BlackRock Global Insider Trading Policy
Effective Date: October 7, 2021
Last Review Date: December 21, 2023
Objective and Scope
This policy governs trading by employees1 of BlackRock, Inc. and its wholly-owned subsidiaries (collectively, “BlackRock”) while any such employee is in possession of material, nonpublic information or inside information (“MNPI”, as further defined below) under applicable securities laws in the U.S. or the equivalent in the other jurisdictions in which BlackRock operates. Employees play a critical role in maintaining the integrity of BlackRock’s reputation and must handle MNPI and proprietary or confidential information properly. BlackRock has adopted a number of policies that deal with the handling of MNPI, including but not limited to confidentiality and employment policies that obligate employees to hold information relating to the business of BlackRock in strict confidence, a Code of Business Conduct and Ethics that obligates employees to maintain the confidentiality of information entrusted to them, and a Global Material Nonpublic Information Barrier Policy that establishes controls on the use and sharing of MNPI.
Applicable laws and regulations prohibit any behaviors that lead to market abuse. Employees are prohibited by law from buying or selling BlackRock securities or any other company’s securities (including, but not limited to, common stock, options to purchase common stock, preferred stock, debt, convertible debentures, and warrants, as well as derivative securities, such as exchange-traded put or call options or swaps) while in possession of MNPI with respect to those securities or companies, whether for their own account, a family2 member’s account, organization or firm account, or for a client’s account. In addition, if an employee has MNPI, they are prohibited from “tipping” or disclosing such information to others or donating shares with the expectation of receiving a tax benefit.
Employees may acquire MNPI through BlackRock’s customers, suppliers, affiliates, and companies in which BlackRock, its products, funds, or accounts, may invest. In certain circumstances, it may be necessary to establish an information barrier under the Global Material Nonpublic Information Barrier Policy in order to wall off the employee in possession of MNPI.
Policy / Document Requirements and Statements
1. Material, Nonpublic Information
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1 For purposes of this policy, the term "employee" includes all contingent workers and individual services providers, unless their agreement with BlackRock contains express conditions to the contrary.
2 Family members include Family Relationships as further described in the Global Relationships at Work Policy.
2. Restriction on Tipping
Employees are prohibited from disclosing MNPI to another person even if such person does not purchase or sell securities on the basis of such information, or pass on the information to another person (also known as “tipping”).
Employees may not disclose MNPI to:
3. Trading in BlackRock Securities
4. Escalation
Any employee who comes into possession of MNPI – whether intentionally or inadvertently – or is unsure whether they have come into possession of MNPI, with respect to BlackRock or any other company must promptly inform Legal & Compliance3 and shall take no further action without guidance from Legal & Compliance.
5. Prohibition on Hedging and Pledging BlackRock Securities
A BlackRock employee who files Section 16 reports with the U.S. Securities and Exchange Commission may not engage in any of the following:
6. Prohibition on Systematic Surveys of Non-Public Analyst Sentiment
Any systematic survey of analysts in order to gather non-public issuer specific analyst sentiment is prohibited, as is any other systematic process or initiative that seeks to gather material non-public issuer specific analyst sentiment for the purpose of making investment decisions or recommendations.
7. Other Trading Restrictions
This policy should be read in conjunction with other BlackRock policies, including the Global Personal Trading Policywhich contains other restrictions on trading the securities of BlackRock and other companies.
8. Other Barriers
BlackRock implements information barriers for a variety of reasons in addition to the prevention of insider trading. Barriers established for another explicit purpose, such as avoidance of potential coordinated trading, will be outlined in those specific policies and/or procedures.
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3 BlackRock Japan employees must promptly inform the Head of Compliance in Janapn.
9. Consequences of Violations
The penalties for insider trading violations are severe, and could include significant fines and imprisonment. In addition, an individual’s failure to comply with this Policy may subject the individual to disciplinary action, including dismissal for cause, whether or not the employee’s failure to comply results in a violation of applicable law.
10. Questions
Please contact Legal & Compliance in your respective region with questions regarding this policy.