BlackRock ETF Trust II NCSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:

811-23511

Name of Fund:

BlackRock ETF Trust II

iShares Large Cap Deep Buffer ETF

iShares Large Cap Moderate Buffer ETF

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock ETF Trust II,
50 Hudson Yards, New York, NY 10001

Registrant's telephone number, including area code:

(800) 441-7762

Date of fiscal year end:

07/31/2024

Date of reporting period:

07/31/2024

Item 1 — Reports to Stockholders

(a) The Reports to Shareholders are attached herewith

iShares Large Cap Moderate Buffer ETF

IVVM | Cboe BZX

Annual Shareholder Report — July 31, 2024

This annual shareholder report contains important information about iShares Large Cap Moderate Buffer ETF (the “Fund”) for the period of August 1, 2023 to July 31, 2024. You can find additional information about the Fund at blackrock.com/fundreports. You can also request this information by contacting us at 1‑800‑iShares (1‑800‑474‑2737).

This report describes changes to the Fund that occurred during the reporting period.

What were the Fund costs for the last year?

(based on a hypothetical $10,000 investment)

Fund name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
iShares Large Cap Moderate Buffer ETF	$51(a)	0.48%(a)

^(a)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

How did the Fund perform last year?

The Fund produced a strong absolute return but did not keep pace with its benchmark, the S&P 500^® Index, due to the nature of its strategy.
U.S. equities performed very well in the annual period, reflecting the backdrop of positive economic growth, steady corporate earnings, and expectations that the U.S. Federal Reserve was poised to begin cutting interest rates.

What contributed to performance?

The Fund accomplished its goal of delivering upside performance to the cap in line with the index, as well as protecting against the majority of the losses for the index during times of market weakness.

What detracted from performance?

As the Fund is designed, the Fund underperformed during periods of strong equity performance, while providing downside protection when equities moved lower in the third quarter of 2023. During the reporting period, the Fund used derivatives such as options and futures contracts. The Fund's use of derivatives marginally detracted from performance.

The views expressed reflect the opinions of BlackRock as of the date of this report and are subject to change based on changes in market, economic or other conditions. These views are not intended to be a forecast of future events and are no guarantee of future results.

Fund performance

Cumulative performance: June 28, 2023 through July 31, 2024

Initial investment of $10,000

See “Average annual total returns” for additional information on fund performance.

Average annual total returns

	1 Year		Since Fund Inception
Fund NAV	13.02	%	14.81	%
Fund Market	13.40		15.14
S&P 500^® Index	22.15		25.63

Key Fund statistics

Net Assets	$46,554,983%
Number of Portfolio Holdings	$6%
Net Investment Advisory Fees	$126,149%
Portfolio Turnover Rate	$0%

The inception date of the Fund was June 28, 2023. The first day of secondary market trading was June 30, 2023.

Past performance is not an indication of future results. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or on the redemption or sale of fund shares. Visit blackrock.com for more recent performance information.

What did the Fund invest in?

(as of July 31, 2024)

Portfolio composition

Asset Type	Percent of Net Assets
Equity Funds	99.1	%
Purchased Put Options	1.6	%
Futures	0.0	% ^(a)
Written Put Options	(0.7	) %
Written Call Options	(0.8	) %
Money Market Funds	0.8	%
Other assets, less liabilities	0.0	% ^(a)

^(a)	Rounds to less than 0.1%.

Material Fund changes

This is a summary of certain changes to the Fund since July 31, 2023. For more complete information, you may review the Fund’s next prospectus, which we expect to be available approximately 120 days after July 31, 2024 at blackrock.com/fundreports or upon request by contacting us at 1-800-iShares (1-800-474-2737).

Effective December 26, 2023, the Fund revised its investment strategy, replacing the zero-strike call option on iShares Core S&P 500 ETF (the “Underlying ETF”) held in the portfolio with a direct holding in the Underlying ETF plus S&P 500 futures.

Additional information

If you wish to view additional information about the Fund, including but not limited to financial statements, the Fund’s prospectus, and proxy voting policies and procedures, please visit blackrock.com/fundreports. For proxy voting records, visit blackrock.com/proxyrecords.

Householding

Householding is an option available to certain fund investors. Householding is a method of delivery, based on the preference of the individual investor, in which a single copy of certain shareholder documents can be delivered to investors who share the same address, even if their accounts are registered under different names. Please contact your broker-dealer if you are interested in enrolling in householding and receiving a single copy of prospectuses and other shareholder documents, or if you are currently enrolled in householding and wish to change your householding status.

The Fund is not sponsored, endorsed, issued, sold, or promoted by S&P Dow Jones Indices and its affiliates, nor does this company make any representation regarding the advisability of investing in the Fund. BlackRock is not affiliated with the company listed above.

iShares Large Cap Moderate Buffer ETF

Annual Shareholder Report — July 31, 2024

IVVM-07/24-AR

iShares Large Cap Deep Buffer ETF

IVVB | Cboe BZX

Annual Shareholder Report — July 31, 2024

This annual shareholder report contains important information about iShares Large Cap Deep Buffer ETF (the “Fund”) for the period of August 1, 2023 to July 31, 2024. You can find additional information about the Fund at blackrock.com/fundreports. You can also request this information by contacting us at 1‑800‑iShares (1‑800‑474‑2737).

This report describes changes to the Fund that occurred during the reporting period.

What were the Fund costs for the last year?

(based on a hypothetical $10,000 investment)

Fund name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
iShares Large Cap Deep Buffer ETF	$52(a)	0.49%(a)

^(a)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

How did the Fund perform last year?

The Fund produced a strong absolute return but did not keep pace with its benchmark, the S&P 500^® Index, due to the nature of its strategy.
U.S. equities performed very well in the annual period, reflecting the backdrop of positive economic growth, steady corporate earnings, and expectations that the U.S. Federal Reserve was poised to begin cutting interest rates.

What contributed to performance?

What detracted from performance?

Fund performance

Cumulative performance: June 28, 2023 through July 31, 2024

Initial investment of $10,000

See “Average annual total returns” for additional information on fund performance.

Average annual total returns

	1 Year		Since Fund Inception
Fund NAV	12.10	%	14.26	%
Fund Market	12.28		14.38
S&P 500^® Index	22.15		25.63

Key Fund statistics

Net Assets	$65,998,956%
Number of Portfolio Holdings	$6%
Net Investment Advisory Fees	$167,332%
Portfolio Turnover Rate	$0%

The inception date of the Fund was June 28, 2023. The first day of secondary market trading was June 30, 2023.

What did the Fund invest in?

(as of July 31, 2024)

Portfolio composition

Asset Type	Percent of Net Assets
Equity Funds	99.1	%
Purchased Put Options	0.7	%
Futures	0.0	% ^(a)
Written Put Options	(0.1	) %
Written Call Options	(0.4	) %
Money Market Funds	0.7	%
Other assets, less liabilities	0.0	% ^(a)

^(a)	Rounds to less than 0.1%.

Material Fund changes

Additional information

Householding

iShares Large Cap Deep Buffer ETF

Annual Shareholder Report — July 31, 2024

IVVB-07/24-AR

(b) Not Applicable

Item 2 –

Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end of the period covered by this report, applicable to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. During the period covered by this report, the code of ethics was amended to update certain information and to make other non-material changes. During the period covered by this report, there have been no waivers granted under the code of ethics. The registrant undertakes to provide a copy of the code of ethics to any person upon request, without charge, who calls 1-800-441-7762.

Item 3 –

Audit Committee Financial Expert – The registrant’s board of trustees (the “board of trustees”), has determined that (i) the registrant has the following audit committee financial experts serving on its audit committee and (ii) each audit committee financial expert is independent:

Lorenzo A. Flores

Catherine A. Lynch

Arthur P. Steinmetz

Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of trustees in the absence of such designation or identification. The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors.

Item 4 –

Principal Accountant Fees and Services

The following table presents fees billed by PricewaterhouseCoopers LLP (“PwC”) in each of the last two fiscal years for the services rendered to the Fund:


	(a) Audit Fees		(b) Audit-Related Fees¹		(c) Tax Fees²		(d) All Other Fees
Entity Name	Current Fiscal Year End	Previous Fiscal Year End	Current Fiscal Year End	Previous Fiscal Year End	Current Fiscal Year End	Previous Fiscal Year End	Current Fiscal Year End	Previous Fiscal Year End
iShares Large Cap Deep Buffer ETF	$13,433	$13,200	$0	$0	$9,700	$9,700	$0	$0
iShares Large Cap Moderate Buffer ETF	$13,433	$13,200	$0	$0	$9,700	$9,700	$0	$0

The following table presents fees billed by PwC that were required to be approved by the registrant’s audit committee (the “Committee”) for services that relate directly to the operations or financial reporting of the Fund and that are rendered on behalf of BlackRock Advisors, LLC (the “Investment Adviser” or “BlackRock”) and entities controlling, controlled by, or under common control with BlackRock (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund (“Affiliated Service Providers”):


	Current Fiscal Year End	Previous Fiscal Year End
(b) Audit-Related Fees¹	$0	$0
(c) Tax Fees²	$0	$0
(d) All Other Fees³	$0	$0

¹ The nature of the services includes assurance and related services reasonably related to the performance of the audit or review of financial statements not included in 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.

² The nature of the services includes tax compliance and/or tax preparation, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, taxable income and tax distribution calculations.

³ Aggregate fees borne by BlackRock in connection with the review of compliance procedures and attestation thereto performed by PwC with respect to all of the registered closed-end funds and some of the registered open-end funds advised by BlackRock.

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

The Committee has adopted policies and procedures with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the Investment Adviser and Affiliated Service Providers that relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the 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 accountants may be approved by the Committee without consideration on a specific case-by-case basis (“general pre-approval”). The term of any general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period. Tax or other non-audit services provided to the registrant which have a direct impact on the operations or financial reporting of the registrant will only be deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 per project. For this purpose, multiple projects will be aggregated to determine if they exceed the previously mentioned cost levels.

Any proposed services exceeding the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to the Committee Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels.

(e)(2) None of the services described in each of Items 4(b) through (d) were approved by the Committee pursuant to the de minimis exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable

(g) The aggregate non-audit fees, defined as the sum of the fees shown under “Audit-Related Fees,” “Tax Fees” and “All Other Fees,” paid to the accountant for services rendered by the accountant to the registrant, the Investment Adviser and the Affiliated Service Providers were:


Entity Name	Current Fiscal Year End	Previous Fiscal Year End
iShares Large Cap Deep Buffer ETF	$9,700	$9,700
iShares Large Cap Moderate Buffer ETF	$9,700	$9,700

(h) The Committee has considered and determined that the provision of non-audit services that were rendered to the Investment Adviser and the Affiliated Service Providers that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

(i) – Not Applicable

(j) – Not Applicable

Item 5 –

Audit Committee of Listed Registrant

(a) The following individuals are members of the registrant’s separately designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(58)(A)):

Lorenzo A. Flores

J. Phillip Holloman

Catherine A. Lynch

Arthur P. Steinmetz

(b) Not Applicable

Item 6 –

Investments

(a) The registrant’s Schedule of Investments is included as part of the Financial Statement and Financial Highlights for Open-End Management Investment Companies filed under Item 7 of this Form.

(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.

Item 7 –

Financial Statements and Financial Highlights for Open-End Management Investment Companies

(a) The registrant’s Financial Statements are attached herewith.

(b) The registrant’s Financial Highlights are attached herewith.


		JULY 31, 2024

2024 Annual Financial Statements

BlackRock ETF Trust II

· iShares Large Cap Moderate Buffer ETF | IVVM | Cboe BZX

· iShares Large Cap Deep Buffer ETF | IVVB | Cboe BZX

Not FDIC Insured • May Lose Value • No Bank Guarantee

Table of Contents


	Page


Schedules of Investments		3
Statements of Assets and Liabilities		9
Statements of Operations		10
Statements of Changes in Net Assets		11
Financial Highlights		12
Notes to Financial Statements		14
Report of Independent Registered Public Accounting Firm		20
Important Tax Information		21
Additional Information		22
Disclosure of Investment Advisory Agreement		24
Glossary of Terms Used in this Report		27
Additional Information:
Schedule of Investments (unaudited)		29
Statement of Assets and Liabilities (unaudited)		35


2

Schedule of Investments

July 31, 2024

iShares^® Large Cap Moderate Buffer ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Investment Companies

Equity Funds — 99.1%
iShares Core S&P 500 ETF^(a)(b)		83,425	$	46,160,721


Total Long-Term Investments — 99.1% (Cost: $40,841,077)				46,160,721


Short-Term Securities

Money Market Funds — 0.8%
BlackRock Cash Funds: Treasury, SL Agency Shares, 5.29%^(a)(c)		361,092		361,092


Total Short-Term Securities — 0.8% (Cost: $361,092)				361,092

Options Purchased — 1.6% (Cost: $876,860)				739,744


Total Investments Before Options Written — 101.5% (Cost: $42,079,029)				47,261,557

Options Written — (1.5)% (Premiums Received: $(703,510))				(718,475	)


Total Investments Net of Options Written — 100.0% (Cost: $41,375,519)				46,543,082

Other Assets Less Liabilities — 0.0%				11,901


Net Assets — 100.0%			$	46,554,983

^(a)	Affiliate of the Fund.

^(b)	All or a portion of the security has been pledged and/or segregated as collateral in connection with outstanding exchange-traded options written.

^(c)	Annualized 7-day yield as of period end.

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the year ended July 31, 2024 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliated Issuer	Value at 07/31/23		Purchases at Cost			Proceeds from Sales			Net Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)		Value at 07/31/24		Shares Held at 07/31/24		Income		Capital Gain Distributions from Underlying Funds
BlackRock Cash Funds: Treasury, SL Agency Shares	$	52,731	$	308,361	^(a)	$	—		$	—	$	—	$	361,092		361,092	$	12,031	$	—
iShares Core S&P 500 ETF		—		43,432,147			(2,943,318	)		352,248		5,319,644		46,160,721		83,425		237,745		—

									$	352,248	$	5,319,644	$	46,521,813			$	249,776	$	—

^(a)

Represents net amount purchased (sold).

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of

Contracts

Expiration

Date

Notional

Amount

(000)

Value/

Unrealized

Appreciation

(Depreciation)

Long Contracts

Micro E-Mini S&P 500 Index

09/20/24

417

4,108


S C H E D U L E S O F I N V E S T M E N T S		3

Schedule of Investments (continued)

July 31, 2024

iShares^® Large Cap Moderate Buffer ETF

Exchange-Traded Options Purchased

Description

Number of

Contracts

Expiration

Date

Exercise

Price

Notional

Amount

(000)

Value

Put

iShares Core S&P 500 ETF

841

10/01/24

USD

547.23

USD

46,534

739,744

Exchange-Traded Options Written



Description	Number of Contracts		Expiration Date		Exercise Price		Notional Amount (000)		Value

Call
iShares Core S&P 500 ETF		841		10/01/24	USD	574.70	USD	46,534	$	(396,691	)


Put
iShares Core S&P 500 ETF		841		10/01/24	USD	519.87	USD	46,534		(321,784	)

									$	(718,475	)

Balances Reported in the Statements of Assets and Liabilities for Options Written



Description	Options Premiums Paid		Options Premiums Received			Unrealized Appreciation		Unrealized Depreciation			Value

Options Written	$	N/A	$	(703,510	)	$	46,856	$	(61,821	)	$	(718,475	)

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:



	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total

Assets — Derivative Financial Instruments
Futures contracts
Unrealized appreciation on futures contracts^(a)	$	—	$	—	$	4,108	$	—	$	—	$	—	$	4,108
Options purchased
Investments at value — unaffiliated^(b)		—		—		739,744		—		—		—		739,744

	$	—	$	—	$	743,852	$	—	$	—	$	—	$	743,852

Liabilities — Derivative Financial Instruments
Options written
Options written at value	$	—	$	—	$	718,475	$	—	$	—	$	—	$	718,475

^(a)

Net cumulative unrealized appreciation (depreciation) on futures contracts, if any, are reported in the Schedule of Investments. In the Statements of Assets and Liabilities, only current day’s variation margin is reported in receivables or payables and the net cumulative unrealized appreciation (depreciation) is included in accumulated earnings (loss).

^(b)

Includes options purchased at value as reported in the Schedule of Investments.


4		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Schedule of Investments (continued)

July 31, 2024

iShares^® Large Cap Moderate Buffer ETF

For the period ended July 31, 2024, the effect of derivative financial instruments in the Statements of Operations was as follows:




	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total


Net Realized Gain (Loss) from:
Futures contracts	$	—	$	—	$	45,233		$	—	$	—	$	—	$	45,233
Options purchased^(a)(b)		—		—		(714,165	)		—		—		—		(714,165	)
Options written^(a)		—		—		(720,172	)		—		—		—		(720,172	)

	$	—	$	—	$	(1,389,104	)	$	—	$	—	$	—	$	(1,389,104	)

Net Change in Unrealized Appreciation (Depreciation) on:
Futures contracts	$	—	$	—	$	4,108		$	—	$	—	$	—	$	4,108
Options purchased^(c)		—		—		(463,132	)		—		—		—		(463,132	)
Options written		—		—		10,934			—		—		—		10,934

	$	—	$	—	$	(448,090	)	$	—	$	—	$	—	$	(448,090	)

^(a)

Includes activity from In-kind redemptions.

^(b)

Options purchased are included in net realized gain (loss) from investments — unaffiliated.

^(c)

Options purchased are included in net change in unrealized appreciation (depreciation) on investments — unaffiliated.

Average Quarterly Balances of Outstanding Derivative Financial Instruments



Futures contracts
Average notional value of contracts — long			$290,541
Options:
Average value of option contracts purchased			$3,426,881
Average value of option contracts written			$482,889

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of financial instruments. For a description of the input levels and information about the Fund’s policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s financial instruments categorized in the fair value hierarchy. The breakdown of the Fund’s financial instruments into major categories is disclosed in the Schedule of Investments above.




	Level 1		Level 2			Level 3		Total

Assets
Investments
Long-Term Investments
Investment Companies	$	46,160,721	$	—		$	—	$	46,160,721
Short-Term Securities
Money Market Funds		361,092		—			—		361,092
Options Purchased
Equity Contracts		—		739,744			—		739,744

	$	46,521,813	$	739,744		$	—	$	47,261,557

Derivative Financial Instruments^(a)
Assets
Equity Contracts	$	4,108	$	—		$	—	$	4,108
Liabilities
Equity Contracts		—		(718,475	)		—		(718,475	)

	$	4,108	$	(718,475	)	$	—	$	(714,367	)

^(a)

Derivative financial instruments are futures contracts and options written. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument and options written are shown at value.

See notes to financial statements.


S C H E D U L E S O F I N V E S T M E N T S			5

Schedule of Investments

July 31, 2024

iShares^® Large Cap Deep Buffer ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Investment Companies

Equity Funds — 99.1%
iShares Core S&P 500 ETF^(a)(b)		118,200	$	65,402,424


Total Long-Term Investments — 99.1% (Cost: $59,487,527)				65,402,424


Short-Term Securities

Money Market Funds — 0.7%
BlackRock Cash Funds: Treasury, SL Agency Shares, 5.29%^(a)(c)		471,240		471,240


Total Short-Term Securities — 0.7% (Cost: $471,240)				471,240

Options Purchased — 0.7% (Cost: $529,700)				463,211


Total Investments Before Options Written — 100.5% (Cost: $60,488,467)				66,336,875

Options Written — (0.5)% (Premiums Received: $(294,671))				(352,117	)


Total Investments Net of Options Written — 100.0% (Cost: $60,193,796)				65,984,758

Other Assets Less Liabilities — 0.0%				14,198


Net Assets — 100.0%			$	65,998,956

^(a)	Affiliate of the Fund.

^(b)	All or a portion of the security has been pledged and/or segregated as collateral in connection with outstanding exchange-traded options written.

^(c)	Annualized 7-day yield as of period end.

Affiliates




Affiliated Issuer	Value at 07/31/23		Purchases at Cost			Proceeds from Sales			Net Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)		Value at 07/31/24		Shares Held at 07/31/24		Income		Capital Gain Distributions from Underlying Funds


BlackRock Cash Funds: Treasury, SL Agency Shares	$	52,680	$	418,560	^(a)	$	—		$	—	$	—	$	471,240		471,240	$	14,794	$	—
iShares Core S&P 500 ETF		—		68,698,105			(10,152,221	)		941,643		5,914,897		65,402,424		118,200		312,453		—


									$	941,643	$	5,914,897	$	65,873,664			$	327,247	$	—

^(a)

Represents net amount purchased (sold).

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of

Contracts

Expiration

Date

Notional

Amount

(000)

Value/

Unrealized

Appreciation

(Depreciation)

Long Contracts

Micro E-Mini S&P 500 Index

09/20/24

556

5,477


6		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Schedule of Investments (continued)

July 31, 2024

iShares^® Large Cap Deep Buffer ETF

Exchange-Traded Options Purchased

Description

Number of

Contracts

Expiration

Date

Exercise

Price

Notional

Amount

(000)

Value

Put
iShares Core S&P 500 ETF

1,192

10/02/24

USD

519.87

USD

65,956

463,211

Exchange-Traded Options Written




Description	Number of Contracts		Expiration Date		Exercise Price			Notional Amount (000)			Value


Call iShares Core S&P 500 ETF		1,192		10/02/24		USD	586.03		USD	65,956	$	(268,725	)

Put iShares Core S&P 500 ETF		1,192		10/02/24		USD	437.78		USD	65,956		(83,392	)

											$	(352,117	)

Balances Reported in the Statements of Assets and Liabilities for Options Written




Description	Options Premiums Paid		Options Premiums Received			Unrealized Appreciation		Unrealized Depreciation			Value


Options Written	$	N/A	$	(294,671	)	$	—	$	(57,446	)	$	(352,117)

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:




	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total


Assets — Derivative Financial Instruments
Futures contracts
Unrealized appreciation on futures contracts^(a)	$	—	$	—	$	5,477	$	—	$	—	$	—	$	5,477
Options purchased
Investments at value — unaffiliated^(b)		—		—		463,211		—		—		—		463,211

	$	—	$	—	$	468,688	$	—	$	—	$	—	$	468,688


Liabilities — Derivative Financial Instruments
Options written
Options written at value	$	—	$	—	$	352,117	$	—	$	—	$	—	$	352,117

^(a)

^(b)

Includes options purchased at value as reported in the Schedule of Investments.


S C H E D U L E S O F I N V E S T M E N T S			7

Schedule of Investments (continued)

July 31, 2024

iShares^® Large Cap Deep Buffer ETF

For the period ended July 31, 2024, the effect of derivative financial instruments in the Statements of Operations was as follows:




	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total


Net Realized Gain (Loss) from:
Futures contracts	$	—	$	—	$	50,736		$	—	$	—	$	—	$	50,736
Options purchased^(a)(b)		—		—		(550,054	)		—		—		—		(550,054	)
Options written^(a)		—		—		(1,169,361	)		—		—		—		(1,169,361	)

	$	—	$	—	$	(1,668,679	)	$	—	$	—	$	—	$	(1,668,679	)


Net Change in Unrealized Appreciation (Depreciation) on:
Futures contracts	$	—	$	—	$	5,477		$	—	$	—	$	—	$	5,477
Options purchased^(c)		—		—		(462,386	)		—		—		—		(462,386	)
Options written		—		—		7,690			—		—		—		7,690

	$	—	$	—	$	(449,219	)	$	—	$	—	$	—	$	(449,219	)

^(a)

Includes activity from In-kind redemptions.

^(b)

Options purchased are included in net realized gain (loss) from investments — unaffiliated.

^(c)

Options purchased are included in net change in unrealized appreciation (depreciation) on investments — unaffiliated.

Average Quarterly Balances of Outstanding Derivative Financial Instruments



Futures contracts
Average notional value of contracts — long			$356,947
Options:
Average value of option contracts purchased			$3,010,756
Average value of option contracts written			$173,948

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End




	Level 1		Level 2			Level 3		Total


Assets
Investments
Long-Term Investments
Investment Companies	$	65,402,424	$	—		$	—	$	65,402,424
Short-Term Securities
Money Market Funds		471,240		—			—		471,240
Options Purchased
Equity Contracts		—		463,211			—		463,211

	$	65,873,664	$	463,211		$	—	$	66,336,875

Derivative Financial Instruments^(a)
Assets
Equity Contracts	$	5,477	$	—		$	—	$	5,477
Liabilities
Equity Contracts		—		(352,117	)		—		(352,117	)

	$	5,477	$	(352,117	)	$	—	$	(346,640	)

^(a)	Derivative financial instruments are futures contracts and options written. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument and options written are shown at value.

See notes to financial statements.


8		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Statements of Assets and Liabilities

July 31, 2024


	iShares Large Cap Moderate Buffer ETF		iShares Large Cap Deep Buffer ETF

ASSETS
Investments, at value — unaffiliated^(a)	$	739,744	$	463,211
Investments, at value — affiliated^(b)		46,521,813		65,873,664
Cash		194		115
Cash pledged:
Collateral — exchange-traded options written		1,500		1,500
Futures contracts		22,000		30,000
Receivables:
Dividends — affiliated		1,328		2,015
Variation margin on futures contracts		6,412		8,550


Total assets		47,292,991		66,379,055


LIABILITIES
Options written, at value^(c)		718,475		352,117
Payables:
Investment advisory fees		17,542		25,443
Proxy fees		1,991		2,539


Total liabilities		738,008		380,099


Commitments and contingent liabilities

NET ASSETS	$	46,554,983	$	65,998,956


NET ASSETS CONSIST OF:
Paid-in capital	$	41,245,245	$	60,794,894
Accumulated earnings		5,309,738		5,204,062


NET ASSETS	$	46,554,983	$	65,998,956


NET ASSET VALUE
Shares outstanding	$	1,600,000	$	2,280,000


Net asset value	$	29.10	$	28.95


Shares authorized		Unlimited		Unlimited


Par value		None		None


^(a)Investments, at cost — unaffiliated	$	876,860	$	529,700
^(b)Investments, at cost — affiliated	$	41,202,169	$	59,958,767
^(c)Premiums received	$	703,510	$	294,671

See notes to financial statements.


S T A T E M E N T S O F A S S E T S A N D L I A B I L I T I E S		9

Statements of Operations

Year Ended July 31, 2024


	iShares Large Cap Moderate Buffer ETF			iShares Large Cap Deep Buffer ETF

INVESTMENT INCOME
Dividends — affiliated	$	249,776		$	327,247
Interest — unaffiliated		1,248			5,191


Total investment income		251,024			332,438


EXPENSES
Investment advisory		132,879			176,081
Proxy		2,054			2,625
Interest expense		545			862


Total expenses		135,478			179,568
Less:
Investment advisory fees waived		(6,730	)		(8,749	)


Total expenses after fees waived		128,748			170,819


Net investment income		122,276			161,619


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		134,945			(920,929	)
Investments — affiliated		—			(1,557	)
Options written		(159,695	)		117,754
Futures contracts		45,233			50,736
In-kind redemptions — unaffiliated^(a)		(1,409,591	)		(916,244	)
In-kind redemptions — affiliated^(a)		352,248			943,200


		(1,036,860	)		(727,040	)

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		(463,132	)		(462,386	)
Investments — affiliated		5,319,644			5,914,897
Options written		10,934			7,690
Futures contracts		4,108			5,477


		4,871,554			5,465,678


Net realized and unrealized gain		3,834,694			4,738,638


NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,956,970		$	4,900,257

^(a)	See Note 2 of the Notes to Financial Statements.

See notes to financial statements.


10		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Statements of Changes in Net Assets


	iShares Large Cap Moderate Buffer ETF						iShares Large Cap Deep Buffer ETF

	Year Ended 07/31/24			Period From 06/28/23^(a) to 07/31/23			Year Ended 07/31/24			Period From 06/28/23^(a) to 07/31/23

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income (loss)	$	122,276		$	(4,653	)	$	161,619		$	(4,624	)
Net realized loss		(1,036,860	)		—			(727,040	)		—
Net change in unrealized appreciation (depreciation)		4,871,554			300,117			5,465,678			330,761


Net increase in net assets resulting from operations		3,956,970			295,464			4,900,257			326,137


CAPITAL SHARE TRANSACTIONS
Net increase in net assets derived from capital share transactions		31,270,513			11,032,036			48,704,483			12,068,079


NET ASSETS
Total increase in net assets		35,227,483			11,327,500			53,604,740			12,394,216
Beginning of period		11,327,500			—			12,394,216			—


End of period	$	46,554,983		$	11,327,500		$	65,998,956		$	12,394,216

^(a)	Commencement of operations.

See notes to financial statements.


S T A T E M E N T S O F C H A N G E S I N N E T A S S E T S		11

Financial Highlights

(For a share outstanding throughout each period)



	iShares Large Cap Moderate Buffer ETF

		Year Ended 07/31/24			Period From 06/28/23 to 07/31/23	^(a)

Net asset value, beginning of period	$	25.74		$	25.03

Net investment income (loss)^(b)		0.13			(0.01	)
Net realized and unrealized gain^(c)		3.23			0.72


Net increase from investment operations		3.36			0.71


Net asset value, end of period	$	29.10		$	25.74


Total Return^(d)
Based on net asset value		13.02	%		2.84	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		0.51	%		0.50	%^(g)


Total expenses after fees waived		0.48	%		0.50	%^(g)


Net investment income (loss)		0.46	%		(0.48	)%


Supplemental Data
Net assets, end of period (000)	$	46,555		$	11,328


Portfolio turnover rate		0	%^(h)		0	%

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	The amounts reported for a share outstanding may not accord with the change in aggregate gains and losses in securities for the fiscal period due to the timing of capital share transactions in relation to the fluctuating market values of the Fund’s underlying securities.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

^(h)	Portfolio turnover rate excludes in-kind transactions.

See notes to financial statements.


12		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Financial Highlights (continued)

(For a share outstanding throughout each period)



	iShares Large Cap Deep Buffer ETF

		Year Ended 07/31/24			Period From 06/28/23 to 07/31/23	^(a)

Net asset value, beginning of period	$	25.82		$	25.03

Net investment income (loss)^(b)		0.12			(0.01	)
Net realized and unrealized gain^(c)		3.01			0.80


Net increase from investment operations		3.13			0.79


Net asset value, end of period	$	28.95		$	25.82


Total Return^(d)
Based on net asset value		12.10	%		3.16	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		0.51	%		0.50	%^(g)


Total expenses after fees waived		0.49	%		0.50	%^(g)


Net investment income (loss)		0.46	%		(0.48	)%^(g)


Supplemental Data
Net assets, end of period (000)	$	65,999		$	12,394

Portfolio turnover rate		0	%^(h)(i)		0	%

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	The amounts reported for a share outstanding may not accord with the change in aggregate gains and losses in securities for the fiscal period due to the timing of capital share transactions in relation to the fluctuating market values of the Fund’s underlying securities.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

^(h)	Portfolio turnover rate excludes in-kind transactions.

⁽ⁱ⁾	Rounds to less than 0.5%.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S			13

Notes to Financial Statements

1.	ORGANIZATION

BlackRock ETF Trust II (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized as a Delaware statutory trust and is authorized to have multiple series or portfolios.

These financial statements relate only to the following funds (each, a “Fund” and collectively, the “Funds”):




iShares ETF	Diversification Classification


Large Cap Moderate Buffer		Non-Diversified
Large Cap Deep Buffer		Non-Diversified

Each Fund seeks to achieve its investment objective by investing primarily in iShares Core S&P 500 ETF (“Core S&P 500”). The unaudited Schedule of Investments and Statement of Assets and Liabilities as of July 31, 2024 for Core S&P 500 are included elsewhere in this report and should be read in conjunction with the Funds’ financial statements. Core S&P 500’s audited financial statements as of March 31, 2024 are available, without charge, on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.

2.	SIGNIFICANT ACCOUNTING POLICIES

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. Each Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:

Investment Transactions and Income Recognition: For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined using the specific identification method. Dividend income and capital gain distributions, if any, are recorded on the ex-dividend date. Non-cash dividends, if any, are recorded on the ex-dividend date at fair value. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized daily on an accrual basis.

Bank Overdraft: The Funds had outstanding cash disbursements exceeding deposited cash amounts at the custodian during the reporting period. The Funds are obligated to repay the custodian for any overdraft, including any related costs or expenses, where applicable. For financial reporting purposes, overdraft fees, if any, are included in interest expense in the Statements of Operations.

Collateralization: If required by an exchange or counterparty agreement, the Funds may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments.

In-kind Redemptions: For financial reporting purposes, in-kind redemptions are treated as sales of securities resulting in realized capital gains or losses to the Funds. Because such gains or losses are not taxable to the Funds and are not distributed to existing Fund shareholders, the gains or losses are reclassified from accumulated net realized gain (loss) to paid-in capital at the end of the Funds’ tax year. These reclassifications have no effect on net assets or net asset value (“NAV”) per share.

Distributions: Dividends and distributions paid by each Fund are recorded on the ex-dividend dates. Distributions are determined on a tax basis and may differ from net investment income and net realized capital gains for financial reporting purposes. Dividends and distributions are paid in U.S. dollars and cannot be automatically reinvested in additional shares of the Funds.

Indemnifications: In the normal course of business, each Fund enters into contracts that contain a variety of representations that provide general indemnification. The Funds’ maximum exposure under these arrangements is unknown because it involves future potential claims against the Funds, which cannot be predicted with any certainty.

3.	INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS

Investment Valuation Policies: Each Fund’s investments are valued at fair value (also referred to as “market value” within the financial statements) each day that the Fund’s listing exchange is open and, for financial reporting purposes, as of the report date. U.S. GAAP defines fair value as the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Board of Trustees of the Trust (the “Board”) of each Fund has approved the designation of BlackRock Fund Advisors (“BFA”), the Funds’ investment adviser, as the valuation designee for each Fund. Each Fund determines the fair values of its financial instruments using various independent dealers or pricing services under BFA’s policies. If a security’s market price is not readily available or does not otherwise accurately represent the fair value of the security, the security will be valued in accordance with BFA’s policies and procedures as reflecting fair value. BFA has formed a committee (the “Valuation Committee”) to develop pricing policies and procedures and to oversee the pricing function for all financial instruments, with assistance from other BlackRock pricing committees.

Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the fair value of each Fund’s assets and liabilities:

•

Exchange-traded funds and closed-end funds traded on a recognized securities exchange are valued at that day’s official closing price, as applicable, on the exchange where the fund is primarily traded. Funds traded on a recognized exchange for which there were no sales on that day may be valued at the last traded price.

•

Investments in open-end U.S. mutual funds (including money market funds) are valued at that day’s published NAV.


14		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Notes to Financial Statements (continued)

•

Futures contracts are valued based on that day’s last reported settlement or trade price on the exchange where the contract is traded.

•

Flexible Exchange Options (“FLEX Options”) are valued by an independent pricing service using a mathematical model, such as Black-Scholes model, which incorporates a number of market data factors, such as trades and prices of the underlying instruments.

If events (e.g., market volatility, company announcement or a natural disaster) occur that are expected to materially affect the value of such investment, or in the event that application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Valuation Committee, in accordance with BFA’s policies and procedures as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Valuation Committee include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Valuation Committee seeks to determine the price that each Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Valuation Committee deems relevant and consistent with the principles of fair value measurement.

Fair Value Hierarchy: Various inputs are used in determining the fair value of financial instruments. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial reporting purposes as follows:

•

Level 1 – Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that each Fund has the ability to access;

•

Level 2 – Other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs); and

•

Level 3 – Unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Valuation Committee’s assumptions used in determining the fair value of financial instruments).

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by privately held companies or funds that may not have a secondary market and/or may have a limited number of investors. The categorization of a value determined for financial instruments is based on the pricing transparency of the financial instruments and is not necessarily an indication of the risks associated with investing in those securities.

4.	DERIVATIVE FINANCIAL INSTRUMENTS

Futures Contracts: Futures contracts are purchased or sold to gain exposure to, or manage exposure to, changes in interest rates (interest rate risk) and changes in the value of equity securities (equity risk) or foreign currencies (foreign currency exchange rate risk).

Futures contracts are exchange-traded agreements between the Funds and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Funds are required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures contracts in the Statements of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedule of Investments and cash deposited, if any, are shown as cash pledged for futures contracts in the Statements of Assets and Liabilities. Pursuant to the contract, the Funds agree to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and, if any, shown as variation margin receivable (or payable) on futures contracts in the Statements of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statements of Operations equal to the difference between the notional amount of the contract at the time it was opened and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures contracts and interest rates, foreign currency exchange rates or underlying assets.

Options: An options contract is an agreement between a buyer and seller that gives the purchaser of the option the right to buy (in the case of a call option) or sell (in the case of a put option) a particular asset at a specified future date at an agreed upon price (commonly known as the “strike price”).

The Funds invest primarily in FLEX Options. FLEX Options provide the Funds with the ability to customize key option contract terms such as strike price, style and expiration date, while avoiding the counterparty exposure of over-the-counter options positions. Like traditional exchange-traded options, FLEX Options are guaranteed for settlement by the Options Clearing Corporation (the “OCC”), a market clearinghouse that guarantees performance by counterparties to certain derivatives contracts. The FLEX Options in which the Funds invest are European-style, which are exercisable at the strike price only on the expiration date. The FLEX Options traded by the Funds are listed on the Chicago Board Options Exchange (“CBOE”). Although each Fund will generally utilize FLEX Options that are physically settled, a fund may also utilize FLEX Options that are cash-settled. Cash-settled options give the holder the right to receive an amount (or owe an amount) of cash upon the exercise of the option.

The Funds will purchase and sell call and put European-style FLEX Options. A European-style call option gives the purchaser (holder) of the option the right (but not the obligation) to buy, and obligates the seller (writer) to sell (when the option is exercised) the underlying instrument at the exercise or strike price on the expiration date. A European-style put option gives the seller (holder) of the option the right (but not the obligation) to sell, and obligates the buyer (writer) to buy (when the option is exercised) the underlying instrument at the exercise or strike price on the expiration date.


N O T E S T O F I N A N C I A L S T A T E M E N T S			15

Notes to Financial Statements (continued)

Premiums paid on options purchased and premiums received on options written, as well as the daily fluctuation in market value, are included in investments at value – unaffiliated and options written at value, respectively, in the Statements of Assets and Liabilities. When an instrument is purchased or sold through the exercise of an option, the premium is offset against the cost or proceeds of the underlying instrument. When an option expires, a realized gain or loss is recorded in the Statements of Operations to the extent of the premiums received or paid. When an option is closed or sold, a gain or loss is recorded in the Statements of Operations to the extent the cost of the closing transaction exceeds the premiums received or paid. When the Funds write put options, cash is segregated in an amount sufficient to cover the obligations. These amounts, which are considered restricted, are included in cash pledged as collateral for options written in the Statements of Assets and Liabilities.

In purchasing and writing options, the Funds bear the risk of an unfavorable change in the value of the underlying instrument or the risk that they may not be able to enter into a closing transaction due to an illiquid market.

5.	INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Advisory Fees: Pursuant to an Investment Advisory Agreement with the Trust, BFA manages the investment of each Fund’s assets. BFA is a California corporation indirectly owned by BlackRock. Under the Investment Advisory Agreement, BFA is responsible for substantially all expenses of the Funds, except (i) interest and taxes; (ii) brokerage commissions and other expenses connected with the execution of portfolio transactions; (iii) distribution fees; (iv) the advisory fee payable to BFA; and (v) litigation expenses and any extraordinary expenses (in each case as determined by a majority of the independent trustees).

For its investment advisory services to each of the following Funds, BFA is entitled to an annual investment advisory fee, accrued daily and paid monthly by the Funds, based on the average daily net assets of each Fund as follows:



iShares ETF	Investment Advisory Fees

Large Cap Moderate Buffer		0.50	%
Large Cap Deep Buffer		0.50	%

Expense Waivers: BFA has contractually agreed to waive a portion of its management fees to each Fund in an amount equal to the aggregate Acquired Fund Fees and Expenses, if any, attributable to investments by each Fund in other equity and fixed-income mutual funds and ETFs advised by BFA or its affiliates through June 30, 2025. BFA has also contractually agreed to waive a portion of its management fees to each Fund by an amount equal to the aggregate Acquired Fund Fees and Expenses, if any, attributable to investments by each Fund in money market funds advised by BFA or its affiliates through June 30, 2025. The agreement may be terminated upon 90 days’ notice by a majority of the non-interested trustees of the Trust or by a vote of a majority of the outstanding voting securities of the Fund. For the year ended July 31, 2024, the Manager waived investment advisory fees pursuant to this arrangement as follows:




iShares ETF	Amounts Waived


Large Cap Moderate Buffer	$	6,730
Large Cap Deep Buffer		8,749

Distributor: BlackRock Investments, LLC (“BRIL”), an affiliate of BFA, is the distributor for each Fund. Pursuant to the distribution agreement, BFA is responsible for any fees or expenses for distribution services provided to the Funds.

ETF Servicing Fees: Each Fund has entered into an ETF Services Agreement with BRIL to perform certain order processing, Authorized Participant communications, and related services in connection with the issuance and redemption of Creation Units (“ETF Services”). BRIL is entitled to a transaction fee from Authorized Participants on each creation or redemption order for the ETF Services provided. The Funds do not pay BRIL for ETF Services.

Officers and Trustees: Certain officers and/or trustees of the Trust are officers and/or trustees of BlackRock or its affiliates.

Other Transactions: Each Fund may invest its positive cash balances in certain money market funds managed by BFA or an affiliate. The income earned on these temporary cash investments is shown as dividends - affiliated in the Statements of Operations.

6.	PURCHASES AND SALES

For the year ended July 31, 2024, purchases and sales of investments, excluding short-term securities and in-kind transactions, were as follows:




iShares ETF	Purchases		Sales


Large Cap Moderate Buffer	$	43,432,147	$	—
Large Cap Deep Buffer		68,698,105		132,976

For the year ended July 31, 2024, in-kind transactions were as follows:




iShares ETF	In-kind Purchases		In-kind Sales


Large Cap Moderate Buffer	$	—	$	9,750,014
Large Cap Deep Buffer		—		19,233,200


16		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Notes to Financial Statements (continued)

7.	INCOME TAX INFORMATION

Each Fund is treated as an entity separate from the Trust’s other funds for federal income tax purposes. It is each Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is required.

Management has analyzed tax laws and regulations and their application to the Funds as of July 31, 2024, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Funds’ financial statements.

U.S. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or NAV per share. As of July 31, 2024, permanent differences attributable to certain deemed distributions and realized gains (losses) from in-kind redemptions were reclassified to the following accounts:




iShares ETF	Paid-in capital			Accumulated earnings (loss)


Large Cap Moderate Buffer	$	(1,052,651	)	$	1,052,651
Large Cap Deep Buffer		26,956			(26,956	)

As of July 31, 2024, the tax components of accumulated net earnings (losses) were as follows:



iShares ETF	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Non-expiring Capital Loss Carryforwards^(a)			Net Unrealized Gains (Losses)^(b)		Total


Large Cap Moderate Buffer	$	122,276	$	19,899	$	—		$	5,167,563	$	5,309,738
Large Cap Deep Buffer		161,619		—		(746,750	)		5,789,193		5,204,062

^(a)	Amounts available to offset future realized capital gains.

^(b)	The difference between book-basis and tax-basis net unrealized gains (losses) was attributable primarily to the tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains (losses) on certain futures contracts and the tax deferral of losses on straddles.

As of July 31, 2024, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes were as follows:



iShares ETF	Tax Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)


Large Cap Moderate Buffer	$	42,079,029	$	5,366,500	$	(198,937	)	$	5,167,563
Large Cap Deep Buffer		60,490,023		5,914,684		(125,491	)		5,789,193

8.	BANK BORROWINGS

The Trust, on behalf of the Funds, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is party to a 364-day, $2.40 billion credit agreement with a group of lenders. Under this agreement, the Funds may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) one-month Overnight Bank Funding Rate (“OBFR”) (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum, (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed or (c) the sum of (x) Daily Simple Secured Overnight Financing Rate (“SOFR”) (but, in any event, not less than 0.00%) on the date the loan is made plus 0.10% and (y) 0.80% per annum. The agreement expires in April 2025 unless extended or renewed. These fees were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the year ended July 31, 2024, the Funds did not borrow under the credit agreement.

9.	PRINCIPAL RISKS

In the normal course of business, each Fund invests in securities or other instruments and may enter into certain transactions, and such activities subject the Fund to various risks, including, among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation or international tax treaties between various countries; or (iv) currency, interest rate or price fluctuations. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the Funds and their investments. Each Fund’s prospectus provides details of the risks to which the Fund is subject.

Valuation Risk: The market values of equities, such as common stocks and preferred securities or equity related investments, such as futures and options, may decline due to general market conditions which are not specifically related to a particular company. They may also decline due to factors which affect a particular industry or industries. A fund may invest in illiquid investments. An illiquid investment is any investment that a fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. A fund may experience difficulty in selling illiquid investments in a timely manner at the price that it believes the investments are worth. Prices may fluctuate widely over short or extended periods in response to company,


N O T E S T O F I N A N C I A L S T A T E M E N T S			17

Notes to Financial Statements (continued)

market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. This volatility may cause a fund’s NAV to experience significant increases or decreases over short periods of time. If there is a general decline in the securities and other markets, the NAV of a fund may lose value, regardless of the individual results of the securities and other instruments in which a fund invests.

Counterparty Credit Risk: The Funds may be exposed to counterparty credit risk, or the risk that an entity may fail to or be unable to perform on its commitments related to unsettled or open transactions, including making timely interest and/or principal payments or otherwise honoring its obligations. The Funds manage counterparty credit risk by entering into transactions only with counterparties that BFA believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Funds to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Funds’ exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statements of Assets and Liabilities, less any collateral held by the Funds.

A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

With exchange-traded futures, there is less counterparty credit risk to the Funds since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, a fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Funds.

Geographic/Asset Class Risk: A diversified portfolio, where this is appropriate and consistent with a fund’s objectives, minimizes the risk that a price change of a particular investment will have a material impact on the NAV of a fund. The investment concentrations within each Fund’s portfolio are disclosed in its Schedule of Investments.

The Funds invest a significant portion of their assets in securities of issuers located in the United States. A decrease in imports or exports, changes in trade regulations, inflation and/or an economic recession in the United States may have a material adverse effect on the U.S. economy and the securities listed on U.S. exchanges. Proposed and adopted policy and legislative changes in the United States may also have a significant effect on U.S. markets generally, as well as on the value of certain securities. Governmental agencies project that the United States will continue to maintain elevated public debt levels for the foreseeable future which may constrain future economic growth. Circumstances could arise that could prevent the timely payment of interest or principal on U.S. government debt, such as reaching the legislative “debt ceiling.” Such non-payment would result in substantial negative consequences for the U.S. economy and the global financial system. If U.S. relations with certain countries deteriorate, it could adversely affect issuers that rely on the United States for trade. The United States has also experienced increased internal unrest and discord. If these trends were to continue, they may have an adverse impact on the U.S. economy and the issuers in which the Funds invest.

Significant Shareholder Redemption Risk: Certain shareholders may own or manage a substantial amount of fund shares and/or hold their fund investments for a limited period of time. Large redemptions of fund shares by these shareholders may force a fund to sell portfolio securities, which may negatively impact the fund’s NAV, increase the fund’s brokerage costs, and/or accelerate the realization of taxable income/gains and cause the fund to make additional taxable distributions to shareholders.

FLEX Options Risk: FLEX Options are subject to the risk that they may be less liquid than certain other securities, such as standardized options. In less liquid markets, terminating the FLEX Options may require the payment of a premium or acceptance of a discounted price and may take longer to complete. In a less liquid market, the liquidation of a large number of options may significantly impact the price of the options and may adversely impact the value of the Funds. Additionally, to the extent market participants are not willing or able to enter into FLEX Option transactions with the Funds at prices that reflect the market price of the Funds’ shares, the Funds’ NAV and, in turn the share prices of the Funds, could be negatively impacted.

10.	CAPITAL SHARE TRANSACTIONS

Capital shares are issued and redeemed by each Fund only in aggregations of a specified number of shares or multiples thereof (“Creation Units”) at NAV. Except when aggregated in Creation Units, shares of each Fund are not redeemable.

Transactions in capital shares were as follows:


	Year Ended 07/31/24						Period from 06/28/23^(a) to 07/31/23

iShares ETF	Shares			Amount			Shares		Amount

Large Cap Moderate Buffer
Shares sold		1,680,000		$	45,232,376			440,000	$	11,032,036
Shares redeemed		(520,000	)		(13,961,863	)		—		—


		1,160,000		$	31,270,513			440,000	$	11,032,036


18		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Notes to Financial Statements (continued)


	Year Ended 07/31/24						Period from 06/28/23^(a) to 07/31/23

iShares ETF	Shares			Amount			Shares		Amount

Large Cap Deep Buffer
Shares sold		3,160,000		$	83,909,115			480,000	$	12,068,079
Shares redeemed		(1,360,000	)		(35,204,632	)		—		—


		1,800,000		$	48,704,483			480,000	$	12,068,079

^(a)

Commencement of operations.

The consideration for the purchase of Creation Units of a fund in the Trust generally consists of the in-kind deposit of a designated portfolio of securities and a specified amount of cash. Certain funds in the Trust may be offered in Creation Units solely or partially for cash in U.S. dollars. Authorized Participants purchasing and redeeming Creation Units may pay a purchase transaction fee and a redemption transaction fee directly to BRIL, to offset transfer and other transaction costs associated with the issuance and redemption of Creation Units, including Creation Units for cash. Authorized Participants transacting in Creation Units for cash may also pay an additional variable charge to compensate the relevant fund for certain transaction costs (i.e., stamp taxes, taxes on currency or other financial transactions, and brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in shares sold in the table above.

To the extent applicable, to facilitate the timely settlement of orders for Funds using a clearing facility outside of the continuous net settlement process, each Fund, at its sole discretion, may permit an Authorized Participant to post cash as collateral in anticipation of the delivery of all or a portion of the applicable Deposit Securities or Fund Securities, as further described in the applicable Authorized Participant Agreement. The collateral process is subject to a Control Agreement among the Authorized Participant, each Fund’s custodian, and the Funds. In the event that the Authorized Participant fails to deliver all or a portion of the applicable Deposit Securities or Fund Securities, the Fund may exercise control over such collateral pursuant to the terms of the Control Agreement in order to purchase the applicable Deposit Securities or Fund Securities.

From time to time, settlement of securities related to in-kind contributions or in-kind redemptions may be delayed. In such cases, securities related to in-kind transactions are reflected as a receivable or a payable in the Statements of Assets and Liabilities.

As of July 31, 2024, shares owned by BlackRock Financial Management, Inc., an affiliate of the Funds, were as follows:




iShares ETF


Large Cap Moderate Buffer			1,064,500
Large Cap Deep Buffer			950,000

11.	SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or additional disclosure in the financial statements.


N O T E S T O F I N A N C I A L S T A T E M E N T S			19

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of

BlackRock ETF Trust II and Shareholders of each of the two funds listed in the table below

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of each of the funds listed in the table below (two of the funds constituting BlackRock ETF Trust II, hereafter collectively referred to as the “Funds”) as of July 31, 2024, the related statements of operations for the year ended July 31, 2024 and the statements of changes in net assets and the financial highlights for the year ended July 31, 2024 and for the period June 28, 2023 (commencement of operations) through July 31, 2023, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds listed in the table below as of July 31, 2024, the results of each of their operations for the year then ended, and the changes in each of their net assets and each of the financial highlights for the year ended July 31, 2024 and for the period June 28, 2023 (commencement of operations) through July 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

iShares Large Cap Moderate Buffer ETF

iShares Large Cap Deep Buffer ETF

Basis for Opinions

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of July 31, 2024 by correspondence with the custodian, transfer agent, and brokers. We believe that our audits provide a reasonable basis for our opinions.

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

September 23, 2024

We have served as the auditor of one or more BlackRock investment companies since 2000.


20		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S


Important Tax Information (unaudited)

The Fund hereby designates the following amount, or maximum amount allowed by law, as capital gain dividends, subject to a long-term capital gains tax rate as noted below, for the fiscal year ended July 31, 2024:




iShares ETF	20% Rate Long-Term Capital Gains Dividends


Large Cap Moderate Buffer	$	4,692


I M P O R T A N T T A X I N F O R M A T I O N		21

Additional Information

Premium/Discount Information

Information on the Fund’s net asset value, market price, premiums and discounts, and bid-ask spreads can be found at blackrock.com.

Electronic Delivery

Shareholders can sign up for e-mail notifications announcing that the shareholder report or prospectus has been posted on the iShares website at blackrock.com. Once you have enrolled, you will no longer receive prospectuses and shareholder reports in the mail.

To enroll in electronic delivery:

•

Go to icsdelivery.com.

•

If your brokerage firm is not listed, electronic delivery may not be available. Please contact your broker-dealer or financial advisor.

Changes in and Disagreements with Accountants

Not applicable.

Proxy Results

Not applicable.

Remuneration Paid to Trustees, Officers, and Others

Because BFA has agreed in the Investment Advisory Agreements to cover all operating expenses of the Funds, subject to certain exclusions as provided for therein, BFA pays the compensation to each Independent Trustee for services to the Funds from BFA’s investment advisory fees.

Availability of Portfolio Holdings Information

A description of the Trust’s policies and procedures with respect to the disclosure of the Fund’s portfolio securities is available in the Fund Prospectus. The Fund discloses its portfolio holdings daily and provides information regarding its top holdings in Fund fact sheets at blackrock.com.


22		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Additional Information (continued)

Fund and Service Providers


Investment Adviser		Independent Registered Public Accounting Firm
BlackRock Fund Advisors		PricewaterhouseCoopers LLP
San Francisco, CA 94105		Philadelphia, Pennsylvania 19103

Administrator, Custodian and Transfer Agent		Legal Counsel
The Bank of New York Mellon		Willkie Farr & Gallagher LLP
New York, NY 10286		New York, NY 10019

Distributor		Address of the Trust
BlackRock Investments, LLC		100 Bellevue Parkway
Princeton, NJ 08540		Wilmington, DE 19809


A D D I T I O N A L I N F O R M A T I O N			23

Disclosure of Investment Advisory Agreement

The Board of Trustees (the “Board,” the members of which are referred to as “Board Members”) of BlackRock ETF Trust II (the “Trust”) met on May 3, 2024 (the “May Meeting”) and June 6-7, 2024 (the “June Meeting”) to consider the approval to continue the investment advisory agreement (the “Advisory Agreement” or the “Agreement”) between the Trust, on behalf of iShares Large Cap Moderate Buffer ETF (the “Large Cap Moderate Buffer ETF”) and iShares Large Cap Deep Buffer ETF (the “Large Cap Deep Buffer ETF”) (together, the “Funds” and each, a “Fund”) and BlackRock Fund Advisors (the “Manager” or “BlackRock”), each Fund’s investment advisor.

The Approval Process

Consistent with the requirements of the Investment Company Act of 1940 (the “1940 Act”), the Board considers the approval of the continuation of the Agreement for each Fund on an annual basis. The Board members who are not “interested persons” of the Trust, as defined in the 1940 Act, are considered independent Board members (the “Independent Board Members”). The Board’s consideration entailed a year-long deliberative process during which the Board and its committees assessed BlackRock’s various services to each Fund, including through the review of written materials and oral presentations, and the review of additional information provided in response to requests from the Independent Board Members. The Board had four quarterly meetings per year, each of which extended over a two-day period, as well as additional ad hoc meetings and executive sessions throughout the year, as needed. The committees of the Board similarly met throughout the year. The Board also had an additional one-day meeting to consider specific information regarding the renewal of the Agreement. In considering the renewal of the Agreement, the Board assessed, among other things, the nature, extent and quality of the services provided to each Fund by BlackRock, BlackRock’s personnel and affiliates, including (as applicable): investment management services; accounting oversight; administrative and shareholder services; oversight of each Fund’s service providers; risk management and oversight; and legal, regulatory and compliance services. Throughout the year, including during the contract renewal process, the Independent Board Members were advised by independent legal counsel, and met with independent legal counsel in various executive sessions outside of the presence of BlackRock’s management.

During the year, the Board, acting directly and through its committees, considered information that was relevant to its annual consideration of the renewal of the Agreement, including the services and support provided by BlackRock to each Fund and its shareholders. BlackRock also furnished additional information to the Board in response to specific questions from the Board. Among the matters the Board considered were: (a) investment performance for one-year, three-year, five-year, and/or since inception periods, as applicable, against peer funds, relevant benchmarks, and other performance metrics, as applicable, as well as BlackRock senior management’s and portfolio managers’ investment performance analyses, and the reasons for any outperformance or underperformance relative to its peers, benchmarks, and other performance metrics, as applicable; (b) fees, including advisory, administration, if applicable, and other amounts paid to BlackRock and its affiliates by each Fund for services; (c) Fund operating expenses and how BlackRock allocates expenses to each Fund; (d) the resources devoted to, risk oversight of, and compliance reports relating to, implementation of each Fund’s investment objective, policies and restrictions, and meeting regulatory requirements; (e) BlackRock’s and each Fund’s adherence to applicable compliance policies and procedures; (f) the nature, character and scope of non-investment management services provided by BlackRock and its affiliates and the estimated cost of such services, as applicable; (g) BlackRock’s and other service providers’ internal controls and risk and compliance oversight mechanisms; (h) BlackRock’s implementation of the proxy voting policies approved by the Board; (i) execution quality of portfolio transactions; (j) BlackRock’s implementation of each Fund’s valuation and liquidity procedures; (k) an analysis of management fees paid to BlackRock for products with similar investment mandates across the open-end fund, exchange-traded fund (“ETF”), closed-end fund, sub-advised mutual fund, separately managed account, collective investment trust, and institutional separate account product channels, as applicable, and the similarities and differences between these products and the services provided as compared to each Fund; (l) BlackRock’s compensation methodology for its investment professionals and the incentives and accountability it creates, along with investment professionals’ investments in the fund(s) they manage; and (m) periodic updates on BlackRock’s business.

Prior to and in preparation for the May Meeting, the Board received and reviewed materials specifically relating to the renewal of the Agreement. The Independent Board Members continuously engaged in a process with their independent legal counsel and BlackRock to review the nature and scope of the information provided to the Board to better assist its deliberations. The materials provided in connection with the May Meeting included, among other things: (a) information independently compiled and prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), based on either a Lipper classification or Morningstar category, regarding each Fund’s fees and expenses as compared with a peer group of funds as determined by Broadridge (“Expense Peers”) and the investment performance of each Fund as compared with a peer group of funds (“Performance Peers”); (b) information on the composition of the Expense Peers and Performance Peers and a description of Broadridge’s methodology; (c) information on the estimated profits realized by BlackRock and its affiliates pursuant to the Agreement and a discussion of fall-out benefits to BlackRock and its affiliates; (d) a general analysis provided by BlackRock concerning investment management fees received in connection with other types of investment products, such as institutional accounts, sub-advised mutual funds, ETFs, closed-end funds, open-end funds, and separately managed accounts, under similar investment mandates, as well as the performance of such other products, as applicable; (e) a review of non-management fees; (f) the existence, impact and sharing of potential economies of scale, if any, with each Fund; (g) a summary of aggregate amounts paid by each Fund to BlackRock; (h) sales and redemption data regarding each Fund’s shares; and (i) various additional information requested by the Board as appropriate regarding BlackRock’s and each Fund’s operations.

At the May Meeting, the Board reviewed materials relating to its consideration of the Agreement and the Independent Board Members presented BlackRock with questions and requests for additional information. BlackRock responded to these questions and requests with additional written information in advance of the June Meeting, and such responses were reviewed by the Board Members.

At the June Meeting, the Board concluded its assessment of, among other things: (a) the nature, extent and quality of the services provided by BlackRock; (b) the investment performance of each Fund as compared to its Performance Peers and to other metrics, as applicable; (c) the advisory fee and the estimated cost of the services and estimated profits realized by BlackRock and its affiliates from their relationship with each Fund; (d) each Fund’s fees and expenses compared to its Expense Peers; (e) the existence and sharing of potential economies of scale; (f) any fall-out benefits to BlackRock and its affiliates as a result of BlackRock’s relationship with each Fund; and (g) other factors deemed relevant by the Board Members.

The Board also considered other matters it deemed important to the approval process, such as other payments made to BlackRock or its affiliates relating to securities lending and cash management, and BlackRock’s services related to the valuation and pricing of Fund portfolio holdings. The Board noted the willingness of BlackRock’s personnel to engage in open, candid discussions with the Board. The Board evaluated the information available to it on a fund-by-fund basis. The following paragraphs provide more information about some of the primary factors that were relevant to the Board’s decision. The Board Members did not identify any particular information, or any single factor as determinative, and each Board Member may have attributed different weights to the various items and factors considered.


24		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Disclosure of Investment Advisory Agreement (continued)

A. Nature, Extent and Quality of the Services Provided by BlackRock

The Board, including the Independent Board Members, reviewed the nature, extent and quality of services provided by BlackRock, including the investment advisory services, and the resulting performance of each Fund. Throughout the year, the Board compared Fund performance to the performance of a comparable group of mutual funds, relevant benchmarks, and performance metrics, as applicable. The Board met with BlackRock’s senior management personnel responsible for investment activities, including the senior investment officers. The Board also reviewed the materials provided by each Fund’s portfolio management team discussing each Fund’s performance, investment strategies and outlook.

The Board considered, among other factors, with respect to BlackRock: the experience of each Fund’s portfolio management team; research capabilities; investments by portfolio managers in the funds they manage; portfolio trading capabilities; use of technology; commitment to compliance; credit analysis capabilities; risk analysis and oversight capabilities; and the approach to training and retaining portfolio managers and other research, advisory and management personnel. The Board also considered BlackRock’s overall risk management program, including the continued efforts of BlackRock and its affiliates to address cybersecurity risks and the role of BlackRock’s Risk & Quantitative Analysis Group. The Board engaged in a review of BlackRock’s compensation structure with respect to each Fund’s portfolio management team and BlackRock’s ability to attract and retain high-quality talent and create performance incentives.

In addition to investment advisory services, the Board considered the nature and quality of the administrative and other non-investment advisory services provided to each Fund. BlackRock and its affiliates provide each Fund with certain administrative, shareholder and other services (in addition to any such services provided to each Fund by third parties) and officers and other personnel as are necessary for the operations of each Fund. In particular, BlackRock and its affiliates provide each Fund with administrative services including, among others: (i) responsibility for disclosure documents, such as the prospectus, the summary prospectus (as applicable), the statement of additional information and periodic shareholder reports; (ii) oversight of daily accounting and pricing; (iii) responsibility for periodic filings with regulators; (iv) overseeing and coordinating the activities of third-party service providers including, among others, each Fund’s custodian, fund accountant, transfer agent, and auditor; (v) organizing Board meetings and preparing the materials for such Board meetings; (vi) providing legal and compliance support; (vii) furnishing analytical and other support to assist the Board in its consideration of strategic issues such as the merger, consolidation or repurposing of certain open-end funds; and (viii) performing or managing administrative functions necessary for the operation of each Fund, such as tax reporting, expense management, fulfilling regulatory filing requirements, overseeing each Fund’s distribution partners, and shareholder call center and other services. The Board reviewed the structure and duties of BlackRock’s fund administration, shareholder services, and legal and compliance departments and considered BlackRock’s policies and procedures for assuring compliance with applicable laws and regulations. The Board considered the operation of BlackRock’s business continuity plans.

B. The Investment Performance of each Fund

The Board, including the Independent Board Members, reviewed and considered the performance history of each Fund throughout the year and at the May Meeting. In preparation for the May Meeting, the Board was provided with reports independently prepared by Broadridge, which included an analysis of each Fund’s performance as of December 31, 2023, as compared to its Performance Peers. Broadridge ranks funds in quartiles, ranging from first to fourth, where first is the most desirable quartile position and fourth is the least desirable. In connection with its review, the Board received and reviewed information regarding the investment performance of each Fund as compared to its Performance Peers and the respective Morningstar Category (“Morningstar Category”). The Board and its Performance Oversight Committee regularly review and meet with Fund management to discuss the performance of each Fund throughout the year.

In evaluating performance, the Board focused particular attention on funds with less favorable performance records. The Board also noted that while it found the data provided by Broadridge generally useful, it recognized the limitations of such data, including in particular, that notable differences may exist between a fund and its Performance Peers (for example, the investment objectives and strategies). Further, the Board recognized that the performance data reflects a snapshot of a period as of a particular date and that selecting a different performance period could produce significantly different results. The Board also acknowledged that long-term performance could be impacted by even one period of significant outperformance or underperformance, and that a single investment theme could have the ability to disproportionately affect long-term performance.

The Board noted that for the since inception period reported, the Large Cap Moderate Buffer ETF ranked in the third quartile against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Large Cap Moderate Buffer ETF, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Large Cap Moderate Buffer ETF’s underperformance relative to its Morningstar Category during the applicable period.

The Board noted that for the since inception period reported, the Large Cap Deep Buffer ETF ranked in the fourth quartile against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Large Cap Deep Buffer ETF, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Large Cap Deep Buffer ETF’s underperformance relative to its Morningstar Category during the applicable period.

C. Consideration of the Advisory/Management Fees and the Estimated Cost of the Services and Estimated Profits Realized by BlackRock and its Affiliates from their Relationship with each Fund

The Board, including the Independent Board Members, reviewed each Fund’s contractual management fee rate compared with those of its Expense Peers. The contractual management fee rate represents a combination of the advisory fee and any administrative fees, before taking into account any reimbursements or fee waivers. The Board also compared each Fund’s total expense ratio, as well as its actual management fee rate, to those of its Expense Peers. The total expense ratio represents a fund’s total net operating expenses, including any 12b-1 or non-12b-1 service fees. The total expense ratio gives effect to any expense reimbursements or fee waivers, and the actual management fee rate gives effect to any management fee reimbursements or waivers. The Board considered that the fee and expense information in the Broadridge report for each Fund reflected information for a specific period and that historical asset levels and expenses may differ from current levels, particularly in a period of market volatility. The Board considered the services provided and the fees charged by BlackRock and its affiliates to other types of clients with similar investment mandates, as applicable, including institutional accounts and sub-advised mutual funds (including mutual funds sponsored by third parties).


D I S C L O S U R E O F I N V E S T M E N T A D V I S O R Y A G R E E M E N T			25

Disclosure of Investment Advisory Agreement (continued)

The Board received and reviewed statements relating to BlackRock’s financial condition. The Board reviewed BlackRock’s profitability methodology and was also provided with an estimated profitability analysis that detailed the revenues earned and the expenses incurred by BlackRock for services provided to each Fund. The Board reviewed BlackRock’s estimated profitability with respect to each Fund and other funds the Board currently oversees for the year ended December 31, 2023 compared to available aggregate estimated profitability data provided for the prior two years. The Board reviewed BlackRock’s estimated profitability with respect to certain other U.S. fund complexes managed by the Manager and/or its affiliates. The Board reviewed BlackRock’s assumptions and methodology of allocating expenses in the estimated profitability analysis, noting the inherent limitations in allocating costs among various advisory products. The Board recognized that profitability may be affected by numerous factors including, among other things, fee waivers and expense reimbursements by the Manager, the types of funds managed, precision of expense allocations and business mix. The Board thus recognized that calculating and comparing profitability at the individual fund level is difficult.

The Board noted that, in general, individual fund or product line profitability of other advisors is not publicly available. The Board reviewed BlackRock’s overall operating margin, in general, compared to that of certain other publicly traded asset management firms. The Board considered the differences between BlackRock and these other firms, including the contribution of technology at BlackRock, BlackRock’s expense management, and the relative product mix.

The Board considered whether BlackRock has the financial resources necessary to attract and retain high quality investment management personnel to perform its obligations under the Agreement and to continue to provide the high quality of services that is expected by the Board. The Board further considered factors including but not limited to BlackRock’s commitment of time and resources, assumption of risk, and liability profile in servicing each Fund, including in contrast to what is required of BlackRock with respect to other products with similar investment mandates across the open-end fund, ETF, closed-end fund, sub-advised mutual fund, separately managed account, collective investment trust, and institutional separate account product channels, as applicable.

The Board noted that the Large Cap Moderate Buffer ETF’s contractual management fee rate ranked in the first quartile, and that the actual management fee rate and total expense ratio each ranked in the first quartile relative to the Large Cap Moderate Buffer ETF’s Expense Peers.

The Board noted that the Large Cap Deep Buffer ETF’s contractual management fee rate ranked in the first quartile, and that the actual management fee rate and total expense ratio each ranked in the first quartile relative to the Large Cap Deep Buffer ETF’s Expense Peers.

D. Economies of Scale

The Board, including the Independent Board Members, considered the extent to which any economies of scale might benefit each Fund in a variety of ways as the assets of each Fund increase. The Board considered multiple factors, including the advisory fee rate and breakpoints, unitary fee structure, fee waivers, and/or expense caps, as applicable. The Board considered each Fund’s asset levels and whether the current fee schedule was appropriate.

E. Other Factors Deemed Relevant by the Board Members

The Board, including the Independent Board Members, also took into account other ancillary or “fall-out” benefits that BlackRock or its affiliates may derive from BlackRock’s respective relationships with each Fund, both tangible and intangible, such as BlackRock’s ability to leverage its investment professionals who manage other portfolios and its risk management personnel, an increase in BlackRock’s profile in the investment advisory community, and the engagement of BlackRock’s affiliates as service providers to each Fund, including for administrative, distribution, securities lending, ETF servicing and cash management services. With respect to securities lending, during the year the Board also considered information provided by independent third-party consultants related to the performance of each BlackRock affiliate as securities lending agent. The Board also considered BlackRock’s overall operations and its efforts to expand the scale of, and improve the quality of, its operations. The Board also noted that, subject to applicable law, BlackRock may use and benefit from third-party research obtained by soft dollars generated by certain registered fund transactions to assist in managing all or a number of its other client accounts.

In connection with its consideration of the Agreement, the Board also received information regarding BlackRock’s brokerage and soft dollar practices. The Board received reports from BlackRock which included information on brokerage commissions and trade execution practices throughout the year.

The Board noted the competitive nature of the ETF marketplace, and that shareholders are able to redeem or sell their Fund shares if they believe that each Fund’s fees and expenses are too high or if they are dissatisfied with the performance of each Fund.

Conclusion

At the June Meeting, in a continuation of the discussions that occurred during the May Meeting, and as a culmination of the Board’s year-long deliberative process, the Board, including the Independent Board Members, unanimously approved the continuation of the Advisory Agreement between the Manager and the Trust, on behalf of each Fund, for a one-year term ending June 30, 2025. Based upon its evaluation of all of the aforementioned factors in their totality, as well as other information, the Board, including the Independent Board Members, was satisfied that the terms of the Agreement were fair and reasonable and in the best interest of each Fund and its shareholders. In arriving at its decision to approve the Agreement, the Board did not identify any single factor or group of factors as all-important or controlling, but considered all factors together, and different Board Members may have attributed different weights to the various factors considered. The Independent Board Members were advised by independent legal counsel throughout the deliberative process.


26		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Glossary of Terms Used in this Report


Currency Abbreviation

USD		United States Dollar

Portfolio Abbreviation

ETF		Exchange-Traded Fund


G L O S S A R Y O F T E R M S U S E D I N T H I S R E P O R T			27

Additional Financial Information

Schedule of Investments (Unaudited)

July 31, 2024

Statement of Assets and Liabilities (Unaudited)

July 31, 2024

iShares Trust

iShares Core S&P 500 ETF | IVV | NYSE Arca


28

Schedule of Investments (unaudited)

July 31, 2024

iShares^® Core S&P 500 ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Common Stocks

Aerospace & Defense — 2.0%
Axon Enterprise, Inc.^(a)		767,688	$	230,314,077
Boeing Co. (The)^(a)(b)		6,245,312		1,190,356,467
General Dynamics Corp.		2,460,572		734,997,462
General Electric Co.		11,846,876		2,016,338,295
Howmet Aerospace, Inc.		4,197,017		401,654,527
Huntington Ingalls Industries, Inc.		428,477		119,964,991
L3Harris Technologies, Inc.		2,052,978		465,800,178
Lockheed Martin Corp.		2,311,184		1,252,476,833
Northrop Grumman Corp.		1,505,700		729,240,624
RTX Corp.		14,389,302		1,690,599,092
Textron, Inc.^(b)		2,063,750		191,722,375
TransDigm Group, Inc.		605,512		783,665,741


			9,807,130,662

Air Freight & Logistics — 0.4%
CH Robinson Worldwide, Inc.		1,267,466		112,867,847
Expeditors International of Washington, Inc.		1,528,760		190,819,823
FedEx Corp.		2,450,407		740,635,516
United Parcel Service, Inc., Class B		7,894,334		1,029,184,324


			2,073,507,510

Automobile Components — 0.1%
Aptiv plc^(a)(b)		2,944,596		204,325,516
BorgWarner, Inc.		2,466,090		87,077,638


			291,403,154

Automobiles — 1.6%
Ford Motor Co.		42,442,778		459,230,858
General Motors Co.		12,348,714		547,295,005
Tesla, Inc.^(a)		30,029,721		6,968,997,352


			7,975,523,215

Banks — 3.3%
Bank of America Corp.		73,637,436		2,968,325,045
Citigroup, Inc.		20,644,372		1,339,406,855
Citizens Financial Group, Inc.		4,924,821		210,142,112
Fifth Third Bancorp		7,403,458		313,462,412
Huntington Bancshares, Inc.		15,685,924		234,504,564
JPMorgan Chase & Co.		31,080,392		6,613,907,418
KeyCorp		10,204,631		164,600,698
M&T Bank Corp.		1,805,753		310,896,494
PNC Financial Services Group, Inc. (The)		4,306,567		779,919,284
Regions Financial Corp.		9,912,087		221,733,386
Truist Financial Corp.		14,482,225		647,210,635
US Bancorp		16,889,178		757,986,309
Wells Fargo & Co.		37,732,875		2,239,068,802


			16,801,164,014

Beverages — 1.3%
Brown-Forman Corp., Class B, NVS^(b)		1,937,701		87,506,577
Coca-Cola Co. (The)		41,962,775		2,800,595,603
Constellation Brands, Inc., Class A		1,742,585		427,212,139
Keurig Dr Pepper, Inc.		11,297,001		387,261,194
Molson Coors Beverage Co., Class B		1,967,924		104,004,783
Monster Beverage Corp.^(a)(b)		7,673,815		394,817,782
PepsiCo, Inc.		14,879,395		2,569,225,135


			6,770,623,213

Biotechnology — 2.0%
AbbVie, Inc.		19,112,229		3,541,878,278
Amgen, Inc.		5,805,793		1,930,251,999
Biogen, Inc.^(a)(b)		1,575,962		335,995,098
Gilead Sciences, Inc.		13,483,824		1,025,579,654
Incyte Corp.^(a)(b)		1,722,371		112,074,681
Moderna, Inc.^(a)(b)		3,608,449		430,199,290


Security	Shares		Value


Biotechnology (continued)
Regeneron Pharmaceuticals, Inc.^(a)(b)		1,147,923	$	1,238,827,022
Vertex Pharmaceuticals, Inc.^(a)		2,793,118		1,384,604,455


			9,999,410,477

Broadline Retail — 3.8%
Amazon.com, Inc.^(a)		99,116,242		18,532,754,929
eBay, Inc.		5,476,440		304,544,828
Etsy, Inc.^(a)		1,265,753		82,451,151


			18,919,750,908

Building Products — 0.5%
A O Smith Corp.		1,307,309		111,173,557
Allegion plc		950,176		129,993,579
Builders FirstSource, Inc.^(a)(b)		1,321,190		221,127,570
Carrier Global Corp.		9,069,269		617,707,912
Johnson Controls International plc		7,291,306		521,620,031
Masco Corp.		2,383,695		185,570,656
Trane Technologies plc		2,449,958		818,971,960


			2,606,165,265

Capital Markets — 3.0%
Ameriprise Financial, Inc.		1,074,959		462,307,617
Bank of New York Mellon Corp. (The)		8,093,680		526,655,758
BlackRock, Inc.^(c)		1,511,762		1,325,059,393
Blackstone, Inc., Class A		7,734,567		1,099,468,699
CBOE Global Markets, Inc.		1,138,272		208,884,295
Charles Schwab Corp. (The)		16,157,802		1,053,327,112
CME Group, Inc., Class A		3,896,873		754,863,269
FactSet Research Systems, Inc.		412,498		170,398,799
Franklin Resources, Inc.		3,250,252		74,333,263
Goldman Sachs Group, Inc. (The)		3,490,094		1,776,562,549
Intercontinental Exchange, Inc.		6,207,826		940,858,108
Invesco Ltd.		4,858,763		83,862,249
KKR & Co., Inc.		7,203,304		889,247,879
MarketAxess Holdings, Inc.		410,949		91,859,430
Moody’s Corp.		1,699,425		775,753,524
Morgan Stanley		13,543,898		1,397,865,713
MSCI, Inc.		857,388		463,641,135
Nasdaq, Inc.		4,478,179		303,083,155
Northern Trust Corp.		2,219,228		196,734,562
Raymond James Financial, Inc.		2,019,036		234,208,176
S&P Global, Inc.		3,464,267		1,679,234,143
State Street Corp.		3,267,228		277,616,363
T. Rowe Price Group, Inc.		2,416,848		276,028,210


			15,061,853,401

Chemicals — 1.5%
Air Products & Chemicals, Inc.		2,405,916		634,800,937
Albemarle Corp.		1,272,032		119,151,238
Celanese Corp.		1,087,618		153,517,281
CF Industries Holdings, Inc.		1,978,365		151,127,302
Corteva, Inc.		7,543,541		423,192,650
Dow, Inc.		7,610,669		414,553,140
DuPont de Nemours, Inc.		4,525,262		378,764,429
Eastman Chemical Co.		1,273,322		131,572,362
Ecolab, Inc.		2,750,665		634,550,909
FMC Corp.		1,349,209		78,739,837
International Flavors & Fragrances, Inc.		2,762,048		274,768,535
Linde plc		5,202,808		2,359,473,428
LyondellBasell Industries NV, Class A		2,784,115		276,908,078
Mosaic Co. (The)		3,478,359		103,550,748
PPG Industries, Inc.		2,550,700		323,887,886
Sherwin-Williams Co. (The)		2,524,730		885,675,284


			7,344,234,044


S C H E D U L E O F I N V E S T M E N T S			29

Schedule of Investments (unaudited) (continued)

July 31, 2024

iShares^® Core S&P 500 ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Commercial Services & Supplies — 0.6%
Cintas Corp.		933,286	$	712,974,507
Copart, Inc.^(a)(b)		9,469,603		495,544,325
Republic Services, Inc.		2,215,628		430,540,833
Rollins, Inc.		3,037,342		145,519,055
Veralto Corp.		2,377,880		253,386,893
Waste Management, Inc.		3,950,190		800,545,505


			2,838,511,118

Communications Equipment — 0.8%
Arista Networks, Inc.^(a)		2,747,142		952,022,060
Cisco Systems, Inc.		43,824,912		2,123,316,986
F5, Inc.^(a)(b)		636,246		129,565,136
Juniper Networks, Inc.		3,517,209		132,563,607
Motorola Solutions, Inc.		1,805,045		720,068,552


			4,057,536,341

Construction & Engineering — 0.1%
Quanta Services, Inc.^(b)		1,584,324		420,447,903


Construction Materials — 0.2%
Martin Marietta Materials, Inc.		667,271		395,925,248
Vulcan Materials Co.		1,431,503		392,961,888


			788,887,136

Consumer Finance — 0.6%
American Express Co.		6,150,152		1,556,234,462
Capital One Financial Corp.		4,135,365		626,094,261
Discover Financial Services		2,712,203		390,530,110
Synchrony Financial		4,345,970		220,731,816


			2,793,590,649

Consumer Staples Distribution & Retail — 1.8%
Costco Wholesale Corp.		4,800,120		3,945,698,640
Dollar General Corp.		2,377,638		286,243,839
Dollar Tree, Inc.^(a)		2,242,747		234,008,222
Kroger Co. (The)		7,244,700		394,836,150
Sysco Corp.		5,389,563		413,110,004
Target Corp.		5,006,982		753,100,162
Walgreens Boots Alliance, Inc.		7,744,139		91,922,930
Walmart, Inc.		46,232,920		3,173,427,629


			9,292,347,576

Containers & Packaging — 0.2%
Amcor plc		15,637,297		164,660,737
Avery Dennison Corp.		871,387		188,942,843
Ball Corp.		3,359,378		214,429,098
International Paper Co.		3,759,339		174,734,077
Packaging Corp. of America		964,794		192,833,377
Smurfit WestRock plc^(a)(b)		5,613,433		251,706,336


			1,187,306,468

Distributors — 0.1%
Genuine Parts Co.		1,507,691		221,796,423
LKQ Corp.		2,894,832		120,135,528
Pool Corp.		414,919		155,196,303


			497,128,254

Diversified Telecommunication Services — 0.7%
AT&T, Inc.		77,603,458		1,493,866,566
Verizon Communications, Inc.		45,557,236		1,845,979,203


			3,339,845,769

Electric Utilities — 1.6%
Alliant Energy Corp.		2,774,998		154,456,389
American Electric Power Co., Inc.		5,705,228		559,796,971
Constellation Energy Corp.		3,411,992		647,596,082
Duke Energy Corp.		8,352,818		912,712,423
Edison International		4,164,236		333,180,522


Security	Shares		Value


Electric Utilities (continued)
Entergy Corp.		2,311,101	$	268,018,383
Evergy, Inc.		2,485,800		144,176,400
Eversource Energy		3,812,651		247,479,177
Exelon Corp.		10,823,326		402,627,727
FirstEnergy Corp.		5,605,881		234,942,473
NextEra Energy, Inc.		22,236,572		1,698,651,735
NRG Energy, Inc.		2,256,330		169,608,326
PG&E Corp.^(b)		23,129,416		422,111,842
Pinnacle West Capital Corp.		1,229,239		105,210,566
PPL Corp.		7,984,635		237,303,352
Southern Co. (The)		11,834,392		988,408,420
Xcel Energy, Inc.		6,013,883		350,489,101


			7,876,769,889

Electrical Equipment — 0.7%
AMETEK, Inc.		2,505,331		434,624,822
Eaton Corp. plc		4,327,111		1,318,860,162
Emerson Electric Co.		6,191,704		725,110,455
GE Vernova, Inc.^(a)		2,966,415		528,733,810
Generac Holdings, Inc.^(a)		656,001		102,126,236
Hubbell, Inc.		581,071		229,900,741
Rockwell Automation, Inc.		1,233,933		343,835,430


			3,683,191,656

Electronic Equipment, Instruments & Components — 0.6%
Amphenol Corp., Class A		13,000,868		835,435,778
CDW Corp.		1,454,612		317,265,423
Corning, Inc.		8,344,235		333,852,842
Jabil, Inc.		1,305,333		147,071,869
Keysight Technologies, Inc.^(a)(b)		1,889,867		263,768,737
TE Connectivity Ltd.		3,314,237		511,486,196
Teledyne Technologies, Inc.^(a)(b)		513,160		216,481,678
Trimble, Inc.^(a)		2,642,949		144,146,439
Zebra Technologies Corp., Class A^(a)(b)		556,244		195,347,330


			2,964,856,292

Energy Equipment & Services — 0.3%
Baker Hughes Co., Class A		10,801,475		418,233,112
Halliburton Co.		9,581,772		332,295,853
Schlumberger NV		15,470,044		747,048,425


			1,497,577,390

Entertainment — 1.2%
Electronic Arts, Inc.		2,632,495		397,348,795
Live Nation Entertainment, Inc.^(a)(b)		1,541,756		148,301,510
Netflix, Inc.^(a)		4,663,504		2,930,312,738
Take-Two Interactive Software, Inc.^(a)(b)		1,718,430		258,675,268
Walt Disney Co. (The)		19,731,030		1,848,600,201
Warner Bros Discovery, Inc.^(a)(b)		24,133,217		208,752,327


			5,791,990,839

Financial Services — 4.0%
Berkshire Hathaway, Inc., Class B^(a)		19,593,591		8,591,789,653
Corpay, Inc.^(a)(b)		760,606		221,960,043
Fidelity National Information Services, Inc.		6,020,352		462,543,644
Fiserv, Inc.^(a)(b)		6,332,538		1,035,813,241
Global Payments, Inc.		2,762,640		280,794,730
Jack Henry & Associates, Inc.		787,909		135,110,635
Mastercard, Inc., Class A		8,885,930		4,120,494,600
PayPal Holdings, Inc.^(a)(b)		11,321,252		744,711,957
Visa, Inc., Class A^(b)		17,037,305		4,526,300,819


			20,119,519,322

Food Products — 0.7%
Archer-Daniels-Midland Co.		5,351,252		331,831,136
Bunge Global SA		1,532,386		161,252,979
Campbell Soup Co.		2,130,128		99,817,798


30		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Schedule of Investments (unaudited) (continued)

July 31, 2024

iShares^® Core S&P 500 ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Food Products (continued)
Conagra Brands, Inc.		5,171,011	$	156,785,054
General Mills, Inc.		6,110,188		410,238,022
Hershey Co. (The)		1,597,729		315,519,523
Hormel Foods Corp.		3,138,782		100,786,290
J M Smucker Co. (The)		1,148,188		135,428,775
Kellanova		2,853,548		165,933,816
Kraft Heinz Co. (The)		8,542,732		300,789,594
Lamb Weston Holdings, Inc.		1,562,113		93,758,022
McCormick & Co., Inc. (Non-Voting), NVS		2,724,741		209,832,304
Mondelez International, Inc., Class A		14,517,565		992,275,568
Tyson Foods, Inc., Class A		3,097,398		188,631,538


			3,662,880,419

Gas Utilities — 0.0%
Atmos Energy Corp.		1,632,288		208,736,989


Ground Transportation — 1.0%
CSX Corp.		21,158,219		742,653,487
JB Hunt Transport Services, Inc.		882,860		152,867,209
Norfolk Southern Corp.		2,444,904		610,150,242
Old Dominion Freight Line, Inc.		1,927,523		405,126,784
Uber Technologies, Inc.^(a)		22,614,892		1,457,982,087
Union Pacific Corp.		6,603,379		1,629,251,701


			4,998,031,510

Health Care Equipment & Supplies — 2.3%
Abbott Laboratories		18,828,131		1,994,652,198
Align Technology, Inc.^(a)(b)		757,892		175,739,997
Baxter International, Inc.		5,515,131		197,551,992
Becton Dickinson & Co.		3,127,947		754,022,904
Boston Scientific Corp.^(a)(b)		15,911,952		1,175,575,014
Cooper Cos., Inc. (The)^(a)(b)		2,149,887		200,648,954
Dexcom, Inc.^(a)(b)		4,304,319		291,918,915
Edwards Lifesciences Corp.^(a)(b)		6,522,169		411,222,755
GE HealthCare Technologies, Inc.^(b)		4,594,700		388,849,461
Hologic, Inc.^(a)(b)		2,525,913		206,139,760
IDEXX Laboratories, Inc.^(a)(b)		893,785		425,548,914
Insulet Corp.^(a)(b)		758,186		147,353,449
Intuitive Surgical, Inc.^(a)		3,838,984		1,706,850,676
Medtronic plc		14,371,087		1,154,285,708
ResMed, Inc.		1,590,639		339,203,767
Solventum Corp.^(a)(b)		1,494,591		88,001,518
STERIS plc		1,069,352		255,318,483
Stryker Corp.		3,669,624		1,201,618,379
Teleflex, Inc.		509,849		112,635,841
Zimmer Biomet Holdings, Inc.		2,226,434		247,913,426


			11,475,052,111

Health Care Providers & Services — 2.6%
Cardinal Health, Inc.		2,636,174		265,805,424
Cencora, Inc.		1,790,594		425,946,501
Centene Corp.^(a)(b)		5,782,579		444,795,977
Cigna Group (The)		3,074,540		1,071,999,862
CVS Health Corp.		13,587,002		819,703,831
DaVita, Inc.^(a)(b)		560,108		76,521,955
Elevance Health, Inc.		2,515,352		1,338,242,725
HCA Healthcare, Inc.		2,097,550		761,515,527
Henry Schein, Inc.^(a)(b)		1,385,823		99,696,107
Humana, Inc.		1,304,318		471,654,432
Labcorp Holdings, Inc.^(b)		912,253		196,535,786
McKesson Corp.		1,406,702		867,963,268
Molina Healthcare, Inc.^(a)(b)		634,288		216,463,466
Quest Diagnostics, Inc.		1,200,869		170,883,659
UnitedHealth Group, Inc.		9,961,541		5,739,441,462
Universal Health Services, Inc., Class B		646,107		138,111,832


			13,105,281,814


Security	Shares		Value


Health Care REITs — 0.3%
Alexandria Real Estate Equities, Inc.		1,704,102	$	199,874,124
Healthpeak Properties, Inc.		7,617,182		166,206,911
Ventas, Inc.		4,380,962		238,499,571
Welltower, Inc.		6,471,384		719,941,470


			1,324,522,076

Hotel & Resort REITs — 0.0%
Host Hotels & Resorts, Inc.		7,632,515		133,645,338


Hotels, Restaurants & Leisure — 1.8%
Airbnb, Inc., Class A^(a)		4,778,512		666,889,135
Booking Holdings, Inc.		367,125		1,363,873,046
Caesars Entertainment, Inc.^(a)(b)		2,342,382		93,578,161
Carnival Corp.^(a)(b)		10,932,244		182,131,185
Chipotle Mexican Grill, Inc.^(a)		14,862,788		807,346,644
Darden Restaurants, Inc.		1,291,864		188,986,785
Domino’s Pizza, Inc.		377,702		161,920,847
Expedia Group, Inc.^(a)(b)		1,374,153		175,438,114
Hilton Worldwide Holdings, Inc.		2,706,358		580,973,872
Las Vegas Sands Corp.		3,951,027		156,737,241
Marriott International, Inc., Class A		2,596,800		590,252,640
McDonald’s Corp.		7,800,068		2,070,138,047
MGM Resorts International^(a)		2,715,850		116,700,075
Norwegian Cruise Line Holdings Ltd.^(a)(b)		4,643,419		85,578,212
Royal Caribbean Cruises Ltd.^(a)(b)		2,562,534		401,600,328
Starbucks Corp.		12,259,301		955,612,513
Wynn Resorts Ltd.		1,021,933		84,636,491
Yum! Brands, Inc.		3,048,302		404,905,955


			9,087,299,291

Household Durables — 0.4%
DR Horton, Inc.		3,207,601		577,143,648
Garmin Ltd.		1,662,916		284,774,365
Lennar Corp., Class A		2,650,318		468,920,764
Mohawk Industries, Inc.^(a)(b)		573,886		92,435,818
NVR, Inc.^(a)(b)		33,956		292,275,591
PulteGroup, Inc.		2,276,479		300,495,228


			2,016,045,414

Household Products — 1.2%
Church & Dwight Co., Inc.		2,646,703		259,403,361
Clorox Co. (The)		1,342,927		177,172,359
Colgate-Palmolive Co.		8,879,615		880,769,012
Kimberly-Clark Corp.		3,644,147		492,142,052
Procter & Gamble Co. (The)		25,543,768		4,106,416,144


			5,915,902,928

Independent Power and Renewable Electricity Producers — 0.1%
AES Corp. (The)		7,691,658		136,834,596
Vistra Corp.		3,534,804		280,027,173


			416,861,769

Industrial Conglomerates — 0.4%
3M Co.		5,988,954		763,891,082
Honeywell International, Inc.		7,047,633		1,443,002,857


			2,206,893,939

Industrial REITs — 0.3%
Prologis, Inc.		10,020,519		1,263,086,420


Insurance — 2.1%
Aflac, Inc.		5,596,553		533,799,225
Allstate Corp. (The)		2,856,356		488,779,639
American International Group, Inc.		7,182,970		569,106,713
Aon plc, Class A		2,353,112		773,020,823
Arch Capital Group Ltd.^(a)(b)		4,047,707		387,689,377
Arthur J Gallagher & Co.		2,364,836		670,407,358
Assurant, Inc.		561,985		98,274,317


S C H E D U L E O F I N V E S T M E N T S			31

Schedule of Investments (unaudited) (continued)

July 31, 2024

iShares^® Core S&P 500 ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Insurance (continued)
Brown & Brown, Inc.		2,562,487	$	254,788,082
Chubb Ltd.		4,394,990		1,211,522,943
Cincinnati Financial Corp.		1,698,002		221,793,021
Everest Group Ltd.		469,781		184,562,862
Globe Life, Inc.		908,783		84,280,535
Hartford Financial Services Group, Inc. (The)		3,200,986		355,053,367
Loews Corp.^(b)		1,970,701		157,557,545
Marsh & McLennan Cos., Inc.		5,332,710		1,186,901,265
MetLife, Inc.		6,464,906		496,828,026
Principal Financial Group, Inc.		2,333,684		190,218,583
Progressive Corp. (The)^(b)		6,339,262		1,357,362,779
Prudential Financial, Inc.		3,885,647		486,949,282
Travelers Cos., Inc. (The)		2,478,299		536,403,036
Willis Towers Watson plc		1,106,579		312,365,120
WR Berkley Corp.		3,278,838		180,762,339


			10,738,426,237

Interactive Media & Services — 6.2%
Alphabet, Inc., Class A		63,574,652		10,905,595,804
Alphabet, Inc., Class C, NVS		52,890,183		9,157,935,187
Match Group, Inc.^(a)(b)		2,875,310		109,664,323
Meta Platforms, Inc., Class A		23,718,194		11,262,110,057


			31,435,305,371

IT Services — 1.1%
Accenture plc, Class A		6,804,733		2,249,780,825
Akamai Technologies, Inc.^(a)(b)		1,648,694		162,033,646
Cognizant Technology Solutions Corp., Class A		5,387,474		407,724,032
EPAM Systems, Inc.^(a)(b)		627,247		134,939,647
Gartner, Inc.^(a)(b)		840,114		421,056,736
GoDaddy, Inc., Class A^(a)(b)		1,525,473		221,880,048
International Business Machines Corp.		9,942,280		1,910,309,679
VeriSign, Inc.^(a)(b)		938,027		175,420,429


			5,683,145,042

Leisure Products — 0.0%
Hasbro, Inc.		1,416,397		91,300,951


Life Sciences Tools & Services — 1.3%
Agilent Technologies, Inc.		3,171,596		448,463,674
Bio-Rad Laboratories, Inc., Class A^(a)(b)		220,711		74,679,774
Bio-Techne Corp.		1,705,653		139,164,228
Charles River Laboratories International, Inc.^(a)(b)		557,666		136,126,271
Danaher Corp.		7,134,588		1,976,851,643
IQVIA Holdings, Inc.^(a)(b)		1,971,788		485,513,359
Mettler-Toledo International, Inc.^(a)(b)		231,272		351,771,650
Revvity, Inc.^(b)		1,334,538		167,631,318
Thermo Fisher Scientific, Inc.		4,131,285		2,533,882,342
Waters Corp.^(a)(b)		641,899		215,857,796
West Pharmaceutical Services, Inc.		788,239		241,335,135


			6,771,277,190

Machinery — 1.6%
Caterpillar, Inc.		5,293,057		1,832,456,333
Cummins, Inc.		1,480,216		431,927,029
Deere & Co.		2,801,785		1,042,207,984
Dover Corp.		1,487,511		274,088,777
Fortive Corp.		3,809,838		273,736,860
IDEX Corp.		819,235		170,794,113
Illinois Tool Works, Inc.		2,939,120		726,785,594
Ingersoll Rand, Inc.^(b)		4,366,352		438,381,741
Nordson Corp.		587,904		147,170,008
Otis Worldwide Corp.		4,376,194		413,550,333
PACCAR, Inc.		5,672,910		559,689,301
Parker-Hannifin Corp.		1,391,003		780,575,244
Pentair plc		1,796,990		157,901,511
Snap-on, Inc.		570,512		163,754,059


Security	Shares		Value


Machinery (continued)
Stanley Black & Decker, Inc.		1,665,629	$	175,923,735
Westinghouse Air Brake Technologies Corp.		1,909,047		307,642,924
Xylem, Inc.		2,623,910		350,291,985


			8,246,877,531

Media — 0.6%
Charter Communications, Inc., Class A^(a)(b)		1,059,899		402,464,848
Comcast Corp., Class A		42,363,460		1,748,339,994
Fox Corp., Class A, NVS		2,501,948		95,174,102
Fox Corp., Class B		1,425,327		50,499,336
Interpublic Group of Cos., Inc. (The)		4,085,067		131,416,605
News Corp., Class A, NVS		4,114,425		113,475,842
News Corp., Class B		1,240,943		35,354,466
Omnicom Group, Inc.		2,119,726		207,817,937
Paramount Global, Class B, NVS		5,350,460		61,102,253


			2,845,645,383

Metals & Mining — 0.4%
Freeport-McMoRan, Inc.		15,547,342		706,004,800
Newmont Corp.		12,480,455		612,415,927
Nucor Corp.		2,595,104		422,846,246
Steel Dynamics, Inc.		1,598,670		212,974,817


			1,954,241,790

Multi-Utilities — 0.6%
Ameren Corp.		2,886,326		228,799,062
CenterPoint Energy, Inc.		6,923,927		192,138,974
CMS Energy Corp.		3,232,277		209,451,550
Consolidated Edison, Inc.		3,743,090		365,026,137
Dominion Energy, Inc.		9,072,122		484,995,642
DTE Energy Co.		2,239,638		269,943,568
NiSource, Inc.		4,852,142		151,629,438
Public Service Enterprise Group, Inc.		5,390,629		430,010,475
Sempra		6,849,525		548,372,972
WEC Energy Group, Inc.		3,418,208		294,170,980


			3,174,538,798

Office REITs — 0.0%
BXP, Inc.		1,561,632		111,359,978


Oil, Gas & Consumable Fuels — 3.4%
APA Corp.		3,907,840		121,885,530
Chevron Corp.		18,550,360		2,976,776,269
ConocoPhillips		12,657,993		1,407,568,822
Coterra Energy, Inc.		8,054,957		207,817,890
Devon Energy Corp.		6,840,158		321,692,631
Diamondback Energy, Inc.		1,930,180		390,494,716
EOG Resources, Inc.		6,220,153		788,715,400
EQT Corp.		6,420,577		221,574,112
Exxon Mobil Corp.		48,551,422		5,757,713,135
Hess Corp.		2,991,109		458,895,943
Kinder Morgan, Inc.		20,921,241		442,065,822
Marathon Oil Corp.		6,104,766		171,238,686
Marathon Petroleum Corp.		3,813,444		675,055,857
Occidental Petroleum Corp.		7,197,239		437,736,076
ONEOK, Inc.		6,316,733		526,373,361
Phillips 66		4,588,352		667,513,449
Targa Resources Corp.		2,399,690		324,630,063
Valero Energy Corp.		3,539,283		572,372,847
Williams Cos., Inc. (The)		13,190,583		566,403,634


			17,036,524,243

Passenger Airlines — 0.1%
American Airlines Group, Inc.^(a)(b)		7,101,665		75,561,716
Delta Air Lines, Inc.		6,984,268		300,463,209
Southwest Airlines Co.		6,477,092		174,492,858


32		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Schedule of Investments (unaudited) (continued)

July 31, 2024

iShares^® Core S&P 500 ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Passenger Airlines (continued)
United Airlines Holdings, Inc.^(a)(b)		3,558,809	$	161,641,105


			712,158,888

Personal Care Products — 0.1%
Estee Lauder Cos., Inc. (The), Class A		2,520,646		251,081,548
Kenvue, Inc.		20,716,158		383,041,762


			634,123,310

Pharmaceuticals — 3.6%
Bristol-Myers Squibb Co.		21,939,376		1,043,436,723
Catalent, Inc.^(a)		1,957,538		116,160,305
Eli Lilly & Co.		8,640,480		6,949,278,850
Johnson & Johnson		26,047,647		4,111,621,079
Merck & Co., Inc.		27,414,848		3,101,441,754
Pfizer, Inc.		61,330,046		1,873,019,605
Viatris, Inc.		12,886,992		155,417,123
Zoetis, Inc., Class A		4,938,723		889,167,689


			18,239,543,128

Professional Services — 0.6%
Automatic Data Processing, Inc.		4,429,982		1,163,401,873
Broadridge Financial Solutions, Inc.		1,278,935		273,692,090
Dayforce, Inc.^(a)(b)		1,708,982		101,308,453
Equifax, Inc.		1,338,041		373,808,514
Jacobs Solutions, Inc.		1,355,399		198,362,644
Leidos Holdings, Inc.		1,463,217		211,288,535
Paychex, Inc.		3,467,514		443,911,142
Paycom Software, Inc.		520,810		86,865,900
Verisk Analytics, Inc.		1,544,226		404,201,155


			3,256,840,306

Real Estate Management & Development — 0.1%^(a)(b)
CBRE Group, Inc., Class A		3,264,086		367,895,133
CoStar Group, Inc.		4,418,179		344,706,326


			712,601,459

Residential REITs — 0.3%
AvalonBay Communities, Inc.		1,536,593		314,878,637
Camden Property Trust		1,153,452		127,744,809
Equity Residential		3,733,742		259,980,455
Essex Property Trust, Inc.		694,363		193,282,885
Invitation Homes, Inc.		6,231,917		219,799,713
Mid-America Apartment Communities, Inc.		1,264,622		176,756,217
UDR, Inc.		3,278,881		131,384,762


			1,423,827,478

Retail REITs — 0.3%
Federal Realty Investment Trust		807,846		90,196,006
Kimco Realty Corp.		7,223,002		156,955,833
Realty Income Corp.		9,424,394		541,242,947
Regency Centers Corp.		1,779,025		119,799,544
Simon Property Group, Inc.		3,526,214		541,062,276


			1,449,256,606

Semiconductors & Semiconductor Equipment — 11.3%
Advanced Micro Devices, Inc.^(a)		17,493,591		2,527,474,028
Analog Devices, Inc.		5,367,215		1,241,866,207
Applied Materials, Inc.		8,992,687		1,908,248,181
Broadcom, Inc.		47,146,498		7,575,499,299
Enphase Energy, Inc.^(a)(b)		1,472,636		169,515,130
First Solar, Inc.^(a)		1,158,643		250,255,302
Intel Corp.		46,073,810		1,416,308,919
KLA Corp.		1,457,170		1,199,352,912
Lam Research Corp.		1,415,107		1,303,653,173
Microchip Technology, Inc.		5,848,852		519,261,080
Micron Technology, Inc.		11,985,162		1,316,210,491
Monolithic Power Systems, Inc.		526,797		454,673,223


Security	Shares		Value


Semiconductors & Semiconductor Equipment (continued)
NVIDIA Corp.		266,230,198	$	31,154,257,770
NXP Semiconductors NV		2,767,228		728,223,720
ON Semiconductor Corp.^(a)(b)		4,656,433		364,365,882
Qorvo, Inc.^(a)(b)		1,043,921		125,061,736
QUALCOMM, Inc.		12,100,094		2,189,512,009
Skyworks Solutions, Inc.		1,736,330		197,281,815
Teradyne, Inc.		1,689,658		221,615,543
Texas Instruments, Inc.		9,854,315		2,008,407,940


			56,871,044,360

Software — 10.3%
Adobe, Inc.^(a)(b)		4,848,918		2,674,905,615
ANSYS, Inc.^(a)(b)		944,877		296,341,773
Autodesk, Inc.^(a)(b)		2,315,097		573,032,809
Cadence Design Systems, Inc.^(a)		2,945,357		788,354,255
Crowdstrike Holdings, Inc., Class A^(a)		2,496,450		579,076,542
Fair Isaac Corp.^(a)(b)		267,575		428,120,000
Fortinet, Inc.^(a)(b)		6,862,448		398,296,482
Gen Digital, Inc.		5,963,662		154,995,575
Intuit, Inc.		3,030,405		1,961,732,677
Microsoft Corp.		80,440,637		33,652,340,489
Oracle Corp.		17,253,662		2,406,023,166
Palo Alto Networks, Inc.^(a)(b)		3,496,828		1,135,524,956
PTC, Inc.^(a)(b)		1,295,892		230,474,392
Roper Technologies, Inc.		1,158,685		631,193,654
Salesforce, Inc.		10,511,954		2,720,493,695
ServiceNow, Inc.^(a)(b)		2,218,738		1,806,918,040
Synopsys, Inc.^(a)		1,651,093		921,838,244
Tyler Technologies, Inc.^(a)(b)		459,383		260,980,076


			51,620,642,440

Specialized REITs — 1.0%
American Tower Corp.		5,054,163		1,113,937,525
Crown Castle, Inc.		4,703,064		517,713,285
Digital Realty Trust, Inc.		3,512,072		525,019,644
Equinix, Inc.		1,026,975		811,556,724
Extra Space Storage, Inc.		2,291,523		365,772,901
Iron Mountain, Inc.		3,172,611		325,382,984
Public Storage		1,711,952		506,600,836
SBA Communications Corp.		1,162,893		255,301,529
VICI Properties, Inc.		11,290,553		352,942,687
Weyerhaeuser Co.		7,894,988		250,744,819


			5,024,972,934

Specialty Retail — 1.9%
AutoZone, Inc.^(a)(b)		187,146		586,457,549
Bath & Body Works, Inc.		2,420,706		88,960,946
Best Buy Co., Inc.		2,084,199		180,324,897
CarMax, Inc.^(a)(b)		1,708,622		144,276,042
Home Depot, Inc. (The)		10,726,132		3,948,932,757
Lowe’s Cos., Inc.		6,192,677		1,520,364,130
O’Reilly Automotive, Inc.^(a)(b)		637,396		717,924,611
Ross Stores, Inc.		3,629,257		519,818,480
TJX Cos., Inc. (The)		12,257,218		1,385,310,778
Tractor Supply Co.		1,166,772		307,234,403
Ulta Beauty, Inc.^(a)(b)		519,006		189,380,099


			9,588,984,692

Technology Hardware, Storage & Peripherals — 7.2%
Apple, Inc.		156,004,289		34,645,432,502
Hewlett Packard Enterprise Co.		14,064,131		280,016,848
HP, Inc.		9,340,988		337,116,257
NetApp, Inc.		2,233,718		283,637,512
Seagate Technology Holdings plc		2,113,550		215,941,403
Super Micro Computer, Inc.^(a)(b)		544,829		382,279,268


S C H E D U L E O F I N V E S T M E N T S			33

Schedule of Investments (unaudited) (continued)

July 31, 2024

iShares^® Core S&P 500 ETF

(Percentages shown are based on Net Assets)


Security	Shares		Value


Technology Hardware, Storage & Peripherals (continued)
Western Digital Corp.^(a)		3,533,881	$	236,946,721


			36,381,370,511

Textiles, Apparel & Luxury Goods — 0.3%
Deckers Outdoor Corp.^(a)(b)		277,691		256,206,048
Lululemon Athletica, Inc.^(a)(b)		1,240,041		320,749,005
NIKE, Inc., Class B		13,111,805		981,549,722
Ralph Lauren Corp., Class A		422,417		74,172,201
Tapestry, Inc.		2,486,968		99,702,547


			1,732,379,523

Tobacco — 0.6%
Altria Group, Inc.		18,589,978		911,094,822
Philip Morris International, Inc.		16,825,083		1,937,576,558


			2,848,671,380

Trading Companies & Distributors — 0.3%
Fastenal Co.		6,196,853		438,427,350
United Rentals, Inc.		720,868		545,769,163
WW Grainger, Inc.		473,267		462,291,938


			1,446,488,451

Water Utilities — 0.1%
American Water Works Co., Inc.		2,108,615		300,182,431


Wireless Telecommunication Services — 0.2%
T-Mobile US, Inc.		5,580,630		1,017,237,236


Total Long-Term Investments — 99.7% (Cost: $423,178,040,562)				501,963,480,130


Security	Shares		Value


Short-Term Securities

Money Market Funds — 0.6%^(c)(d)

BlackRock Cash Funds: Institutional, SL Agency Shares, 5.45%^(e)		2,037,903,936	$	2,038,719,098
BlackRock Cash Funds: Treasury, SL Agency Shares, 5.29%		1,044,944,184		1,044,944,184


Total Short-Term Securities — 0.6% (Cost: $3,082,228,056)				3,083,663,282


Total Investments — 100.3% (Cost: $426,260,268,618)				505,047,143,412
Liabilities in Excess of Other Assets — (0.3)%				(1,652,299,137)


Net Assets — 100.0%			$	503,394,844,275

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Affiliate of the Fund.

^(d)	Annualized 7-day yield as of period end.

^(e)	All or a portion of this security was purchased with the cash collateral from loaned securities.

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of

Contracts

Expiration

Date

Notional

Amount (000)

Value/

Unrealized

Appreciation

(Depreciation)

Long Contracts

S&P 500 E-Mini Index

5,083

09/20/24

1,412,566

9,801,862

Fair Value Hierarchy as of Period End




	Level 1		Level 2		Level 3		Total


Assets
Investments
Long-Term Investments
Common Stocks	$	501,963,480,130	$	—	$	—	$	501,963,480,130
Short-Term Securities
Money Market Funds		3,083,663,282		—		—		3,083,663,282

	$	505,047,143,412	$	—	$	—	$	505,047,143,412

Derivative Financial Instruments^(a)
Assets
Equity contracts	$	9,801,862	$	—	$	—	$	9,801,862

^(a)	Derivative financial instruments are futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.


34		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

Statement of Assets and Liabilities (unaudited)

July 31, 2024


	iShares Core S&P 500 ETF


ASSETS
Investments, at value — unaffiliated^(a)(b)	$	500,638,420,737
Investments, at value — affiliated^(c)		4,408,722,675
Cash		202,116
Cash pledged:
Futures contracts		71,700,080
Receivables:
Investments sold		16,495,180
Securities lending income — affiliated		321,402
Dividends — unaffiliated		298,807,386
Dividends — affiliated		4,454,530
Variation margin on futures contracts		21,122,516

Total assets		505,460,246,622


LIABILITIES
Collateral on securities loaned		2,052,659,101
Payables:
Investment advisory fees		12,743,246

Total liabilities		2,065,402,347

Commitments and contingent liabilities

NET ASSETS	$	503,394,844,275


NET ASSETS CONSIST OF:
Paid-in capital	$	414,869,095,492
Accumulated earnings		88,525,748,783

NET ASSETS	$	503,394,844,275


NET ASSET VALUE
Shares outstanding		909,400,000

Net asset value	$	553.55

Shares authorized		Unlimited

Par value		None


^(a) Investments, at cost — unaffiliated	$	422,042,377,897
^(b) Securities loaned, at value	$	2,023,188,808
^(c) Investments, at cost — affiliated	$	4,217,890,721


S T A T E M E N T O F A S S E T S A N D L I A B I L I T I E S		35

Glossary of Terms Used in this Report


Portfolio Abbreviation

MSCI		Morgan Stanley Capital International

NVS		Non-Voting Shares

REIT		Real Estate Investment Trust


36		2 0 2 4 B L A C K R O C K A N N U A L F I N A N C I A L S T A T E M E N T S

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This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds unless preceded or accompanied by the Funds’ current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

Item 8 –

Changes in and Disagreements with Accountants for Open-End Management Investment Companies –See Item 7

Item 9 –

Proxy Disclosures for Open-End Management Investment Companies – See Item 7

Item 10 –

Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies – See Item 7

Item 11 –

Statement Regarding Basis for Approval of Investment Advisory Contract – See Item 7

Item 12 –

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable

Item 13 –

Portfolio Managers of Closed-End Management Investment Companies – Not Applicable

Item 14 –

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable

Item 15 –

Submission of Matters to a Vote of Security Holders – There have been no material changes to these procedures.

Item 16 –

Controls and Procedures

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 17 –

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not Applicable

Item 18 –

Recovery of Erroneously Awarded Compensation – Not Applicable

Item 19 –

Exhibits attached hereto

(a)(1) Code of Ethics – See Item 2

(a)(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed – Not Applicable

(a)(3) Section 302 Certifications are attached.

(a)(4) Any written solicitation to purchase securities under Rule 23c-1 – Not Applicable

(a)(5) Change in Registrant’s independent public accountant – Not Applicable

(b) Section 906 Certifications are attached.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BlackRock ETF Trust II


		By:		/s/ John M. Perlowski
				John M. Perlowski
				Chief Executive Officer (principal executive officer) of
				BlackRock ETF Trust II

Date: September 23, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


		By:		/s/ John M. Perlowski
				John M. Perlowski
				Chief Executive Officer (principal executive officer) of
				BlackRock ETF Trust II

Date: September 23, 2024


		By:		/s/ Trent Walker
				Trent Walker
				Chief Financial Officer (principal financial officer) of
				BlackRock ETF Trust II

Date: September 23, 2024

BlackRock ETF Trust II N-CSRCertified annual shareholder report (management investment company)