |
John E. Kerrigan | | iShares, Inc.: $41,399 iShares Trust: $282,678 iShares U.S. ETF Trust: $923 | | | N/A | | | | N/A | | | | $325,000 | |
| | | | |
Drew E. Lawton3 | | iShares, Inc.: $9,554 iShares Trust: $65,233 iShares U.S. ETF Trust: $213 | | | N/A | | | | N/A | | | | $75,000 | |
C-1
| | | | | | | | | | | | |
Name of Board Member/ Board Nominee | | Compensation from the Companies | | Pension or Retirement Benefits Accrued as Part of Company Expenses | | | Estimated Annual Benefits Upon Retirement | | | Total Compensation1 from the Exchange-Traded Fund Complex |
John E. Martinez | | iShares, Inc.: $41,399 iShares Trust: $282,678 iShares U.S. ETF Trust: $923 | | | N/A | | | | N/A | | | $325,000 |
| | | | |
Madhav V. Rajan | | iShares, Inc.: $44,584 iShares Trust: $304,422 iShares U.S. ETF Trust: $994 | | | N/A | | | | N/A | | | $350,000 |
1 | Includes compensation for service on the Board or Advisory Board of each Company. |
2 | Compensation is not shown for Richard L. Fagnani because he was appointed to serve as an Advisory Board Member of the Companies effective April 1, 2017. |
3 | Compensation is shown for Drew E. Lawton for the period from October 18, 2016 (date of his appointment to the Advisory Board of the Companies) to October 31, 2016. |
C-2
Appendix D – Fund Securities Owned by Board Members/Board Nominees
The following table sets forth the dollar range of shares of each Fund beneficially owned by the Board Members/Board Nominees in the Funds that they oversee or are nominated to oversee as of December 31, 2016, except as otherwise indicated.
Aggregate Dollar Range of Equity Securities
| | | | | | |
Name of Board Member/ Board Nominee | | Fund Name | | Aggregate Dollar Range of Shares in Each Fund | | Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Director or Advisory Board Member in Family of Investment Companies |
Interested Board Members/Board Nominees |
| | | |
Robert S. Kapito | | None | | None | | None |
| | | |
Mark Wiedman | | iShares Core MSCI EAFE ETF | | $50,001-$100,000 | | Over $100,000 |
| | iShares Core MSCI Emerging Markets ETF | | $50,001-$100,000 | | |
| | iShares Core S&P Total U.S. Stock Market ETF | | Over $100,000 | | |
| | iShares National Muni Bond ETF | | Over $100,000 | | |
| | iShares New York Muni Bond ETF | | Over $100,000 | | |
|
Independent Board Members/Board Nominees |
| | | |
Jane D. Carlin | | iShares Core MSCI EAFE ETF | | $50,001-$100,000 | | Over $100,000 |
| | iShares Core S&P Small-Cap ETF | | $50,001-$100,000 | | |
| | iShares Global Tech ETF | | $10,001-$50,000 | | |
| | | |
Richard L. Fagnani | | iShares Core MSCI EAFE ETF | | Over $100,000 | | Over $100,000 |
| | iShares Core MSCI Emerging Markets ETF | | $10,001-$50,000 | | |
| | iShares MSCI Japan ETF | | $10,001-$50,000 | | |
| | iShares Russell 1000 Growth ETF | | $50,001-$100,000 | | |
| | iShares Russell 1000 Value ETF | | $50,001-$100,000 | | |
| | iShares Russell 2000 Growth ETF | | $10,001-$50,000 | | |
| | iShares Russell 2000 Value ETF | | $10,001-$50,000 | | |
| | iShares Mid-Cap Growth ETF | | $10,001-$50,000 | | |
| | iShares Mid-Cap Value ETF | | $10,001-$50,000 | | |
| | | |
Cecilia H. Herbert | | iShares California Muni Bond ETF | | Over $100,000 | | Over $100,000 |
| | iShares China Large-Cap ETF | | $50,001-$100,000 | | |
| | iShares Core Dividend Growth ETF | | $10,001-$50,000 | | |
| | iShares Core High Dividend ETF | | $1-$10,000 | | |
| | iShares Core MSCI Emerging Markets ETF | | $10,001-$50,000 | | |
| | iShares Core MSCI Total International Stock ETF | | $10,001-$50,000 | | |
| | iShares Core S&P 500 ETF | | Over $100,000 | | |
| | iShares Core S&P Small-Cap ETF | | $1-$10,000 | | |
| | iShares Core S&P Total U.S. Stock Market ETF | | $10,001-$50,000 | | |
| | iShares Core S&P U.S. Growth ETF | | $50,001-$100,000 | | |
| | iShares Core S&P U.S. Value ETF | | $50,001-$100,000 | | |
| | iShares iBoxx $ High Yield Corporate Bond ETF | | $10,001-$50,000 | | |
| | iShares International Select Dividend ETF | | $1-$10,000 | | |
| | iShares MSCI EAFE ETF | | $1-$10,000 | | |
| | iShares MSCI Japan ETF | | $10,001-$50,000 | | |
| | iShares National Muni Bond ETF | | $10,001-$50,000 | | |
| | iShares U.S. Preferred Stock ETF | | $10,001-$50,000 | | |
D-1
| | | | | | |
Name of Board Member/ Board Nominee | | Fund Name | | Aggregate Dollar Range of Shares in Each Fund | | Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Director or Advisory Board Member in Family of Investment Companies |
Charles A. Hurty | | iShares China Large-Cap ETF | | $10,001-$50,000 | | Over $100,000 |
| | iShares Core Dividend Growth ETF | | Over $100,000 | | |
| | iShares Core Growth Allocation ETF | | Over $100,000 | | |
| | iShares Core High Dividend ETF | | Over $100,000 | | |
| | iShares Core Moderate Allocation ETF | | $50,001-$100,000 | | |
| | iShares Core MSCI Emerging Markets ETF | | $50,001-$100,000 | | |
| | iShares Core S&P 500 ETF | | Over $100,000 | | |
| | iShares Core S&P U.S. Value ETF | | $10,001-$50,000 | | |
| | iShares Edge MSCI Min Vol USA ETF | | Over $100,000 | | |
| | iShares Global Energy ETF | | $10,001-$50,000 | | |
| | iShares Global Healthcare ETF | | $10,001-$50,000 | | |
| | iShares Global Tech ETF | | $10,001-$50,000 | | |
| | iShares MSCI EAFE ETF | | $10,001-$50,000 | | |
| | iShares Russell 2000 ETF | | $10,001-$50,000 | | |
| | iShares U.S. Basic Materials ETF | | $10,001-$50,000 | | |
| | iShares U.S. Energy ETF | | $10,001-$50,000 | | |
| | iShares U.S. Technology ETF | | Over $100,000 | | |
| | | |
John E. Kerrigan | | iShares MSCI ACWI ETF | | $10,001-$50,000 | | Over $100,000 |
| | iShares MSCI ACWI ex U.S. ETF | | Over $100,000 | | |
| | iShares Short-Term National Muni Bond ETF | | Over $100,000 | | |
| | | |
Drew E. Lawton | | iShares MSCI Frontier 100 ETF | | $50,001-$100,000 | | $50,001-$100,000 |
| | | |
John E. Martinez | | iShares Core MSCI Total International Stock ETF | | $1-$10,000 | | Over $100,000 |
| | iShares Core S&P 500 ETF | | Over $100,000 | | |
| | iShares Core S&P Total U.S. Stock Market ETF | | $1-$10,000 | | |
| | iShares Global Consumer Staples ETF | | Over $100,000 | | |
| | iShares MSCI All Country Asia ex Japan ETF | | Over $100,000 | | |
| | iShares MSCI EAFE ETF | | Over $100,000 | | |
| | iShares Russell 1000 ETF | | Over $100,000 | | |
| | iShares Russell 1000 Value ETF | | Over $100,000 | | |
| | iShares Russell 2000 ETF | | Over $100,000 | | |
| | iShares Short Maturity Bond ETF | | Over $100,000 | | |
| | iShares TIPS Bond ETF | | $50,001-$100,000 | | |
| | | |
Madhav V. Rajan | | iShares Core Dividend Growth ETF | | Over $100,000 | | Over $100,000 |
| | iShares Core High Dividend ETF | | Over $100,000 | | |
| | iShares Core S&P 500 ETF | | Over $100,000 | | |
| | iShares iBoxx $ High Yield Corporate Bond ETF | | Over $100,000 | | |
| | iShares iBoxx $ Investment Grade Corporate Bond ETF | | Over $100,000 | | |
| | iShares Russell 2000 ETF | | Over $100,000 | | |
| | iShares Select Dividend ETF | | Over $100,000 | | |
| | iShares U.S. Preferred Stock ETF | | Over $100,000 | | |
As of December 31, 2016, all Board Members, Board Nominees and executive officers as a group owned less than 1% of the outstanding shares of each Fund which they oversee (or are nominated to oversee). Ownership amounts may vary over time.
As of December 31, 2016, none of the Independent Board Members, Advisory Board Members or their immediate family members owned beneficially or of record any securities of the Adviser, the Distributor or any person controlling, controlled by or under common control with the Adviser or the Distributor.
D-2
Appendix E — Meetings of the Boards
During the most recently completed fiscal year ended October 31, 2016 for each Company, the Board of each Company met the following number of times:
| | | | | | | | |
Company | | Number of Quarterly Board Meetings | | | Number of Special Board Meetings | |
iShares, Inc. | | | 4 | | | | 4 | |
iShares Trust | | | 4 | | | | 4 | |
iShares U.S. ETF Trust | | | 4 | | | | 4 | |
E-1
Appendix F – Committee Meetings of the Boards
Each of the Audit Committee, Nominating and Governance Committee, 15(c) Committee, Securities Lending Committee, Equity Plus Committee, Fixed Income Plus Committee and Risk Committee met the following number of times for each Company’s most recently completed fiscal year ended October 31, 2016:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Company | | Number of Audit Committee Meetings | | | Number of Nominating and Governance Committee Meetings | | | Number of 15(c) Committee Meetings | | | Number of Securities Lending Committee Meetings | | | Number of Equity Plus Committee Meetings | | | Number of Fixed Income Committee Meetings | | | Number of Risk Committee Meetings | |
iShares, Inc. | | | 7 | | | | 4 | | | | 2 | | | | 5 | | | | 4 | | | | 4 | | | | 3 | |
iShares Trust | | | 7 | | | | 4 | | | | 2 | | | | 5 | | | | 4 | | | | 4 | | | | 3 | |
iShares U.S. ETF Trust | | | 7 | | | | 4 | | | | 2 | | | | 5 | | | | 4 | | | | 4 | | | | 3 | |
F-1
Appendix G – Executive Officers of the Companies
The executive officers of each Company, their age and their principal occupations during the past five years (their titles may have varied during that period) are shown in the table below. The address of Messrs. Small, Park, and Archibald is c/o BlackRock, Inc., Park Avenue Plaza, 55 East 52nd Street, New York, NY 10055. The address of Messrs. Messinger, Radell, Mason and Gee is c/o BlackRock, Inc., 400 Howard Street, San Francisco, CA 94105.
Each executive officer is an “interested person” of the Companies (as defined in the 1940 Act) by virtue of that individual’s position with BlackRock, Inc. or its affiliates described in the table below.
Information Pertaining to the Executive Officers
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Funds | | Principal Occupations(s) During Past 5 Years | | Number of Funds in Exchange- Traded Fund Complex Overseen |
Martin Small (41) | | President (since 2016 for each Company). | | Managing Director, BlackRock, Inc. (since 2010); Head of U.S. iShares (since 2015); Co-Head of the U.S. Financial Markets Advisory Group, BlackRock, Inc. (2008-2014). | | 333 |
| | | |
Steve Messinger (55) | | Executive Vice President (since 2016 for each Company). | | Managing Director, BlackRock, Inc. (2007-2014 and since 2016); Managing Director, Beacon Consulting Group (2014-2016). | | 333 |
| | | |
Scott Radell (48) | | Executive Vice President (since 2012 for each Company). | | Managing Director, BlackRock, Inc. (since 2009); Head of Portfolio Solutions, BlackRock, Inc. (since 2009). | | 333 |
| | | |
Alan Mason (56) | | Executive Vice President (since 2016 for each Company). | | Managing Director, BlackRock, Inc. (since 2009). | | 333 |
| | | |
Jack Gee (57) | | Treasurer and Chief Financial Officer (since 2008 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust). | | Managing Director, BlackRock, Inc. (since 2009); Senior Director of Fund Administration of Intermediary Investor Business, BGI (2009). | | 333 |
G-1
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Funds | | Principal Occupations(s) During Past 5 Years | | Number of Funds in Exchange- Traded Fund Complex Overseen |
Charles Park (49) | | Chief Compliance Officer (since 2006 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust). | | Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised Funds in the Equity-Bond Complex, theEquity-Liquidity Complex and the Closed-End Complex (since 2014); Chief Compliance Officer of the Adviser (since 2006). | | 333 |
| | | |
Benjamin Archibald (41) | | Secretary (since 2015). | | Managing Director, BlackRock, Inc. (since 2014); Director, BlackRock, Inc. (2010-2013); Secretary of the BlackRock-advised mutual funds (since 2012). | | 333 |
The executive officers receive no compensation from the Funds.
G-2
Appendix H – Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees to Independent Registered Public Accountants (PricewaterhouseCoopers LLP)
Audit Fees and Audit-Related Fees
| | | | | | | | | | | | | | | | | | | | |
| | | | | Audit Fees | | | Audit-Related Fees | |
Fund | | Fiscal Year End | | | Most Recent Fiscal Year ($) | | | Fiscal Year Prior to Most Recent Fiscal Year End ($) | | | Most Recent Fiscal Year ($) | | | Fiscal Year Prior to Most Recent Fiscal Year End ($) | |
iShares, Inc. | | | | | | | | | | | | |
Funds with 4/30 Fiscal Year Ends | | | 4/30 | | | | 31,600 | | | | 30,400 | | | | 0 | | | | 0 | |
Funds with 8/31 Fiscal Year Ends | | | 8/31 | | | | 760,740 | | | | 712,460 | | | | 0 | | | | 0 | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 79,000 | | | | 76,000 | | | | 0 | | | | 0 | |
| | | |
iShares Trust | | | | | | | | | | | | |
Funds with 2/28 Fiscal Year Ends | | | 2/28 | | | | 289,800 | | | | 283,800 | | | | 0 | | | | 0 | |
Funds with 3/31 Fiscal Year Ends | | | 3/31 | | | | 1,044,180 | | | | 787,710 | | | | 0 | | | | 0 | |
Funds with 4/30 Fiscal Year Ends | | | 4/30 | | | | 423,600 | | | | 630,190 | | | | 0 | | | | 0 | |
Funds with 7/31 Fiscal Year Ends | | | 7/31 | | | | 689,560 | | | | 751,470 | | | | 0 | | | | 0 | |
Funds with 8/31 Fiscal Year Ends | | | 8/31 | | | | 632,030 | | | | 453,890 | | | | 0 | | | | 0 | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 615,130 | | | | 533,020 | | | | 0 | | | | 0 | |
| | | |
iShares U.S. ETF Trust | | | | | | | | | | | | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 121,700 | | | | 113,240 | | | | 0 | | | | 0 | |
Tax Fees and All Other Fees
| | | | | | | | | | | | | | | | | | | | |
| | | | | Tax Fees | | | All Other Fees | |
Fund | | Fiscal Year End | | | Most Recent Fiscal Year ($) | | | Fiscal Year Prior to Most Recent Fiscal Year End ($) | | | Most Recent Fiscal Year ($) | | | Fiscal Year Prior to Most Recent Fiscal Year End ($) | |
iShares, Inc. | | | | | | | | | | | | | | | | | | | | |
Funds with 4/30 Fiscal Year Ends | | | 4/30 | | | | 7,562 | | | | 7,464 | | | | 0 | | | | 0 | |
Funds with 8/31 Fiscal Year Ends | | | 8/31 | | | | 181,488 | | | | 171,672 | | | | 0 | | | | 0 | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 18,905 | | | | 18,385 | | | | 0 | | | | 0 | |
| | | | | |
iShares Trust | | | | | | | | | | | | | | | | | | | | |
Funds with 2/28 Fiscal Year Ends | | �� | 2/28 | | | | 83,182 | | | | 80,894 | | | | 0 | | | | 0 | |
Funds with 3/31 Fiscal Year Ends | | | 3/31 | | | | 287,356 | | | | 212,724 | | | | 0 | | | | 0 | |
Funds with 4/30 Fiscal Year Ends | | | 4/30 | | | | 120,992 | | | | 179,136 | | | | 0 | | | | 0 | |
Funds with 7/31 Fiscal Year Ends | | | 7/31 | | | | 185,269 | | | | 201,528 | | | | 0 | | | | 0 | |
Funds with 8/31 Fiscal Year Ends | | | 8/31 | | | | 115,692 | | | | 170,145 | | | | 0 | | | | 0 | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 154,434 | | | | 151,240 | | | | 0 | | | | 0 | |
| | | | | |
iShares U.S. ETF Trust | | | | | | | | | | | | | | | | | | | | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 34,029 | | | | 33,093 | | | | 0 | | | | 0 | |
H-1
Aggregate Non-Audit Fees for Services Provided to the Funds and Their Affiliated Service ProvidersPre-Approved by the Audit Committee1
| | | | | | | | | | | | |
Fund | | Fiscal Year End | | | Most Recent Fiscal Year ($) | | | Fiscal Year Prior to Most Recent Fiscal Year End ($) | |
iShares, Inc. | | | | | | | | | | | | |
Funds with 4/30 Fiscal Year Ends | | | 4/30 | | | | 7,562 | | | | 7,464 | |
Funds with 8/31 Fiscal Year Ends | | | 8/31 | | | | 181,488 | | | | 171,672 | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 18,905 | | | | 18,385 | |
| | | |
iShares Trust | | | | | | | | | | | | |
Funds with 2/28 Fiscal Year Ends | | | 2/28 | | | | 83,182 | | | | 80,894 | |
Funds with 3/31 Fiscal Year Ends | | | 3/31 | | | | 287,356 | | | | 212,724 | |
Funds with 4/30 Fiscal Year Ends | | | 4/30 | | | | 120,992 | | | | 179,136 | |
Funds with 7/31 Fiscal Year Ends | | | 7/31 | | | | 185,269 | | | | 201,528 | |
Funds with 8/31 Fiscal Year Ends | | | 8/31 | | | | 115,692 | | | | 170,145 | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 154,434 | | | | 151,240 | |
| | | |
iShares U.S. ETF Trust | | | | | | | | | | | | |
Funds with 10/31 Fiscal Year Ends | | | 10/31 | | | | 34,029 | | | | 33,093 | |
1 | There were no non-audit services provided to the Funds’ Affiliated Service Providers. |
H-2
Appendix I – 5% Beneficial Share Ownership
As of the Record Date, to the best knowledge of each Fund, the following persons beneficially owned more than 5% of the outstanding shares of any class of the Funds indicated:
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares, Inc. | | | | | |
iShares Asia/Pacific Dividend ETF | | Charles Schwab & Co., Inc. | | | 147,933 | | | | 15.57 | % |
| | National Financial Services LLC | | | 135,164 | | | | 14.23 | % |
| | SG Americas Securities, LLC | | | 86,997 | | | | 9.16 | % |
| | Morgan Stanley Smith Barney LLC | | | 81,168 | | | | 8.54 | % |
| | Merrill Lynch Safekeeping | | | 63,752 | | | | 6.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 48,015 | | | | 5.05 | % |
| | | |
iShares Core MSCI Emerging Markets ETF | | Merrill Lynch Safekeeping | | | 89,363,633 | | | | 15.18 | % |
| | National Financial Services LLC | | | 70,272,383 | | | | 11.94 | % |
| | State Street Bank and Trust Company | | | 40,263,142 | | | | 6.84 | % |
| | The Bank of New York Mellon | | | 31,637,083 | | | | 5.37 | % |
| | Morgan Stanley Smith Barney LLC | | | 30,907,988 | | | | 5.25 | % |
| | | |
iShares Currency Hedged MSCI Emerging | | Citibank, N.A. | | | 4,489,153 | | | | 36.65 | % |
Markets ETF | | Charles Schwab & Co., Inc. | | | 2,165,383 | | | | 17.68 | % |
| | Janney Montgomery Scott Inc. | | | 1,017,455 | | | | 8.31 | % |
| | National Financial Services LLC | | | 998,651 | | | | 8.15 | % |
| | Merrill Lynch Safekeeping | | | 182,685 | | | | 73.07 | % |
| | J.P. Morgan Clearing Corp. | | | 36,263 | | | | 14.51 | % |
| | | |
iShares Edge MSCI Min Vol EM Currency | | Merrill Lynch Safekeeping | | | 182,685 | | | | 73.07 | % |
Hedged ETF | | J.P. Morgan Clearing Corp. | | | 36,263 | | | | 14.51 | % |
| | | |
iShares Edge MSCI Min Vol Emerging | | National Financial Services LLC | | | 7,974,803 | | | | 11.47 | % |
Markets ETF | | Charles Schwab & Co., Inc. | | | 6,663,367 | | | | 9.59 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 6,121,000 | | | | 8.81 | % |
| | JPMorgan Chase Bank, National Association | | | 5,327,029 | | | | 7.66 | % |
| | Morgan Stanley Smith Barney LLC | | | 4,327,078 | | | | 6.23 | % |
| | UBS Financial Services LLC | | | 3,778,449 | | | | 5.44 | % |
| | Merrill Lynch Safekeeping | | | 3,709,804 | | | | 5.34 | % |
| | | |
iShares Edge MSCI Min Vol Global ETF | | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 4,660,000 | | | | 11.65 | % |
| | JPMorgan Chase Bank, National Association | | | 3,265,610 | | | | 8.16 | % |
| | National Financial Services LLC | | | 2,990,602 | | | | 7.48 | % |
| | Charles Schwab & Co., Inc. | | | 2,781,281 | | | | 6.95 | % |
| | Merrill Lynch Safekeeping | | | 2,628,498 | | | | 6.57 | % |
| | The Bank of New York Mellon | | | 2,605,028 | | | | 6.51 | % |
| | Brown Brothers Harriman & Co. | | | 2,361,395 | | | | 5.90 | % |
| | | |
iShares Edge MSCI Multifactor Emerging | | Goldman, Sachs & Co. | | | 281,418 | | | | 28.14 | % |
Markets ETF | | The Bank of New York Mellon | | | 191,014 | | | | 19.10 | % |
| | Citibank, N.A. | | | 185,374 | | | | 18.54 | % |
| | Wells Fargo Securities, LLC | | | 158,301 | | | | 15.83 | % |
| | | |
iShares Emerging Markets Corporate Bond ETF | | Citibank, N.A. | | | 168,191 | | | | 11.60 | % |
| | Morgan Stanley Smith Barney LLC | | | 148,598 | | | | 10.25 | % |
| | Charles Schwab & Co., Inc. | | | 137,367 | | | | 9.47 | % |
| | LPL Financial Corporation | | | 94,835 | | | | 6.54 | % |
| | Raymond, James & Associates, Inc. | | | 93,410 | | | | 6.44 | % |
| | Pershing LLC | | | 89,694 | | | | 6.19 | % |
| | Brown Brothers Harriman & Co. | | | 86,781 | | | | 5.98 | % |
| | UBS Financial Services LLC | | | 85,079 | | | | 5.87 | % |
| | National Financial Services LLC | | | 74,081 | | | | 5.11 | % |
| | JPMorgan Chase Bank, National Association | | | 74,007 | | | | 5.10 | % |
| | | |
iShares Emerging Markets Dividend ETF | | National Financial Services LLC | | | 1,802,969 | | | | 24.04 | % |
| | Merrill Lynch Safekeeping | | | 838,998 | | | | 11.19 | % |
| | Pershing LLC | | | 781,233 | | | | 10.42 | % |
| | Charles Schwab & Co., Inc. | | | 632,539 | | | | 8.43 | % |
| | UBS Financial Services LLC | | | 558,501 | | | | 7.45 | % |
| | Morgan Stanley Smith Barney LLC | | | 433,782 | | | | 5.78 | % |
I-1
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Emerging Markets High Yield Bond ETF | | Deutsche Bank Securities Inc. /Cedear | | | 658,303 | | | | 13.04 | % |
| | National Financial Services LLC | | | 524,887 | | | | 10.39 | % |
| | Charles Schwab & Co., Inc. | | | 505,631 | | | | 10.01 | % |
| | Pershing LLC | | | 455,650 | | | | 9.02 | % |
| | U.S. BANK N.A./ETF | | | 362,875 | | | | 7.19 | % |
| | Merrill Lynch Safekeeping | | | 318,021 | | | | 6.30 | % |
| | TD Ameritrade Clearing, Inc. | | | 309,388 | | | | 6.13 | % |
| | Morgan Stanley Smith Barney LLC | | | 299,946 | | | | 5.94 | % |
iShares Emerging Markets Local Currency | | JPMorgan Chase Bank, National Association | | | 672,144 | | | | 12.45 | % |
Bond ETF | | State Street Bank and Trust Company | | | 368,166 | | | | 6.82 | % |
| | National Financial Services LLC | | | 341,784 | | | | 6.33 | % |
| | SSB – BlackRock Institutional Trust | | | 340,897 | | | | 6.31 | % |
| | The Bank of New York Mellon/ Mellon Trust of New England, National Association | | | 329,025 | | | | 6.09 | % |
| | Brown Brothers Harriman & Co. | | | 307,766 | | | | 5.70 | % |
| | Citibank, N.A. | | | 283,189 | | | | 5.24 | % |
| | Charles Schwab & Co., Inc. | | | 270,619 | | | | 5.01 | % |
| | | |
iShares Global High Yield Corporate Bond ETF | | Merrill Lynch Safekeeping | | | 1,180,603 | | | | 31.07 | % |
| | National Financial Services LLC | | | 316,354 | | | | 8.33 | % |
| | Charles Schwab & Co., Inc. | | | 263,890 | | | | 6.94 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 205,143 | | | | 5.40 | % |
| | Citibank, N.A. | | | 193,238 | | | | 5.09 | % |
| | | |
iShares International High Yield Bond ETF | | The Bank of New York Mellon | | | 236,820 | | | | 18.22 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 167,512 | | | | 12.89 | % |
| | TD Ameritrade Clearing, Inc. | | | 102,918 | | | | 7.92 | % |
| | J.P. Morgan Clearing Corp. | | | 90,842 | | | | 6.99 | % |
| | Pershing LLC | | | 69,554 | | | | 5.35 | % |
| | Charles Schwab & Co., Inc. | | | 68,568 | | | | 5.27 | % |
| | National Financial Services LLC | | | 66,736 | | | | 5.13 | % |
| | | |
iShares MSCI Australia ETF | | State Street Bank and Trust Company | | | 11,952,695 | | | | 14.10 | % |
| | The Bank of New York Mellon | | | 10,091,898 | | | | 11.90 | % |
| | Citibank, N.A. | | | 9,565,291 | | | | 11.28 | % |
| | National Financial Services LLC | | | 5,570,188 | | | | 6.57 | % |
| | Charles Schwab & Co., Inc. | | | 5,234,340 | | | | 6.17 | % |
| | JPMorgan Chase Bank, National Association | | | 5,095,789 | | | | 6.01 | % |
| | | |
iShares MSCI Austria Capped ETF | | Brown Brothers Harriman & Co. | | | 808,456 | | | | 11.55 | % |
| | Pershing LLC | | | 442,721 | | | | 6.32 | % |
| | J.P. Morgan Clearing Corp. | | | 385,420 | | | | 5.51 | % |
| | CIBC World Markets Inc. /CDS | | | 371,567 | | | | 5.31 | % |
| | First Clearing, LLC | | | 369,746 | | | | 5.28 | % |
| | Wells Fargo Securities, LLC | | | 363,000 | | | | 5.19 | % |
| | Charles Schwab & Co., Inc. | | | 350,890 | | | | 5.01 | % |
| | National Financial Services LLC | | | 350,376 | | | | 5.01 | % |
| | | |
iShares MSCI Belgium Capped ETF | | State Street Bank and Trust Company | | | 867,693 | | | | 19.03 | % |
| | Brown Brothers Harriman & Co. | | | 464,759 | | | | 10.19 | % |
| | Morgan Stanley Smith Barney LLC | | | 455,242 | | | | 9.98 | % |
| | Pershing LLC | | | 339,351 | | | | 7.44 | % |
| | National Financial Services LLC | | | 311,409 | | | | 6.83 | % |
| | First Clearing, LLC | | | 271,484 | | | | 5.95 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 268,000 | | | | 5.88 | % |
| | | |
iShares MSCI Brazil Capped ETF | | Brown Brothers Harriman & Co. | | | 38,153,990 | | | | 25.76 | % |
| | State Street Bank and Trust Company | | | 21,323,578 | | | | 14.40 | % |
| | JPMorgan Chase Bank, National Association | | | 8,555,900 | | | | 5.78 | % |
| | The Bank of New York Mellon | | | 7,978,478 | | | | 5.39 | % |
| | Citibank, N.A. | | | 7,508,667 | | | | 5.07 | % |
| | | |
iShares MSCI BRIC ETF | | National Financial Services LLC | | | 2,550,856 | | | | 30.73 | % |
| | TD Ameritrade Clearing, Inc. | | | 669,067 | | | | 8.06 | % |
| | Morgan Stanley Smith Barney LLC | | | 526,666 | | | | 6.35 | % |
| | Computershare Trust Company, N.A. | | | 519,103 | | | | 6.25 | % |
| | Charles Schwab & Co., Inc. | | | 492,645 | | | | 5.94 | % |
| | | |
iShares MSCI Canada ETF | | State Street Bank and Trust Company | | | 13,177,718 | | | | 11.17 | % |
| | Merrill Lynch Safekeeping | | | 13,112,958 | | | | 11.11 | % |
| | BNP Paribas, New York Branch/Custody Services | | | 10,558,555 | | | | 8.95 | % |
| | Citibank, N.A. | | | 10,218,420 | | | | 8.66 | % |
| | The Bank of New York Mellon | | | 8,490,251 | | | | 7.20 | % |
| | National Financial Services LLC | | | 7,911,570 | | | | 6.70 | % |
| | Bank of America/LaSalle Bank NA | | | 7,415,185 | | | | 6.28 | % |
| | Northern Trust Company | | | 5,953,417 | | | | 5.05 | % |
I-2
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares MSCI Chile Capped ETF | | Brown Brothers Harriman & Co. | | | 2,735,550 | | | | 24.10 | % |
| | State Street Bank and Trust Company | | | 1,384,655 | | | | 12.20 | % |
| | National Financial Services LLC | | | 668,716 | | | | 5.89 | % |
| | Charles Schwab & Co., Inc. | | | 659,957 | | | | 5.81 | % |
| | The Bank of New York Mellon | | | 638,125 | | | | 5.62 | % |
| | | |
iShares MSCI Colombia Capped ETF | | JPMorgan Chase Bank, National Association | | | 424,870 | | | | 31.47 | % |
| | BNP Paribas, New York Branch/Custody Services | | | 250,133 | | | | 18.53 | % |
| | Interactive Brokers Retail Equity Clearing | | | 82,069 | | | | 6.08 | % |
| | State Street Bank and Trust Company | | | 80,123 | | | | 5.94 | % |
| | | |
iShares MSCI EM ESG Optimized ETF | | Merrill Lynch Safekeeping | | | 376,128 | | | | 44.25 | % |
| | U.S. Bank N.A. | | | 281,000 | | | | 33.06 | % |
| | Charles Schwab & Co., Inc. | | | 53,895 | | | | 6.34 | % |
| | | |
iShares MSCI Emerging Markets Asia ETF | | Merrill Lynch Safekeeping | | | 2,450,279 | | | | 45.38 | % |
| | Charles Schwab & Co., Inc. | | | 674,068 | | | | 12.48 | % |
| | Citibank, N.A. | | | 443,742 | | | | 8.22 | % |
| | The Bank of New York Mellon | | | 340,507 | | | | 6.31 | % |
| | | |
iShares MSCI Emerging Markets ETF | | The Bank of New York Mellon | | | 106,271,818 | | | | 13.99 | % |
| | State Street Bank and Trust Company | | | 57,847,024 | | | | 7.62 | % |
| | Brown Brothers Harriman & Co. | | | 57,055,921 | | | | 7.51 | % |
| | National Financial Services LLC | | | 42,285,385 | | | | 5.57 | % |
| | Citibank, N.A. | | | 41,890,593 | | | | 5.51 | % |
| | | |
iShares MSCI Emerging Markets Small-Cap ETF | | SEI Private Trust Company | | | 1,060,358 | | | | 23.05 | % |
| | National Financial Services LLC | | | 957,969 | | | | 20.83 | % |
| | Brown Brothers Harriman & Co. | | | 726,202 | | | | 15.79 | % |
| | Charles Schwab & Co., Inc. | | | 410,689 | | | | 8.93 | % |
| | | |
iShares MSCI Eurozone ETF | | Brown Brothers Harriman & Co. | | | 57,822,262 | | | | 21.69 | % |
| | SSB – BlackRock Institutional Trust | | | 37,117,290 | | | | 13.92 | % |
| | The Bank of New York Mellon | | | 28,386,994 | | | | 10.65 | % |
| | Citibank, N.A. | | | 28,183,259 | | | | 10.57 | % |
| | State Street Bank and Trust Company | | | 23,937,490 | | | | 8.98 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 15,546,619 | | | | 5.83 | % |
| | | |
iShares MSCI France ETF | | Brown Brothers Harriman & Co. | | | 1,363,895 | | | | 10.03 | % |
| | The Bank of New York Mellon | | | 1,280,192 | | | | 9.41 | % |
| | LPL Financial Corporation | | | 961,105 | | | | 7.07 | % |
| | Citibank, N.A. | | | 898,732 | | | | 6.61 | % |
| | First Clearing, LLC | | | 849,649 | | | | 6.25 | % |
| | | |
iShares MSCI Frontier 100 ETF | | National Financial Services LLC | | | 3,048,251 | | | | 14.80 | % |
| | Charles Schwab & Co., Inc. | | | 2,121,249 | | | | 10.30 | % |
| | State Street Bank and Trust Company | | | 1,945,959 | | | | 9.45 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,479,758 | | | | 7.18 | % |
| | Citibank, N.A. | | | 1,353,874 | | | | 6.57 | % |
| | Pershing LLC | | | 1,147,218 | | | | 5.57 | % |
| | TD Ameritrade Clearing, Inc. | | | 1,118,511 | | | | 5.43 | % |
| | | |
iShares MSCI Germany ETF | | Brown Brothers Harriman & Co. | | | 58,774,618 | | | | 36.97 | % |
| | SSB – BlackRock Institutional Trust | | | 25,357,693 | | | | 15.95 | % |
| | Bank of America/LaSalle Bank NA | | | 9,445,457 | | | | 5.94 | % |
| | Citibank, N.A. | | | 9,405,743 | | | | 5.92 | % |
| | State Street Bank and Trust Company | | | 8,097,078 | | | | 5.09 | % |
| | | |
iShares MSCI Global Agriculture Producers ETF | | National Financial Services LLC | | | 290,358 | | | | 27.65 | % |
| | Charles Schwab & Co., Inc. | | | 134,678 | | | | 12.83 | % |
| | Pershing LLC | | | 122,097 | | | | 11.63 | % |
| | UBS Financial Services LLC | | | 56,931 | | | | 5.42 | % |
| | | |
iShares MSCI Global Energy Producers ETF | | National Financial Services LLC | | | 234,680 | | | | 13.04 | % |
| | Pershing LLC | | | 174,648 | | | | 9.70 | % |
| | Brown Brothers Harriman & Co. | | | 167,777 | | | | 9.32 | % |
| | Merrill Lynch Safekeeping | | | 154,002 | | | | 8.56 | % |
| | Charles Schwab & Co., Inc. | | | 137,122 | | | | 7.62 | % |
| | LPL Financial Corporation | | | 130,196 | | | | 7.23 | % |
| | RBC Dominion Securities, Inc. /CDS | | | 105,782 | | | | 5.88 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 92,494 | | | | 5.14 | % |
| | | |
iShares MSCI Global Gold Miners ETF | | National Financial Services LLC | | | 2,330,649 | | | | 19.34 | % |
| | Citigroup Global Markets Inc. | | | 1,682,200 | | | | 13.96 | % |
| | UBS Securities LLC | | | 1,477,638 | | | | 12.26 | % |
| | J.P. Morgan Clearing Corp. | | | 908,601 | | | | 7.54 | % |
| | Goldman, Sachs & Co. | | | 652,036 | | | | 5.41 | % |
I-3
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares MSCI Global Metals & Mining | | National Financial Services LLC | | | 1,432,271 | | | | 13.84 | % |
Producers ETF | | Charles Schwab & Co., Inc. | | | 1,344,479 | | | | 12.99 | % |
| | State Street Bank and Trust Company | | | 1,013,676 | | | | 9.79 | % |
| | Citibank, N.A. | | | 858,842 | | | | 8.30 | % |
| | J.P. Morgan Clearing Corp. | | | 851,512 | | | | 8.23 | % |
| | | |
iShares MSCI Global Silver Miners ETF | | National Financial Services LLC | | | 1,894,182 | | | | 33.23 | % |
| | Citibank, N.A. | | | 543,987 | | | | 9.54 | % |
| | Charles Schwab & Co., Inc. | | | 493,010 | | | | 8.65 | % |
| | Morgan Stanley Smith Barney LLC | | | 363,344 | | | | 6.37 | % |
| | TD Ameritrade Clearing, Inc. | | | 332,394 | | | | 5.83 | % |
| | | |
iShares MSCI Hong Kong ETF | | Brown Brothers Harriman & Co. | | | 14,434,131 | | | | 19.58 | % |
| | Bank of America/LaSalle Bank NA | | | 8,834,040 | | | | 11.98 | % |
| | State Street Bank and Trust Company | | | 5,230,384 | | | | 7.09 | % |
| | Charles Schwab & Co., Inc. | | | 5,137,348 | | | | 6.97 | % |
| | Deutsche Bank Securities, Inc. | | | 4,130,877 | | | | 5.60 | % |
| | The Bank of New York Mellon | | | 3,782,594 | | | | 5.13 | % |
| | | |
iShares MSCI Israel Capped ETF | | Charles Schwab & Co., Inc. | | | 225,676 | | | | 11.57 | % |
| | National Financial Services LLC | | | 207,833 | | | | 10.66 | % |
| | BNP Paribas, New York Branch/Custody Services | | | 156,130 | | | | 8.01 | % |
| | Morgan Stanley Smith Barney LLC | | | 120,709 | | | | 6.19 | % |
| | | |
iShares MSCI Italy Capped ETF | | State Street Bank and Trust Company | | | 5,420,578 | | | | 24.75 | % |
| | Brown Brothers Harriman & Co. | | | 3,039,201 | | | | 13.88 | % |
| | National Financial Services LLC | | | 1,397,786 | | | | 6.38 | % |
| | Charles Schwab & Co., Inc. | | | 1,266,006 | | | | 5.78 | % |
| | Northern Trust Company | | | 1,251,808 | | | | 5.72 | % |
| | | |
iShares MSCI Japan ETF | | Brown Brothers Harriman & Co. | | | 59,056,456 | | | | 19.28 | % |
| | State Street Bank and Trust Company | | | 31,719,839 | | | | 10.36 | % |
| | JPMorgan Chase Bank, National Association | | | 31,308,742 | | | | 10.22 | % |
| | SSB – BlackRock Institutional Trust | | | 21,440,527 | | | | 7.00 | % |
| | J.P. Morgan Clearing Corp. | | | 19,912,698 | | | | 6.50 | % |
| | Morgan Stanley Smith Barney LLC | | | 18,527,384 | | | | 6.05 | % |
| | The Bank of New York Mellon | | | 15,889,281 | | | | 5.19 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 15,751,487 | | | | 5.14 | % |
| | | |
iShares MSCI Japan Small-Cap ETF | | Brown Brothers Harriman & Co. | | | 669,908 | | | | 35.26 | % |
| | Morgan Stanley Smith Barney LLC | | | 197,234 | | | | 10.38 | % |
| | Charles Schwab & Co., Inc. | | | 134,678 | | | | 7.09 | % |
| | Merrill Lynch Safekeeping | | | 129,122 | | | | 6.80 | % |
| | The Bank of New York Mellon | | | 120,064 | | | | 6.32 | % |
| | | |
iShares MSCI Malaysia ETF | | State Street Bank and Trust Company | | | 3,208,087 | | | | 27.07 | % |
| | JPMorgan Chase Bank, National Association | | | 807,279 | | | | 6.81 | % |
| | Brown Brothers Harriman & Co. | | | 709,118 | | | | 5.98 | % |
| | Charles Schwab & Co., Inc. | | | 690,086 | | | | 5.82 | % |
| | The Bank of New York Mellon | | | 685,423 | | | | 5.78 | % |
| | Citibank, N.A. | | | 619,190 | | | | 5.23 | % |
| | | |
iShares MSCI Mexico Capped ETF | | Charles Schwab & Co., Inc. | | | 1,996,519 | | | | 7.95 | % |
| | The Bank of New York Mellon | | | 1,841,456 | | | | 7.34 | % |
| | National Financial Services LLC | | | 1,640,401 | | | | 6.54 | % |
| | Citibank, N.A. | | | 1,635,182 | | | | 6.51 | % |
| | Deutsche Bank Securities, Inc. | | | 1,578,941 | | | | 6.29 | % |
| | Brown Brothers Harriman & Co. | | | 1,521,714 | | | | 6.06 | % |
| | Northern Trust Company | | | 1,315,769 | | | | 5.24 | % |
| | | |
iShares MSCI Netherlands ETF | | State Street Bank and Trust Company | | | 1,410,508 | | | | 22.75 | % |
| | The Bank of New York Mellon/ Mellon Trust of New England, National Association | | | 941,860 | | | | 15.19 | % |
| | Union Bank of California, N.A. | | | 389,005 | | | | 6.27 | % |
| | First Clearing, LLC | | | 331,310 | | | | 5.34 | % |
| | | |
iShares MSCI Pacific ex Japan ETF | | Merrill Lynch Safekeeping | | | 16,165,918 | | | | 24.95 | % |
| | Citibank, N.A. | | | 5,404,878 | | | | 8.34 | % |
| | Charles Schwab & Co., Inc. | | | 4,270,313 | | | | 6.59 | % |
| | Brown Brothers Harriman & Co. | | | 4,100,042 | | | | 6.33 | % |
| | National Financial Services LLC | | | 3,440,079 | | | | 5.31 | % |
| | | |
iShares MSCI Russia Capped ETF | | State Street Bank and Trust Company | | | 2,627,972 | | | | 16.27 | % |
| | JPMorgan Chase Bank, National Association | | | 2,274,379 | | | | 14.08 | % |
| | Citibank, N.A. | | | 1,257,751 | | | | 7.79 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 1,097,200 | | | | 6.79 | % |
| | National Financial Services LLC | | | 928,966 | | | | 5.75 | % |
| | Brown Brothers Harriman & Co. | | | 838,505 | | | | 5.19 | % |
I-4
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares MSCI Singapore Capped ETF | | Charles Schwab & Co., Inc. | | | 2,601,359 | | | | 11.46 | % |
| | First Clearing, LLC | | | 2,196,080 | | | | 9.67 | % |
| | Citibank, N.A. | | | 2,103,173 | | | | 9.27 | % |
| | National Financial Services LLC | | | 2,082,225 | | | | 9.17 | % |
| | | |
iShares MSCI South Africa ETF | | State Street Bank and Trust Company | | | 2,581,217 | | | | 34.88 | % |
| | The Bank of New York Mellon | | | 637,055 | | | | 8.61 | % |
| | Brown Brothers Harriman & Co. | | | 453,598 | | | | 6.13 | % |
iShares MSCI South Korea Capped ETF | | State Street Bank and Trust Company | | | 11,069,106 | | | | 21.81 | % |
| | Brown Brothers Harriman & Co. | | | 6,301,743 | | | | 12.42 | % |
| | Northern Trust Company | | | 3,025,702 | | | | 5.96 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 2,938,281 | | | | 5.79 | % |
| | Citibank, N.A. | | | 2,783,203 | | | | 5.48 | % |
| | | |
iShares MSCI Spain Capped ETF | | Brown Brothers Harriman & Co. | | | 12,823,272 | | | | 33.07 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 3,813,684 | | | | 9.84 | % |
| | Citibank, N.A. | | | 2,329,532 | | | | 6.01 | % |
| | | |
iShares MSCI Sweden Capped ETF | | Merrill Lynch Safekeeping | | | 2,647,512 | | | | 24.34 | % |
| | Citibank, N.A. | | | 1,320,607 | | | | 12.14 | % |
| | Brown Brothers Harriman & Co. | | | 870,896 | | | | 8.01 | % |
| | National Financial Services LLC | | | 811,391 | | | | 7.46 | % |
| | Charles Schwab & Co., Inc. | | | 634,885 | | | | 5.84 | % |
| | | |
iShares MSCI Switzerland Capped ETF | | Merrill Lynch Safekeeping | | | 8,751,736 | | | | 26.22 | % |
| | Citibank, N.A. | | | 3,438,921 | | | | 10.30 | % |
| | State Street Bank and Trust Company | | | 3,273,882 | | | | 9.81 | % |
| | National Financial Services LLC | | | 2,700,501 | | | | 8.09 | % |
| | Charles Schwab & Co., Inc. | | | 2,227,856 | | | | 6.68 | % |
| | The Bank of New York Mellon | | | 1,940,197 | | | | 5.81 | % |
| | | |
iShares MSCI Taiwan Capped ETF | | Brown Brothers Harriman & Co. | | | 21,491,308 | | | | 21.62 | % |
| | State Street Bank and Trust Company | | | 21,359,187 | | | | 21.49 | % |
| | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 7,879,775 | | | | 7.93 | % |
| | JPMorgan Chase Bank, National Association | | | 5,823,757 | | | | 5.86 | % |
| | | |
iShares MSCI Thailand Capped ETF | | State Street Bank and Trust Company | | | 1,053,891 | | | | 18.99 | % |
| | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 1,003,325 | | | | 18.08 | % |
| | The Bank of New York Mellon/ Mellon Trust of New England, National Association | | | 478,433 | | | | 8.62 | % |
| | | |
iShares MSCI Turkey ETF | | The Bank of New York Mellon | | | 1,492,634 | | | | 14.56 | % |
| | JPMorgan Chase Bank, National Association | | | 1,123,394 | | | | 10.96 | % |
| | Charles Schwab & Co., Inc. | | | 784,703 | | | | 7.66 | % |
| | National Financial Services LLC | | | 683,568 | | | | 6.67 | % |
| | Citibank, N.A. | | | 617,329 | | | | 6.02 | % |
| | | |
iShares MSCI USA Equal Weighted ETF | | National Financial Services LLC | | | 826,344 | | | | 32.41 | % |
| | Northern Trust Company | | | 500,000 | | | | 19.61 | % |
| | Charles Schwab & Co., Inc. | | | 187,146 | | | | 7.34 | % |
| | Morgan Stanley Smith Barney LLC | | | 142,210 | | | | 5.58 | % |
| | Merrill Lynch Safekeeping | | | 134,469 | | | | 5.27 | % |
| | | |
iShares MSCI World ETF | | Citibank, N.A. | | | 1,419,191 | | | | 25.34 | % |
| | JPMorgan Chase Bank, National Association | | | 1,245,010 | | | | 22.23 | % |
| | The Bank of New York Mellon | | | 819,695 | | | | 14.64 | % |
| | Brown Brothers Harriman & Co. | | | 665,114 | | | | 11.88 | % |
| | | |
iShares Trust | | | | | | | | | | |
iShares 0-5 Year High Yield Corporate Bond ETF | | Charles Schwab & Co., Inc. | | | 25,432,169 | | | | 50.76 | % |
| | National Financial Services LLC | | | 9,049,588 | | | | 18.06 | % |
| | Merrill Lynch Safekeeping | | | 3,163,081 | | | | 6.31 | % |
| | | |
iShares 0-5 Year Investment Grade Corporate | | National Financial Services LLC | | | 1,889,646 | | | | 25.89 | % |
Bond ETF | | Morgan Stanley Smith Barney LLC | | | 767,391 | | | | 10.51 | % |
| | Merrill Lynch Safekeeping | | | 714,733 | | | | 9.79 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 552,328 | | | | 7.57 | % |
| | TD Ameritrade Clearing, Inc. | | | 528,497 | | | | 7.24 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 408,862 | | | | 5.60 | % |
| | LPL Financial Corporation | | | 376,092 | | | | 5.15 | % |
I-5
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares 0-5 Year TIPS Bond ETF | | National Financial Services LLC | | | 3,746,474 | | | | 29.85 | % |
| | Charles Schwab & Co., Inc. | | | 2,032,150 | | | | 16.19 | % |
| | The Bank of New York Mellon | | | 964,039 | | | | 7.68 | % |
| | Pershing LLC | | | 736,532 | | | | 5.87 | % |
| | Merrill Lynch Safekeeping | | | 716,510 | | | | 5.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 699,982 | | | | 5.58 | % |
| | | |
iShares 10+ Year Credit Bond ETF | | The Bank of New York Mellon | | | 1,794,493 | | | | 12.91 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,444,183 | | | | 10.39 | % |
| | National Financial Services LLC | | | 1,410,916 | | | | 10.15 | % |
| | First Clearing, LLC | | | 797,048 | | | | 5.73 | % |
| | Pershing LLC | | | 777,405 | | | | 5.59 | % |
| | U.S. Bank N.A. | | | 726,523 | | | | 5.23 | % |
| | SSB – BlackRock Institutional Trust | | | 713,821 | | | | 5.14 | % |
| | | |
iShares 10-20 Year Treasury Bond ETF | | Charles Schwab & Co., Inc. | | | 498,639 | | | | 12.79 | % |
| | National Financial Services LLC | | | 331,741 | | | | 8.51 | % |
| | Merrill Lynch Safekeeping | | | 311,370 | | | | 7.98 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 268,012 | | | | 6.87 | % |
| | Vanguard Marketing Corporation | | | 252,687 | | | | 6.48 | % |
| | Citibank, N.A. | | | 240,813 | | | | 6.17 | % |
| | The Bank of New York Mellon | | | 222,291 | | | | 5.70 | % |
| | | |
iShares 1-3 Year Credit Bond ETF | | National Financial Services LLC | | | 13,481,015 | | | | 12.23 | % |
| | Charles Schwab & Co., Inc. | | | 13,409,686 | | | | 12.16 | % |
| | U.S. Bank N.A. | | | 7,136,681 | | | | 6.47 | % |
| | Northern Trust Company | | | 5,773,387 | | | | 5.24 | % |
| | | |
iShares 1-3 Year International Treasury Bond ETF | | TD Ameritrade Clearing, Inc. | | | 151,417 | | | | 16.82 | % |
| | National Financial Services LLC | | | 130,186 | | | | 14.47 | % |
| | Vanguard Marketing Corporation | | | 87,898 | | | | 9.77 | % |
| | Charles Schwab & Co., Inc. | | | 84,197 | | | | 9.36 | % |
| | Morgan Stanley Smith Barney LLC | | | 69,219 | | | | 7.69 | % |
| | Pershing LLC | | | 59,831 | | | | 6.65 | % |
| | | |
iShares 1-3 Year Treasury Bond ETF | | Merrill Lynch Safekeeping | | | 15,492,233 | | | | 11.88 | % |
| | National Financial Services LLC | | | 12,070,959 | | | | 9.26 | % |
| | TD Ameritrade Clearing, Inc. | | | 11,916,784 | | | | 9.14 | % |
| | Morgan Stanley Smith Barney LLC | | | 8,729,501 | | | | 6.69 | % |
| | Charles Schwab & Co., Inc. | | | 7,894,937 | | | | 6.05 | % |
| | JPMorgan Chase Bank, National Association | | | 7,782,082 | | | | 5.97 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 7,590,181 | | | | 5.82 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 7,002,376 | | | | 5.37 | % |
| | | |
iShares 20+ Year Treasury Bond ETF | | National Financial Services LLC | | | 6,045,541 | | | | 11.01 | % |
| | Charles Schwab & Co., Inc. | | | 5,709,942 | | | | 10.40 | % |
| | TD Ameritrade Clearing, Inc. | | | 3,275,851 | | | | 5.97 | % |
| | Pershing LLC | | | 2,907,321 | | | | 5.30 | % |
| | State Street Bank and Trust Company | | | 2,848,578 | | | | 5.19 | % |
| | | |
iShares 3-7 Year Treasury Bond ETF | | Merrill Lynch Safekeeping | | | 14,922,562 | | | | 27.58 | % |
| | TD Ameritrade Clearing, Inc. | | | 4,174,521 | | | | 7.72 | % |
| | Charles Schwab & Co., Inc. | | | 4,015,068 | | | | 7.42 | % |
| | JPMorgan Chase Bank, National Association | | | 3,135,666 | | | | 5.80 | % |
| | National Financial Services LLC | | | 2,850,210 | | | | 5.27 | % |
| | | |
iShares 7-10 Year Treasury Bond ETF | | Charles Schwab & Co., Inc. | | | 8,601,623 | | | | 11.75 | % |
| | National Financial Services LLC | | | 7,817,047 | | | | 10.68 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 6,583,318 | | | | 8.99 | % |
| | Merrill Lynch Safekeeping | | | 5,494,851 | | | | 7.51 | % |
| | First Clearing, LLC | | | 4,549,701 | | | | 6.22 | % |
| | TD Ameritrade Clearing, Inc. | | | 4,351,560 | | | | 5.94 | % |
| | JPMorgan Chase Bank, National Association | | | 4,137,531 | | | | 5.65 | % |
| | | |
iShares Aaa – A Rated Corporate Bond ETF | | Charles Schwab & Co., Inc. | | | 603,070 | | | | 30.15 | % |
| | National Financial Services LLC | | | 203,776 | | | | 10.19 | % |
| | J.P. Morgan Clearing Corp. | | | 144,374 | | | | 7.22 | % |
| | Merrill Lynch Safekeeping | | | 125,767 | | | | 6.29 | % |
| | | |
iShares Adaptive Currency Hedged MSCI EAFE ETF | | Merrill Lynch Safekeeping | | | 68,706 | | | | 68.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 11,690 | | | | 11.69 | % |
| | J.P. Morgan Clearing Corp. | | | 10,788 | | | | 10.79 | % |
| | | |
iShares Adaptive Currency Hedged MSCI | | Merrill Lynch Safekeeping | | | 68,991 | | | | 68.99 | % |
Eurozone ETF | | Charles Schwab & Co., Inc. | | | 11,560 | | | | 11.56 | % |
| | J.P. Morgan Clearing Corp. | | | 7,352 | | | | 7.35 | % |
| | National Financial Services LLC | | | 5,250 | | | | 5.25 | % |
I-6
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Adaptive Currency Hedged MSCI | | Merrill Lynch Safekeeping | | | 96,955 | | | | 48.48 | % |
Japan ETF | | J.P. Morgan Clearing Corp. | | | 60,647 | | | | 30.32 | % |
| | U.S. Bank N.A. | | | 35,030 | | | | 17.52 | % |
| | | |
iShares Agency Bond ETF | | First Clearing, LLC | | | 905,434 | | | | 20.81 | % |
| | Charles Schwab & Co., Inc. | | | 861,133 | | | | 19.80 | % |
| | National Financial Services LLC | | | 381,239 | | | | 8.76 | % |
| | M&I Marshall & Ilsley Bank | | | 273,697 | | | | 6.29 | % |
| | U.S. Bank N.A./ETF | | | 240,133 | | | | 5.52 | % |
| | | |
iShares Asia 50 ETF | | Computershare Trust Company, N.A. | | | 3,697,021 | | | | 45.64 | % |
| | National Financial Services LLC | | | 1,496,612 | | | | 18.48 | % |
| | Charles Schwab & Co., Inc. | | | 436,428 | | | | 5.39 | % |
| | | |
iShares California Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 1,754,608 | | | | 27.85 | % |
| | National Financial Services LLC | | | 1,185,754 | | | | 18.82 | % |
| | Merrill Lynch Safekeeping | | | 579,204 | | | | 9.19 | % |
| | Morgan Stanley Smith Barney LLC | | | 384,553 | | | | 6.10 | % |
| | TD Ameritrade Clearing, Inc. | | | 327,594 | | | | 5.20 | % |
| | | |
iShares China Large-Cap ETF | | Citibank, N.A. | | | 8,864,752 | | | | 11.03 | % |
| | National Financial Services LLC | | | 6,012,002 | | | | 7.48 | % |
| | Charles Schwab & Co., Inc. | | | 5,532,836 | | | | 6.88 | % |
| | Brown Brothers Harriman & Co. | | | 5,470,890 | | | | 6.80 | % |
| | The Bank of New York Mellon | | | 4,436,594 | | | | 5.52 | % |
| | | |
iShares CMBS ETF | | Charles Schwab & Co., Inc. | | | 683,945 | | | | 14.71 | % |
| | Morgan Stanley Smith Barney LLC | | | 556,831 | | | | 11.97 | % |
| | The Bank of New York Mellon | | | 417,393 | | | | 8.98 | % |
| | National Financial Services LLC | | | 391,896 | | | | 8.43 | % |
| | M&I Marshall & Ilsley Bank | | | 345,866 | | | | 7.44 | % |
| | Pershing LLC | | | 316,257 | | | | 6.80 | % |
| | UBS Financial Services LLC | | | 242,065 | | | | 5.21 | % |
| | | |
iShares Cohen & Steers REIT ETF | | State Street Bank and Trust Company | | | 5,420,573 | | | | 16.65 | % |
| | Charles Schwab & Co., Inc. | | | 3,757,438 | | | | 11.54 | % |
| | National Financial Services LLC | | | 2,939,572 | | | | 9.03 | % |
| | JPMorgan Chase Bank, National Association | | | 2,363,096 | | | | 7.26 | % |
| | | |
iShares Convertible Bond ETF | | JPMorgan Chase Bank, National Association | | | 2,927,273 | | | | 87.38 | % |
| | | |
iShares Core 10+ Year USD Bond ETF | | SSB – BlackRock Institutional Trust | | | 4,400,000 | | | | 56.77 | % |
| | National Financial Services LLC | | | 1,105,889 | | | | 14.27 | % |
| | Charles Schwab & Co., Inc. | | | 589,774 | | | | 7.61 | % |
| | Fifth Third Bank | | | 574,398 | | | | 7.41 | % |
| | | |
iShares Core 1-5 Year USD Bond ETF | | National Financial Services LLC | | | 7,402,914 | | | | 42.55 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,344,257 | | | | 7.73 | % |
| | Charles Schwab & Co., Inc. | | | 1,066,843 | | | | 6.13 | % |
| | Merrill Lynch Safekeeping | | | 1,046,131 | | | | 6.01 | % |
| | | |
iShares Core 5-10 Year USD Bond ETF | | Merrill Lynch Safekeeping | | | 415,371 | | | | 69.23 | % |
| | RBC Capital Markets Corporation | | | 61,856 | | | | 10.31 | % |
| | National Financial Services LLC | | | 50,793 | | | | 8.47 | % |
| | | |
iShares Core Aggressive Allocation ETF | | National Financial Services LLC | | | 2,351,541 | | | | 19.43 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,100,742 | | | | 17.36 | % |
| | Charles Schwab & Co., Inc. | | | 1,315,470 | | | | 10.87 | % |
| | Merrill Lynch Safekeeping | | | 1,015,695 | | | | 8.39 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 861,978 | | | | 7.12 | % |
| | First Clearing, LLC | | | 823,850 | | | | 6.81 | % |
| | Pershing LLC | | | 747,535 | | | | 6.18 | % |
| | | |
iShares Core Conservative Allocation ETF | | TD Ameritrade Clearing, Inc. | | | 2,013,810 | | | | 19.65 | % |
| | National Financial Services LLC | | | 1,723,079 | | | | 16.81 | % |
| | Charles Schwab & Co., Inc. | | | 1,074,315 | | | | 10.48 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 965,611 | | | | 9.42 | % |
| | LPL Financial Corporation | | | 737,036 | | | | 7.19 | % |
| | First Clearing, LLC | | | 593,679 | | | | 5.79 | % |
| | Merrill Lynch Safekeeping | | | 576,690 | | | | 5.63 | % |
| | Pershing LLC | | | 534,198 | | | | 5.21 | % |
| | | |
iShares Core Dividend Growth ETF | | National Financial Services LLC | | | 11,562,944 | | | | 24.87 | % |
| | Merrill Lynch Safekeeping | | | 8,812,186 | | | | 18.95 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,972,272 | | | | 8.54 | % |
| | PNC Bank, National Association | | | 3,466,155 | | | | 7.45 | % |
I-7
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Core Growth Allocation ETF | | National Financial Services LLC | | | 4,026,064 | | | | 18.05 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,400,374 | | | | 10.76 | % |
| | Merrill Lynch Safekeeping | | | 1,899,115 | | | | 8.52 | % |
| | Charles Schwab & Co., Inc. | | | 1,882,338 | | | | 8.44 | % |
| | Brown Brothers Harriman & Co. | | | 1,393,632 | | | | 6.25 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 1,178,274 | | | | 5.28 | % |
| | | |
iShares Core High Dividend ETF | | National Financial Services LLC | | | 16,367,366 | | | | 20.55 | % |
| | Charles Schwab & Co., Inc. | | | 7,117,970 | | | | 8.94 | % |
| | Merrill Lynch Safekeeping | | | 7,047,229 | | | | 8.85 | % |
| | Morgan Stanley Smith Barney LLC | | | 5,113,913 | | | | 6.42 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 3,999,231 | | | | 5.02 | % |
| | | |
iShares Core International Aggregate Bond ETF | | SSB – BlackRock Institutional Trust | | | 3,079,958 | | | | 57.57 | % |
| | National Financial Services LLC | | | 708,657 | | | | 13.25 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 413,945 | | | | 7.74 | % |
| | Pershing LLC | | | 370,449 | | | | 6.92 | % |
| | | |
iShares Core Moderate Allocation ETF | | National Financial Services LLC | | | 4,097,498 | | | | 22.58 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,297,258 | | | | 12.66 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 1,987,467 | | | | 10.95 | % |
| | Merrill Lynch Safekeeping | | | 1,055,971 | | | | 5.82 | % |
| | Pershing LLC | | | 1,008,335 | | | | 5.56 | % |
| | Charles Schwab & Co., Inc. | | | 975,416 | | | | 5.37 | % |
| | LPL Financial Corporation | | | 959,564 | | | | 5.29 | % |
| | SSB – BlackRock Institutional Trust | | | 932,913 | | | | 5.14 | % |
| | | |
iShares Core MSCI EAFE ETF | | National Financial Services LLC | | | 53,154,358 | | | | 13.16 | % |
| | State Street Bank and Trust Company | | | 42,645,653 | | | | 10.56 | % |
| | Morgan Stanley Smith Barney LLC | | | 31,400,451 | | | | 7.78 | % |
| | UBS Financial Services LLC | | | 23,254,399 | | | | 5.76 | % |
| | Raymond, James & Associates, Inc. | | | 22,430,050 | | �� | | 5.55 | % |
| | | |
iShares Core MSCI Europe ETF | | Citibank, N.A. | | | 14,012,859 | | | | 31.42 | % |
| | SSB – BlackRock Institutional Trust | | | 7,156,658 | | | | 16.05 | % |
| | National Financial Services LLC | | | 5,442,767 | | | | 12.20 | % |
| | The Bank of New York Mellon | | | 2,894,690 | | | | 6.49 | % |
| | | |
iShares Core MSCI International Developed | | Merrill Lynch Safekeeping | | | 450,854 | | | | 75.14 | % |
Markets ETF | | Goldman Sachs International | | | 123,900 | | | | 20.65 | % |
| | | |
iShares Core MSCI Pacific ETF | | National Financial Services LLC | | | 6,450,241 | | | | 35.44 | % |
| | SSB – BlackRock Institutional Trust | | | 4,130,294 | | | | 22.69 | % |
| | Pershing LLC | | | 1,688,254 | | | | 9.28 | % |
| | State Street Bank and Trust Company | | | 1,060,816 | | | | 5.83 | % |
| | | |
iShares Core MSCI Total International Stock ETF | | SSB – BlackRock Institutional Trust | | | 48,143,424 | | | | 46.79 | % |
| | National Financial Services LLC | | | 18,368,488 | | | | 17.85 | % |
| | Northern Trust Company | | | 8,523,427 | | | | 8.28 | % |
| | | |
iShares Core S&P 500 ETF | | National Financial Services LLC | | | 58,561,789 | | | | 12.79 | % |
| | Charles Schwab & Co., Inc. | | | 35,345,956 | | | | 7.72 | % |
| | The Bank of New York Mellon | | | 32,652,184 | | | | 7.13 | % |
| | SSB – BlackRock Institutional Trust | | | 24,142,548 | | | | 5.27 | % |
| | | |
iShares Core S&P Mid-Cap ETF | | National Financial Services LLC | | | 26,227,937 | | | | 11.34 | % |
| | JPMorgan Chase Bank, National Association | | | 22,951,332 | | | | 9.92 | % |
| | Charles Schwab & Co., Inc. | | | 18,634,648 | | | | 8.06 | % |
| | First Clearing, LLC | | | 15,614,477 | | | | 6.75 | % |
| | TD Ameritrade Clearing, Inc. | | | 14,790,421 | | | | 6.40 | % |
| | The Bank of New York Mellon | | | 14,065,263 | | | | 6.08 | % |
| | | |
iShares Core S&P Small-Cap ETF | | National Financial Services LLC | | | 64,464,657 | | | | 14.97 | % |
| | Charles Schwab & Co., Inc. | | | 51,291,485 | | | | 11.91 | % |
| | First Clearing, LLC | | | 23,738,340 | | | | 5.51 | % |
| | Wells Fargo Bank, National Association | | | 22,114,210 | | | | 5.13 | % |
| | | |
iShares Core S&P Total U.S. Stock Market ETF | | National Financial Services LLC | | | 59,145,676 | | | | 38.18 | % |
| | The Bank of New York Mellon | | | 13,896,316 | | | | 8.97 | % |
| | SSB – BlackRock Institutional Trust | | | 9,320,334 | | | | 6.02 | % |
| | State Street Bank and Trust Company | | | 8,866,387 | | | | 5.72 | % |
| | Merrill Lynch Safekeeping | | | 8,324,487 | | | | 5.37 | % |
I-8
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Core S&P U.S. Growth ETF | | LPL Financial Corporation | | | 7,557,525 | | | | 16.68 | % |
| | National Financial Services LLC | | | 7,158,189 | | | | 15.80 | % |
| | UBS Financial Services LLC | | | 6,118,327 | | | | 13.51 | % |
| | Merrill Lynch Safekeeping | | | 3,899,600 | | | | 8.61 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,230,791 | | | | 7.13 | % |
| | The Bank of New York Mellon | | | 2,639,784 | | | | 5.83 | % |
| | | |
iShares Core S&P U.S. Value ETF | | Merrill Lynch Safekeeping | | | 5,797,619 | | | | 15.42 | % |
| | National Financial Services LLC | | | 5,482,478 | | | | 14.58 | % |
| | LPL Financial Corporation | | | 5,336,800 | | | | 14.19 | % |
| | Charles Schwab & Co., Inc. | | | 3,918,857 | | | | 10.42 | % |
| | The Bank of New York Mellon | | | 3,041,955 | | | | 8.09 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,468,541 | | | | 6.57 | % |
| | Edward D. Jones & Co. | | | 1,946,189 | | | | 5.18 | % |
| | | |
iShares Core Total USD Bond Market ETF | | SSB – BlackRock Institutional Trust | | | 10,622,878 | | | | 59.68 | % |
| | Edward D. Jones & Co. | | | 2,368,659 | | | | 13.31 | % |
| | | |
iShares Core U.S. Aggregate Bond ETF | | Edward D. Jones & Co. | | | 48,995,967 | | | | 12.06 | % |
| | State Street Bank and Trust Company | | | 47,646,454 | | | | 11.73 | % |
| | National Financial Services LLC | | | 38,389,232 | | | | 9.45 | % |
| | First Clearing, LLC | | | 29,416,922 | | | | 7.24 | % |
| | TD Ameritrade Clearing, Inc. | | | 26,288,702 | | | | 6.47 | % |
| | Charles Schwab & Co., Inc. | | | 25,405,531 | | | | 6.25 | % |
| | | |
iShares Core U.S. REIT ETF | | Brown Brothers Harriman & Co. | | | 738,208 | | | | 28.95 | % |
| | National Financial Services LLC | | | 344,834 | | | | 13.52 | % |
| | First Clearing, LLC | | | 204,932 | | | | 8.04 | % |
| | Charles Schwab & Co., Inc. | | | 198,929 | | | | 7.80 | % |
| | | |
iShares Currency Hedged International High Yield | | J.P. Morgan Clearing Corp. | | | 11,239 | | | | 22.48 | % |
Bond ETF | | Citibank, N.A. | | | 7,550 | | | | 15.10 | % |
| | Citadel Securities LLC/Internal | | | 6,945 | | | | 13.89 | % |
| | Pershing LLC | | | 6,888 | | | | 13.78 | % |
| | E*Trade Clearing LLC | | | 4,400 | | | | 8.80 | % |
| | | |
iShares Currency Hedged JPX-Nikkei 400 ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 42,410 | | | | 42.41 | % |
| | Citibank, N.A. | | | 29,760 | | | | 29.76 | % |
| | J.P. Morgan Clearing Corp. | | | 15,007 | | | | 15.01 | % |
| | | |
iShares Currency Hedged MSCI ACWI ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 35,293 | | | | 35.29 | % |
| | National Financial Services LLC | | | 15,020 | | | | 15.02 | % |
| | Citigroup Global Markets Inc. /Salomon Brothers | | | 12,400 | | | | 12.40 | % |
| | Merrill Lynch Safekeeping | | | 8,903 | | | | 8.90 | % |
| | Pershing LLC | | | 6,638 | | | | 6.64 | % |
| | | |
iShares Currency Hedged MSCI ACWI ex U.S. ETF | | National Financial Services LLC | | | 1,037,206 | | | | 35.77 | % |
| | Charles Schwab & Co., Inc. | | | 648,181 | | | | 22.35 | % |
| | JPMorgan Chase Bank, National Association | | | 326,199 | | | | 11.25 | % |
| | TD Ameritrade Clearing, Inc. | | | 290,875 | | | | 10.03 | % |
| | | |
iShares Currency Hedged MSCI Australia ETF | | Virtu Financial BD LLC | | | 37,977 | | | | 25.32 | % |
| | Citigroup Global Markets Inc. /Salomon Brothers | | | 25,000 | | | | 16.67 | % |
| | National Financial Services LLC | | | 23,403 | | | | 15.60 | % |
| | J.P. Morgan Clearing Corp. | | | 21,705 | | | | 14.47 | % |
| | SG Americas Securities, LLC | | | 14,266 | | | | 9.51 | % |
| | Brown Brothers Harriman & Co. | | | 11,735 | | | | 7.82 | % |
| | Pershing LLC | | | 7,833 | | | | 5.22 | % |
| | | |
iShares Currency Hedged MSCI Canada ETF | | SG Americas Securities, LLC | | | 18,028 | | | | 18.03 | % |
| | National Financial Services LLC | | | 17,786 | | | | 17.79 | % |
| | Brown Brothers Harriman & Co. | | | 13,080 | | | | 13.08 | % |
| | J.P. Morgan Clearing Corp. | | | 10,089 | | | | 10.09 | % |
| | TD Ameritrade Clearing, Inc. | | | 7,528 | | | | 7.53 | % |
| | Merrill Lynch Safekeeping | | | 7,318 | | | | 7.32 | % |
| | NBCN Inc. /CDS | | | 5,560 | | | | 5.56 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 5,525 | | | | 5.53 | % |
| | | |
iShares Currency Hedged MSCI EAFE ETF | | Goldman, Sachs & Co. | | | 45,362,344 | | | | 30.39 | % |
| | Charles Schwab & Co., Inc. | | | 16,591,263 | | | | 11.12 | % |
| | National Financial Services LLC | | | 14,001,149 | | | | 9.38 | % |
| | Pershing LLC | | | 10,204,691 | | | | 6.84 | % |
| | Morgan Stanley Smith Barney LLC | | | 9,911,678 | | | | 6.64 | % |
| | | |
iShares Currency Hedged MSCI EAFE | | LPL Financial Corporation | | | 99,801 | | | | 39.92 | % |
Small-Cap ETF | | J.P. Morgan Clearing Corp. | | | 47,648 | | | | 19.06 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 31,337 | | | | 12.53 | % |
| | Charles Schwab & Co., Inc. | | | 17,459 | | | | 6.98 | % |
| | | |
iShares Currency Hedged MSCI Europe | | J.P. Morgan Clearing Corp. | | | 15,821 | | | | 31.64 | % |
Small-Cap ETF | | Goldman, Sachs & Co. | | | 15,700 | | | | 31.40 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 7,143 | | | | 14.29 | % |
I-9
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Currency Hedged MSCI Eurozone ETF | | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 4,908,489 | | | | 9.99 | % |
| | Charles Schwab & Co., Inc. | | | 4,846,984 | | | | 9.86 | % |
| | National Financial Services LLC | | | 4,257,273 | | | | 8.66 | % |
| | Citibank, N.A. | | | 4,139,124 | | | | 8.42 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 3,082,527 | | | | 6.27 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,038,620 | | | | 6.18 | % |
| | | |
iShares Currency Hedged MSCI Germany ETF | | Charles Schwab & Co., Inc. | | | 8,122,670 | | | | 30.83 | % |
| | Citibank, N.A. | | | 2,477,042 | | | | 9.40 | % |
| | JPMorgan Chase Bank, National Association | | | 2,023,231 | | | | 7.68 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 1,507,962 | | | | 5.72 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 1,345,435 | | | | 5.11 | % |
| | First Clearing, LLC | | | 1,333,300 | | | | 5.06 | % |
| | | |
iShares Currency Hedged MSCI Italy ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 114,529 | | | | 28.63 | % |
| | National Financial Services LLC | | | 65,693 | | | | 16.42 | % |
| | Goldman, Sachs & Co. | | | 44,055 | | | | 11.01 | % |
| | Citibank, N.A. | | | 36,240 | | | | 9.06 | % |
| | Vanguard Marketing Corporation | | | 28,491 | | | | 7.12 | % |
| | J.P. Morgan Clearing Corp. | | | 26,546 | | | | 6.64 | % |
| | | |
iShares Currency Hedged MSCI Japan ETF | | The Bank of New York Mellon | | | 9,877,469 | | | | 24.76 | % |
| | JPMorgan Chase Bank, National Association | | | 3,878,490 | | | | 9.72 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 3,731,255 | | | | 9.35 | % |
| | Citibank, N.A. | | | 3,310,930 | | | | 8.30 | % |
| | Brown Brothers Harriman & Co. | | | 2,581,482 | | | | 6.47 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,495,443 | | | | 6.25 | % |
| | | |
iShares Currency Hedged MSCI Mexico ETF | | J.P. Morgan Clearing Corp. | | | 36,160 | | | | 24.11 | % |
| | Goldman, Sachs & Co. | | | 35,471 | | | | 23.65 | % |
| | Merrill Lynch Safekeeping | | | 31,024 | | | | 20.68 | % |
| | Brown Brothers Harriman & Co. | | | 22,818 | | | | 15.21 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 7,535 | | | | 5.02 | % |
| | | |
iShares Currency Hedged MSCI South Korea ETF | | J.P. Morgan Clearing Corp. | | | 40,217 | | | | 80.43 | % |
| | | |
iShares Currency Hedged MSCI Spain ETF | | First Clearing, LLC | | | 1,326,471 | | | | 54.14 | % |
| | Goldman, Sachs & Co. | | | 344,927 | | | | 14.08 | % |
| | National Financial Services LLC | | | 199,655 | | | | 8.15 | % |
| | | |
iShares Currency Hedged MSCI Switzerland ETF | | Morgan Stanley Smith Barney LLC | | | 49,600 | | | | 33.07 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 34,728 | | | | 23.15 | % |
| | J.P. Morgan Clearing Corp. | | | 23,371 | | | | 15.58 | % |
| | Goldman, Sachs & Co. | | | 12,426 | | | | 8.28 | % |
| | Citibank, N.A. | | | 8,110 | | | | 5.41 | % |
| | Brown Brothers Harriman & Co. | | | 8,085 | | | | 5.39 | % |
| | | |
iShares Currency Hedged MSCI United | | Merrill Lynch Safekeeping | | | 1,324,300 | | | | 35.79 | % |
Kingdom ETF | | UBS Financial Services LLC | | | 825,692 | | | | 22.32 | % |
| | Morgan Stanley Smith Barney LLC | | | 478,439 | | | | 12.93 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 423,794 | | | | 11.45 | % |
| | | |
iShares Dow Jones U.S. ETF | | National Financial Services LLC | | | 1,693,310 | | | | 18.21 | % |
| | Charles Schwab & Co., Inc. | | | 1,221,206 | | | | 13.13 | % |
| | TD Ameritrade Clearing, Inc. | | | 914,316 | | | | 9.83 | % |
| | First Clearing, LLC | | | 692,490 | | | | 7.45 | % |
| | Pershing LLC | | | 659,605 | | | | 7.09 | % |
| | Merrill Lynch Safekeeping | | | 592,104 | | | | 6.37 | % |
| | Morgan Stanley Smith Barney LLC | | | 538,257 | | | | 5.79 | % |
| | | |
iShares Edge MSCI Intl Momentum Factor ETF | | Charles Schwab & Co., Inc. | | | 322,783 | | | | 40.35 | % |
| | Morgan Stanley Smith Barney LLC | | | 137,671 | | | | 17.21 | % |
| | Janney Montgomery Scott Inc. | | | 99,754 | | | | 12.47 | % |
| | National Financial Services LLC | | | 54,763 | | | | 6.85 | % |
| | Merrill Lynch Safekeeping | | | 45,179 | | | | 5.65 | % |
| | | |
iShares Edge MSCI Intl Quality Factor ETF | | Charles Schwab & Co., Inc. | | | 326,952 | | | | 36.33 | % |
| | J.P. Morgan Clearing Corp. | | | 198,295 | | | | 22.03 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 85,402 | | | | 9.49 | % |
| | Goldman, Sachs & Co. | | | 75,618 | | | | 8.40 | % |
| | TD Ameritrade Clearing, Inc. | | | 46,796 | | | | 5.20 | % |
| | | |
iShares Edge MSCI Intl Size Factor ETF | | Merrill Lynch Safekeeping | | | 200,259 | | | | 50.06 | % |
| | J.P. Morgan Clearing Corp. | | | 197,713 | | | | 49.43 | % |
| | | |
iShares Edge MSCI Intl Value Factor ETF | | Charles Schwab & Co., Inc. | | | 1,096,361 | | | | 34.26 | % |
| | National Financial Services LLC | | | 369,747 | | | | 11.55 | % |
| | Fifth Third Bank | | | 287,900 | | | | 9.00 | % |
| | J.P. Morgan Clearing Corp. | | | 236,922 | | | | 7.40 | % |
| | Raymond, James & Associates, Inc. | | | 232,890 | | | | 7.28 | % |
| | Pershing LLC | | | 202,250 | | | | 6.32 | % |
I-10
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Edge MSCI Min Vol Asia ex Japan ETF | | Goldman, Sachs & Co. | | | 75,180 | | | | 37.59 | % |
| | J.P. Morgan Clearing Corp. | | | 42,779 | | | | 21.39 | % |
| | Brown Brothers Harriman & Co. | | | 26,521 | | | | 13.26 | % |
| | | |
iShares Edge MSCI Min Vol EAFE Currency | | Merrill Lynch Safekeeping | | | 503,564 | | | | 71.94 | % |
Hedged ETF | | LPL Financial Corporation | | | 108,774 | | | | 15.54 | % |
| | | |
iShares Edge MSCI Min Vol EAFE ETF | | Charles Schwab & Co., Inc. | | | 14,242,858 | | | | 14.98 | % |
| | National Financial Services LLC | | | 11,478,096 | | | | 12.07 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 9,940,480 | | | | 10.45 | % |
| | Merrill Lynch Safekeeping | | | 7,553,998 | | | | 7.94 | % |
| | Pershing LLC | | | 6,238,943 | | | | 6.56 | % |
| | | |
iShares Edge MSCI Min Vol Europe Currency | | J.P. Morgan Clearing Corp. | | | 47,200 | | | | 31.47 | % |
Hedged ETF | | Merrill Lynch Safekeeping | | | 35,664 | | | | 23.78 | % |
| | Charles Schwab & Co., Inc. | | | 23,409 | | | | 15.61 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 22,292 | | | | 14.86 | % |
| | Goldman, Sachs & Co. | | | 15,603 | | | | 10.40 | % |
| | | |
iShares Edge MSCI Min Vol Europe ETF | | LPL Financial Corporation | | | 160,965 | | | | 15.33 | % |
| | SSB – BlackRock Institutional Trust | | | 156,512 | | | | 14.91 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 133,566 | | | | 12.72 | % |
| | Pershing LLC | | | 90,227 | | | | 8.59 | % |
| | Merrill Lynch Safekeeping | | | 84,743 | | | | 8.07 | % |
| | National Financial Services LLC | | | 74,044 | | | | 7.05 | % |
| | | |
iShares Edge MSCI Min Vol Global Currency | | Goldman, Sachs & Co. | | | 51,063 | | | | 51.06 | % |
Hedged ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 30,001 | | | | 30.00 | % |
| | The Bank of New York Mellon | | | 6,630 | | | | 6.63 | % |
| | | |
iShares Edge MSCI Min Vol Japan ETF | | Morgan Stanley Smith Barney LLC | | | 211,477 | | | | 42.30 | % |
| | J.P. Morgan Clearing Corp. | | | 77,859 | | | | 15.57 | % |
| | Merrill Lynch Safekeeping | | | 51,242 | | | | 10.25 | % |
| | | |
iShares Edge MSCI Min Vol USA ETF | | National Financial Services LLC | | | 32,924,994 | | | | 12.52 | % |
| | Merrill Lynch Safekeeping | | | 23,470,304 | | | | 8.93 | % |
| | Pershing LLC | | | 22,984,308 | | | | 8.74 | % |
| | State Street Bank and Trust Company | | | 20,621,422 | | | | 7.84 | % |
| | | |
iShares Edge MSCI Min Vol USA Small-Cap ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 76,601 | | | | 25.53 | % |
| | National Financial Services LLC | | | 64,559 | | | | 21.52 | % |
| | Scottrade, Inc. | | | 48,623 | | | | 16.21 | % |
| | LPL Financial Corporation | | | 38,341 | | | | 12.78 | % |
| | TD Ameritrade Clearing, Inc. | | | 18,533 | | | | 6.18 | % |
| | | |
iShares Edge MSCI Multifactor Consumer | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 76,976 | | | | 76.98 | % |
Discretionary ETF | | Merrill Lynch Safekeeping | | | 14,719 | | | | 14.72 | % |
| | | |
iShares Edge MSCI Multifactor Consumer Staples ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 84,188 | | | | 84.19 | % |
| | | |
iShares Edge MSCI Multifactor Energy ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 83,812 | | | | 83.81 | % |
| | National Financial Services LLC | | | 6,457 | | | | 6.46 | % |
| | | |
iShares Edge MSCI Multifactor Financials ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 51,386 | | | | 51.39 | % |
| | Merrill Lynch Safekeeping | | | 17,317 | | | | 17.32 | % |
| | Charles Schwab & Co., Inc. | | | 8,849 | | | | 8.85 | % |
| | National Financial Services LLC | | | 5,301 | | | | 5.30 | % |
| | | |
iShares Edge MSCI Multifactor Global ETF | | SSB-Trust Custody | | | 492,707 | | | | 61.59 | % |
| | Citibank, N.A. | | | 87,724 | | | | 10.97 | % |
| | J.P. Morgan Clearing Corp. | | | 47,822 | | | | 5.98 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 43,273 | | | | 5.41 | % |
| | | |
iShares Edge MSCI Multifactor Healthcare ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 49,168 | | | | 49.17 | % |
| | LPL Financial Corporation | | | 11,635 | | | | 11.64 | % |
| | Pershing LLC | | | 7,271 | | | | 7.27 | % |
| | Charles Schwab & Co., Inc. | | | 6,534 | | | | 6.53 | % |
| | Merrill Lynch Safekeeping | | | 5,077 | | | | 5.08 | % |
| | | |
iShares Edge MSCI Multifactor Industrials ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 39,482 | | | | 39.48 | % |
| | LPL Financial Corporation | | | 23,354 | | | | 23.35 | % |
| | Merrill Lynch Safekeeping | | | 17,079 | | | | 17.08 | % |
| | National Financial Services LLC | | | 6,085 | | | | 6.09 | % |
| | | |
iShares Edge MSCI Multifactor Intl ETF | | Merrill Lynch Safekeeping | | | 2,322,333 | | | | 25.24 | % |
| | The Bank of New York Mellon | | | 1,950,264 | | | | 21.20 | % |
| | SSB – BlackRock Institutional Trust | | | 1,458,748 | | | | 15.86 | % |
| | Wells Fargo Securities, LLC | | | 787,735 | | | | 8.56 | % |
| | National Financial Services LLC | | | 732,812 | | | | 7.97 | % |
I-11
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Edge MSCI Multifactor Intl Small-Cap ETF | | Citibank, N.A. | | | 264,170 | | | | 52.83 | % |
| | J.P. Morgan Clearing Corp. | | | 59,883 | | | | 11.98 | % |
| | National Financial Services LLC | | | 54,587 | | | | 10.92 | % |
| | Charles Schwab & Co., Inc. | | | 29,316 | | | | 5.86 | % |
| | | |
iShares Edge MSCI Multifactor Materials ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 68,057 | | | | 68.06 | % |
| | Merrill Lynch Safekeeping | | | 23,700 | | | | 23.70 | % |
| | | |
iShares Edge MSCI Multifactor Technology ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 47,388 | | | | 47.39 | % |
| | M&I Marshall & Ilsley Bank | | | 12,300 | | | | 12.30 | % |
| | Charles Schwab & Co., Inc. | | | 7,591 | | | | 7.59 | % |
| | National Financial Services LLC | | | 7,297 | | | | 7.30 | % |
| | | |
iShares Edge MSCI Multifactor USA ETF | | Merrill Lynch Safekeeping | | | 3,167,216 | | | | 23.37 | % |
| | SSB – BlackRock Institutional Trust | | | 2,401,092 | | | | 17.72 | % |
| | National Financial Services LLC | | | 2,168,384 | | | | 16.00 | % |
| | The Bank of New York Mellon | | | 2,064,935 | | | | 15.24 | % |
| | | |
iShares Edge MSCI Multifactor USASmall-Cap ETF | | The Bank of New York Mellon | | | 361,632 | | | | 26.79 | % |
| | Citibank, N.A. | | | 188,265 | | | | 13.95 | % |
| | National Financial Services LLC | | | 148,910 | | | | 11.03 | % |
| | LPL Financial Corporation | | | 140,218 | | | | 10.39 | % |
| | TD Ameritrade Clearing, Inc. | | | 128,078 | | | | 9.49 | % |
| | UBS Financial Services LLC | | | 118,084 | | | | 8.75 | % |
| | | |
iShares Edge MSCI Multifactor Utilities ETF | | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 91,483 | | | | 91.48 | % |
| | | |
iShares Edge MSCI USA Momentum Factor ETF | | National Financial Services LLC | | | 6,498,085 | | | | 20.93 | % |
| | Charles Schwab & Co., Inc. | | | 3,398,347 | | | | 10.94 | % |
| | State Street Bank and Trust Company | | | 2,273,453 | | | | 7.32 | % |
| | Merrill Lynch Safekeeping | | | 1,936,163 | | | | 6.24 | % |
| | TD Ameritrade Clearing, Inc. | | | 1,829,983 | | | | 5.89 | % |
| | Northern Trust Company | | | 1,663,320 | | | | 5.36 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 1,586,175 | | | | 5.11 | % |
| | Pershing LLC | | | 1,578,715 | | | | 5.08 | % |
| | | |
iShares Edge MSCI USA Quality Factor ETF | | State Street Bank and Trust Company | | | 9,981,051 | | | | 19.65 | % |
| | PNC Bank, National Association | | | 5,050,991 | | | | 9.94 | % |
| | Charles Schwab & Co., Inc. | | | 4,825,560 | | | | 9.50 | % |
| | Citibank, N.A. | | | 4,087,519 | | | | 8.05 | % |
| | Merrill Lynch Safekeeping | | | 3,172,476 | | | | 6.25 | % |
| | National Financial Services LLC | | | 3,040,834 | | | | 5.99 | % |
| | Brown Brothers Harriman & Co. | | | 2,873,383 | | | | 5.66 | % |
| | Bank of America/LaSalle Bank NA | | | 2,819,057 | | | | 5.55 | % |
| | | |
iShares Edge MSCI USA Size Factor ETF | | State Street Bank and Trust Company | | | 2,727,442 | | | | 75.76 | % |
| | | |
iShares Edge MSCI USA Value Factor ETF | | Bank of America/LaSalle Bank NA | | | 6,934,259 | | | | 18.49 | % |
| | Brown Brothers Harriman & Co. | | | 5,415,918 | | | | 14.44 | % |
| | Citibank, N.A. | | | 3,676,362 | | | | 9.80 | % |
| | PNC Bank, National Association | | | 3,100,387 | | | | 8.27 | % |
| | State Street Bank and Trust Company | | | 2,567,309 | | | | 6.85 | % |
| | The Bank of New York Mellon | | | 2,355,655 | | | | 6.28 | % |
| | JPMorgan Chase Bank, National Association | | | 2,351,146 | | | | 6.27 | % |
| | Northern Trust Company | | | 2,307,144 | | | | 6.15 | % |
| | | |
iShares Emerging Markets Infrastructure ETF | | Charles Schwab & Co., Inc. | | | 208,161 | | | | 13.88 | % |
| | National Financial Services LLC | | | 189,580 | | | | 12.64 | % |
| | UBS Financial Services LLC | | | 153,978 | | | | 10.27 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 131,375 | | | | 8.76 | % |
| | First Clearing, LLC | | | 109,630 | | | | 7.31 | % |
| | Pershing LLC | | | 86,703 | | | | 5.78 | % |
| | | |
iShares Europe Developed Real Estate ETF | | Charles Schwab & Co., Inc. | | | 261,114 | | | | 22.71 | % |
| | National Financial Services LLC | | | 173,656 | | | | 15.10 | % |
| | JPMorgan Chase Bank, National Association | | | 110,405 | | | | 9.60 | % |
| | Citibank, N.A. | | | 58,715 | | | | 5.11 | % |
| | | |
iShares Europe ETF | | Computershare Trust Company, N.A. | | | 9,648,329 | | | | 15.79 | % |
| | The Bank of New York Mellon | | | 8,610,806 | | | | 14.09 | % |
| | Brown Brothers Harriman & Co. | | | 5,040,125 | | | | 8.25 | % |
| | State Street Bank and Trust Company | | | 4,711,200 | | | | 7.71 | % |
| | National Financial Services LLC | | | 4,243,503 | | | | 6.95 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,524,489 | | | | 5.77 | % |
| | Pershing LLC | | | 3,260,270 | | | | 5.34 | % |
| | Citibank, N.A. | | | 3,058,637 | | | | 5.01 | % |
| | | |
iShares Exponential Technologies ETF | | TD Ameritrade Clearing, Inc. | | | 28,058,877 | | | | 84.64 | % |
| | | |
iShares Fallen Angels USD Bond ETF | | Merrill Lynch Safekeeping | | | 249,828 | | | | 62.46 | % |
| | Charles Schwab & Co., Inc. | | | 52,958 | | | | 13.24 | % |
| | National Financial Services LLC | | | 35,975 | | | | 8.99 | % |
I-12
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Floating Rate Bond ETF | | National Financial Services LLC | | | 14,262,746 | | | | 13.15 | % |
| | Charles Schwab & Co., Inc. | | | 10,585,114 | | | | 9.76 | % |
| | Citibank, N.A. | | | 9,707,867 | | | | 8.95 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 7,631,854 | | | | 7.03 | % |
| | The Bank of New York Mellon | | | 6,651,473 | | | | 6.13 | % |
| | TD Ameritrade Clearing, Inc. | | | 5,425,083 | | | | 5.00 | % |
| | | |
iShares Global 100 ETF | | Computershare Trust Company, N.A. | | | 10,507,414 | | | | 55.89 | % |
| | Merrill Lynch Safekeeping | | | 1,460,989 | | | | 7.77 | % |
| | | |
iShares Global Clean Energy ETF | | National Financial Services LLC | | | 1,426,589 | | | | 15.02 | % |
| | Charles Schwab & Co., Inc. | | | 1,023,419 | | | | 10.77 | % |
| | Pershing LLC | | | 595,898 | | | | 6.27 | % |
| | Merrill Lynch Safekeeping | | | 578,953 | | | | 6.09 | % |
| | Brown Brothers Harriman & Co. | | | 575,633 | | | | 6.06 | % |
| | | |
iShares Global Consumer Discretionary ETF | | The Bank of New York Mellon | | | 534,499 | | | | 22.27 | % |
| | SSB – BlackRock Institutional Trust | | | 346,899 | | | | 14.45 | % |
| | National Financial Services LLC | | | 197,613 | | | | 8.23 | % |
| | Charles Schwab & Co., Inc. | | | 168,136 | | | | 7.01 | % |
| | Brown Brothers Harriman & Co. | | | 136,018 | | | | 5.67 | % |
| | | |
iShares Global Consumer Staples ETF | | Computershare Trust Company, N.A. | | | 1,110,660 | | | | 18.21 | % |
| | Charles Schwab & Co., Inc. | | | 558,696 | | | | 9.16 | % |
| | National Financial Services LLC | | | 520,376 | | | | 8.53 | % |
| | JPMorgan Chase Bank, National Association | | | 436,014 | | | | 7.15 | % |
| | Merrill Lynch Safekeeping | | | 319,304 | | | | 5.23 | % |
| | Brown Brothers Harriman & Co. | | | 314,836 | | | | 5.16 | % |
| | | |
iShares Global Energy ETF | | Charles Schwab & Co., Inc. | | | 2,967,927 | | | | 10.64 | % |
| | National Financial Services LLC | | | 2,101,799 | | | | 7.53 | % |
| | State Street Bank and Trust Company | | | 1,985,255 | | | | 7.12 | % |
| | Merrill Lynch Safekeeping | | | 1,711,763 | | | | 6.14 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,599,060 | | | | 5.73 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 1,598,379 | | | | 5.73 | % |
| | The Bank of New York Mellon | | | 1,514,908 | | | | 5.43 | % |
| | | |
iShares Global Financials ETF | | The Bank of New York Mellon | | | 691,734 | | | | 10.89 | % |
| | Charles Schwab & Co., Inc. | | | 679,410 | | | | 10.70 | % |
| | State Street Bank and Trust Company | | | 621,226 | | | | 9.78 | % |
| | Citibank, N.A. | | | 484,100 | | | | 7.62 | % |
| | National Financial Services LLC | | | 470,577 | | | | 7.41 | % |
| | Morgan Stanley Smith Barney LLC | | | 447,391 | | | | 7.05 | % |
| | First Clearing, LLC | | | 347,462 | | | | 5.47 | % |
| | | |
iShares Global Healthcare ETF | | Computershare Trust Company, N.A. | | | 3,182,530 | | | | 22.02 | % |
| | SSB – BlackRock Institutional Trust | | | 1,632,846 | | | | 11.30 | % |
| | Citibank, N.A. | | | 1,045,503 | | | | 7.24 | % |
| | The Bank of New York Mellon | | | 969,819 | | | | 6.71 | % |
| | Brown Brothers Harriman & Co. | | | 770,182 | | | | 5.33 | % |
| | Charles Schwab & Co., Inc. | | | 755,809 | | | | 5.23 | % |
| | | |
iShares Global Industrials ETF | | SSB – BlackRock Institutional Trust | | | 355,576 | | | | 13.68 | % |
| | Citibank, N.A. | | | 211,299 | | | | 8.13 | % |
| | The Bank of New York Mellon | | | 182,785 | | | | 7.03 | % |
| | National Financial Services LLC | | | 180,487 | | | | 6.94 | % |
| | Charles Schwab & Co., Inc. | | | 173,505 | | | | 6.67 | % |
| | BNP Paribas, New York Branch/Custody Services | | | 170,675 | | | | 6.56 | % |
| | Merrill Lynch Safekeeping | | | 145,498 | | | | 5.60 | % |
| | | |
iShares Global Infrastructure ETF | | Northern Trust Company | | | 11,477,029 | | | | 31.53 | % |
| | State Street Bank and Trust Company | | | 3,977,891 | | | | 10.93 | % |
| | National Financial Services LLC | | | 2,493,475 | | | | 6.85 | % |
| | | |
iShares Global Materials ETF | | Charles Schwab & Co., Inc. | | | 603,976 | | | | 14.05 | % |
| | National Financial Services LLC | | | 539,677 | | | | 12.55 | % |
| | BNP Paribas, New York Branch/Custody Services | | | 452,339 | | | | 10.52 | % |
| | TD Ameritrade Clearing, Inc. | | | 237,299 | | | | 5.52 | % |
| | | |
iShares Global REIT ETF | | Raymond, James & Associates, Inc. | | | 3,294,905 | | | | 23.88 | % |
| | National Financial Services LLC | | | 1,668,206 | | | | 12.09 | % |
| | Charles Schwab & Co., Inc. | | | 1,424,698 | | | | 10.32 | % |
| | Northern Trust Company | | | 1,117,119 | | | | 8.10 | % |
| | The Bank of New York Mellon | | | 1,002,418 | | | | 7.26 | % |
| | | |
iShares Global Tech ETF | | State Street Bank and Trust Company | | | 959,407 | | | | 11.16 | % |
| | Citibank, N.A. | | | 880,044 | | | | 10.23 | % |
| | Charles Schwab & Co., Inc. | | | 817,948 | | | | 9.51 | % |
| | National Financial Services LLC | | | 648,316 | | | | 7.54 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 486,142 | | | | 5.65 | % |
| | Brown Brothers Harriman & Co. | | | 460,334 | | | | 5.35 | % |
I-13
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Global Telecom ETF | | Charles Schwab & Co., Inc. | | | 794,160 | | | | 15.57 | % |
| | National Financial Services LLC | | | 623,232 | | | | 12.22 | % |
| | Merrill Lynch Safekeeping | | | 350,481 | | | | 6.87 | % |
| | Morgan Stanley Smith Barney LLC | | | 331,969 | | | | 6.51 | % |
| | | |
iShares Global Timber & Forestry ETF | | JPMorgan Chase Bank, National Association | | | 1,019,870 | | | | 24.28 | % |
| | Charles Schwab & Co., Inc. | | | 620,253 | | | | 14.77 | % |
| | National Financial Services LLC | | | 463,989 | | | | 11.05 | % |
| | TD Ameritrade Clearing, Inc. | | | 307,472 | | | | 7.32 | % |
| | | |
iShares Global Utilities ETF | | National Financial Services LLC | | | 378,980 | | | | 13.30 | % |
| | Morgan Stanley Smith Barney LLC | | | 331,293 | | | | 11.62 | % |
| | Charles Schwab & Co., Inc. | | | 273,801 | | | | 9.61 | % |
| | First Clearing, LLC | | | 187,027 | | | | 6.56 | % |
| | Merrill Lynch Safekeeping | | | 166,074 | | | | 5.83 | % |
| | | |
iShares GNMA Bond ETF | | National Financial Services LLC | | | 1,797,376 | | | | 52.10 | % |
| | Charles Schwab & Co., Inc. | | | 312,957 | | | | 9.07 | % |
| | U.S. Bank N.A. | | | 218,065 | | | | 6.32 | % |
| | | |
iShares Government/Credit Bond ETF | | U.S. Bank N.A. | | | 201,180 | | | | 18.29 | % |
| | Merrill Lynch Safekeeping | | | 160,325 | | | | 14.58 | % |
| | National Financial Services LLC | | | 157,668 | | | | 14.33 | % |
| | Charles Schwab & Co., Inc. | | | 86,073 | | | | 7.82 | % |
| | Citibank, N.A. | | | 78,833 | | | | 7.17 | % |
| | | |
iShares iBonds Dec 2017 Term Corporate ETF | | Merrill Lynch Safekeeping | | | 866,974 | | | | 14.82 | % |
| | National Financial Services LLC | | | 798,479 | | | | 13.65 | % |
| | UBS Financial Services LLC | | | 647,301 | | | | 11.06 | % |
| | TD Ameritrade Clearing, Inc. | | | 621,771 | | | | 10.63 | % |
| | Morgan Stanley Smith Barney LLC | | | 519,026 | | | | 8.87 | % |
| | Charles Schwab & Co., Inc. | | | 518,727 | | | | 8.87 | % |
| | LPL Financial Corporation | | | 360,799 | | | | 6.17 | % |
| | | |
iShares iBonds Dec 2018 Term Corporate ETF | | Merrill Lynch Safekeeping | | | 1,341,219 | | | | 12.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 1,154,917 | | | | 10.95 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,071,749 | | | | 10.16 | % |
| | National Financial Services LLC | | | 985,808 | | | | 9.34 | % |
| | UBS Financial Services LLC | | | 896,558 | | | | 8.50 | % |
| | The Bank of New York Mellon | | | 875,885 | | | | 8.30 | % |
| | Charles Schwab & Co., Inc. | | | 805,767 | | | | 7.64 | % |
| | LPL Financial Corporation | | | 565,013 | | | | 5.36 | % |
| | | |
iShares iBonds Dec 2019 Term Corporate ETF | | TD Ameritrade Clearing, Inc. | | | 1,682,845 | | | | 13.68 | % |
| | Merrill Lynch Safekeeping | | | 1,645,855 | | | | 13.38 | % |
| | UBS Financial Services LLC | | | 1,227,011 | | | | 9.98 | % |
| | National Financial Services LLC | | | 1,112,067 | | | | 9.04 | % |
| | Charles Schwab & Co., Inc. | | | 938,304 | | | | 7.63 | % |
| | The Bank of New York Mellon | | | 909,793 | | | | 7.40 | % |
| | Morgan Stanley Smith Barney LLC | | | 850,867 | | | | 6.92 | % |
| | LPL Financial Corporation | | | 678,577 | | | | 5.52 | % |
| | | |
iShares iBonds Dec 2020 Term Corporate ETF | | TD Ameritrade Clearing, Inc. | | | 1,551,306 | | | | 12.77 | % |
| | Merrill Lynch Safekeeping | | | 1,434,320 | | | | 11.81 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,142,468 | | | | 9.40 | % |
| | National Financial Services LLC | | | 922,750 | | | | 7.59 | % |
| | The Bank of New York Mellon | | | 882,071 | | | | 7.26 | % |
| | UBS Financial Services LLC | | | 866,735 | | | | 7.13 | % |
| | Charles Schwab & Co., Inc. | | | 806,271 | | | | 6.64 | % |
| | U.S. Bank N.A. | | | 718,345 | | | | 5.91 | % |
| | LPL Financial Corporation | | | 689,372 | | | | 5.67 | % |
| | | |
iShares iBonds Dec 2021 Term Corporate ETF | | Charles Schwab & Co., Inc. | | | 2,432,953 | | | | 17.82 | % |
| | Merrill Lynch Safekeeping | | | 1,801,306 | | | | 13.20 | % |
| | National Financial Services LLC | | | 1,549,456 | | | | 11.35 | % |
| | TD Ameritrade Clearing, Inc. | | | 1,379,076 | | | | 10.10 | % |
| | The Bank of New York Mellon | | | 895,561 | | | | 6.56 | % |
| | Morgan Stanley Smith Barney LLC | | | 727,600 | | | | 5.33 | % |
| | | |
iShares iBonds Dec 2021 Term Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 884,488 | | | | 19.02 | % |
| | National Financial Services LLC | | | 545,267 | | | | 11.73 | % |
| | First Clearing, LLC | | | 459,982 | | | | 9.89 | % |
| | Merrill Lynch Safekeeping | | | 380,146 | | | | 8.18 | % |
| | UBS Financial Services LLC | | | 371,536 | | | | 7.99 | % |
| | U.S. Bank N.A. | | | 241,141 | | | | 5.19 | % |
| | | |
iShares iBonds Dec 2022 Term Corporate ETF | | Charles Schwab & Co., Inc. | | | 2,838,943 | | | | 28.39 | % |
| | National Financial Services LLC | | | 1,359,185 | | | | 13.59 | % |
| | Merrill Lynch Safekeeping | | | 1,202,361 | | | | 12.02 | % |
| | Morgan Stanley Smith Barney LLC | | | 686,227 | | | | 6.86 | % |
| | TD Ameritrade Clearing, Inc. | | | 663,009 | | | | 6.63 | % |
| | Scottrade, Inc. | | | 593,051 | | | | 5.93 | % |
I-14
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares iBonds Dec 2022 Term Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 1,084,218 | | | | 25.21 | % |
| | U.S. Bank N.A. | | | 578,583 | | | | 13.46 | % |
| | First Clearing, LLC | | | 430,338 | | | | 10.01 | % |
| | National Financial Services LLC | | | 393,985 | | | | 9.16 | % |
| | Merrill Lynch Safekeeping | | | 371,367 | | | | 8.64 | % |
| | | |
iShares iBonds Dec 2023 Term Corporate ETF | | Charles Schwab & Co., Inc. | | | 1,264,994 | | | | 21.62 | % |
| | Merrill Lynch Safekeeping | | | 1,219,492 | | | | 20.85 | % |
| | National Financial Services LLC | | | 984,364 | | | | 16.83 | % |
| | U.S. Bank N.A. | | | 357,977 | | | | 6.12 | % |
| | TD Ameritrade Clearing, Inc. | | | 348,570 | | | | 5.96 | % |
| | | |
iShares iBonds Dec 2023 Term Muni Bond ETF | | J.P. Morgan Clearing Corp. | | | 45,372 | | | | 45.37 | % |
| | | |
iShares iBonds Dec 2024 Term Corporate ETF | | Charles Schwab & Co., Inc. | | | 1,360,921 | | | | 28.35 | % |
| | Merrill Lynch Safekeeping | | | 909,190 | | | | 18.94 | % |
| | National Financial Services LLC | | | 708,097 | | | | 14.75 | % |
| | Morgan Stanley Smith Barney LLC | | | 307,929 | | | | 6.42 | % |
| | UBS Financial Services LLC | | | 283,732 | | | | 5.91 | % |
| | | |
iShares iBonds Dec 2025 Term Corporate ETF | | Charles Schwab & Co., Inc. | | | 2,226,450 | | | | 32.98 | % |
| | Merrill Lynch Safekeeping | | | 1,415,502 | | | | 20.97 | % |
| | National Financial Services LLC | | | 1,232,656 | | | | 18.26 | % |
| | | |
iShares iBonds Dec 2026 Term Corporate ETF | | National Financial Services LLC | | | 324,223 | | | | 29.47 | % |
| | Charles Schwab & Co., Inc. | | | 195,689 | | | | 17.79 | % |
| | Merrill Lynch Safekeeping | | | 150,837 | | | | 13.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 121,648 | | | | 11.06 | % |
| | FOLIO (FN) Investment, Inc. | | | 65,587 | | | | 5.96 | % |
| | | |
iShares iBonds Mar 2018 Term Corporate ETF | | Morgan Stanley Smith Barney LLC | | | 708,482 | | | | 17.28 | % |
| | Merrill Lynch Safekeeping | | | 671,791 | | | | 16.39 | % |
| | Charles Schwab & Co., Inc. | | | 580,110 | | | | 14.15 | % |
| | U.S. Bank N.A. | | | 309,094 | | | | 7.54 | % |
| | National Financial Services LLC | | | 296,736 | | | | 7.24 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 263,575 | | | | 6.43 | % |
| | | |
iShares iBonds Mar 2018 Term Corporate | | Charles Schwab & Co., Inc. | | | 860,229 | | | | 23.57 | % |
ex-Financials ETF | | U.S. Bank N.A. | | | 456,000 | | | | 12.49 | % |
| | National Financial Services LLC | | | 339,357 | | | | 9.30 | % |
| | Pershing LLC | | | 270,191 | | | | 7.40 | % |
| | UBS Financial Services LLC | | | 266,257 | | | | 7.29 | % |
| | Stifel, Nicolaus & Company Incorporated | | | 198,373 | | | | 5.43 | % |
| | SSB – BlackRock Institutional Trust | | | 197,561 | | | | 5.41 | % |
| | | |
iShares iBonds Mar 2020 Term Corporate ETF | | Morgan Stanley Smith Barney LLC | | | 566,789 | | | | 16.92 | % |
| | Merrill Lynch Safekeeping | | | 459,580 | | | | 13.72 | % |
| | Charles Schwab & Co., Inc. | | | 403,100 | | | | 12.03 | % |
| | National Financial Services LLC | | | 382,656 | | | | 11.42 | % |
| | TD Ameritrade Clearing, Inc. | | | 221,008 | | | | 6.60 | % |
| | | |
iShares iBonds Mar 2020 Term Corporate | | Charles Schwab & Co., Inc. | | | 542,260 | | | | 15.72 | % |
ex-Financials ETF | | J.P. Morgan Clearing Corp. | | | 452,918 | | | | 13.13 | % |
| | U.S. Bank N.A. | | | 402,200 | | | | 11.66 | % |
| | National Financial Services LLC | | | 338,960 | | | | 9.82 | % |
| | UBS Financial Services LLC | | | 233,536 | | | | 6.77 | % |
| | Pershing LLC | | | 205,440 | | | | 5.95 | % |
| | | |
iShares iBonds Mar 2023 Term Corporate ETF | | Morgan Stanley Smith Barney LLC | | | 875,344 | | | | 27.35 | % |
| | Merrill Lynch Safekeeping | | | 379,158 | | | | 11.85 | % |
| | Pershing LLC | | | 247,154 | | | | 7.72 | % |
| | Brown Brothers Harriman & Co. | | | 190,000 | | | | 5.94 | % |
| | National Financial Services LLC | | | 182,644 | | | | 5.71 | % |
| | J.P. Morgan Clearing Corp. | | | 170,403 | | | | 5.33 | % |
| | Stifel, Nicolaus & Company Incorporated | | | 164,764 | | | | 5.15 | % |
| | | |
iShares iBonds Mar 2023 Term Corporate | | Pershing LLC | | | 346,338 | | | | 18.23 | % |
ex-Financials ETF | | Stifel, Nicolaus & Company Incorporated | | | 257,707 | | | | 13.56 | % |
| | Charles Schwab & Co., Inc. | | | 233,410 | | | | 12.28 | % |
| | Robert W. Baird & Co. Incorporated | | | 141,785 | | | | 7.46 | % |
| | SSB – BlackRock Institutional Trust | | | 128,900 | | | | 6.78 | % |
| | UBS Financial Services LLC | | | 121,930 | | | | 6.42 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 102,665 | | | | 5.40 | % |
| | | |
iShares iBonds Sep 2017 Term Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 1,252,336 | | | | 16.26 | % |
| | National Financial Services LLC | | | 1,240,777 | | | | 16.11 | % |
| | Merrill Lynch Safekeeping | | | 922,891 | | | | 11.99 | % |
| | First Clearing, LLC | | | 794,261 | | | | 10.32 | % |
| | Morgan Stanley Smith Barney LLC | | | 589,069 | | | | 7.65 | % |
| | U.S. Bank N.A. | | | 471,592 | | | | 6.12 | % |
I-15
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares iBonds Sep 2018 Term Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 1,260,637 | | | | 16.59 | % |
| | National Financial Services LLC | | | 1,223,019 | | | | 16.09 | % |
| | First Clearing, LLC | | | 756,844 | | | | 9.96 | % |
| | Merrill Lynch Safekeeping | | | 684,169 | | | | 9.00 | % |
| | Morgan Stanley Smith Barney LLC | | | 522,910 | | | | 6.88 | % |
| | UBS Financial Services LLC | | | 490,535 | | | | 6.45 | % |
| | | |
iShares iBonds Sep 2019 Term Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 1,251,526 | | | | 17.75 | % |
| | National Financial Services LLC | | | 1,064,703 | | | | 15.10 | % |
| | Merrill Lynch Safekeeping | | | 890,075 | | | | 12.63 | % |
| | First Clearing, LLC | | | 628,520 | | | | 8.92 | % |
| | UBS Financial Services LLC | | | 503,410 | | | | 7.14 | % |
| | Morgan Stanley Smith Barney LLC | | | 414,404 | | | | 5.88 | % |
| | | |
iShares iBonds Sep 2020 Term Muni Bond ETF | | Charles Schwab & Co., Inc. | | | 1,599,932 | | | | 23.02 | % |
| | National Financial Services LLC | | | 813,809 | | | | 11.71 | % |
| | Merrill Lynch Safekeeping | | | 757,192 | | | | 10.89 | % |
| | First Clearing, LLC | | | 598,693 | | | | 8.61 | % |
| | UBS Financial Services LLC | | | 503,534 | | | | 7.25 | % |
| | Morgan Stanley Smith Barney LLC | | | 443,617 | | | | 6.38 | % |
| | | |
iShares iBoxx $ High Yield Corporate Bond ETF | | National Financial Services LLC | | | 27,104,888 | | | | 12.29 | % |
| | State Street Bank and Trust Company | | | 19,728,981 | | | | 8.95 | % |
| | The Bank of New York Mellon | | | 15,833,176 | | | | 7.18 | % |
| | Morgan Stanley Smith Barney LLC | | | 13,591,831 | | | | 6.16 | % |
| | Charles Schwab & Co., Inc. | | | 12,852,178 | | | | 5.83 | % |
| | Merrill Lynch Safekeeping | | | 11,980,832 | | | | 5.43 | % |
| | Northern Trust Company | | | 11,968,093 | | | | 5.43 | % |
| | Pershing LLC | | | 11,130,996 | | | | 5.05 | % |
| | | |
iShares iBoxx $ High Yield ex Oil & Gas Corporate | | Merrill Lynch Safekeeping | | | 99,868 | | | | 49.93 | % |
Bond ETF | | J.P. Morgan Clearing Corp. | | | 89,697 | | | | 44.85 | % |
| | | |
iShares iBoxx $ Investment Grade Corporate | | Merrill Lynch Safekeeping | | | 34,457,640 | | | | 12.96 | % |
Bond ETF | | The Bank of New York Mellon | | | 29,971,833 | | | | 11.27 | % |
| | National Financial Services LLC | | | 23,008,627 | | | | 8.65 | % |
| | JPMorgan Chase Bank, National Association | | | 17,306,646 | | | | 6.51 | % |
| | Charles Schwab & Co., Inc. | | | 15,612,610 | | | | 5.87 | % |
| | TD Ameritrade Clearing, Inc. | | | 14,082,158 | | | | 5.30 | % |
| | | |
iShares India 50 ETF | | State Street Bank and Trust Company | | | 4,747,427 | | | | 18.09 | % |
| | Citibank, N.A. | | | 4,611,264 | | | | 17.57 | % |
| | Brown Brothers Harriman & Co. | | | 2,634,758 | | | | 10.04 | % |
| | National Financial Services LLC | | | 1,855,155 | | | | 7.07 | % |
| | SSB – BlackRock Institutional Trust | | | 1,492,511 | | | | 5.69 | % |
| | The Bank of New York Mellon | | | 1,396,941 | | | | 5.32 | % |
| | | |
iShares Intermediate Credit Bond ETF | | National Financial Services LLC | | | 8,012,270 | | | | 12.46 | % |
| | Charles Schwab & Co., Inc. | | | 5,686,636 | | | | 8.84 | % |
| | First Clearing, LLC | | | 4,699,149 | | | | 7.31 | % |
| | Pershing LLC | | | 4,194,467 | | | | 6.52 | % |
| | TD Ameritrade Clearing, Inc. | | | 3,983,057 | | | | 6.19 | % |
| | | |
iShares Intermediate Government/Credit Bond ETF | | TD Ameritrade Clearing, Inc. | | | 6,749,622 | | | | 31.32 | % |
| | National Financial Services LLC | | | 1,924,130 | | | | 8.93 | % |
| | Charles Schwab & Co., Inc. | | | 1,704,961 | | | | 7.91 | % |
| | | |
iShares International Developed Property ETF | | Charles Schwab & Co., Inc. | | | 789,125 | | | | 21.33 | % |
| | National Financial Services LLC | | | 649,218 | | | | 17.55 | % |
| | TD Ameritrade Clearing, Inc. | | | 596,915 | | | | 16.13 | % |
| | Morgan Stanley Smith Barney LLC | | | 210,655 | | | | 5.69 | % |
| | Merrill Lynch Safekeeping | | | 192,571 | | | | 5.20 | % |
| | | |
iShares International Developed Real Estate ETF | | National Financial Services LLC | | | 3,657,044 | | | | 19.77 | % |
| | Wells Fargo Bank, National Association | | | 3,292,471 | | | | 17.80 | % |
| | Charles Schwab & Co., Inc. | | | 2,295,924 | | | | 12.41 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,210,883 | | | | 11.95 | % |
| | | |
iShares International Dividend Growth ETF | | Merrill Lynch Safekeeping | | | 225,793 | | | | 50.18 | % |
| | J.P. Morgan Clearing Corp. | | | 41,596 | | | | 9.24 | % |
| | National Financial Services LLC | | | 34,438 | | | | 7.65 | % |
| | D.A. Davidson & Co. | | | 25,191 | | | | 5.60 | % |
| | Pershing LLC | | | 24,581 | | | | 5.46 | % |
| | | |
iShares International Preferred Stock ETF | | National Financial Services LLC | | | 596,295 | | | | 15.29 | % |
| | Merrill Lynch Safekeeping | | | 452,550 | | | | 11.60 | % |
| | Charles Schwab & Co., Inc. | | | 325,574 | | | | 8.35 | % |
| | Pershing LLC | | | 275,745 | | | | 7.07 | % |
| | LPL Financial Corporation | | | 258,524 | | | | 6.63 | % |
| | Morgan Stanley Smith Barney LLC | | | 250,841 | | | | 6.43 | % |
| | D.A. Davidson & Co. | | | 214,265 | | | | 5.49 | % |
I-16
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares International Select Dividend ETF | | National Financial Services LLC | | | 16,579,955 | | | | 13.14 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 14,720,596 | | | | 11.66 | % |
| | Merrill Lynch Safekeeping | | | 10,847,787 | | | | 8.60 | % |
| | Charles Schwab & Co., Inc. | | | 10,533,494 | | | | 8.35 | % |
| | Morgan Stanley Smith Barney LLC | | | 9,497,804 | | | | 7.53 | % |
| | First Clearing, LLC | | | 8,142,299 | | | | 6.45 | % |
| | | |
iShares International Treasury Bond ETF | | National Financial Services LLC | | | 1,121,974 | | | | 17.39 | % |
| | Charles Schwab & Co., Inc. | | | 970,977 | | | | 15.05 | % |
| | First Clearing, LLC | | | 626,021 | | | | 9.71 | % |
| | Pershing LLC | | | 450,155 | | | | 6.98 | % |
| | The Bank of New York Mellon/ Mellon Trust of New England, National Association | | | 350,144 | | | | 5.43 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 322,687 | | | | 5.00 | % |
| | | |
iShares J.P. Morgan USD Emerging Markets | | State Street Bank and Trust Company | | | 10,618,955 | | | | 11.18 | % |
Bond ETF | | Charles Schwab & Co., Inc. | | | 9,435,975 | | | | 9.93 | % |
| | JPMorgan Chase Bank, National Association | | | 8,124,968 | | | | 8.55 | % |
| | National Financial Services LLC | | | 6,804,874 | | | | 7.16 | % |
| | First Clearing, LLC | | | 6,661,430 | | | | 7.01 | % |
| | The Bank of New York Mellon | | | 5,871,354 | | | | 6.18 | % |
| | | |
iShares JPX-Nikkei 400 ETF | | Northern Trust Company | | | 186,195 | | | | 12.41 | % |
| | Morgan Stanley Smith Barney LLC | | | 174,709 | | | | 11.65 | % |
| | Merrill Lynch Safekeeping | | | 140,048 | | | | 9.34 | % |
| | Brown Brothers Harriman & Co. | | | 82,597 | | | | 5.51 | % |
| | National Financial Services LLC | | | 80,104 | | | | 5.34 | % |
| | | |
iShares Latin America 40 ETF | | Citibank, N.A. | | | 8,205,743 | | | | 21.45 | % |
| | Pershing LLC | | | 3,444,564 | | | | 9.01 | % |
| | Brown Brothers Harriman & Co. | | | 2,868,433 | | | | 7.50 | % |
| | National Financial Services LLC | | | 2,657,326 | | | | 6.95 | % |
| | State Street Bank and Trust Company | | | 2,305,162 | | | | 6.03 | % |
| | Charles Schwab & Co., Inc. | | | 2,211,618 | | | | 5.78 | % |
| | | |
iShares MBS ETF | | Merrill Lynch Safekeeping | | | 41,346,943 | | | | 41.93 | % |
| | National Financial Services LLC | | | 5,811,748 | | | | 5.89 | % |
| | TD Ameritrade Clearing, Inc. | | | 5,534,292 | | | | 5.61 | % |
| | First Clearing, LLC | | | 5,139,068 | | | | 5.21 | % |
| | | |
iShares Micro-Cap ETF | | Charles Schwab & Co., Inc. | | | 2,696,345 | | | | 27.51 | % |
| | National Financial Services LLC | | | 1,544,456 | | | | 15.76 | % |
| | TD Ameritrade Clearing, Inc. | | | 990,280 | | | | 10.10 | % |
| | State Street Bank and Trust Company | | | 619,695 | | | | 6.32 | % |
| | | |
iShares Morningstar Large-Cap ETF | | National Financial Services LLC | | | 797,938 | | | | 13.88 | % |
| | Charles Schwab & Co., Inc. | | | 733,041 | | | | 12.75 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 717,634 | | | | 12.48 | % |
| | First Clearing, LLC | | | 396,998 | | | | 6.90 | % |
| | TD Ameritrade Clearing, Inc. | | | 365,600 | | | | 6.36 | % |
| | LPL Financial Corporation | | | 347,295 | | | | 6.04 | % |
| | Pershing LLC | | | 339,076 | | | | 5.90 | % |
| | Morgan Stanley Smith Barney LLC | | | 322,015 | | | | 5.60 | % |
| | Merrill Lynch Safekeeping | | | 311,803 | | | | 5.42 | % |
| | | |
iShares Morningstar Large-Cap Growth ETF | | National Financial Services LLC | | | 718,162 | | | | 13.42 | % |
| | Morgan Stanley Smith Barney LLC | | | 681,353 | | | | 12.74 | % |
| | JPMorgan Chase Bank, National Association | | | 563,510 | | | | 10.53 | % |
| | Merrill Lynch Safekeeping | | | 538,274 | | | | 10.06 | % |
| | Charles Schwab & Co., Inc. | | | 504,595 | | | | 9.43 | % |
| | First Clearing, LLC | | | 482,500 | | | | 9.02 | % |
| | Pershing LLC | | | 334,404 | | | | 6.25 | % |
| | TD Ameritrade Clearing, Inc. | | | 311,009 | | | | 5.81 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 288,474 | | | | 5.39 | % |
| | | |
iShares Morningstar Large-Cap Value ETF | | JPMorgan Chase Bank, National Association | | | 634,344 | | | | 15.86 | % |
| | Merrill Lynch Safekeeping | | | 481,339 | | | | 12.03 | % |
| | Morgan Stanley Smith Barney LLC | | | 466,197 | | | | 11.65 | % |
| | First Clearing, LLC | | | 399,861 | | | | 10.00 | % |
| | National Financial Services LLC | | | 364,082 | | | | 9.10 | % |
| | Charles Schwab & Co., Inc. | | | 242,342 | | | | 6.06 | % |
| | LPL Financial Corporation | | | 219,266 | | | | 5.48 | % |
| | Pershing LLC | | | 206,566 | | | | 5.16 | % |
I-17
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Morningstar Mid-Cap ETF | | National Financial Services LLC | | | 684,534 | | | | 15.38 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 457,327 | | | | 10.28 | % |
| | Morgan Stanley Smith Barney LLC | | | 445,000 | | | | 10.00 | % |
| | First Clearing, LLC | | | 394,368 | | | | 8.86 | % |
| | Charles Schwab & Co., Inc. | | | 338,687 | | | | 7.61 | % |
| | Pershing LLC | | | 338,399 | | | | 7.60 | % |
| | Raymond, James & Associates, Inc. | | | 282,188 | | | | 6.34 | % |
| | The Bank of New York Mellon | | | 271,209 | | | | 6.09 | % |
| | UBS Financial Services LLC | | | 266,907 | | | | 6.00 | % |
| | TD Ameritrade Clearing, Inc. | | | 245,036 | | | | 5.51 | % |
| | | |
iShares Morningstar Mid-Cap Growth ETF | | National Financial Services LLC | | | 223,778 | | | | 18.65 | % |
| | Charles Schwab & Co., Inc. | | | 205,700 | | | | 17.14 | % |
| | Morgan Stanley Smith Barney LLC | | | 133,728 | | | | 11.14 | % |
| | First Clearing, LLC | | | 122,409 | | | | 10.20 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 73,336 | | | | 6.11 | % |
| | TD Ameritrade Clearing, Inc. | | | 66,268 | | | | 5.52 | % |
| | Pershing LLC | | | 65,345 | | | | 5.45 | % |
| | | |
iShares Morningstar Mid-Cap Value ETF | | Morgan Stanley Smith Barney LLC | | | 541,759 | | | | 20.84 | % |
| | National Financial Services LLC | | | 371,494 | | | | 14.29 | % |
| | Charles Schwab & Co., Inc. | | | 252,506 | | | | 9.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 202,220 | | | | 7.78 | % |
| | First Clearing, LLC | | | 160,427 | | | | 6.17 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 138,720 | | | | 5.34 | % |
| | Pershing LLC | | | 136,293 | | | | 5.24 | % |
| | JPMorgan Chase Bank, National Association | | | 134,310 | | | | 5.17 | % |
| | | |
iShares Morningstar Multi-Asset Income ETF | | Merrill Lynch Safekeeping | | | 2,415,097 | | | | 19.63 | % |
| | National Financial Services LLC | | | 1,581,085 | | | | 12.85 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 1,367,414 | | | | 11.12 | % |
| | LPL Financial Corporation | | | 789,443 | | | | 6.42 | % |
| | First Clearing, LLC | | | 767,138 | | | | 6.24 | % |
| | Pershing LLC | | | 646,123 | | | | 5.25 | % |
| | Charles Schwab & Co., Inc. | | | 639,314 | | | | 5.20 | % |
| | | |
iShares Morningstar Small-Cap ETF | | Morgan Stanley Smith Barney LLC | | | 220,816 | | | | 14.72 | % |
| | National Financial Services LLC | | | 182,354 | | | | 12.16 | % |
| | Charles Schwab & Co., Inc. | | | 152,380 | | | | 10.16 | % |
| | First Clearing, LLC | | | 151,305 | | | | 10.09 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 133,826 | | | | 8.92 | % |
| | UBS Financial Services LLC | | | 113,910 | | | | 7.59 | % |
| | Pershing LLC | | | 110,778 | | | | 7.39 | % |
| | LPL Financial Corporation | | | 83,873 | | | | 5.59 | % |
| | | |
iShares Morningstar Small-Cap Growth ETF | | First Clearing, LLC | | | 102,589 | | | | 13.68 | % |
| | National Financial Services LLC | | | 100,630 | | | | 13.42 | % |
| | Morgan Stanley Smith Barney LLC | | | 98,291 | | | | 13.11 | % |
| | Charles Schwab & Co., Inc. | | | 77,734 | | | | 10.36 | % |
| | Pershing LLC | | | 56,670 | | | | 7.56 | % |
| | Merrill Lynch Safekeeping | | | 50,989 | | | | 6.80 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 44,595 | | | | 5.95 | % |
| | LPL Financial Corporation | | | 41,896 | | | | 5.59 | % |
| | TD Ameritrade Clearing, Inc. | | | 41,678 | | | | 5.56 | % |
| | | |
iShares Morningstar Small-Cap Value ETF | | National Financial Services LLC | | | 472,393 | | | | 14.10 | % |
| | Morgan Stanley Smith Barney LLC | | | 437,341 | | | | 13.05 | % |
| | Charles Schwab & Co., Inc. | | | 385,978 | | | | 11.52 | % |
| | TD Ameritrade Clearing, Inc. | | | 312,146 | | | | 9.32 | % |
| | UBS Financial Services LLC | | | 237,834 | | | | 7.10 | % |
| | First Clearing, LLC | | | 200,324 | | | | 5.98 | % |
| | Pershing LLC | | | 182,065 | | | | 5.43 | % |
| | | |
iShares Mortgage Real Estate Capped ETF | | National Financial Services LLC | | | 5,382,727 | | | | 18.40 | % |
| | Charles Schwab & Co., Inc. | | | 3,009,594 | | | | 10.29 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,039,355 | | | | 6.97 | % |
| | Citibank, N.A. | | | 2,034,953 | | | | 6.96 | % |
| | First Clearing, LLC | | | 1,725,542 | | | | 5.90 | % |
| | Pershing LLC | | | 1,679,261 | | | | 5.74 | % |
| | Merrill Lynch Safekeeping | | | 1,620,264 | | | | 5.54 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,548,322 | | | | 5.29 | % |
I-18
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares MSCI ACWI ETF | | National Financial Services LLC | | | 17,821,099 | | | | 17.27 | % |
| | Citibank, N.A. | | | 9,258,713 | | | | 8.97 | % |
| | JPMorgan Chase Bank, National Association | | | 9,010,803 | | | | 8.73 | % |
| | The Bank of New York Mellon | | | 8,501,464 | | | | 8.24 | % |
| | Brown Brothers Harriman & Co. | | | 6,941,906 | | | | 6.73 | % |
| | Northern Trust Company | | | 5,830,142 | | | | 5.65 | % |
| | Charles Schwab & Co., Inc. | | | 5,174,398 | | | | 5.01 | % |
| | | |
iShares MSCI ACWI ex U.S. ETF | | Charles Schwab & Co., Inc. | | | 7,561,455 | | | | 15.89 | % |
| | National Financial Services LLC | | | 5,951,398 | | | | 12.50 | % |
| | The Bank of New York Mellon | | | 5,716,848 | | | | 12.01 | % |
| | Merrill Lynch Safekeeping | | | 2,809,025 | | | | 5.90 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,699,257 | | | | 5.67 | % |
| | UBS Financial Services LLC | | | 2,468,056 | | | | 5.18 | % |
| | | |
iShares MSCI ACWI Low Carbon Target ETF | | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 1,223,200 | | | | 33.98 | % |
| | State Street Bank and Trust Company | | | 502,946 | | | | 13.97 | % |
| | Brown Brothers Harriman & Co. | | | 501,150 | | | | 13.92 | % |
| | The Bank of New York Mellon | | | 320,991 | | | | 8.92 | % |
| | Merrill Lynch Safekeeping | | | 208,484 | | | | 5.79 | % |
| | | |
iShares MSCI All Country Asia ex Japan ETF | | Brown Brothers Harriman & Co. | | | 10,194,403 | | | | 20.98 | % |
| | The Bank of New York Mellon | | | 6,977,638 | | | | 14.36 | % |
| | JPMorgan Chase Bank, National Association | | | 6,285,065 | | | | 12.93 | % |
| | Citibank, N.A. | | | 5,350,326 | | | | 11.01 | % |
| | State Street Bank and Trust Company | | | 4,784,398 | | | | 9.84 | % |
| | | |
iShares MSCI All Peru Capped ETF | | Brown Brothers Harriman & Co. | | | 1,369,366 | | | | 21.23 | % |
| | National Financial Services LLC | | | 497,525 | | | | 7.71 | % |
| | Morgan Stanley Smith Barney LLC | | | 477,155 | | | | 7.40 | % |
| | State Street Bank and Trust Company | | | 417,113 | | | | 6.47 | % |
| | | |
iShares MSCI Argentina and Global Exposure ETF | | Merrill Lynch Safekeeping | | | 50,000 | | | | 50.00 | % |
| | J.P. Morgan Clearing Corp. | | | 48,995 | | | | 49.00 | % |
| | | |
iShares MSCI Brazil Small-Cap ETF | | Pershing LLC | | | 661,550 | | | | 15.57 | % |
| | National Financial Services LLC | | | 623,055 | | | | 14.66 | % |
| | Charles Schwab & Co., Inc. | | | 333,657 | | | | 7.85 | % |
| | Merrill Lynch Safekeeping | | | 272,708 | | | | 6.42 | % |
| | Interactive Brokers Retail Equity Clearing | | | 243,003 | | | | 5.72 | % |
| | JPMorgan Chase Bank, National Association | | | 237,686 | | | | 5.59 | % |
| | | |
iShares MSCI China A ETF | | Merrill Lynch Safekeeping | | | 320,690 | | | | 91.63 | % |
| | | |
iShares MSCI China ETF | | Deutsche Bank Securities Inc. /Cedear | | | 11,167,236 | | | | 24.82 | % |
| | Brown Brothers Harriman & Co. | | | 9,594,111 | | | | 21.32 | % |
| | State Street Bank and Trust Company | | | 5,966,690 | | | | 13.26 | % |
| | Citibank, N.A. | | | 4,638,677 | | | | 10.31 | % |
| | Northern Trust Company | | | 2,754,962 | | | | 6.12 | % |
| | | |
iShares MSCI China Small-Cap ETF | | National Financial Services LLC | | | 63,998 | | | | 14.22 | % |
| | J.P. Morgan Clearing Corp. | | | 44,968 | | | | 9.99 | % |
| | Charles Schwab & Co., Inc. | | | 42,613 | | | | 9.47 | % |
| | TD Ameritrade Clearing, Inc. | | | 34,725 | | | | 7.72 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 26,421 | | | | 5.87 | % |
| | Citibank, N.A. | | | 25,701 | | | | 5.71 | % |
| | Pershing LLC | | | 22,518 | | | | 5.00 | % |
| | | |
iShares MSCI Denmark Capped ETF | | Brown Brothers Harriman & Co. | | | 173,250 | | | | 17.33 | % |
| | Morgan Stanley Smith Barney LLC | | | 142,838 | | | | 14.28 | % |
| | The Bank of New York Mellon | | | 122,882 | | | | 12.29 | % |
| | Citibank, N.A. | | | 85,137 | | | | 8.51 | % |
| | SG Americas Securities, LLC | | | 76,796 | | | | 7.68 | % |
| | State Street Bank and Trust Company | | | 63,800 | | | | 6.38 | % |
| | | |
iShares MSCI EAFE ESG Optimized ETF | | Merrill Lynch Safekeeping | | | 917,134 | | | | 45.86 | % |
| | U.S. Bank N.A. | | | 881,000 | | | | 44.05 | % |
| | | |
iShares MSCI EAFE ETF | | JPMorgan Chase Bank, National Association | | | 143,850,455 | | | | 13.21 | % |
| | Merrill Lynch Safekeeping | | | 101,399,549 | | | | 9.31 | % |
| | SSB – BlackRock Institutional Trust | | | 83,250,906 | | | | 7.64 | % |
| | Charles Schwab & Co., Inc. | | | 65,440,937 | | | | 6.01 | % |
| | National Financial Services LLC | | | 59,225,862 | | | | 5.44 | % |
| | | |
iShares MSCI EAFE Growth ETF | | National Financial Services LLC | | | 4,754,027 | | | | 12.64 | % |
| | Edward D. Jones & Co. | | | 4,136,887 | | | | 11.00 | % |
| | Charles Schwab & Co., Inc. | | | 3,971,032 | | | | 10.56 | % |
| | Wells Fargo Bank, National Association | | | 2,335,207 | | | | 6.21 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,334,856 | | | | 6.21 | % |
I-19
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares MSCI EAFE Small-Cap ETF | | Charles Schwab & Co., Inc. | | | 27,466,546 | | | | 20.47 | % |
| | National Financial Services LLC | | | 16,723,955 | | | | 12.46 | % |
| | Edward D. Jones & Co. | | | 13,547,350 | | | | 10.09 | % |
| | State Street Bank and Trust Company | | | 11,077,537 | | | | 8.25 | % |
| | TD Ameritrade Clearing, Inc. | | | 10,620,494 | | | | 7.91 | % |
| | Pershing LLC | | | 9,292,475 | | | | 6.92 | % |
| | The Bank of New York Mellon | | | 6,730,501 | | | | 5.02 | % |
| | | |
iShares MSCI EAFE Value ETF | | Edward D. Jones & Co. | | | 20,583,977 | | | | 21.53 | % |
| | Charles Schwab & Co., Inc. | | | 8,372,628 | | | | 8.76 | % |
| | National Financial Services LLC | | | 8,059,884 | | | | 8.43 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 7,415,209 | | | | 7.76 | % |
| | TD Ameritrade Clearing, Inc. | | | 5,806,491 | | | | 6.07 | % |
| | | |
iShares MSCI Europe Financials ETF | | Brown Brothers Harriman & Co. | | | 6,216,154 | | | | 12.84 | % |
| | Morgan Stanley Smith Barney LLC | | | 4,523,887 | | | | 9.35 | % |
| | Bank of America/LaSalle Bank NA | | | 3,379,473 | | | | 6.98 | % |
| | Charles Schwab & Co., Inc. | | | 3,354,811 | | | | 6.93 | % |
| | National Financial Services LLC | | | 3,184,898 | | | | 6.58 | % |
| | Goldman, Sachs & Co. | | | 2,802,655 | | | | 5.79 | % |
| | Merrill Lynch Safekeeping | | | 2,654,592 | | | | 5.48 | % |
| | | |
iShares MSCI Europe Small-Cap ETF | | Citibank, N.A. | | | 657,285 | | | | 33.71 | % |
| | National Financial Services LLC | | | 309,998 | | | | 15.90 | % |
| | Merrill Lynch Safekeeping | | | 144,962 | | | | 7.43 | % |
| | Charles Schwab & Co., Inc. | | | 143,323 | | | | 7.35 | % |
| | TD Ameritrade Clearing, Inc. | | | 130,419 | | | | 6.69 | % |
| | | |
iShares MSCI Finland Capped ETF | | State Street Bank and Trust Company | | | 330,737 | | | | 36.75 | % |
| | Citibank, N.A. | | | 145,885 | | | | 16.21 | % |
| | JPMorgan Chase Bank NA/DBTC Americas/Deutsche Bank AG, London | | | 100,000 | | | | 11.11 | % |
| | Brown Brothers Harriman & Co. | | | 79,246 | | | | 8.81 | % |
| | SG Americas Securities, LLC | | | 62,910 | | | | 6.99 | % |
| | | |
iShares MSCI Germany Small-Cap ETF | | National Financial Services LLC | | | 88,309 | | | | 17.66 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 62,542 | | | | 12.51 | % |
| | Charles Schwab & Co., Inc. | | | 53,612 | | | | 10.72 | % |
| | TD Ameritrade Clearing, Inc. | | | 45,545 | | | | 9.11 | % |
| | Merrill Lynch Safekeeping | | | 30,647 | | | | 6.13 | % |
| | Morgan Stanley Smith Barney LLC | | | 25,944 | | | | 5.19 | % |
| | | |
iShares MSCI Global Impact ETF | | Merrill Lynch Safekeeping | | | 246,423 | | | | 61.61 | % |
| | TD Ameritrade Clearing, Inc. | | | 44,587 | | | | 11.15 | % |
| | | |
iShares MSCI India ETF | | State Street Bank and Trust Company | | | 33,747,522 | | | | 21.74 | % |
| | JPMorgan Chase Bank, National Association | | | 16,467,168 | | | | 10.61 | % |
| | The Bank of New York Mellon | | | 13,906,143 | | | | 8.96 | % |
| | Citibank, N.A. | | | 13,692,860 | | | | 8.82 | % |
| | Brown Brothers Harriman & Co. | | | 11,408,377 | | | | 7.35 | % |
| | Northern Trust Company | | | 10,920,267 | | | | 7.03 | % |
| | | |
iShares MSCI India Small-Cap ETF | | National Financial Services LLC | | | 672,250 | | | | 17.93 | % |
| | Raymond, James & Associates, Inc. | | | 600,624 | | | | 16.02 | % |
| | JPMorgan Chase Bank, National Association | | | 338,207 | | | | 9.02 | % |
| | Charles Schwab & Co., Inc. | | | 305,484 | | | | 8.15 | % |
| | State Street Bank and Trust Company | | | 270,189 | | | | 7.21 | % |
| | | |
iShares MSCI Indonesia ETF | | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 3,413,400 | | | | 17.15 | % |
| | State Street Bank and Trust Company | | | 3,133,505 | | | | 15.75 | % |
| | Brown Brothers Harriman & Co. | | | 2,157,195 | | | | 10.84 | % |
| | Citibank, N.A. | | | 1,228,247 | | | | 6.17 | % |
| | | |
iShares MSCI Ireland Capped ETF | | Charles Schwab & Co., Inc. | | | 337,895 | | | | 21.12 | % |
| | First Clearing, LLC | | | 120,530 | | | | 7.53 | % |
| | National Financial Services LLC | | | 114,689 | | | | 7.17 | % |
| | SG Americas Securities, LLC | | | 93,047 | | | | 5.82 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 88,771 | | | | 5.55 | % |
| | Morgan Stanley Smith Barney LLC | | | 81,098 | | | | 5.07 | % |
| | | |
iShares MSCI KLD 400 Social ETF | | BNP Paribas, New York Branch/Custody Services | | | 990,904 | | | | 10.60 | % |
| | Charles Schwab & Co., Inc. | | | 974,499 | | | | 10.42 | % |
| | Merrill Lynch Safekeeping | | | 927,417 | | | | 9.92 | % |
| | National Financial Services LLC | | | 834,348 | | | | 8.92 | % |
| | Morgan Stanley Smith Barney LLC | | | 655,898 | | | | 7.01 | % |
| | JPMorgan Chase Bank, National Association | | | 648,915 | | | | 6.94 | % |
| | The Bank of New York Mellon | | | 605,071 | | | | 6.47 | % |
I-20
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares MSCI Kokusai ETF | | Mitsubishi UFJ Trust & Banking Corporation (U.S.A.) | | | 575,380 | | | | 19.18 | % |
| | Interactive Brokers Retail Equity Clearing | | | 492,654 | | | | 16.42 | % |
| | Pershing LLC | | | 488,664 | | | | 16.29 | % |
| | Citibank, N.A. | | | 308,095 | | | | 10.27 | % |
| | Morgan Stanley & Co. Incorporated | | | 262,210 | | | | 8.74 | % |
| | The Bank of New York Mellon | | | 210,727 | | | | 7.02 | % |
| | TradeStation Securities, Inc. | | | 201,311 | | | | 6.71 | % |
| | | |
iShares MSCI New Zealand Capped ETF | | National Financial Services LLC | | | 483,621 | | | | 13.62 | % |
| | Morgan Stanley Smith Barney LLC | | | 334,450 | | | | 9.42 | % |
| | Charles Schwab & Co., Inc. | | | 279,102 | | | | 7.86 | % |
| | First Clearing, LLC | | | 246,555 | | | | 6.95 | % |
| | JPMorgan Chase Bank, National Association | | | 202,371 | | | | 5.70 | % |
| | The Bank of New York Mellon | | | 184,619 | | | | 5.20 | % |
| | Penson Financial Services, Inc./Ridge | | | 179,576 | | | | 5.06 | % |
| | | |
iShares MSCI Norway Capped ETF | | Citibank, N.A. | | | 270,152 | | | | 22.51 | % |
| | The Bank of New York Mellon | | | 193,740 | | | | 16.15 | % |
| | National Financial Services LLC | | | 88,702 | | | | 7.39 | % |
| | Charles Schwab & Co., Inc. | | | 79,993 | | | | 6.67 | % |
| | LPL Financial Corporation | | | 72,179 | | | | 6.01 | % |
| | SG Americas Securities, LLC | | | 72,101 | | | | 6.01 | % |
| | | |
iShares MSCI Philippines ETF | | State Street Bank and Trust Company | | | 882,742 | | | | 16.66 | % |
| | Brown Brothers Harriman & Co. | | | 554,686 | | | | 10.47 | % |
| | Citibank, N.A. | | | 543,528 | | | | 10.26 | % |
| | The Bank of New York Mellon | | | 327,791 | | | | 6.18 | % |
| | JPMorgan Chase Bank, National Association | | | 283,154 | | | | 5.34 | % |
| | Charles Schwab & Co., Inc. | | | 276,917 | | | | 5.22 | % |
| | National Financial Services LLC | | | 273,313 | | | | 5.16 | % |
| | | |
iShares MSCI Poland Capped ETF | | State Street Bank and Trust Company | | | 2,519,597 | | | | 20.82 | % |
| | The Bank of New York Mellon | | | 907,282 | | | | 7.50 | % |
| | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 900,000 | | | | 7.44 | % |
| | JPMorgan Chase Bank, National Association | | | 658,878 | | | | 5.45 | % |
| | Citibank, N.A. | | | 617,699 | | | | 5.10 | % |
| | Charles Schwab & Co., Inc. | | | 605,765 | | | | 5.01 | % |
| | | |
iShares MSCI Qatar Capped ETF | | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 1,242,952 | | | | 52.89 | % |
| | The Bank of New York Mellon | | | 425,144 | | | | 18.09 | % |
| | Brown Brothers Harriman & Co. | | | 317,565 | | | | 13.51 | % |
| | | |
iShares MSCI Saudi Arabia Capped ETF | | J.P. Morgan Clearing Corp. | | | 91,823 | | | | 26.24 | % |
| | BNP Paribas, New York Branch/Custody Services | | | 54,925 | | | | 15.69 | % |
| | National Financial Services LLC | | | 31,505 | | | | 9.00 | % |
| | Charles Schwab & Co., Inc. | | | 25,108 | | | | 7.17 | % |
| | JPMorgan Chase Bank, National Association | | | 25,000 | | | | 7.14 | % |
| | Citibank, N.A. | | | 23,088 | | | | 6.60 | % |
| | Interactive Brokers Retail Equity Clearing | | | 19,125 | | | | 5.46 | % |
| | | |
iShares MSCI UAE Capped ETF | | Northern Trust Company/United Nations Joint Staff Pension Fund | | | 1,146,423 | | | | 46.79 | % |
| | The Bank of New York Mellon | | | 479,163 | | | | 19.56 | % |
| | Brown Brothers Harriman & Co. | | | 298,427 | | | | 12.18 | % |
| | Citibank, N.A. | | | 165,754 | | | | 6.77 | % |
| | | |
iShares MSCI United Kingdom ETF | | Merrill Lynch Safekeeping | | | 24,432,667 | | | | 29.69 | % |
| | Charles Schwab & Co., Inc. | | | 7,906,070 | | | | 9.61 | % |
| | State Street Bank and Trust Company | | | 5,078,433 | | | | 6.17 | % |
| | | |
iShares MSCI United Kingdom Small-Cap ETF | | National Financial Services LLC | | | 294,749 | | | | 32.75 | % |
| | Pershing LLC | | | 79,595 | | | | 8.84 | % |
| | Goldman, Sachs & Co. | | | 77,387 | | | | 8.60 | % |
| | SG Americas Securities, LLC | | | 76,787 | | | | 8.53 | % |
| | J.P. Morgan Clearing Corp. | | | 65,960 | | | | 7.33 | % |
| | Charles Schwab & Co., Inc. | | | 60,805 | | | | 6.76 | % |
| | TD Ameritrade Clearing, Inc. | | | 45,102 | | | | 5.01 | % |
| | | |
iShares MSCI USA ESG Optimized ETF | | Merrill Lynch Safekeeping | | | 87,693 | | | | 87.69 | % |
| | Charles Schwab & Co., Inc. | | | 5,260 | | | | 5.26 | % |
| | | |
iShares MSCI USA ESG Select ETF | | Merrill Lynch Safekeeping | | | 728,924 | | | | 13.62 | % |
| | Charles Schwab & Co., Inc. | | | 651,571 | | | | 12.18 | % |
| | Morgan Stanley Smith Barney LLC | | | 483,355 | | | | 9.03 | % |
| | National Financial Services LLC | | | 365,225 | | | | 6.83 | % |
| | | |
iShares Nasdaq Biotechnology ETF | | Merrill Lynch Safekeeping | | | 3,125,839 | | | | 11.22 | % |
| | National Financial Services LLC | | | 2,949,555 | | | | 10.59 | % |
| | Charles Schwab & Co., Inc. | | | 2,722,878 | | | | 9.78 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,985,318 | | | | 7.13 | % |
| | Citibank, N.A. | | | 1,623,371 | | | | 5.83 | % |
I-21
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares National Muni Bond ETF | | National Financial Services LLC | | | 9,858,550 | | | | 13.45 | % |
| | Charles Schwab & Co., Inc. | | | 8,026,699 | | | | 10.95 | % |
| | Penson Financial Services, Inc./Ridge | | | 7,324,051 | | | | 9.99 | % |
| | UBS Financial Services LLC | | | 4,831,783 | | | | 6.59 | % |
| | Merrill Lynch Safekeeping | | | 4,397,320 | | | | 6.00 | % |
| | First Clearing, LLC | | | 3,908,523 | | | | 5.33 | % |
| | TD Ameritrade Clearing, Inc. | | | 3,750,692 | | | | 5.12 | % |
| | Pershing LLC | | | 3,745,730 | | | | 5.11 | % |
| | | |
iShares New York Muni Bond ETF | | National Financial Services LLC | | | 484,698 | | | | 21.07 | % |
| | Charles Schwab & Co., Inc. | | | 308,649 | | | | 13.42 | % |
| | Merrill Lynch Safekeeping | | | 274,207 | | | | 11.92 | % |
| | Pershing LLC | | | 162,871 | | | | 7.08 | % |
| | UBS Financial Services LLC | | | 159,362 | | | | 6.93 | % |
| | Morgan Stanley Smith Barney LLC | | | 121,952 | | | | 5.30 | % |
| | | |
iShares North American Natural Resources ETF | | The Bank of New York Mellon | | | 5,198,217 | | | | 17.47 | % |
| | Charles Schwab & Co., Inc. | | | 4,188,890 | | | | 14.08 | % |
| | National Financial Services LLC | | | 3,323,365 | | | | 11.17 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,777,504 | | | | 9.34 | % |
| | Merrill Lynch Safekeeping | | | 1,683,868 | | | | 5.66 | % |
| | U.S. Bank N.A. | | | 1,669,763 | | | | 5.61 | % |
| | TD Ameritrade Clearing, Inc. | | | 1,498,562 | | | | 5.04 | % |
| | | |
iShares North American Tech ETF | | Charles Schwab & Co., Inc. | | | 1,244,018 | | | | 15.36 | % |
| | Citibank, N.A. | | | 1,091,299 | | | | 13.47 | % |
| | National Financial Services LLC | | | 926,079 | | | | 11.43 | % |
| | JPMorgan Chase Bank, National Association | | | 732,937 | | | | 9.05 | % |
| | BMO Nesbitt Burns Inc. /CDS | | | 645,936 | | | | 7.97 | % |
| | Morgan Stanley Smith Barney LLC | | | 449,409 | | | | 5.55 | % |
| | | |
iShares North American Tech-Multimedia | | U.S. Bank N.A. | | | 224,113 | | | | 12.45 | % |
Networking ETF | | First Clearing, LLC | | | 156,224 | | | | 8.68 | % |
| | Charles Schwab & Co., Inc. | | | 140,925 | | | | 7.83 | % |
| | Morgan Stanley Smith Barney LLC | | | 138,811 | | | | 7.71 | % |
| | Merrill Lynch Safekeeping | | | 131,668 | | | | 7.31 | % |
| | National Financial Services LLC | | | 130,985 | | | | 7.28 | % |
| | Goldman, Sachs & Co. | | | 129,380 | | | | 7.19 | % |
| | Trust Custody | | | 98,170 | | | | 5.45 | % |
| | | |
iShares North American Tech-Software ETF | | The Bank of New York Mellon | | | 784,889 | | | | 11.38 | % |
| | Morgan Stanley Smith Barney LLC | | | 695,113 | | | | 10.07 | % |
| | State Street Bank and Trust Company | | | 671,442 | | | | 9.73 | % |
| | Charles Schwab & Co., Inc. | | | 599,565 | | | | 8.69 | % |
| | National Financial Services LLC | | | 516,747 | | | | 7.49 | % |
| | Merrill Lynch Safekeeping | | | 472,344 | | | | 6.85 | % |
| | Brown Brothers Harriman & Co. | | | 388,314 | | | | 5.63 | % |
| | | |
iShares PHLX Semiconductor ETF | | National Financial Services LLC | | | 1,453,061 | | | | 20.32 | % |
| | Charles Schwab & Co., Inc. | | | 839,693 | | | | 11.74 | % |
| | Merrill Lynch Safekeeping | | | 717,780 | | | | 10.04 | % |
| | Morgan Stanley Smith Barney LLC | | | 483,536 | | | | 6.76 | % |
| | | |
iShares Residential Real Estate Capped ETF | | National Financial Services LLC | | | 1,115,401 | | | | 17.16 | % |
| | Charles Schwab & Co., Inc. | | | 801,417 | | | | 12.33 | % |
| | Citibank, N.A. | | | 724,316 | | | | 11.14 | % |
| | Pershing LLC | | | 601,669 | | | | 9.26 | % |
| | Stifel, Nicolaus & Company Incorporated | | | 531,628 | | | | 8.18 | % |
| | TD Ameritrade Clearing, Inc. | | | 421,993 | | | | 6.49 | % |
| | | |
iShares Russell 1000 ETF | | State Street Bank and Trust Company | | | 29,305,389 | | | | 21.80 | % |
| | Charles Schwab & Co., Inc. | | | 20,162,607 | | | | 15.00 | % |
| | National Financial Services LLC | | | 17,608,432 | | | | 13.10 | % |
| | | |
iShares Russell 1000 Growth ETF | | National Financial Services LLC | | | 42,689,693 | | | | 14.05 | % |
| | Morgan Stanley Smith Barney LLC | | | 38,929,614 | | | | 12.81 | % |
| | Merrill Lynch Safekeeping | | | 29,024,265 | | | | 9.55 | % |
| | Charles Schwab & Co., Inc. | | | 22,853,169 | | | | 7.52 | % |
| | | |
iShares Russell 1000 Value ETF | | National Financial Services LLC | | | 47,650,195 | | | | 14.67 | % |
| | Morgan Stanley Smith Barney LLC | | | 36,966,881 | | | | 11.38 | % |
| | Merrill Lynch Safekeeping | | | 31,546,435 | | | | 9.71 | % |
| | TD Ameritrade Clearing, Inc. | | | 24,713,259 | | | | 7.61 | % |
| | Pershing LLC | | | 22,535,327 | | | | 6.94 | % |
| | Charles Schwab & Co., Inc. | | | 16,917,355 | | | | 5.21 | % |
| | | |
iShares Russell 2000 ETF | | Charles Schwab & Co., Inc. | | | 31,968,663 | | | | 10.89 | % |
| | National Financial Services LLC | | | 22,242,253 | | | | 7.58 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 19,814,153 | | | | 6.75 | % |
| | The Bank of New York Mellon | | | 16,752,980 | | | | 5.71 | % |
I-22
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Russell 2000 Growth ETF | | National Financial Services LLC | | | 5,021,877 | | | | 10.65 | % |
| | Charles Schwab & Co., Inc. | | | 4,726,728 | | | | 10.02 | % |
| | Morgan Stanley Smith Barney LLC | | | 4,432,791 | | | | 9.40 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,764,823 | | | | 5.86 | % |
| | | |
iShares Russell 2000 Value ETF | | Charles Schwab & Co., Inc. | | | 7,854,969 | | | | 10.57 | % |
| | National Financial Services LLC | | | 7,648,949 | | | | 10.29 | % |
| | Morgan Stanley Smith Barney LLC | | | 7,623,079 | | | | 10.26 | % |
| | Pershing LLC | | | 6,011,395 | | | | 8.09 | % |
| | | |
iShares Russell 3000 ETF | | Charles Schwab & Co., Inc. | | | 7,864,353 | | | | 14.88 | % |
| | National Financial Services LLC | | | 7,052,294 | | | | 13.34 | % |
| | Northern Trust Company | | | 5,448,375 | | | | 10.31 | % |
| | SSB-Trust Custody | | | 3,768,366 | | | | 7.13 | % |
| | Pershing LLC | | | 2,716,425 | | | | 5.14 | % |
| | | |
iShares Russell Mid-Cap ETF | | JPMorgan Chase Bank, National Association | | | 8,788,524 | | | | 10.58 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 6,778,048 | | | | 8.16 | % |
| | Wells Fargo Bank, National Association | | | 6,247,620 | | | | 7.52 | % |
| | Charles Schwab & Co., Inc. | | | 6,039,152 | | | | 7.27 | % |
| | National Financial Services LLC | | | 5,237,321 | | | | 6.30 | % |
| | PNC Bank, National Association | | | 4,444,787 | | | | 5.35 | % |
| | | |
iShares Russell Mid-Cap Growth ETF | | Morgan Stanley Smith Barney LLC | | | 9,316,124 | | | | 13.30 | % |
| | National Financial Services LLC | | | 7,901,754 | | | | 11.28 | % |
| | Charles Schwab & Co., Inc. | | | 5,758,425 | | | | 8.22 | % |
| | Pershing LLC | | | 5,519,318 | | | | 7.88 | % |
| | TD Ameritrade Clearing, Inc. | | | 4,514,792 | | | | 6.45 | % |
| | | |
iShares Russell Mid-Cap Value ETF | | Pershing LLC | | | 13,788,097 | | | | 12.12 | % |
| | National Financial Services LLC | | | 13,662,312 | | | | 12.01 | % |
| | Morgan Stanley Smith Barney LLC | | | 12,489,950 | | | | 10.98 | % |
| | Charles Schwab & Co., Inc. | | | 7,754,415 | | | | 6.81 | % |
| | | |
iShares Russell Top 200 ETF | | National Financial Services LLC | | | 464,480 | | | | 23.22 | % |
| | Charles Schwab & Co., Inc. | | | 312,062 | | | | 15.60 | % |
| | TD Ameritrade Clearing, Inc. | | | 293,618 | | | | 14.68 | % |
| | Merrill Lynch Safekeeping | | | 230,928 | | | | 11.55 | % |
| | First Clearing, LLC | | | 129,570 | | | | 6.48 | % |
| | Ameriprise Enterprise Investment Services Inc./
Beta/133 | | | 125,792 | | | | 6.29 | % |
| | | |
iShares Russell Top 200 Growth ETF | | Northern Trust Company | | | 3,632,514 | | | | 25.58 | % |
| | National Financial Services LLC | | | 2,422,728 | | | | 17.06 | % |
| | UBS Financial Services LLC | | | 1,346,750 | | | | 9.48 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,076,979 | | | | 7.58 | % |
| | Charles Schwab & Co., Inc. | | | 932,613 | | | | 6.57 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 879,714 | | | | 6.20 | % |
| | | |
iShares Russell Top 200 Value ETF | | UBS Financial Services LLC | | | 1,358,518 | | | | 28.90 | % |
| | Merrill Lynch Safekeeping | | | 587,143 | | | | 12.49 | % |
| | National Financial Services LLC | | | 455,622 | | | | 9.69 | % |
| | First Clearing, LLC | | | 357,970 | | | | 7.62 | % |
| | Morgan Stanley Smith Barney LLC | | | 355,612 | | | | 7.57 | % |
| | Wells Fargo Bank, National Association | | | 314,268 | | | | 6.69 | % |
| | | |
iShares S&P 100 ETF | | National Financial Services LLC | | | 5,853,200 | | | | 12.88 | % |
| | Charles Schwab & Co., Inc. | | | 4,553,413 | | | | 10.02 | % |
| | Merrill Lynch Safekeeping | | | 3,838,435 | | | | 8.45 | % |
| | Edward D. Jones & Co. | | | 3,755,773 | | | | 8.26 | % |
| | | |
iShares S&P 500 Growth ETF | | National Financial Services LLC | | | 23,492,135 | | | | 18.02 | % |
| | Morgan Stanley Smith Barney LLC | | | 16,800,531 | | | | 12.89 | % |
| | Charles Schwab & Co., Inc. | | | 11,644,554 | | | | 8.93 | % |
| | First Clearing, LLC | | | 7,762,045 | | | | 5.95 | % |
| | Merrill Lynch Safekeeping | | | 7,205,038 | | | | 5.53 | % |
| | Pershing LLC | | | 6,704,017 | | | | 5.14 | % |
| | | |
iShares S&P 500 Value ETF | | National Financial Services LLC | | | 23,575,171 | | | | 18.02 | % |
| | Morgan Stanley Smith Barney LLC | | | 15,964,765 | | | | 12.21 | % |
| | Charles Schwab & Co., Inc. | | | 10,046,902 | | | | 7.68 | % |
| | First Clearing, LLC | | | 8,158,364 | | | | 6.24 | % |
| | Merrill Lynch Safekeeping | | | 7,964,679 | | | | 6.09 | % |
| | | |
iShares S&P Mid-Cap 400 Growth ETF | | Wells Fargo Bank, National Association | | | 4,728,646 | | | | 14.09 | % |
| | National Financial Services LLC | | | 4,096,613 | | | | 12.21 | % |
| | First Clearing, LLC | | | 3,291,766 | | | | 9.81 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,159,836 | | | | 9.42 | % |
| | Charles Schwab & Co., Inc. | | | 2,486,825 | | | | 7.41 | % |
I-23
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares S&P Mid-Cap 400 Value ETF | | National Financial Services LLC | | | 5,507,638 | | | | 13.77 | % |
| | Wells Fargo Bank, National Association | | | 5,027,200 | | | | 12.57 | % |
| | First Clearing, LLC | | | 4,019,938 | | | | 10.05 | % |
| | Charles Schwab & Co., Inc. | | | 3,692,566 | | | | 9.23 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,258,751 | | | | 8.15 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,049,712 | | | | 5.12 | % |
| | | |
iShares S&P Small-Cap 600 Growth ETF | | National Financial Services LLC | | | 5,917,309 | | | | 21.71 | % |
| | Morgan Stanley Smith Barney LLC | | | 3,073,700 | | | | 11.28 | % |
| | Charles Schwab & Co., Inc. | | | 2,874,684 | | | | 10.55 | % |
| | First Clearing, LLC | | | 1,946,763 | | | | 7.14 | % |
| | | |
iShares S&P Small-Cap 600 Value ETF | | National Financial Services LLC | | | 7,436,053 | | | | 22.10 | % |
| | Charles Schwab & Co., Inc. | | | 4,864,221 | | | | 14.46 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,760,033 | | | | 8.20 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,064,402 | | | | 6.13 | % |
| | First Clearing, LLC | | | 1,955,263 | | | | 5.81 | % |
| | | |
iShares Select Dividend ETF | | National Financial Services LLC | | | 29,357,117 | | | | 15.62 | % |
| | Charles Schwab & Co., Inc. | | | 19,170,211 | | | | 10.20 | % |
| | Morgan Stanley Smith Barney LLC | | | 15,292,744 | | | | 8.13 | % |
| | Merrill Lynch Safekeeping | | | 14,237,663 | | | | 7.57 | % |
| | First Clearing, LLC | | | 9,451,330 | | | | 5.03 | % |
| | | |
iShares Short Treasury Bond ETF | | Deutsche Bank Securities Inc. /Cedear | | | 24,227,942 | | | | 55.19 | % |
| | | |
iShares Short-Term National Muni Bond ETF | | National Financial Services LLC | | | 1,903,332 | | | | 14.10 | % |
| | Charles Schwab & Co., Inc. | | | 1,820,388 | | | | 13.48 | % |
| | Merrill Lynch Safekeeping | | | 1,256,427 | | | | 9.31 | % |
| | UBS Financial Services LLC | | | 1,149,820 | | | | 8.52 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,099,152 | | | | 8.14 | % |
| | Bank of America, NA/GWIM Trust Operations | | | 1,003,137 | | | | 7.43 | % |
| | | |
iShares TIPS Bond ETF | | Merrill Lynch Safekeeping | | | 21,166,865 | | | | 10.60 | % |
| | National Financial Services LLC | | | 20,684,446 | | | | 10.36 | % |
| | Pershing LLC | | | 19,669,555 | | | | 9.85 | % |
| | Morgan Stanley Smith Barney LLC | | | 18,602,434 | | | | 9.32 | % |
| | Charles Schwab & Co., Inc. | | | 18,321,982 | | | | 9.17 | % |
| | State Street Bank and Trust Company | | | 12,837,460 | | | | 6.43 | % |
| | | |
iShares Transportation Average ETF | | National Financial Services LLC | | | 727,341 | | | | 12.33 | % |
| | Charles Schwab & Co., Inc. | | | 667,752 | | | | 11.32 | % |
| | Brown Brothers Harriman & Co. | | | 513,111 | | | | 8.70 | % |
| | The Bank of New York Mellon | | | 472,762 | | | | 8.01 | % |
| | Citibank, N.A. | | | 318,369 | | | | 5.40 | % |
| | Deutsche Bank Securities Inc. /Cedear | | | 295,749 | | | | 5.01 | % |
| | | |
iShares Treasury Floating Rate Bond ETF | | J.P. Morgan Clearing Corp. | | | 110,702 | | | | 18.45 | % |
| | Merrill Lynch Safekeeping | | | 65,781 | | | | 10.96 | % |
| | LPL Financial Corporation | | | 59,996 | | | | 10.00 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 59,390 | | | | 9.90 | % |
| | Charles Schwab & Co., Inc. | | | 49,455 | | | | 8.24 | % |
| | UBS Financial Services LLC | | | 48,469 | | | | 8.08 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 33,562 | | | | 5.59 | % |
| | | |
iShares U.S. Aerospace & Defense ETF | | National Financial Services LLC | | | 3,381,414 | | | | 18.28 | % |
| | Charles Schwab & Co., Inc. | | | 1,775,542 | | | | 9.60 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,388,284 | | | | 7.50 | % |
| | Pershing LLC | | | 1,254,321 | | | | 6.78 | % |
| | Merrill Lynch Safekeeping | | | 1,103,869 | | | | 5.97 | % |
| | First Clearing, LLC | | | 998,652 | | | | 5.40 | % |
| | TD Ameritrade Clearing, Inc. | | | 996,252 | | | | 5.39 | % |
| | | |
iShares U.S. Basic Materials ETF | | National Financial Services LLC | | | 2,321,453 | | | | 21.59 | % |
| | Merrill Lynch Safekeeping | | | 1,029,579 | | | | 9.58 | % |
| | Charles Schwab & Co., Inc. | | | 912,254 | | | | 8.49 | % |
| | Pershing LLC | | | 824,139 | | | | 7.67 | % |
| | TD Ameritrade Clearing, Inc. | | | 760,153 | | | | 7.07 | % |
| | First Clearing, LLC | | | 640,586 | | | | 5.96 | % |
| | LPL Financial Corporation | | | 559,781 | | | | 5.21 | % |
| | | |
iShares U.S. Broker-Dealers & Securities | | National Financial Services LLC | | | 470,400 | | | | 14.93 | % |
Exchanges ETF | | Morgan Stanley Smith Barney LLC | | | 368,385 | | | | 11.69 | % |
| | First Clearing, LLC | | | 325,454 | | | | 10.33 | % |
| | Charles Schwab & Co., Inc. | | | 274,874 | | | | 8.73 | % |
| | JPMorgan Chase Bank, National Association | | | 177,016 | | | | 5.62 | % |
I-24
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares U.S. Consumer Goods ETF | | Charles Schwab & Co., Inc. | | | 589,622 | | | | 9.75 | % |
| | National Financial Services LLC | | | 583,285 | | | | 9.64 | % |
| | Morgan Stanley Smith Barney LLC | | | 568,700 | | | | 9.40 | % |
| | TD Ameritrade Clearing, Inc. | | | 471,463 | | | | 7.79 | % |
| | Merrill Lynch Safekeeping | | | 423,048 | | | | 6.99 | % |
| | First Clearing, LLC | | | 396,611 | | | | 6.56 | % |
| | The Bank of New York Mellon | | | 367,619 | | | | 6.08 | % |
| | Pershing LLC | | | 344,076 | | | | 5.69 | % |
| | UBS Financial Services LLC | | | 330,586 | | | | 5.46 | % |
| | | |
iShares U.S. Consumer Services ETF | | Morgan Stanley Smith Barney LLC | | | 546,110 | | | | 12.55 | % |
| | National Financial Services LLC | | | 478,859 | | | | 11.01 | % |
| | Charles Schwab & Co., Inc. | | | 344,241 | | | | 7.91 | % |
| | SSB – BlackRock Institutional Trust | | | 300,000 | | | | 6.90 | % |
| | TD Ameritrade Clearing, Inc. | | | 284,406 | | | | 6.54 | % |
| | Merrill Lynch Safekeeping | | | 256,027 | | | | 5.89 | % |
| | First Clearing, LLC | | | 255,729 | | | | 5.88 | % |
| | | |
iShares U.S. Credit Bond ETF | | UBS Financial Services LLC | | | 3,566,373 | | | | 29.23 | % |
| | SSB – BlackRock Institutional Trust | | | 1,397,271 | | | | 11.45 | % |
| | National Financial Services LLC | | | 742,366 | | | | 6.08 | % |
| | Charles Schwab & Co., Inc. | | | 697,403 | | | | 5.72 | % |
| | Morgan Stanley Smith Barney LLC | | | 697,172 | | | | 5.71 | % |
| | | |
iShares U.S. Energy ETF | | Citibank, N.A. | | | 3,809,715 | | | | 12.25 | % |
| | National Financial Services LLC | | | 3,587,860 | | | | 11.54 | % |
| | Charles Schwab & Co., Inc. | | | 2,897,600 | | | | 9.32 | % |
| | Merrill Lynch Safekeeping | | | 2,555,431 | | | | 8.22 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,335,404 | | | | 7.51 | % |
| | | |
iShares U.S. Financial Services ETF | | National Financial Services LLC | | | 1,775,946 | | | | 13.40 | % |
| | Brown Brothers Harriman & Co. | | | 1,227,212 | | | | 9.26 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,118,675 | | | | 8.44 | % |
| | Merrill Lynch Safekeeping | | | 776,696 | | | | 5.86 | % |
| | The Bank of New York Mellon | | | 776,680 | | | | 5.86 | % |
| | | |
iShares U.S. Financials ETF | | National Financial Services LLC | | | 2,770,022 | | | | 16.99 | % |
| | Merrill Lynch Safekeeping | | | 1,709,813 | | | | 10.49 | % |
| | Charles Schwab & Co., Inc. | | | 1,258,124 | | | | 7.72 | % |
| | The Bank of New York Mellon | | | 932,240 | | | | 5.72 | % |
| | Pershing LLC | | | 930,183 | | | | 5.71 | % |
| | Morgan Stanley Smith Barney LLC | | | 911,217 | | | | 5.59 | % |
| | | |
iShares U.S. Healthcare ETF | | National Financial Services LLC | | | 1,444,302 | | | | 11.99 | % |
| | Merrill Lynch Safekeeping | | | 1,093,726 | | | | 9.08 | % |
| | Charles Schwab & Co., Inc. | | | 1,036,801 | | | | 8.60 | % |
| | Morgan Stanley Smith Barney LLC | | | 802,461 | | | | 6.66 | % |
| | First Clearing, LLC | | | 781,082 | | | | 6.48 | % |
| | Northern Trust Company | | | 765,790 | | | | 6.36 | % |
| | UBS Financial Services LLC | | | 609,236 | | | | 5.06 | % |
| | | |
iShares U.S. Healthcare Providers ETF | | Charles Schwab & Co., Inc. | | | 601,757 | | | | 15.63 | % |
| | National Financial Services LLC | | | 491,102 | | | | 12.76 | % |
| | Morgan Stanley Smith Barney LLC | | | 386,113 | | | | 10.03 | % |
| | Pershing LLC | | | 197,295 | | | | 5.12 | % |
| | | |
iShares U.S. Home Construction ETF | | National Financial Services LLC | | | 5,132,837 | | | | 11.13 | % |
| | Charles Schwab & Co., Inc. | | | 4,584,253 | | | | 9.94 | % |
| | Morgan Stanley & Co. Incorporated | | | 2,597,538 | | | | 5.63 | % |
| | Citibank, N.A. | | | 2,592,810 | | | | 5.62 | % |
| | TD Ameritrade Clearing, Inc. | | | 2,574,149 | | | | 5.58 | % |
| | Merrill Lynch Safekeeping | | | 2,469,373 | | | | 5.36 | % |
| | | |
iShares U.S. Industrials ETF | | Merrill Lynch Safekeeping | | | 847,398 | | | | 10.59 | % |
| | National Financial Services LLC | | | 839,775 | | | | 10.50 | % |
| | Charles Schwab & Co., Inc. | | | 642,855 | | | | 8.04 | % |
| | Morgan Stanley Smith Barney LLC | | | 600,196 | | | | 7.50 | % |
| | The Bank of New York Mellon | | | 564,393 | | | | 7.05 | % |
| | BMO Nesbitt Burns Inc. /CDS | | | 432,173 | | | | 5.40 | % |
| | First Clearing, LLC | | | 425,271 | | | | 5.32 | % |
| | Citibank, N.A. | | | 421,189 | | | | 5.26 | % |
| | | |
iShares U.S. Insurance ETF | | Morgan Stanley Smith Barney LLC | | | 422,060 | | | | 15.63 | % |
| | National Financial Services LLC | | | 366,125 | | | | 13.56 | % |
| | Charles Schwab & Co., Inc. | | | 270,494 | | | | 10.02 | % |
| | First Clearing, LLC | | | 233,374 | | | | 8.64 | % |
| | Merrill Lynch Safekeeping | | | 205,648 | | | | 7.62 | % |
| | TD Ameritrade Clearing, Inc. | | | 186,367 | | | | 6.90 | % |
I-25
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares U.S. Medical Devices ETF | | National Financial Services LLC | | | 1,649,286 | | | | 20.88 | % |
| | Charles Schwab & Co., Inc. | | | 831,483 | | | | 10.53 | % |
| | Morgan Stanley Smith Barney LLC | | | 612,901 | | | | 7.76 | % |
| | Citibank, N.A. | | | 602,639 | | | | 7.63 | % |
| | Pershing LLC | | | 432,976 | | | | 5.48 | % |
| | First Clearing, LLC | | | 426,364 | | | | 5.40 | % |
| | | |
iShares U.S. Oil & Gas Exploration & Production ETF | | The Bank of New York Mellon | | | 1,188,971 | | | | 16.51 | % |
| | Merrill Lynch Safekeeping | | | 684,166 | | | | 9.50 | % |
| | Charles Schwab & Co., Inc. | | | 681,830 | | | | 9.47 | % |
| | National Financial Services LLC | | | 562,992 | | | | 7.82 | % |
| | Citibank, N.A. | | | 426,397 | | | | 5.92 | % |
| | LPL Financial Corporation | | | 379,908 | | | | 5.28 | % |
| | JPMorgan Chase Bank, National Association | | | 369,683 | | | | 5.13 | % |
| | | |
iShares U.S. Oil Equipment & Services ETF | | Citibank, N.A. | | | 997,542 | | | | 16.77 | % |
| | National Financial Services LLC | | | 602,772 | | | | 10.13 | % |
| | Charles Schwab & Co., Inc. | | | 470,902 | | | | 7.91 | % |
| | Morgan Stanley Smith Barney LLC | | | 435,467 | | | | 7.32 | % |
| | Merrill Lynch Safekeeping | | | 344,786 | | | | 5.79 | % |
| | Brown Brothers Harriman & Co. | | | 301,433 | | | | 5.07 | % |
| | | |
iShares U.S. Pharmaceuticals ETF | | The Bank of New York Mellon | | | 826,393 | | | | 17.58 | % |
| | National Financial Services LLC | | | 535,711 | | | | 11.40 | % |
| | Charles Schwab & Co., Inc. | | | 502,979 | | | | 10.70 | % |
| | TD Ameritrade Clearing, Inc. | | | 346,728 | | | | 7.38 | % |
| | Merrill Lynch Safekeeping | | | 313,817 | | | | 6.68 | % |
| | Morgan Stanley Smith Barney LLC | | | 261,580 | | | | 5.57 | % |
| | Citibank, N.A. | | | 243,367 | | | | 5.18 | % |
| | | |
iShares U.S. Preferred Stock ETF | | National Financial Services LLC | | | 72,613,911 | | | | 16.09 | % |
| | Charles Schwab & Co., Inc. | | | 48,875,544 | | | | 10.83 | % |
| | First Clearing, LLC | | | 30,931,507 | | | | 6.85 | % |
| | Merrill Lynch Safekeeping | | | 26,903,800 | | | | 5.96 | % |
| | TD Ameritrade Clearing, Inc. | | | 26,619,337 | | | | 5.90 | % |
| | Morgan Stanley Smith Barney LLC | | | 25,669,751 | | | | 5.69 | % |
| | Pershing LLC | | | 23,559,171 | | | | 5.22 | % |
| | | |
iShares U.S. Real Estate ETF | | National Financial Services LLC | | | 6,885,806 | | | | 10.68 | % |
| | The Bank of New York Mellon | | | 4,289,414 | | | | 6.66 | % |
| | | |
iShares U.S. Regional Banks ETF | | National Financial Services LLC | | | 1,968,371 | | | | 12.15 | % |
| | Charles Schwab & Co., Inc. | | | 1,659,863 | | | | 10.25 | % |
| | Merrill Lynch Safekeeping | | | 1,465,802 | | | | 9.05 | % |
| | First Clearing, LLC | | | 1,205,756 | | | | 7.44 | % |
| | Morgan Stanley Smith Barney LLC | | | 880,198 | | | | 5.43 | % |
| | | |
iShares U.S. Technology ETF | | Merrill Lynch Safekeeping | | | 3,181,836 | | | | 12.91 | % |
| | Charles Schwab & Co., Inc. | | | 2,813,022 | | | | 11.41 | % |
| | Morgan Stanley Smith Barney LLC | | | 2,690,945 | | | | 10.92 | % |
| | National Financial Services LLC | | | 2,606,138 | | | | 10.57 | % |
| | First Clearing, LLC | | | 1,386,145 | | | | 5.62 | % |
| | UBS Financial Services LLC | | | 1,283,212 | | | | 5.21 | % |
| | | |
iShares U.S. Telecommunications ETF | | Charles Schwab & Co., Inc. | | | 1,996,314 | | | | 13.05 | % |
| | Merrill Lynch Safekeeping | | | 1,787,497 | | | | 11.68 | % |
| | Morgan Stanley Smith Barney LLC | | | 1,473,017 | | | | 9.63 | % |
| | National Financial Services LLC | | | 1,339,197 | | | | 8.75 | % |
| | The Bank of New York Mellon | | | 978,990 | | | | 6.40 | % |
| | Ameriprise Enterprise Investment Services Inc./ Beta/133 | | | 927,617 | | | | 6.06 | % |
| | First Clearing, LLC | | | 872,819 | | | | 5.70 | % |
| | | |
iShares U.S. Treasury Bond ETF | | Merrill Lynch Safekeeping | | | 58,581,834 | | | | 37.77 | % |
| | National Financial Services LLC | | | 21,639,370 | | | | 13.95 | % |
| | UBS Financial Services LLC | | | 16,148,028 | | | | 10.41 | % |
| | SEI Private Trust Company | | | 14,493,779 | | | | 9.34 | % |
| | SSB – BlackRock Institutional Trust | | | 9,438,156 | | | | 6.09 | % |
| | Charles Schwab & Co., Inc. | | | 8,903,851 | | | | 5.74 | % |
| | | |
iShares U.S. Utilities ETF | | Charles Schwab & Co., Inc. | | | 1,148,832 | | | | 18.53 | % |
| | National Financial Services LLC | | | 921,293 | | | | 14.86 | % |
| | First Clearing, LLC | | | 467,145 | | | | 7.53 | % |
| | Pershing LLC | | | 462,957 | | | | 7.47 | % |
| | Morgan Stanley Smith Barney LLC | | | 442,760 | | | | 7.14 | % |
| | Merrill Lynch Safekeeping | | | 429,579 | | | | 6.93 | % |
| | TD Ameritrade Clearing, Inc. | | | 408,105 | | | | 6.58 | % |
I-26
| | | | | | | | | | |
| | | | Shares Beneficially Percentage of | |
Fund Name | | Participant Name | | Owned | | | Ownership | |
iShares Yield Optimized Bond ETF | | Merrill Lynch Safekeeping | | | 148,404 | | | | 19.79 | % |
| | National Financial Services LLC | | | 102,276 | | | | 13.64 | % |
| | TD Ameritrade Clearing, Inc. | | | 78,190 | | | | 10.43 | % |
| | Charles Schwab & Co., Inc. | | | 67,527 | | | | 9.00 | % |
| | LPL Financial Corporation | | | 62,383 | | | | 8.32 | % |
| | Merrill Lynch, Pierce, Fenner & Smith Incorporated | | | 55,299 | | | | 7.37 | % |
| | SSB – BlackRock Institutional Trust | | | 50,000 | | | | 6.67 | % |
| | Pershing LLC | | | 39,757 | | | | 5.30 | % |
| | | |
iShares U.S. ETF Trust | | | | | | | | | | |
iShares Commodities Select Strategy ETF | | Charles Schwab & Co., Inc. | | | 3,280,256 | | | | 48.96 | % |
| | National Financial Services LLC | | | 970,144 | | | | 14.48 | % |
| | The Bank of New York Mellon | | | 541,493 | | | | 8.08 | % |
| | TD Ameritrade Clearing, Inc. | | | 465,773 | | | | 6.95 | % |
| | | |
iShares Edge U.S. Fixed Income Balanced Risk ETF | | Merrill Lynch Safekeeping | | | 474,671 | | | | 43.15 | % |
| | The Bank of New York Mellon | | | 218,670 | | | | 19.88 | % |
| | LPL Financial Corporation | | | 91,672 | | | | 8.33 | % |
| | Pershing LLC | | | 69,434 | | | | 6.31 | % |
| | | |
iShares Interest Rate Hedged 10+ Year Credit | | Charles Schwab & Co., Inc. | | | 314,853 | | | | 69.97 | % |
Bond ETF | | J.P. Morgan Clearing Corp. | | | 27,899 | | | | 6.20 | % |
| | UBS Financial Services LLC | | | 25,533 | | | | 5.67 | % |
| | | |
iShares Interest Rate Hedged Corporate Bond ETF | | National Financial Services LLC | | | 251,036 | | | | 35.86 | % |
| | UBS Financial Services LLC | | | 93,876 | | | | 13.41 | % |
| | Pershing LLC | | | 88,402 | | | | 12.63 | % |
| | Charles Schwab & Co., Inc. | | | 37,602 | | | | 5.37 | % |
| | | |
iShares Interest Rate Hedged Emerging Markets | | J.P. Morgan Clearing Corp. | | | 66,177 | | | | 66.18 | % |
Bond ETF | | Pershing LLC | | | 6,868 | | | | 6.87 | % |
| | TD Ameritrade Clearing, Inc. | | | 6,184 | | | | 6.18 | % |
| | Charles Schwab & Co., Inc. | | | 5,452 | | | | 5.45 | % |
| | | |
iShares Interest Rate Hedged High Yield Bond ETF | | Northern Trust Company | | | 1,392,685 | | | | 56.84 | % |
| | National Financial Services LLC | | | 470,772 | | | | 19.22 | % |
| | | |
iShares Short Maturity Bond ETF | | National Financial Services LLC | | | 6,118,754 | | | | 13.06 | % |
| | The Bank of New York Mellon | | | 4,678,192 | | | | 9.99 | % |
| | Charles Schwab & Co., Inc. | | | 4,554,210 | | | | 9.72 | % |
| | State Street Bank and Trust Company | | | 4,229,488 | | | | 9.03 | % |
| | Morgan Stanley Smith Barney LLC | | | 4,011,858 | | | | 8.56 | % |
| | Merrill Lynch Safekeeping | | | 3,714,438 | | | | 7.93 | % |
| | Northern Trust Company | | | 2,610,459 | | | | 5.57 | % |
| | | |
iShares Short Maturity Municipal Bond ETF | | National Financial Services LLC | | | 230,223 | | | | 30.70 | % |
| | Charles Schwab & Co., Inc. | | | 147,015 | | | | 19.60 | % |
| | Merrill Lynch Safekeeping | | | 96,917 | | | | 12.92 | % |
| | Pershing LLC | | | 62,718 | | | | 8.36 | % |
| | LPL Financial Corporation | | | 61,653 | | | | 8.22 | % |
| | | |
iShares Ultra Short-Term Bond ETF | | Merrill Lynch Safekeeping | | | 2,155,929 | | | | 88.00 | % |
I-27
| | |
Participant Name | | Participant Mailing Address |
Ameriprise Enterprise Investment Services Inc./Beta/133 | | 901 3rd Avenue South, Minneapolis, MN 55474 |
Bank of America, NA/GWIM Trust Operations | | 414 N. Akard Street, 5th Floor, Dallas, TX 75201-3077 |
Bank of America/LaSalle Bank NA | | 200 North College Street, Charlotte, NC 28255 |
BMO Nesbitt Burns Inc./CDS | | 250 Yonge Street, 7th Floor, Toronto, ON, Canada M5B 2M8 |
BNP Paribas, New York Branch/Custody Services | | 525 Washington Blvd., Jersey City, NJ 07310 |
Brown Brothers Harriman & Co. | | 525 Washington Blvd., 11th Floor, Jersey City, NJ 07310 |
Charles Schwab & Co., Inc. | | 111 Pavonia Avenue, Jersey City, NJ 07310 |
CIBC World Markets Inc. /CDS | | 161 Bay Street, 10th Floor, Toronto, ON, Canada M5J 258 |
Citadel Securities LLC/Internal | | 131 South Dearborn Street, Chicago, IL 60603 |
Citigroup Global Markets Inc. | | 388 Greenwich Street, New York, NY 10013 |
Citibank, N.A. | | 3800 CitiBank Center Tampa, Building A/Floor 2, Tampa, FL 33610 |
Citigroup Global Markets Inc. /Salomon Brothers | | 580 Crosspoint Parkway, 2nd Floor, Getzville, NY 14068 |
Computershare Trust Company, N.A. | | 250 Royall Street, Canton, MA 02021 |
D.A. Davidson & Co. | | 9 3rd Street North, Great Falls, MT 59403 |
Deutsche Bank Securities Inc./Cedear | | 1251 Avenue of the Americas, New York, NY 10020 |
Deutsche Bank Securities, Inc. | | 1 South Street, Baltimore, MD 21202 |
E*Trade Clearing LLC | | Harborside Financial Center, 501 Plaza 11, Jersey City, NJ 07311 |
Edward D. Jones & Co. | | 12555 Manchester Road, Saint Louis, MO 63131 |
Fifth Third Bank | | 5001 Kingsley Drive, Cincinnati, OH 45263 |
First Clearing, LLC | | 901 East Byrd Street, Richmond, VA 23219 |
FOLIO (FN) Investment, Inc. | | 8180 Greensboro Drive, 8th Floor, McLean, VA 22102 |
Goldman Sachs International | | 133 Peterborough Court, 4th Floor, London, UK ECY A2BB |
Goldman, Sachs & Co. | | 30 Hudson Street, 16th Floor, Jersey City, NJ 07302 |
Interactive Brokers Retail Equity Clearing | | 8 Greenwich Office Park, Greenwich, CT 06831 |
J.P. Morgan Clearing Corp. | | One Metrotech Center North, Brooklyn, NY 11201 |
Janney Montgomery Scott Inc. | | 26 Broadway, New York, NY 10004 |
JPMorgan Chase Bank NA/DBTC Americas/Deutsche Bank AG, London | | 1 Appold Street, Broadgate, London, UK EC2A 2HE |
JPMorgan Chase Bank, National Association | | 14201 Dallas Pkwy, 12th Floor, Dallas, TX 75240 |
LPL Financial Corporation | | 9785 Towne Centre Drive, San Diego, CA 92121-1968 |
M&I Marshall & Ilsley Bank | | 11270 W Park Place, 7th Floor, Milwaukee, WI 53224 |
Merrill Lynch Safekeeping | | 101 Hudson Street, 8th Floor, Jersey City, NJ 07302 |
Merrill Lynch, Pierce, Fenner & Smith Incorporated | | 101 Hudson Street, 9th Floor, Jersey City, NJ 07302-3997 |
Mitsubishi UFJ Trust & Banking Corporation (U.S.A.) | | 420 Fifth Avenue, 6th Floor, New York, NY 10018 |
Morgan Stanley & Co. Incorporated | | One Pierrepont Plaza, 8th Floor, Brooklyn, NY 11201 |
Morgan Stanley Smith Barney LLC | | 1300 Thames Street, 6th Floor, Baltimore, MD 21231 |
National Financial Services LLC | | 200 Liberty Street, 5th Floor, New York, NY 10281 |
NBCN Inc./CDS | | 1010 Rue De La Gauchetiere, Montreal, Québec, Canada H3B 2N2 |
Northern Trust Company | | 801 South Canal Street, Chicago, IL 60612 |
Northern Trust Company/United Nations Joint Staff Pension Fund | | 50 South LaSalle Street, Chicago, IL 60675 |
Penson Financial Services, Inc./Ridge | | 330 Bay Street, Suite 711, Toronto, ON Canada M5H 2S8 |
Pershing LLC | | One Pershing Plaza, Jersey City, NJ 07399 |
PNC Bank, National Association | | 8800 Tinicum Blvd., Attn: Trade Sett. Dept, Philadelphia, PA 19153 |
Raymond, James & Associates, Inc. | | 880 Carillon Parkway, P.O. Box 12749, St. Petersburg, FL 33733 |
RBC Capital Markets Corporation | | One Liberty Plaza, New York, NY 10006-1446 |
RBC Dominion Securities, Inc./CDS | | 200 Bay Street, 6th Floor, Royal Bank Plaza North Tower, Toronto, ON, Canada M5J 2W7 |
Robert W. Baird & Co. Incorporated | | 777 E. Wisconsin Ave, 9th Ave Floor, Milwaukee, WI 53202 |
Scottrade, Inc. | | 12855 Flushing Meadow Dr., St. Louis, MO 63131 |
SEI Private Trust Company | | 1 Freedom Valley Drive, Oaks, PA 19456 |
SG Americas Securities, LLC | | 480 Washington Boulevard, Jersey City, NJ 07310 |
SSB – BlackRock Institutional Trust | | 400 Howard Street, San Francisco, CA 94105 |
SSB-Trust Custody | | 1776 Heritage Drive, Quincy, MA 02171 |
State Street Bank and Trust Company | | 1776 Heritage Drive, North Quincy, MA 02171 |
Stifel, Nicolaus & Company Incorporated | | 501 N. Broadway, St. Louis, MO 63102 |
TD Ameritrade Clearing, Inc. | | 1005 N. Ameritrade Place, Bellevue, NE 68005 |
The Bank of New York Mellon | | 401 Salina Street, 2nd Floor, Syracuse, NY 13202 |
The Bank of New York Mellon/ Mellon Trust of New England, National Association | | One Boston Place, 8th Floor, Boston, MA 02108 |
I-28
| | |
Participant Name | | Participant Mailing Address |
TradeStation Securities, Inc. | | 8050 SW 10th Street, Plantation, FL 33324 |
U.S. Bank N.A. | | 1555 North Rivercenter Dr., Suite 302, Milwaukee, WI 53212 |
U.S. Bank N.A./ETF | | 1555 North Rivercenter Dr., Suite 302, Milwaukee, WI 53212 |
UBS Financial Services LLC | | 1000 Harbor Blvd., 8th Floor, Weehawken, NJ 07087 |
UBS Securities LLC | | 677 Washington Blvd., Stamford, CT 06901 |
Union Bank of California, N.A. | | 350 California St., 8th Floor, San Francisco, CA 94104 |
Vanguard Marketing Corporation | | 100 Vanguard Boulevard, Malvern, PA 19355 |
Virtu Financial BD LLC | | 645 Madison Avenue, New York, NY 10022 |
Wells Fargo Bank, National Association | | 733 Marquette Ave, 4th Floor, Minneapolis, MN 55402 |
Wells Fargo Securities, LLC | | 8739 Research Drive, Charlotte, NC 28262-0675 |
I-29
Appendix J – BLACKROCK INTERNATIONAL LIMITED SUB-ADVISED FUNDS
| | |
Fund Name | | |
iShares 1-3 Year International Treasury Bond ETF iShares Core International Aggregate Bond ETF iShares Emerging Markets Local Currency Bond ETF iShares Global High Yield Corporate Bond ETF iShares International High Yield Bond ETF iShares International Preferred Stock ETF iShares International Treasury Bond ETF iShares Commodities Select Strategy ETF | | |
J-1
Appendix K – JOINT AUDIT COMMITTEE CHARTER
AUDIT COMMITTEE CHARTER
For
iShares Trust,
iShares U.S. ETF Trust,
iShares, Inc.,
iShares U.S. ETF Company, Inc. and
iShares Sovereign Screened Global Bond Fund, Inc.
I. | Composition of the Audit Committee: The Audit Committee of the Board of Trustees of iShares Trust and iShares U.S. ETF Trust and the Audit Committee of the Board of Directors of iShares, Inc., iShares U.S. ETF Company, Inc. and iShares Sovereign Screened Global Bond Fund, Inc. (hereinafter referred to in the singular as the “Committee” and the “Board”) shall be comprised only of Trustees and Directors of iShares Trust, iShares U.S. ETF Trust, iShares, Inc., iShares U.S. ETF Company, Inc. or iShares Sovereign Screened Global Bond Fund, Inc. (each, a “Company,” and together, the “Companies”) that are not “interested persons” of the Companies within the meaning of Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “Act”), and shall otherwise satisfy all Securities and Exchange Commission (“SEC”) regulations applicable to audit committees of listed open-end investment companies and the applicable membership rules of the national securities exchanges on which the individual series of each Company are listed, as such requirements are interpreted by the Board in its business judgment. Each member of the Committee shall be “financially literate” as the Committee interprets such qualification in its business judgment, or must become financially literate within a reasonable period of time (as the Committee interprets such time period in its business judgment) after his or her appointment to the Committee. The Committee shall have at least three members. |
The Board shall determine annually whether any member of the Committee is an “audit committee financial expert,” as defined in Item 3 of Form N-CSR. Any member of the Committee who is determined to be such an expert shall not bear any duties, obligations or liabilities that are greater than the duties, obligations and liabilities imposed on such member as a member of the Committee and the Board in the absence of such determination. Likewise, the presence on the Committee of a member determined to be such an expert does not otherwise affect the duties, obligations or liabilities of any other member of the Committee. Furthermore, the determination by the Board that any member of the Committee is an audit committee financial expert shall not make such person an expert for any other purpose, including without limitation under Section 11 of the Securities Act of 1933 or applicable fiduciary laws. The determination by the Board that a member of the Committee is an audit committee financial expert is solely a disclosure-based determination and made for purposes of complying with Section 407 of the Sarbanes-Oxley Act and applicable rules of the SEC.
The Committee shall elect a chairperson by a majority vote (the “Chairperson”). When a Chairperson is appointed, he or she shall preside at all Committee meetings at which he or she is present and have such other duties and powers as may be determined by the Committee members. The Chairperson shall serve until he or she resigns, is removed by the Committee, or is replaced by a duly appointed successor.
The compensation of Committee members shall be as determined by the Board from time to time. No member of the Committee may receive, directly or indirectly, any consulting, advisory or other compensatory fee from the Companies (or their subsidiaries, if any), other than fees paid in his or her capacity as a member of the Board or a committee of the Board, provided that, unless the rules of any applicable national securities exchange or national securities association provide otherwise, compensatory fees do not include the receipt of fixed amounts of compensation under a retirement plan (including deferred compensation) for prior service with the Companies (provided that such compensation is not contingent in any way on continued service).
K-1
II. | Purposes of the Committee: The purposes of the Committee are to: |
| 1. | oversee the Companies’ accounting and financial reporting policies and processes and their internal controls over financial reporting; |
| 2. | oversee, or, as appropriate, assist Board oversight of, the quality, integrity and objectivity of the Companies’ financial statements and the independent audit thereof; |
| 3. | interact with the Companies’ independent registered public accounting firm (the “independent accountants”), appropriate officers of the Companies (“Management”), and the Companies’ investment adviser, sub-adviser, administrator and other key service providers regarding accounting and financial reporting matters; |
| 4. | oversee, or, as appropriate, assist Board oversight of, the Companies’ compliance with legal and regulatory requirements that relate to the Companies’ accounting and financial reporting, internal controls over financial reporting and independent audits; |
| 5. | approve, prior to appointment, the engagement of the independent accountants and, in connection therewith, review and evaluate the qualifications, independence and performance of the independent accountants; and |
| 6. | assume such other responsibilities as may be delegated by the Board. |
The function of the Committee is oversight. Management and contractually obligated service providers are responsible for the preparation, presentation and integrity of the Companies’ financial statements. Management and applicable service providers are responsible for maintaining appropriate accounting and financial reporting principles and policies and for establishing and maintaining adequate internal controls over financial reporting, in all cases designed to assure compliance with accounting standards and applicable laws and regulations. The independent accountants are responsible for planning and carrying out an audit in accordance with applicable auditing standards of the Companies’ annual financial statements and, in connection with those responsibilities, for considering the Companies’ internal controls over financial reporting and, if so engaged by the Companies, for reviewing the Companies’ unaudited interim financial statements in accordance with applicable accounting standards. In fulfilling their responsibilities hereunder, it is recognized that the members of the Committee are not full-time employees of the Companies, and the members of the Committee are neither acting as, nor do they represent themselves to be acting as, accountants or auditors. As such, in fulfilling their oversight duties under this Charter, it is neither the duty nor the responsibility of the Committee or its members to conduct “field work” or other types of auditing or accounting reviews or procedures or to set independence standards for the independent accountants, and each member of the Committee shall be entitled to rely on (i) the integrity of those persons and organizations within and outside the Companies from which it receives information, (ii) the accuracy of the financial and other information provided to the Committee by such persons or organizations, absent actual knowledge to the contrary (which shall be promptly reported to the Board) and (iii) representations made by Management as to any information technology, internal audit and other non-audit services provided by the independent accountants to the Companies, the Companies’ investment adviser and any entity controlling, controlled by or under common control with the Companies’ investment adviser that provides ongoing services to the Companies (the “Adviser Affiliates”). The authority and responsibilities set forth in this Charter do not reflect or create any duty or obligation of the Committee to plan or conduct any audits, to determine or certify that the Companies’ financial statements are complete, accurate, fairly presented, or in accordance with generally accepted accounting principles or applicable law or regulations, or to guarantee the independent accountants’ reports.
The independent accountants for the Companies shall report directly to the Committee.
III. | Meetings of the Committee: The Committee shall meet as often as it deems reasonably necessary or advisable. A majority of the members shall be authorized to call a meeting of the Committee and to send notice thereof. A majority of the members of the Committee shall constitute a quorum for the transaction of |
K-2
| business. The action of a majority of the members of the Committee present at a meeting at which a quorum is present shall be the action of the Committee. |
In addition, the Committee shall meet separately at least annually with Management and the independent accountants to discuss any matters that the Committee or any of these persons or firms believes should be discussed privately. The Committee may request any officer of the Companies or any officer or employee of any service provider, outside counsel to the Companies or to the Board members who are not “interested persons” (as that term is defined in Section 2(a)(19) of the Act) or representatives of the Companies’ independent accountants to attend a meeting of the Committee or to meet with any members of, or consultants to, the Committee.
Except as otherwise required by the Act or the rules thereunder, members of the Committee may participate in a meeting of the Committee by means of conference call or similar communications equipment by means of which all persons participating in the meeting can hear each other and may also act by unanimous written consent in lieu of a meeting. The Committee shall cause to be kept such minutes of its meetings as it shall deem appropriate.
IV. | Duties and Powers of the Committee: To carry out its purposes, the Committee shall have the following duties and powers: |
| 1. | with respect to the independent accountants, |
| (i) | to approve, prior to appointment, the engagement of the independent accountants to annually audit and provide their opinion on a Company’s financial statements, to approve and recommend to the Board, including those Board members who are not “interested persons” of the Companies (as that term is defined in Section 2(a)(19) of the Act), for approval, the selection, retention or termination of the independent accountants and, in connection therewith, to review and evaluate matters potentially affecting the independence and capabilities of the independent accountants; |
| (ii) | to review and approve the compensation of the independent accountants for the performance of audit services to the Companies; |
| (iii) | to ensure that the independent accountants prepare and deliver annually a formal written statement delineating all relationships between the independent accountants and the Companies, the BlackRock investment fund complex and any Adviser Affiliate (the “Statement as to Independence”1), to discuss with the independent accountants any relationships or services disclosed in the Statement as to Independence that may impact the objectivity and independence of the Companies’ independent accountants, and to take appropriate action in response to the Statement as to Independence to satisfy the Committee of the independent accountants’ independence; |
| (iv) | to obtain and review a report by the independent accountants, at least annually, describing the independent accountants’ internal quality-control procedures, any material issues raised by the most recent internal quality-control review or peer review, or any material issues raised by any inquiry or investigation by governmental or professional authorities, within the preceding five years, with respect to any independent audit carried out by the independent accountants, and any steps taken to deal with any such issues; |
| (v) | to approve, prior to appointment, in accordance with the policies and procedures of the Audit Committee, the engagement of the independent accountants to provide non-audit services to the Companies or any Adviser Affiliate, if the engagement relates directly to the operations and financial reporting of the Companies; |
| (vi) | to develop, to the extent deemed appropriate by the Committee, any policies and procedures for pre-approval of the engagement of the independent accountants to provide audit or non-audit |
1 | The independent accountants shall be responsible for the accuracy and completeness of the Statement as to Independence. |
K-3
| services to a Company and to provide non-audit services to a Company’s Adviser Affiliates, if the engagement relates directly to the operations and financial reporting of the Companies, provided in either case that the policies and procedures are detailed as to the particular services covered (de minimis non-audit services do not require pre-approval2); |
| (vii) | if asked by Management or the independent accountants, to review and resolve any disagreements between Management and the independent accountants regarding financial accounting and reporting; |
| (viii) | to establish clear policies regarding hiring of employees or former employees of the independent accountants by the Companies and the Companies’ investment adviser(s); and |
| 2. | with respect to financial reporting principles and controls over financial reporting, |
| (i) | to consider information and comments, which have been brought to the attention of the Committee, with respect to the Companies’ financial statements before their release; to meet with the independent accountants to discuss any matters of concern relating to, the Companies’ financial statements, including any adjustments to such statements recommended by the independent accountants; and to review the independent accountants’ opinion on the Companies’ financial statements; |
| (ii) | to consider information and comments from the independent accountants with respect to the adequacy of internal controls over financial reporting; |
| (iii) | to consider information and comments from the independent accountants with respect to the adequacy of internal controls of servicing agents employed on behalf of the Companies; |
| (iv) | to consider the reports required by applicable laws and regulations to be made by the independent accountants regarding: |
| • | | critical accounting policies and practices; |
| • | | alternative treatments within generally accepted accounting principles for policies and practices related to material items that have been discussed with Management, including ramifications of the use of such alternative disclosures and treatments, and the treatment preferred by the independent accountants; and |
| • | | other material written communications between the independent accountants and Management; |
| (v) | to consider any reports or communications (and Management’s responses thereto) submitted to the Committee by the independent accountants required by or referred to in the Public Company Accounting Oversight Board Auditing Standard No. 16, Communications with Audit Committees, as may be modified or supplemented, including reports and communications related to: |
| • | | deficiencies in the design or operation of controls over financial reporting noted in the audit; |
| • | | consideration of fraud in a financial statement audit; |
| • | | detection of illegal acts; |
| • | | the independent accountants’ responsibility under generally accepted auditing standards; |
| • | | significant accounting policies; |
2 | A non-audit service isde minimis if: (a) the total amount of the non-audit service is not more than 5% of the total amount of revenues received by the independent accountants from a Company and any Adviser Affiliate for services otherwise requiring Committee pre-approval during the fiscal year in which the non-audit service was provided; (b) the Company did not recognize these services as non-audit services at the time of the engagement; and (c) these services are promptly brought to the attention of the Committee and the Committee approves them before the audit is complete. |
K-4
| • | | Management judgments and accounting estimates; |
| • | | adjustments arising from the audit; |
| • | | the responsibility of the independent accountants for other information in documents containing audited financial statements; |
| • | | disagreements between Management and the independent accountants regarding the Companies’ financial reporting and the resolution of any such disagreements; |
| • | | consultation by Management with other accountants; |
| • | | major issues discussed with Management prior to retention of the independent accountants; |
| • | | audit differences not booked by Management; |
| • | | difficulties encountered with Management in performing the audit; and |
| • | | the independent accountant’s judgments about the quality of a Company’s accounting principles; |
| (vi) | to meet with Management and/or the independent accountants (separately from Management): |
| • | | to discuss the scope of the annual audit or any audit or review of interim financial statements; |
| • | | to review and discuss the audited financial statements; |
| • | | to discuss any significant matters arising from any audit or report or communication referred to in this Section IV, whether raised by Management or the independent accountants, relating to the Companies’ financial statements; |
| • | | to discuss significant tax accounting policies elected by the Companies (including compliance with Subchapter M of the Internal Revenue Code of 1986, as amended) and their effect on amounts distributed and reported to shareholders for federal tax purposes; |
| • | | to discuss significant changes to the Companies’ auditing and accounting principles, policies, controls, procedures and practices proposed or contemplated by the independent accountants or Management; |
| • | | to discuss significant risks and exposures, if any, and the steps taken to monitor and minimize such risks; and |
| • | | to discuss such other matters as the Committee deems necessary or advisable; |
| (vii) | to establish procedures reasonably designed: |
| • | | to receive, retain and treat complaints that a Company receives from any source about the Company’s accounting, internal controls over financial reporting, or auditing matters relating to the Company; and |
| • | | to receive confidential, anonymous submissions from employees of a Company, its investment adviser or its other service providers about questionable accounting or auditing matters relating to the Company; |
| 3. | with respect to reporting, recommendations and other matters, |
| (i) | upon request by the Board, to provide advice to the Board in selecting the principal accounting officer of each Company; |
| (ii) | to provide any report or other disclosures required by the rules of the SEC to be included in a Company’s proxy statement with respect to an annual meeting of shareholders; |
| (iii) | to review this Charter at least annually and recommend any changes to the Board; |
K-5
| (iv) | to evaluate the performance of the Committee on an annual basis and to report to the Board on the results of this evaluation (such evaluation may occur as part of the Board’s annual self-assessment); |
| (v) | to investigate or initiate an investigation of reports of improprieties in connection with the Companies’ accounting or financial reporting; |
| (vi) | to review and report on its activities to the Board on a regular basis and to make such recommendations with respect to the above and other matters as the Committee may deem necessary or appropriate; and |
| (vii) | to evaluate the performance of the independent accountants through the completion and/or discussion of the External Auditor Evaluation Questionnaire. |
| V. | Resources and Authority of the Committee: The Committee shall have the resources and authority appropriate to discharge its responsibilities, including (a) the authority to engage independent accountants for special audits, reviews and other procedures and to engage independent counsel and other advisors, experts or consultants, and (b) appropriate funding, as determined by the Committee, for payment of (i) compensation to the independent accountants engaged for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for a Company, (ii) compensation to any independent counsel and other advisors, experts or consultants engaged by the Committee and (iii) ordinary administrative expenses of the Committee that are necessary or appropriate in carrying out its duties. |
Approved by the Boards of Directors of iShares, Inc., iShares U.S. ETF Company, Inc. and iShares Sovereign Screened Global Bond Fund, Inc. and the Boards of Trustees of iShares Trust and iShares U.S. ETF Trust on June 22, 2016.
K-6
Appendix L – JOINT NOMINATING AND GOVERNANCE COMMITTEE CHARTER
iShares Trust
iShares U.S. ETF Trust
iShares, Inc.
iShares U.S. ETF Company, Inc. and
iShares Sovereign Screened Global Bond Fund, Inc.
NOMINATING AND GOVERNANCE COMMITTEE CHARTER
I. | Purposes of the Nominating and Governance Committee. The Nominating and Governance Committees (together, the “Committee”) of the Board of Trustees of iShares Trust and iShares U.S. ETF Trust (each, a “Trust”) and the Board of Directors of iShares, Inc., iShares U.S. ETF Company, Inc. and iShares Sovereign Screened Global Bond Fund, Inc. (each, a “Corporation”) (the “Boards”) have two primary roles: (a) nomination of Independent Board Members (as defined in Article IV below) and Advisory Board Members (as defined in Article II below); and (b) supervision of fund governance issues. |
II. | Nomination Role. With regard to the nomination of Independent Board Members, the Committee is authorized to: |
| • | | Identify individuals qualified to serve as Independent Board Members on the Boards; |
| • | | Review the experience, qualifications, attributes or skills of any person properly identified or nominated to serve as an Independent Board Member on the Boards; |
| • | | Recommend to the Boards and the then-current Independent Board Members the nominee(s) for appointment as Independent Board Members by the Boards and the then-current Independent Board Members and/or for election as Independent Board Members by shareholders1 to fill any vacancy for a position of Independent Board Member on the Boards; |
| • | | Recommend to the Boards and the then-current Independent Board Members the size and composition of the Boards and Board committees and whether the composition of the Boards and Board committees is as prescribed by the Investment Company Act of 1940, as amended (the “1940 Act”) and other applicable laws and regulations; and |
| • | | Recommend to the Boards and the then-current Independent Board Members a then-current Independent Board Member to serve in the capacity as Chairperson of the Boards in accordance with each Trust’s and Corporation’s By-Laws. |
The Committee performs these functions to assist the Boards and the Independent Board Members in carrying out their fiduciary responsibilities and the requirements of the 1940 Act and the rules thereunder with respect to the selection and nomination of members of the Boards. Nomination of any person to serve on the Boards as an Independent Board Member shall initially be acted upon by the Independent Board Members and then by the entire Boards. Nomination of any persons to serve on the Boards other than as Independent Board Members shall be made by the Boards.
The Committee shall have the authority to retain and terminate any search firm or other consultant to be used to identify Independent Board Member candidates, including the authority to approve its fees and other retention terms. The Committee is empowered to cause the Trust and/or the Corporation to pay the compensation of any search firm or other consultant engaged by the Committee.
The Committee shall make nominations for the appointment or election of Independent Board Members in accordance with this Charter and apply the criteria and principles set forth in the “General Guidelines for Selecting Independent Board Members” attached hereto asAnnex A.
1 | The term “shareholder” shall mean a shareholder of iShares Trust, iShares U.S. ETF Trust, iShares, Inc., iShares U.S. ETF Company, Inc., and iShares Sovereign Screened Global Bond Fund, Inc. |
L-1
The Boards believe that shareholders as a group are best served by the efficient allocation of Trust, Corporation and Board resources. As such, the Boards are not required to consider any person nominated by any shareholder of the Trusts and/or the Corporations (solely in the capacity as shareholder and not in any other capacity) to serve as an Independent Board Member, although the Committee may consider any such person if the Committee deems it appropriate after considering all circumstances the Committee’s members deem relevant.
In addition to members of the Committee, the President and other officers of the Trusts and the Corporations, even if not members of the Committee, may be solicited for their input on candidates and to recruit candidates for the relevant Board. The Committee shall give candidates recommended by the President and other officers of the Trust and Corporation the same consideration given any other candidate.
The Committee may from time to time propose nominations of one or more individuals to serve as members of an “advisory board,” as such term is defined in Section 2(a)(1) of the 1940 Act (“Advisory Board Members”). An individual shall be eligible to serve as an Advisory Board Member only if that individual meets the requirements to be an Independent Board Member (including those set forth in the “General Guidelines for Selecting Independent Board Members” attached hereto asAnnex A) and does not otherwise serve the Trusts or the Corporations in any other capacity. Any Advisory Board Member shall serve at the pleasure of the Boards and may be removed, at any time, with or without cause, by the Boards. An Advisory Board Member subsequently may be appointed as a Board member, or nominated and elected as a Board member, at which time he or she shall cease to be an Advisory Board Member. Any Advisory Board Member may resign at any time.
III. | Fund Governance Role. With regard to fund governance, the Committee is authorized to: |
| • | | Monitor and evaluate industry and legal developments with respect to fund governance matters in order to seek compliance with all applicable requirements, with a view to identifying and recommending “best practices” to the Boards; |
| • | | Periodically review the Boards’ retirement policy for Board members and, if applicable, Advisory Board Members and make any recommendations to the Boards with respect thereto; |
| • | | Periodically review the role and responsibilities of the Chairperson of the Boards; |
| • | | Periodically consider an appropriate level of compensation to be paid to the Independent Board Members for their services as Board members, members or chairpersons of committees of the Boards, Chairperson of the Boards and such other positions as the Committee considers appropriate, and make recommendations to the Boards with respect thereto; |
| • | | Periodically consider an appropriate level of compensation, if any, to Advisory Board Members for their service as Advisory Board Members and make recommendations to the Boards with respect thereto; |
| • | | Recommend to the Boards new or revised Board policies and guidelines regarding fund governance matters (including risk oversight), as the Committee deems necessary; |
| • | | Recommend to the Boards procedures for evaluating the performance of Board members, Advisory Board Members and Board committees, including the chairpersons thereof, and, at least once annually, evaluate the performance of the Boards and the committees of the Boards, pursuant to the requirements of Rule 0-1 under the 1940 Act or other applicable requirements; |
| • | | Consider, with the assistance of counsel to the Trusts or Corporations and counsel to the Independent Board Members and Advisory Board Members, any issues or controversies arising as to whether or not any Board member designated as an Independent Board Member or any Advisory Board Member in fact satisfies all of the criteria for such status (whether imposed by law or any such more stringent policies as may be adopted by the Boards). This assessment may occur upon: (i) the consideration of a new Board member or Advisory Board Member, (ii) a Board member’s or Advisory Board Member’s joining the board of another entity or assuming a new professional role, or (iii) at such other time as the |
L-2
| Committee in its discretion may deem appropriate. The Committee shall make recommendations to the Boards regarding the same; |
| • | | At least once annually, evaluate the independence (pursuant to the requirements of Rule 0-1 under the 1940 Act) and overall performance of counsel to the Independent Board Members; and |
| • | | Consider other fund governance related issues or conflicts that are brought before the Committee and make recommendations to the Boards, as appropriate. |
IV. | Committee Operations. The Committee shall be composed of members of the Boards that are not “interested persons,” as defined in Section 2(a)(19) of the 1940 Act, of the Trusts or Corporations, any adviser or sub adviser to any series of the Trusts or Corporations, or the Trusts’ or Corporations’ principal underwriter/placement agent (each, an “Independent Board Member”). |
The Committee shall elect a Chairperson of the Committee by majority vote. When a Chairperson of the Committee is appointed, he or she shall preside at all Committee meetings at which he or she is present and have such other duties and powers as may be determined by the Committee members. The Chairperson of the Committee shall serve until he or she resigns, is removed by the Committee, or is replaced by a duly appointed successor. The compensation, if any, of Committee members and its Chairperson shall be as determined from time to time by the Boards.
The Committee shall meet with such frequency as the members of the Committee shall from time to time determine to be appropriate. Meetings of the Committee shall be open to all Board members; however, no member of a Board other than a member of the Committee shall have the right to vote on any matter brought before the Committee and the Committee may hold executive sessions during which only members of the Committee are present. An affirmative vote or the consent of a majority of all the members of the Committee is required for the Committee to take action. Any action permitted to be taken by the Committee may be taken by written action signed by at least a majority of the members of the Committee. The Committee shall cause to be kept such records of its meetings as it shall deem appropriate.
As it deems necessary and at each Trust’s or Corporation’s expense, the Committee is authorized to confer with, and to seek the help of, outside advisors, including without limitation counsel to the Trusts or Corporations and counsel to the Independent Board Members and Advisory Board Members, and officers or other employees of the Trusts or Corporations, as well as officers and employees of BlackRock Fund Advisors and its affiliates.
The Committee shall, from time to time as it deems appropriate, review and reassess the adequacy of this Charter, including Annex A, and recommend any proposed changes to the Boards for consideration.
V. | Approval of Charter. This Charter and any amendments are subject to approval by the Boards. |
Amended and approved by the Boards of Trustees/Directors of iShares Trust, iShares U.S. ETF Trust, iShares, Inc., iShares U.S. ETF Company, Inc. and iShares Sovereign Screened Global Bond Fund, Inc. on September 28-29, 2016.
L-3
ANNEX A
General Guidelines for Selecting Independent Board Members
I. | Application of Criteria to Prospective Independent Board Members. The Committee expects that all candidates should generally have the following characteristics: |
| 1. | The candidate may not be an “interested person” (within the meaning of the 1940 Act) of the Trusts or Corporations. |
| 2. | The candidate should have a reputation for integrity, honesty and adherence to high ethical standards. As fiduciaries, registered investment company board members must affirmatively consider a candidate’s reputation prior to recommending the candidate to serve as a board member. The Committee’s consideration of this criterion may be accomplished through personal knowledge of the candidate or through inquiries of other persons that know the candidate or by receipt of references. |
| 3. | The candidate should have demonstrated relevant skills and abilities, including the ability to exercise business judgment, in matters that relate to the current and long-term objectives of the Trusts and Corporations. The candidate should be willing and able to contribute positively to the decision-making process of the Trusts and Corporations. |
| 4. | The candidate should be committed to understanding the Trusts and Corporations and the responsibilities of an Independent Board Member of a registered investment company and to regularly attending and participating in meetings of the Boards and the committees on which the candidate would be a member. |
| 5. | The candidate should have the ability to understand the sometimes conflicting interests of the various constituencies of the Trusts and Corporations and to act in the interests of all shareholders. |
| 6. | The candidate should not have a conflict of interest that would impair the candidate’s ability to represent the interests of all the shareholders and to fulfill the responsibilities of an Independent Board Member. |
| 7. | The candidate should have the ability to serve a sufficient number of years before reaching the Trusts’ or Corporations’ mandatory retirement age for Board members. |
Nominees shall not be discriminated against on the basis of race, religion, national origin, sex, sexual orientation, disability or any other basis proscribed by law.
The Committee may consider how the diversity of a candidate’s specific experience, qualifications, attributes or skills could enhance the makeup of the then-current Boards.
The Committee may determine that a candidate who does not have the type of previous experience or knowledge referred to above should nevertheless be considered as a nominee if the Committee finds that the candidate has additional qualifications such that his/her qualifications, taken as a whole, demonstrate the same level of fitness to serve as an Independent Board Member.
In evaluating candidates, the Committee shall seek to have at least one Independent Board Member qualify as an “audit committee financial expert,” as such term is defined by rules under the 1940 Act, and the Committee shall give preference to candidates that the Committee believes would qualify as audit committee financial experts.
II. | Application of Criteria to Existing Independent Board Members. Each existing Independent Board Member shall continue to serve in such capacity in accordance with, and subject to, each Trust’s or Corporation’s charter documents and any policies adopted by the Boards relating thereto, including, without limitation, each Trust’s or Corporation’s retirement policy for Independent Board Members. Any re-nomination of an existing Independent Board Member should not be viewed as automatic, but should be based on continuing qualification under the criteria set forth above. In addition, the Committee shall consider the existing Independent Board Member’s performance on the Boards and any committees thereof. |
L-4
E27480-S58105
EASY VOTING OPTIONS:
VOTE ON THE INTERNET
Log on to:
www.proxyvote.com
or scan the QR code
Follow the on-screen
instructions
available 24 hours
VOTE BY TELEPHONE
Call the toll-free number
listed on your voting instruction form,
and follow the recorded instructions
available 24 hours
VOTE BY MAIL
Vote, sign and date your
voting instruction form and return it in
the postage-paid envelope
THANK YOU FOR VOTING
Please detach at perforation before mailing
|
iShares, Inc. iShares Trust iShares U.S. ETF Trust |
iSHARES, INC.
iSHARES TRUST
iSHARES U.S. ETF TRUST
JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 19, 2017
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARDS OF DIRECTORS/TRUSTEES
The undersigned hereby appoints Jack Gee, Benjamin Archibald, Deepa Damre, and Lezlie Iannone as proxies, each with the power of substitution, to represent the undersigned and to vote, as designated on the reverse side hereof, all of the shares of the below named Funds held of record by the undersigned on May 2, 2017 at the Joint Special Meeting of Shareholders of each Fund to be held on June 19, 2017 or at any adjournments, postponements or delays thereof. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Special Meeting of Shareholders.
THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD NOMINEES.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT SPECIAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF.
|
VOTE VIA THE INTERNET: www.proxyvote.com |
VOTE VIA THE TELEPHONE: call the toll-free number listed on your voting instruction form |
| | | | |
Note: Please sign exactly as your name(s) appear(s) on this voting instruction form. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by an authorized officer. If a partnership, please sign in partnership name by an authorized person. |
|
Signature |
|
Signature of joint owner, if any |
|
Date |
| | | | | | | | | | |
Proposal 1. | | To Elect Board Members: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. |
| | | | | | | | | | | | | | |
| | | | FOR ALL | | | WITHHOLD ALL | | | FOR ALL EXCEPT | |
01. Jane D. Carlin | | 02. Richard L. Fagnani | | ☐ | | | | ☐ | | | | ☐ | | |
03. Drew E. Lawton | | 04. Madhav V. Rajan | | | | | | | | | | | | |
05. Mark Wiedman | | | | | | | | | | | | | | |