UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 orOR 15(d)

of ~~the~~The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~May 31~~June 30, 2024

~~BlackRock~~BLACKROCK, ~~Inc~~INC.

(Exact name of registrant as specified in its charter)

DELAWARE

001-33099

32-0174431

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


50 Hudson Yards, New York, New York		10001
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 810-5800

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	~~TradingSymbol~~Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value	BLK	New York Stock Exchange
1.250% Notes due 2025	BLK25	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1 7.01. ~~Entry~~Regulation ~~Into~~FD ~~a Material Definitive Agreement~~Disclosure.

On ~~May~~June 3130, 2024, BlackRock, Inc. (the “~~BlackRock~~Company”) ~~and~~announced ~~certain~~that ofit ~~its~~had ~~subsidiaries~~ entered into ~~Amendment~~a ~~No. 15~~share purchase agreement (the “~~Amendment~~Transaction ~~No. 15~~Agreement”) to ~~its~~indirectly ~~Five-Year Revolving Credit Agreement~~acquire, ~~dated~~through asone of ~~March 10,~~its ~~2011,~~wholly asowned ~~amended by Amendment No. 1 thereto~~subsidiaries, ~~dated~~100% as of ~~March 30,~~the ~~2012,~~business ~~Amendment~~and ~~No. 2~~assets ~~thereto, dated as~~ of ~~March 28,~~Preqin ~~2013~~(“Preqin”), ~~Amendment~~a ~~No. 3~~leading ~~thereto,~~independent ~~dated~~provider as of ~~March 28,~~private ~~2014,~~markets ~~Amendment No. 4 thereto~~data, ~~dated~~for ~~as of April~~ £2~~, 2015, Amendment No~~.55 5billion ~~thereto,~~(approximately ~~dated as of April 8, 2016, Amendment No. 6 thereto, dated as of April 6, 2017, Amendment No. 7 thereto, dated as of April~~ $3~~, 2018, Amendment No~~.2 8billion ~~thereto, dated as of March 29, 2019, Amendment No~~U. ~~9 thereto, dated as of March 31, 2020, Amendment No~~S. 10 ~~thereto,~~dollars) ~~dated~~in ascash of March 31, 2021, Amendment No. 11 thereto, dated as of December 13, 2021, Amendment No. 12 thereto, dated as of March 31, 2022, Amendment No. 13 thereto, dated as of March 31, 2023, and Amendment No. 14 thereto, dated as of March 12, 2024 (the “~~Existing Credit Agreement~~Transaction”). ~~and,~~The ~~the~~Transaction ~~Existing~~is ~~Credit~~expected ~~Agreement~~to asclose ~~amended by Amendment No. 15,~~ (the “~~Credit Agreement~~Closing”), ~~with~~in ~~Wells~~the ~~Fargo~~fourth ~~Bank,~~quarter ~~National~~of ~~Association~~2024, assubject ~~administrative~~to ~~agent,~~the asatisfaction ~~swingline~~of ~~lender,~~certain anregulatory ~~issuing~~approvals ~~lender,~~as ~~L/C~~described ~~agent~~under ~~and~~Item a8.01 ~~lender,~~of ~~and~~this ~~the~~Current ~~banks~~Report ~~and~~on ~~other~~Form ~~financial institutions referred to therein~~8-K.

~~Among~~A ~~other~~copy ~~things,~~of ~~Amendment No. 15 (i) increases~~ the ~~commitments~~press ~~under~~release ~~the~~issued ~~revolving facility~~ by ~~$400,000,000 to an aggregate commitment of $5,400,000,000, and (ii) extends~~ the ~~maturity~~Company ~~date~~announcing (the ~~“Maturity~~Transaction ~~Date”)~~is offurnished ~~the~~as ~~revolving~~Exhibit ~~facility~~99.1 to ~~March 31,~~this ~~2029~~Current ~~for~~Report ~~lenders~~on ~~(other~~Form ~~than one non~~8-~~extending~~K. ~~lender)~~The ~~pursuant~~Company tois ~~BlackRock’s~~also ~~option~~furnishing tosupplemental ~~request~~materials ~~extensions~~related ofto the ~~Maturity~~Transaction ~~Date~~as ~~available~~Exhibit ~~under~~99.2, ~~the~~which ~~Existing~~will ~~Credit~~be ~~Agreement~~used ~~(with~~during ~~the~~a ~~commitment~~conference ofcall ~~the~~and ~~non-extending~~webcast ~~lender~~with ~~maturing~~investors onabout ~~March 31,~~the ~~2028).~~Transaction ~~Except~~at as8:30 ~~modified by Amendment No~~a. 15m., ~~the~~Eastern ~~terms~~Time, ofon ~~the~~July 1, ~~Existing Credit Agreement remain the same~~2024.

~~Certain~~Item ~~of the financial institutions party to Amendment No~~8. 1501. ~~and~~Other their affiliates have provided, and may in the future provide, investment banking, commercial lending, financial advisory and other services for BlackRock, and have received customary fees and expenses for these servicesEvents.

~~The~~Pursuant ~~foregoing~~to ~~description~~the ofTransaction Agreement and related ancillary agreements, the ~~terms~~Company will acquire the business and ~~conditions~~assets of ~~Amendment~~Preqin Noby indirectly acquiring, through one of its wholly owned subsidiaries, 100% of the shares of Preqin Holding Limited for £2.55 15billion is(approximately ~~not~~$3.2 billion ~~complete~~U.S. ~~and~~dollars) is in ~~all~~cash. ~~respects~~The ~~subject~~Company intends to fund the ~~actual~~consideration ~~provisions~~through ofup ~~Amendment~~to No$3.0 ~~15,~~billion ~~a copy~~ of ~~which~~incremental ~~has~~debt, ~~been~~as ~~filed~~well as ~~Exhibit~~available 10cash.1 toThe ~~this~~Transaction ~~Current~~is ~~Report~~expected onto ~~Form 8-K and~~close ~~which~~in isthe ~~incorporated~~fourth byquarter ~~reference~~of ~~herein~~2024.

~~Item 2.03~~Consummation ~~Creation~~ of athe ~~Direct~~Transaction ~~Financial~~is ~~Obligation~~subject orto anthe ~~Obligation~~expiration of the applicable waiting period under anthe ~~Off~~Hart-~~Balance~~Scott-Rodino ~~Sheet~~Antitrust ~~Arrangement~~Improvements Act of a1976, ~~Registrant~~as amended, and the receipt of specified other regulatory approvals and customary closing conditions.

The ~~information~~Company ~~included~~and Preqin have each made customary representations, warranties and covenants in ~~Item 1~~the Transaction Agreement, and the Transaction Agreement contains customary termination provisions.01 ofThe ~~this~~Transaction ~~Current~~Agreement ~~Report~~also oncontains ~~Form~~customary ~~8-K~~indemnification isobligations ~~incorporated~~for ~~herein~~transactions byof ~~reference~~this type.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

ExhibitNumber		Description
99.1		Press release announcing the Transaction, dated June 30, 2024
10.1		Amendment No. 15, dated as of May 31, 2024, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein.
99.2		Investor Presentation – Acquisition of Preqin
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

BlackRock, Inc. (Registrant) By: /s/ R. Andrew Dickson III Name: R. Andrew Dickson III Title: Managing Director and Corporate Secretary


	BlackRock, Inc.
	(Registrant)

	By:	/s/ R. Andrew Dickson III
Date: July 1, 2024		R. Andrew Dickson III
		Managing Director and Corporate Secretary

Date: May 31, 2024

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