(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

As of ~~July 31, 2020,~~April 30, 2021, there were ~~152,483,559~~152,526,401 shares of the registrant’s common stock outstanding.

	June 30,			December 31,			March 31,			December 31,
(in millions, except shares and per share data)	2020			2019			2021			2020
Assets
Cash and cash equivalents⁽¹⁾	$	5,466		$	4,829		$	6,267		$	8,664
Accounts receivable		2,990			3,179			3,825			3,535
Investments⁽¹⁾		5,171			5,489			7,145			6,919
Separate account assets		91,930			102,844			102,415			104,663
Separate account collateral held under securities lending agreements		14,367			15,466			15,711			16,507
Property and equipment (net of accumulated depreciation of $979 and $880 at June 30, 2020 and December 31, 2019, respectively)		697			715
Intangible assets (net of accumulated amortization of $237 and $185 at June 30, 2020 and December 31, 2019, respectively)		18,317			18,369
Property and equipment (net of accumulated depreciation and amortization of $1,150 and $1,098 at March 31, 2021 and December 31, 2020, respectively)								671			681
Intangible assets (net of accumulated amortization of $314 and $291 at March 31, 2021 and December 31, 2020, respectively)								18,516			18,263
Goodwill		14,556			14,562			15,348			14,551
Other assets⁽¹⁾		3,848			3,169			3,961			3,199
Total assets	$	157,342		$	168,622		$	173,859		$	176,982
Liabilities
Accrued compensation and benefits	$	1,189		$	2,057		$	1,077		$	2,499
Accounts payable and accrued liabilities		914			1,167			1,196			1,028
Borrowings		7,190			4,955			7,232			7,264
Separate account liabilities		91,930			102,844			102,415			104,663
Separate account collateral liabilities under securities lending agreements		14,367			15,466			15,711			16,507
Deferred income tax liabilities		3,664			3,734			3,794			3,673
Other liabilities⁽¹⁾		4,054			3,470			4,594			3,692
Total liabilities		123,308			133,693			136,019			139,326
Commitments and contingencies (Note 15)
Temporary equity
Redeemable noncontrolling interests		1,248			1,316			2,411			2,322
Permanent Equity
BlackRock, Inc. stockholders’ equity
Common stock, $0.01 par value;		2			2			2			2
Shares authorized: 500,000,000 at June 30, 2020 and December 31, 2019; Shares issued: 172,075,373 and 171,252,185 at June 30, 2020 and December 31, 2019, respectively; Shares outstanding: 152,460,239 and 154,375,780 at June 30, 2020 and December 31, 2019, respectively
Preferred stock (Note 20)		—			—
Shares authorized: 500,000,000 at March 31, 2021 and December 31, 2020; Shares issued: 172,075,373 at both March 31, 2021 and December 31, 2020; Shares outstanding:152,635,930 and 152,532,885 at March 31, 2021 and December 31, 2020, respectively
Additional paid-in capital		19,007			19,186			19,121			19,293
Retained earnings		22,532			21,662			24,872			24,334
Accumulated other comprehensive loss		(781	)		(571	)		(411	)		(337	)
Treasury stock, common, at cost (19,615,134 and 16,876,405 shares held at June 30, 2020 and December 31, 2019, respectively)		(8,030	)		(6,732	)
Treasury stock, common, at cost (19,439,443 and 19,542,488 shares held at March 31, 2021 and December 31, 2020, respectively)								(8,204	)		(8,009	)
Total BlackRock, Inc. stockholders’ equity		32,730			33,547			35,380			35,283
Nonredeemable noncontrolling interests		56			66			49			51
Total permanent equity		32,786			33,613			35,429			35,334
Total liabilities, temporary equity and permanent equity	$	157,342		$	168,622		$	173,859		$	176,982

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions, except shares and per share data)	2020			2019			2020			2019			2021			2020
Revenue
Investment advisory, administration fees and securities lending revenue
Investment advisory, administration fees and securities lending revenue:
Related parties	$	2,052		$	2,061		$	4,227		$	4,050		$	2,685		$	2,175
Other third parties		914			842			1,794			1,658			907			880
Total investment advisory, administration fees and securities lending revenue		2,966			2,903			6,021			5,708			3,592			3,055
Investment advisory performance fees		112			64			153			90			129			41
Technology services revenue		278			237			552			441			306			274
Distribution fees		253			267			529			529			340			276
Advisory and other revenue		39			53			103			102			31			64
Total revenue		3,648			3,524			7,358			6,870			4,398			3,710
Expense
Employee compensation and benefits		1,152			1,083			2,289			2,147			1,409			1,137
Distribution and servicing costs		429			416			874			820			505			445
Direct fund expense		246			252			523			494			320			277
General and administration		388			470			1,530			858
General and administration expense														585			1,142
Amortization of intangible assets		27			25			52			40			34			25
Total expense		2,242			2,246			5,268			4,359			2,853			3,026
Operating income		1,406			1,278			2,090			2,511			1,545			684
Nonoperating income (expense)
Net gain (loss) on investments		398			89			358			231			82			(40	)
Interest and dividend income		10			20			25			49			19			15
Interest expense		(51	)		(52	)		(97	)		(98	)		(55	)		(46	)
Total nonoperating income (expense)		357			57			286			182			46			(71	)
Income before income taxes		1,763			1,335			2,376			2,693			1,591			613
Income tax expense (benefit)		361			322			347			620			318			(14	)
Net income		1,402			1,013			2,029			2,073			1,273			627
Less:
Net income (loss) attributable to noncontrolling interests		188			10			9			17			74			(179	)
Net income attributable to BlackRock, Inc.	$	1,214		$	1,003		$	2,020		$	2,056		$	1,199		$	806
Earnings per share attributable to BlackRock, Inc. common stockholders:
Basic	$	7.90		$	6.46		$	13.08		$	13.11		$	7.86		$	5.19
Diluted	$	7.85		$	6.41		$	12.99		$	13.02		$	7.77		$	5.15
Weighted-average common shares outstanding:
Basic		153,732,878			155,354,552			154,488,079			156,803,244			152,567,453			155,243,279
Diluted		154,712,032			156,360,741			155,556,187			157,853,711			154,301,812			156,416,726

	Three Months Ended					Six Months Ended					Three Months Ended
	June 30,					June 30,					March 31,
(in millions)	2020		2019			2020			2019		2021			2020
Net income	$	1,402	$	1,013		$	2,029		$	2,073	$	1,273		$	627
Other comprehensive income (loss):
Foreign currency translation adjustments⁽¹⁾		29		(41	)		(210	)		27		(74	)		(239	)
Comprehensive income (loss)		1,431		972			1,819			2,100		1,199			388
Less: Comprehensive income (loss) attributable to noncontrolling interests		188		10			9			17		74			(179	)
Comprehensive income attributable to BlackRock, Inc.	$	1,243	$	962		$	1,810		$	2,083	$	1,125		$	567

(in millions)	Additional Paid-in Capital⁽¹⁾			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock Common			Total BlackRock Stockholders’ Equity			Nonredeemable Noncontrolling Interests			Total Permanent Equity			Redeemable Noncontrolling Interests / Temporary Equity			Additional Paid-in Capital⁽¹⁾			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock Common			Total BlackRock Stockholders’ Equity			Nonredeemable Noncontrolling Interests			Total Permanent Equity			Redeemable Noncontrolling Interests / Temporary Equity
December 31, 2019	$	19,188		$	21,662		$	(571	)	$	(6,732	)	$	33,547		$	66		$	33,613		$	1,316
December 31, 2020																									$	19,295		$	24,334		$	(337	)	$	(8,009	)	$	35,283		$	51		$	35,334		$	2,322
Net income		—			2,020			—			—			2,020			—			2,020			9			—			1,199			—			—			1,199			—			1,199			74
Dividends declared ($7.26 per share)		—			(1,150	)		—			—			(1,150	)		—			(1,150	)		—
Dividends declared ($4.13 per share)																										—			(661	)		—			—			(661	)		—			(661	)		—
Stock-based compensation		298			—			—			—			298			—			298			—			196			—			—			—			196			—			196			—
Issuance of common shares related to employee stock transactions		(477	)		—			—			484			7			—			7			—			(368	)		—			—			373			5			—			5			—
Employee tax withholdings related to employee stock transactions		—			—			—			(270	)		(270	)		—			(270	)		—			—			—			—			(268	)		(268	)		—			(268	)		—
Shares repurchased		—			—			—			(1,512	)		(1,512	)		—			(1,512	)		—			—			—			—			(300	)		(300	)		—			(300	)		—
Subscriptions (redemptions/distributions) — noncontrolling interest holders		—			—			—			—			—			(10	)		(10	)		815			—			—			—			—			—			(2	)		(2	)		622
Net consolidations (deconsolidations) of sponsored investment funds		—			—			—			—			—			—			—			(892	)		—			—			—			—			—			—			—			(607	)
Other comprehensive income (loss)		—			—			(210	)		—			(210	)		—			(210	)		—			—			—			(74	)		—			(74	)		—			(74	)		—
June 30, 2020	$	19,009		$	22,532		$	(781	)	$	(8,030	)	$	32,730		$	56		$	32,786		$	1,248
March 31, 2021																									$	19,123		$	24,872		$	(411	)	$	(8,204	)	$	35,380		$	49		$	35,429		$	2,411

(in millions)	Additional Paid-in Capital⁽¹⁾			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock Common			Total BlackRock Stockholders’ Equity			Nonredeemable Noncontrolling Interests			Total Permanent Equity			Redeemable Noncontrolling Interests / Temporary Equity			Additional Paid-in Capital⁽¹⁾			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock Common			Total BlackRock Stockholders’ Equity			Nonredeemable Noncontrolling Interests			Total Permanent Equity			Redeemable Noncontrolling Interests / Temporary Equity
March 31, 2020	$	18,887		$	21,872		$	(810	)	$	(6,936	)	$	33,013		$	57		$	33,070		$	1,440
December 31, 2019																									$	19,188		$	21,662		$	(571	)	$	(6,732	)	$	33,547		$	66		$	33,613		$	1,316
Net income		—			1,214			—			—			1,214			—			1,214			188			—			806			—			—			806			—			806			(179	)
Dividends declared ($3.63 per share)		—			(554	)		—			—			(554	)		—			(554	)		—			—			(596	)		—			—			(596	)		—			(596	)		—
Stock-based compensation		149			—			—			—			149			—			149			—			149			—			—			—			149			—			149			—
Issuance of common shares related to employee stock transactions		(27	)		—			—			31			4			—			4			—			(450	)		—			—			453			3			—			3			—
Employee tax withholdings related to employee stock transactions		—			—			—			(13	)		(13	)		—			(13	)		—			—			—			—			(257	)		(257	)		—			(257	)		—
Shares repurchased		—			—			—			(1,112	)		(1,112	)		—			(1,112	)		—			—			—			—			(400	)		(400	)		—			(400	)		—
Subscriptions (redemptions/distributions) — noncontrolling interest holders		—			—			—			—			—			(1	)		(1	)		(56	)		—			—			—			—			—			(9	)		(9	)		871
Net consolidations (deconsolidations) of sponsored investment funds		—			—			—			—			—			—			—			(324	)		—			—			—			—			—			—			—			(568	)
Other comprehensive income (loss)		—			—			29			—			29			—			29			—			—			—			(239	)		—			(239	)		—			(239	)		—
June 30, 2020	$	19,009		$	22,532		$	(781	)	$	(8,030	)	$	32,730		$	56		$	32,786		$	1,248
March 31, 2020																									$	18,887		$	21,872		$	(810	)	$	(6,936	)	$	33,013		$	57		$	33,070		$	1,440

(in millions)
Additional
Paid-in
Capital⁽¹⁾

Retained
Earnings

Accumulated
Other
Comprehensive
Income (Loss)

Treasury
Stock
Common

Total
BlackRock
Stockholders’
Equity

Nonredeemable
Noncontrolling
Interests

Total
Permanent
Equity

Redeemable
Noncontrolling
Interests /
Temporary
Equity

December 31, 2018
$
19,170

$
19,282

$
(691
)

$
(5,387
)

$
32,374

$
59

$
32,433

$
1,107

Net income

—

2,056

—

—

2,056

—

2,056

17

Dividends declared ($6.60 per share)

—

(1,071
)

—

—

(1,071
)

—

(1,071
)

—

Stock-based compensation

294

—

—

—

294

—

294

—

PNC preferred stock capital contribution

60

—

—

—

60

—

60

—

Retirement of preferred stock

(60
)

—

—

—

(60
)

—

(60
)

—

Issuance of common shares related to
   employee stock transactions

(515
)

—

—

523

8

—

8

—

Employee tax withholdings related to
   employee stock transactions

—

—

—

(229
)

(229
)

—

(229
)

—

Shares repurchased

—

—

—

(1,566
)

(1,566
)

—

(1,566
)

—

Subscriptions (redemptions/distributions)
   — noncontrolling interest holders

—

—

—

—

—

1

1

443

Net consolidations (deconsolidations) of
  sponsored investment funds

—

—

—

—

—

(3
)

(3
)

(857
)
Other comprehensive income (loss)

—

—

27

—

27

—

27

—

June 30, 2019
$
18,949

$
20,267

$
(664
)

$
(6,659
)

$
31,893

$
57

$
31,950

$
710

(in millions)
Additional
Paid-in
Capital⁽¹⁾

Retained
Earnings

Accumulated
Other
Comprehensive
Income (Loss)

Treasury
Stock
Common

Total
BlackRock
Stockholders’
Equity

Nonredeemable
Noncontrolling
Interests

Total
Permanent
Equity

Redeemable
Noncontrolling
Interests /
Temporary
Equity

March 31, 2019
$
18,829

$
19,779

$
(623
)

$
(6,676
)

$
31,309

$
53

$
31,362

$
1,009

Net income

—

1,003

—

—

1,003

—

1,003

10

Dividends declared ($3.30 per share)

—

(515
)

—

—

(515
)

—

(515
)

—

Stock-based compensation

140

—

—

—

140

—

140

—

Issuance of common shares related to
   employee stock transactions

(20
)

—

—

24

4

—

4

—

Employee tax withholdings related to
   employee stock transactions

—

—

—

(7
)

(7
)

—

(7
)

—

Subscriptions (redemptions/distributions)
   — noncontrolling interest holders

—

—

—

—

—

6

6

243

Net consolidations (deconsolidations) of
  sponsored investment funds

—

—

—

—

—

(2
)

(2
)

(552
)
Other comprehensive income (loss)

—

—

(41
)

—

(41
)

—

(41
)

—

June 30, 2019
$
18,949

$
20,267

$
(664
)

$
(6,659
)

$
31,893

$
57

$
31,950

$
710

	Six Months Ended						Three Months Ended
(in millions)	June 30,						March 31,
	2020			2019			2021			2020
Operating activities
Net income	$	2,029		$	2,073		$	1,273		$	627
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Depreciation and amortization		225			189			97			82
Noncash lease expense								31			29
Stock-based compensation		298			294			196			149
Deferred income tax expense (benefit)		(67	)		60			102			(133	)
Charitable Contribution		589			—			—			589
Gain related to the Charitable Contribution		(122	)		—			—			(122	)
Gain related to iCapital recapitalization		(244	)		—
Other gains		—			(26	)
Other investment gains								—			(244	)
Net (gains) losses within consolidated sponsored investment products		69			(166	)		(104	)		391
Net (purchases) proceeds within consolidated sponsored investment products		(828	)		(563	)		(612	)		(860	)
(Earnings) losses from equity method investees		(24	)		(56	)		(25	)		40
Distributions of earnings from equity method investees		23			21			8			13
Changes in operating assets and liabilities:
Accounts receivable		120			(131	)		(311	)		(5	)
Investments, trading		114			(14	)		82			132
Other assets		(817	)		(208	)		(731	)		(1,669	)
Accrued compensation and benefits		(885	)		(930	)		(1,432	)		(1,222	)
Accounts payable and accrued liabilities		(273	)		(16	)		155			(214	)
Other liabilities		562			170			698			1,479
Net cash provided by/(used in) operating activities		769			697			(573	)		(938	)
Investing activities
Purchases of investments		(180	)		(73	)		(146	)		(45	)
Proceeds from sales and maturities of investments		69			71			110			17
Distributions of capital from equity method investees		93			47			34			61
Net consolidations (deconsolidations) of sponsored investment funds		(40	)		(97	)		(38	)		(15	)
Acquisitions, net of cash acquired		—			(1,506	)		(1,062	)		—
Purchases of property and equipment		(100	)		(105	)		(48	)		(52	)
Net cash provided by/(used in) investing activities		(158	)		(1,663	)		(1,150	)		(34	)
Financing activities
Proceeds from long-term borrowings		2,245			992			—			999
Cash dividends paid		(1,150	)		(1,071	)		(661	)		(596	)
Repurchases of common stock		(1,782	)		(1,795	)		(568	)		(657	)
Net proceeds from (repayments of) borrowings by consolidated sponsored investment products		30			58			13			22
Net (redemptions/distributions paid)/subscriptions received from noncontrolling interest holders		805			444			620			862
Other financing activities		(42	)		(136	)		5			(2	)
Net cash provided by/(used in) financing activities		106			(1,508	)		(591	)		628
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(80	)		9			(7	)		(79	)
Net increase/(decrease) in cash, cash equivalents and restricted cash		637			(2,465	)		(2,321	)		(423	)
Cash, cash equivalents and restricted cash, beginning of period		4,846			6,505			8,681			4,846
Cash, cash equivalents and restricted cash, end of period	$	5,483		$	4,040		$	6,360		$	4,423
Supplemental disclosure of cash flow information:
Cash paid for:
Interest	$	90		$	93
Income taxes (net of refunds)	$	583		$	604
Supplemental schedule of noncash investing and financing transactions:
Issuance of common stock	$	477		$	515		$	368		$	450
PNC preferred stock capital contribution	$	—		$	60
Charitable Contribution of an investment	$	(589	)	$	—		$	—		$	(589	)
Increase (decrease) in noncontrolling interests due to net consolidation (deconsolidation) of sponsored investment funds	$	(892	)	$	(860	)	$	(607	)	$	(568	)

BlackRock’s diverse platform of alpha-seeking active, index and cash management investment strategies across asset classes enables the Company to tailor investment outcomes and asset allocation solutions for clients. Product offerings include single- and multi-asset portfolios investing in equities, fixed income, alternatives and money market instruments. Products are offered directly and through intermediaries in a variety of vehicles, including open-end and closed-end mutual funds,~~iShares~~^® exchange-traded funds (“ETFs”), separate accounts, collective trust funds (“CTFs”) and other pooled investment vehicles. BlackRock also offers technology services, including the investment and risk management technology platform, Aladdin^®, Aladdin Wealth, eFront, Cachematrix and FutureAdvisor, as well as advisory services and solutions to a broad base of institutional and wealth management clients.

These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. Noncontrolling interests (“NCI”) on the condensed consolidated statements of financial condition represents the portion of consolidated sponsored investment funds in which the Company does not have direct equity ownership. Accounts and transactions between consolidated entities have been eliminated.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting periods. Actual results could differ from those estimates.

Certain financial information that normally is included in annual financial statements, including certain financial statement footnotes, is not required for interim reporting purposes and has been condensed or omitted herein. These condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements and notes related thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019,~~2020, which was filed with the Securities and Exchange Commission (“SEC”) on February ~~28,~~ 25, 2021 (“2020 ~~(“2019~~ Form 10-K”).

The interim financial information at ~~June 30, 2020~~March 31, 2021 and for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ is unaudited. However, in the opinion of management, the interim information includes all normal recurring adjustments necessary for the fair presentation of the Company’s results for the periods presented. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year.

Certain prior period presentations and disclosures, while not required to be recast, were reclassified to ensure comparability with current period classifications.

~~Measurement of Credit Losses.In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2016-13,~~ ~~Measurement of Credit Losses on Financial Instruments~~ (“ASU 2016-13”), which significantly changes the accounting and disclosures for credit losses for most financial assets. The new guidance requires an estimate of expected lifetime credit losses and eliminates the existing recognition thresholds under current models. The adoption of ASU 2016-13, which was effective for the Company on January 1, 2020, did not have a material impact on its condensed consolidated financial statements.

Hierarchy of Fair Value Inputs. The Company uses a fair value hierarchy that prioritizes inputs to valuation approaches used to measure fair value. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. Assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories:

Quoted prices (unadjusted) in active markets for identical assets or liabilities at the reporting date.

Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; quotes from pricing services or brokers for which the Company can determine that orderly transactions took place at the quoted price or that the inputs used to arrive at the price are observable; and inputs other than quoted prices that are observable, such as models or other valuation methodologies.

Unobservable inputs for the valuation of the asset or liability, which may include nonbinding broker quotes. Level 3 assets include investments for which there is little, if any, market activity. These inputs require significant management judgment or estimation.

Significance of Inputs. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument.

Valuation Approaches. The fair values of certain Level 3 assets and liabilities were determined using various valuation approaches as appropriate, including third-party pricing vendors, broker quotes and market and income approaches.

A significant number of inputs used to value equity, debt securities, investments in CLOs and bank loans is sourced from third-party pricing vendors. Generally, prices obtained from pricing vendors are categorized as Level 1 inputs for identical securities traded in active markets and as Level 2 for other similar securities if the vendor uses observable inputs in determining the price.

In addition, quotes obtained from brokers generally are nonbinding and categorized as Level 3 inputs. However, if the Company is able to determine that market participants have transacted for the asset in an orderly manner near the quoted price or if the Company can determine that the inputs used by the broker are observable, the quote is classified as a Level 2 input.

Investments Measured at Net Asset Values. As a practical expedient, the Company uses net asset value (“NAV”) as the fair value for certain investments. The inputs to value these investments may include the Company’s capital accounts for its partnership interests in various alternative investments, including hedge funds, real assets and private equity funds, which may be adjusted by using the returns of certain market indices. The various partnerships generally are investment companies, which record their underlying investments at fair value based on fair value policies established by management of the underlying fund. Fair value policies at the underlying fund generally require the fund to utilize pricing/valuation information from third-party sources, including independent appraisals. However, in some instances, current valuation information for illiquid securities or securities in markets that are not active may not be available from any third-party source or fund management may conclude that the valuations that are available from third-party sources are not reliable. In these instances, fund management may perform model-based analytical valuations that could be used as an input to value these investments.

Fair Value Assets and Liabilities of Consolidated CLO. The Company applies the fair value option provisions for eligible assets, including bank loans, held by a consolidated CLO. As the fair value of the financial assets of the consolidated CLO is more observable than the fair value of the borrowings of the consolidated CLO, the Company measures the fair value of the borrowings of the consolidated CLO asequal to the fair value of the assets of the consolidated CLO less the fair value of the Company’s economic interest in the CLO.

Derivatives and Hedging Activities. The Company does not use derivative financial instruments for trading or speculative purposes. The Company uses derivative financial instruments primarily for purposes of hedging exposures to fluctuations in foreign currency exchange rates of certain assets and liabilities, and market exposures for certain seed investments. However, certain consolidated sponsored investment funds may also utilize derivatives as a part of their investment strategy.

The Company records all derivative financial instruments as either assets or liabilities at fair value on a gross basis in the condensed consolidated statements of financial condition. Credit risks are managed through master netting and collateral support agreements. The amounts related to the right to reclaim or the obligation to return cash collateral may not be used to offset amounts due under the derivative instruments in the normal course of settlement. Therefore, such amounts are not offset against fair value amounts recognized for derivative instruments with the same counterparty and are included in other assets and other liabilities. Changes in the fair value of the Company’s derivative financial instruments are recognized in earnings and, where applicable, are offset by the corresponding gain or loss on the related foreign-denominated assets or liabilities or hedged investments, on the condensed consolidated statements of income.

The Company may also use financial instruments designated as net investment hedges for accounting purposes to hedge net investments in international subsidiaries whose functional currency is not US dollars. The gain or loss from revaluing ~~accounting~~net investment hedges ~~of net investments in foreign operations~~ at the spot rate is deferred and reported within accumulated other comprehensive income (loss) on the condensed consolidated statements of financial condition. Amounts excluded from the effectiveness assessment are reported in the condensed consolidated statements of income using a systematic and rational method. The Company reassesses the effectiveness of its net investment hedge at least quarterly.

Separate Account Assets and Liabilities. Separate account assets are maintained by BlackRock Life Limited, a wholly owned subsidiary of the Company, which is a registered life insurance company in the United Kingdom, and represent segregated assets held for purposes of funding individual and group pension contracts. The life insurance company does not underwrite any insurance contracts that involve any insurance risk transfer from the insured to the life insurance company. The separate account assets primarily include equity securities, debt securities, money market funds and derivatives. The separate account assets are not subject to general claims of the creditors of BlackRock. These separate account assets and the related equal and offsetting liabilities are recorded as separate account assets and separate account liabilities on the condensed consolidated statements of financial condition.

The net investment income attributable to separate account assets supporting individual and group pension contracts accrues directly to the contract owner and is not reported on the condensed consolidated statements of income. While BlackRock has no economic interest in these separate account assets and liabilities, BlackRock earns policy administration and management fees associated with these products, which are included in investment advisory, administration fees and securities lending revenue on the condensed consolidated statements of income.

Separate Account Collateral Assets Held and Liabilities Under Securities Lending Agreements. The Company facilitates securities lending arrangements whereby securities held by separate accounts maintained by BlackRock Life Limited are lent to third parties under global master securities lending agreements. In exchange, the Company receives legal title to the collateral with minimum values generally ranging from approximately 102% to 112% of the value of the securities lent in order to reduce counterparty risk. The required collateral value is calculated on a daily basis. The global master securities lending agreements provide the Company the right to request additional collateral or, in the event of borrower default, the right to liquidate collateral. The securities lending transactions entered into by the Company are accompanied by an agreement that entitles the Company to request the borrower to return the securities at any time; therefore, these transactions are not reported as sales.

The Company records on the condensed consolidated statements of financial condition the cash and noncash collateral received under these BlackRock Life Limited securities lending arrangements as its own asset in addition to an equal and offsetting collateral liability for the obligation to return the collateral. The securities lending revenue earned from lending securities held by the separate accounts is included in investment advisory, administration fees and securities lending revenue on the condensed consolidated statements of income. During the ~~six~~three months ended ~~June 30,~~March 31, 2021 and 2020, ~~and 2019,~~ the Company had ~~not~~0t resold or repledged any of the collateral received under these arrangements. At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the fair value of loaned securities held by separate accounts was approximately ~~$13.1~~$14.4 billion and ~~$14.4~~$15.2 billion, respectively, and the fair value of the collateral held under these securities lending agreements was approximately ~~$14.4~~$15.7 billion and ~~$15.5~~$16.5 billion, respectively.

Money Market Fee Waivers. The Company may voluntarily waive a portion of its management fees on certain money market funds to ensure that they maintain a targeted level of daily net investment income (the “Yield Support waivers”). During the three months ended March 31, 2021, these waivers resulted in a reduction of management fees of approximately $70 million, which was partially offset by a reduction of BlackRock’s distribution and servicing costs paid to financial intermediaries. There were no Yield Support waivers for the three months ended March 31, 2020. The Company may increase or decrease the level of Yield Support waivers in future periods.

On ~~May 10, 2019,~~February 1, 2021, the Company acquired 100% of the equity interests of ~~eFront Holding SAS (“eFront~~Aperio Group, LLC (the “Aperio Transaction” or ~~“eFront”~~“Aperio”), a ~~leading alternative investment management software and solutions provider~~pioneer in customizing tax-optimized index equity separately managed accounts (“SMAs”) for approximately ~~$1.3~~$1.1 billion ~~excluding the settlement of eFront’s outstanding debt.~~in cash, using existing cash resources. The acquisition of ~~eFront~~Aperio increased BlackRock’s SMA assets under management and expanded ~~Aladdin’s illiquid alternative~~the breadth of the Company’s capabilities via tax-managed strategies across factors, broad market indexing, and ~~enables BlackRock to provide individual alternative or whole-portfolio technology solutions to clients.~~investor Environmental, Social, and Governance preferences across all asset classes.

The purchase price for the Aperio Transaction was ~~funded through a combination~~allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of ~~existing cash and issuance~~the transaction. The goodwill recognized in connection with the acquisition is primarily attributable to anticipated synergies from the transaction. The amount of ~~commercial paper (subsequently repaid with existing cash) and long-term notes in April 2019.~~goodwill expected to be deductible for tax purposes is approximately $0.5 billion. A summary of the fair values of the assets acquired and liabilities assumed in this acquisition is as ~~follows:~~follows⁽¹⁾:

				Initial
				Estimate of
(in millions)	Fair Value			Fair Value
Accounts receivable	$	61		$	16
Finite-lived intangible assets:
Customer relationships(2)		400			270
Technology-related		203
Trade name		14
Other					17
Goodwill		1,044			799
Other assets		49
Deferred income tax liabilities		(146	)		(28	)
Other liabilities assumed		(125	)		(12	)
Total consideration, net of cash acquired	$	1,500		$	1,062

Summary of consideration, net of cash acquired:
Cash paid including settlement of outstanding debt of approximately $0.2 billion	$	1,555
Cash paid				$	1,066
Cash acquired		(55	)		(4	)
Total consideration, net of cash acquired	$	1,500		$	1,062

Finite-lived intangible assets are amortized over their estimated useful lives, which range from three to 10 years. Amortization expense related to the finite-lived intangible assets was $7 million for the three months ended March 31, 2021. The finite-lived intangible assets had a weighted-average remaining useful life of approximately 10 years with remaining amortization expense as follows:

The financial results of Aperio have been included in BlackRock’s condensed consolidated financial statements from the closing of the Aperio Transaction. For the three months ended March 31, 2021, Aperio contributed $13 million of revenue and did 0t have a material impact to net income attributable to BlackRock, Inc. Consequently, the Company has not presented pro forma combined results of operations for this acquisition.

The following table provides a reconciliation of cash and cash equivalents reported within the condensed consolidated statements of financial condition to the cash, cash equivalents, and restricted cash reported within the condensed consolidated statements of cash flows.

	June 30,		December 31,		March 31,		December 31,
	2020		2019		2021		2020
(in millions)
Cash and cash equivalents	$	5,466	$	4,829	$	6,267	$	8,664
Restricted cash included in other assets(1)		17		17		93		17
Total cash, cash equivalents and restricted cash	$	5,483	$	4,846	$	6,360	$	8,681

	June 30,		December 31,		March 31,		December 31,
(in millions)	2020		2019		2021		2020
Debt securities:
Held-to-maturity investments	$	259	$	249	$	308	$	310
Trading securities		1,444		1,249		1,496		1,964
Total debt securities		1,703		1,498		1,804		2,274
Equity securities at FVTNI⁽¹⁾		1,393		1,926		2,679		2,317
Equity method investments⁽²⁾		1,018		943		1,223		1,081
Bank loans		232		204		258		248
Federal Reserve Bank stock⁽³⁾		94		93		95		94
Carried interest⁽⁴⁾		458		528		805		627
Other investments⁽⁵⁾		273		297		281		278
Total investments	$	5,171	$	5,489	$	7,145	$	6,919

The carrying value of held-to-maturity investments was ~~$259~~$308 million and ~~$249~~$310 million at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, respectively. Held-to-maturity investments included certain investments in CLOs and foreign government debt held primarily for regulatory purposes. The amortized cost (carrying value) of these investments approximated fair value (primarily a Level 2 input). At ~~June 30, 2020, $14~~March 31, 2021, $11 million of these investments mature between one to five years, ~~$117~~$135 million of these investments mature between five to ~~ten~~10 years and ~~$128~~$162 million of these investments mature after ~~ten~~10 years.

A summary of the cost and carrying value of trading debt securities and equity securities at FVTNI is as follows:


	June 30, 2020				December 31, 2019				March 31, 2021				December 31, 2020
(in millions)	Cost		Carrying Value		Cost		Carrying Value		Cost		Carrying Value		Cost		Carrying Value
Trading debt securities:
Corporate debt	$	1,132	$	1,135	$	822	$	844	$	1,121	$	1,132	$	1,591	$	1,641
Government debt		228		228		268		269		259		259		203		210
Asset/mortgage-backed debt		98		81		141		136		119		105		132		113
Total trading debt securities	$	1,458	$	1,444	$	1,231	$	1,249	$	1,499	$	1,496	$	1,926	$	1,964
Equity securities at FVTNI:
Equity securities/multi-asset mutual funds	$	1,302	$	1,393	$	1,769	$	1,926
Equity securities/mutual funds									$	2,383	$	2,679	$	2,055	$	2,317
Total equity securities at FVTNI	$	1,302	$	1,393	$	1,769	$	1,926	$	2,383	$	2,679	$	2,055	$	2,317

The Company consolidates certain sponsored investment funds accounted for as voting rights entities (“VREs”) because it is deemed to control such funds.

In the normal course of business, the Company is the manager of various types of sponsored investment vehicles, which may be considered VIEs. The Company may from time to time own equity or debt securities or enter into derivatives with the vehicles, each of which are considered variable interests. The Company’s involvement in financing the operations of the VIEs is generally limited to its investments in the entity. The Company’s consolidated VIEs include certain sponsored investment products in which BlackRock has an investment and as the investment manager, is deemed to have both the power to direct the most significant activities of the products and the right to receive benefits (or the obligation to absorb losses) that could potentially be significant to these sponsored investment products. The assets of these VIEs are not available to creditors of the Company. In addition, the investors in these VIEs have no recourse to the credit of the Company.

The following table presents the balances related to these consolidated sponsored investment products accounted for as VIEs and VREs that were recorded on the consolidated statements of financial condition, including BlackRock’s net interest in these products:

	June 30, 2020									December 31, 2019									March 31, 2021									December 31, 2020
(in millions)	VIEs			VREs			Total			VIEs			VREs			Total			VIEs			VREs			Total			VIEs			VREs			Total
Cash and cash equivalents	$	228		$	47		$	275		$	131		$	10		$	141		$	186		$	56		$	242		$	155		$	51		$	206
Investments:
Trading debt securities		1,260			155			1,415			1,059			151			1,210			1,329			129			1,458			1,618			310			1,928
Equity securities at FVTNI		840			302			1,142			1,330			332			1,662			2,022			388			2,410			1,592			413			2,005
Bank loans		232			—			232			204			—			204			258			—			258			248			—			248
Other investments		164			—			164			194			—			194			196			—			196			191			—			191
Carried interest		440			—			440			514			—			514			778			—			778			604			—			604
Total investments		2,936			457			3,393			3,301			483			3,784			4,583			517			5,100			4,253			723			4,976
Other assets		100			23			123			68			5			73			95			13			108			90			9			99
Other liabilities⁽¹⁾		(803	)		(48	)		(851	)		(820	)		(20	)		(840	)		(1,179	)		(37	)		(1,216	)		(952	)		(70	)		(1,022	)
Noncontrolling interest		(1,240	)		(64	)		(1,304	)		(1,348	)		(34	)		(1,382	)
Noncontrolling interests																				(2,372	)		(88	)		(2,460	)		(2,193	)		(180	)		(2,373	)
BlackRock's net interests in consolidated investment products	$	1,221		$	415		$	1,636		$	1,332		$	444		$	1,776		$	1,313		$	461		$	1,774		$	1,353		$	533		$	1,886

BlackRock’s total exposure to consolidated sponsored investment products represents the value of its economic ownership interest in these sponsored investment products. Valuation changes associated with investments held at fair value by these consolidated sponsored investment products are reflected in nonoperating income (expense) and partially offset in net income (loss) attributable to noncontrolling interests for the portion not attributable to BlackRock.

The Company cannot readily access cash and cash equivalents held by consolidated sponsored investment products to use in its operating activities.

Net gain (loss) related to consolidated VIEs is presented in the following table:

	Three Months Ended				Six Months Ended					Three Months Ended
	June 30,				June 30,					March 31,
(in millions)	2020		2019		2020			2019		2021		2020

Nonoperating net gain (loss) on consolidated VIEs	$	282	$	39	$	(27	)	$	133	$	83	$	(309	)

Net income (loss) attributable to NCI on consolidated VIEs	$	178	$	12	$	20		$	17	$	55	$	(158	)

Nonconsolidated VIEs. At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company’s carrying value of assets and liabilities included on the condensed consolidated statements of financial condition pertaining to nonconsolidated VIEs and its maximum risk of loss related to VIEs for which it held a variable interest, but for which it was not the primary beneficiary, was as follows:

(in millions)												Advisory Fee		Other Net Assets			Maximum
At June 30, 2020	Investments		Advisory Fee Receivables		Other Net Assets (Liabilities)			Maximum Risk of Loss⁽¹⁾
At March 31, 2021										Investments		Receivables		(Liabilities)			Risk of Loss⁽¹⁾
Sponsored investment products	$	557	$	47	$	(12	)	$	621	$	612	$	96	$	(12	)	$	725
At December 31, 2019
At December 31, 2020
Sponsored investment products	$	539	$	71	$	(10	)	$	627	$	662	$	71	$	(13	)	$	750

The net assets of sponsored investment products that are nonconsolidated VIEs approximated ~~$12~~$16 billion at both ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019.~~2020.

June 30, 2020 (in millions)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Investments Measured at NAV⁽¹⁾		Other⁽²⁾		June 30, 2020
March 31, 2021 (in millions)													Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Investments Measured at NAV⁽¹⁾		Other⁽²⁾		March 31, 2021
Assets:
Investments
Debt securities:
Held-to-maturity investments	$	—	$	—	$	—	$	—	$	259	$	259	$	—	$	—	$	—	$	—	$	308	$	308
Trading securities		—		1,434		10		—		—		1,444		—		1,482		14		—		—		1,496
Total debt securities		—		1,434		10		—		259		1,703		—		1,482		14		—		308		1,804
Equity securities at FVTNI:
Equity securities/Multi-asset mutual funds		1,393		—		—		—		—		1,393
Equity securities/mutual funds														2,679		—		—		—		—		2,679
Equity method:
Equity and fixed income mutual funds		208		—		—		—		—		208		337		—		—		—		—		337
Hedge funds/funds of hedge funds		—		—		—		245		—		245		—		—		—		327		—		327
Private equity funds		—		—		—		310		—		310		—		—		—		355		—		355
Real assets funds		—		—		—		251		—		251		—		—		—		204		—		204
Other		—		—		—		4		—		4
Total equity method		208		—		—		810		—		1,018		337		—		—		886		—		1,223
Bank loans		—		3		229		—		—		232		—		23		235		—		—		258
Federal Reserve Bank Stock		—		—		—		—		94		94		—		—		—		—		95		95
Carried interest		—		—		—		—		458		458		—		—		—		—		805		805
Other investments⁽³⁾		—		3		16		83		171		273		—		—		9		96		176		281
Total investments		1,601		1,440		255		893		982		5,171		3,016		1,505		258		982		1,384		7,145
Other assets⁽⁴⁾		184		—		—		—		—		184		178		—		—		—		—		178
Separate account assets		61,946		29,124		—		—		860		91,930		71,368		30,095		—		—		952		102,415
Separate account collateral held under securities lending agreements:
Equity securities		11,305		—		—		—		—		11,305		12,025		—		—		—		—		12,025
Debt securities		—		3,062		—		—		—		3,062		—		3,686		—		—		—		3,686
Total separate account collateral held under securities lending agreements		11,305		3,062		—		—		—		14,367		12,025		3,686		—		—		—		15,711
Total	$	75,036	$	33,626	$	255	$	893	$	1,842	$	111,652	$	86,587	$	35,286	$	258	$	982	$	2,336	$	125,449
Liabilities:
Separate account collateral liabilities under securities lending agreements	$	11,305	$	3,062	$	—	$	—	$	—	$	14,367	$	12,025	$	3,686	$	—	$	—	$	—	$	15,711
Other liabilities⁽⁵⁾		—		90		262		—		—		352		—		35		280		—		—		315
Total	$	11,305	$	3,152	$	262	$	—	$	—	$	14,719	$	12,025	$	3,721	$	280	$	—	$	—	$	16,026

December 31, 2019 (in millions)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Investments Measured at NAV⁽¹⁾		Other⁽²⁾		December 31, 2019
December 31, 2020 (in millions)													Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Investments Measured at NAV⁽¹⁾		Other⁽²⁾		December 31, 2020
Assets:
Investments
Debt securities:
Held-to-maturity investments	$	—	$	—	$	—	$	—	$	249	$	249	$	—	$	—	$	—	$	—	$	310	$	310
Trading securities		—		1,241		8		—		—		1,249		—		1,953		11		—		—		1,964
Total debt securities		—		1,241		8		—		249		1,498		—		1,953		11		—		310		2,274
Equity securities at FVTNI:
Equity securities/Multi-asset mutual funds		1,926		—		—		—		—		1,926
Equity securities/mutual funds														2,317		—		—		—		—		2,317
Equity method:
Equity and fixed income mutual funds		157		—		—		—		—		157		235		—		—		—		—		235
Hedge funds/funds of hedge funds		—		—		—		220		—		220		—		—		—		313		—		313
Private equity funds		—		—		—		248		—		248		—		—		—		315		—		315
Real assets funds		—		—		—		296		—		296		—		—		—		218		—		218
Other		12		—		—		10		—		22
Total equity method		169		—		—		774		—		943		235		—		—		846		—		1,081
Bank loans		—		27		177		—		—		204		—		16		232		—		—		248
Federal Reserve Bank Stock		—		—		—		—		93		93		—		—		—		—		94		94
Carried interest		—		—		—		—		528		528		—		—		—		—		627		627
Other investments⁽³⁾		—		—		9		98		190		297		—		—		9		94		175		278
Total investments		2,095		1,268		194		872		1,060		5,489		2,552		1,969		252		940		1,206		6,919
Other assets⁽⁴⁾		173		—		—		—		—		173		205		13		—		—		—		218
Separate account assets		72,515		29,582		—		—		747		102,844		71,392		32,404		—		—		867		104,663
Separate account collateral held under securities lending agreements:
Equity securities		10,209		—		—		—		—		10,209		13,126		—		—		—		—		13,126
Debt securities		—		5,257		—		—		—		5,257		—		3,381		—		—		—		3,381
Total separate account collateral held under securities lending agreements		10,209		5,257		—		—		—		15,466		13,126		3,381		—		—		—		16,507
Total	$	84,992	$	36,107	$	194	$	872	$	1,807	$	123,972	$	87,275	$	37,767	$	252	$	940	$	2,073	$	128,307
Liabilities:
Separate account collateral liabilities under securities lending agreements	$	10,209	$	5,257	$	—	$	—	$	—	$	15,466	$	13,126	$	3,381	$	—	$	—	$	—	$	16,507
Other liabilities⁽⁵⁾		—		10		388		—		—		398		—		68		272		—		—		340
Total	$	10,209	$	5,267	$	388	$	—	$	—	$	15,864	$	13,126	$	3,449	$	272	$	—	$	—	$	16,847

Level 3 Assets. Level 3 assets may include investments in CLOs and bank loans of consolidated CLOs, which were valued based on single-broker nonbinding quotes and direct private equity investments, which were valued using the market or income approach.

Level 3 investments of ~~$255~~$258 million and ~~$194~~$252 million at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, respectively, primarily included bank loans of a consolidated ~~CLO and investments in CLOs.~~CLO.

Level 3 Liabilities. Level 3 liabilities primarily include ~~contingent liabilities related to certain acquisitions, which were valued based upon discounted cash flow analyses using unobservable market data inputs and~~ borrowings of a consolidated CLO, which were valued based on the fair value of the assets of the consolidated CLO less the fair value of the Company’s economic interest in the ~~CLO.~~CLO, and contingent liabilities related to certain acquisitions, which were valued based upon discounted cash flow analyses using unobservable market data inputs.

Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Three Months Ended ~~June 30, 2020~~March 31, 2021

(in millions)	March 31, 2020		Realized and Unrealized Gains (Losses)			Purchases		Sales and Maturities		Issuances and other Settlements⁽¹⁾			Transfers into Level 3		Transfers out of Level 3		June 30, 2020		Total Net Unrealized Gains (Losses) Included in Earnings⁽²⁾			December 31, 2020		Realized and Unrealized Gains (Losses)			Purchases		Sales and Maturities		Issuances and other Settlements⁽¹⁾		Transfers into Level 3		Transfers out of Level 3			March 31, 2021		Total Net Unrealized Gains (Losses) Included in Earnings⁽²⁾
Assets:
Investments:
Debt securities:
Trading	$	9	$	—		$	1	$	—	$	—		$	—	$	—	$	10	$	—		$	11	$	—		$	5	$	—	$	—	$	—	$	(2	)	$	14	$	—
Total debt securities		9		—			1		—		—			—		—		10		—			11		—			5		—		—		—		(2	)		14		—
Private equity		16		—			—		—		—			—		—		16		—			9		—			—		—		—		—		—			9		—
Bank loans		181		14			18		—		—			16		—		229		14			232		—			9		—		—		4		(10	)		235		—
Total investments	$	206	$	14		$	19	$	—	$	—		$	16	$	—	$	255	$	14		$	252	$	—		$	14	$	—	$	—	$	4	$	(12	)	$	258	$	—
Liabilities:
Other liabilities⁽³⁾	$	421	$	(12	)	$	—	$	—	$	(171	)	$	—	$	—	$	262	$	(19	)	$	272	$	(3	)	$	—	$	—	$	5	$	—	$	—		$	280	$	(3	)
Total Level 3 liabilities	$	421	$	(12	)	$	—	$	—	$	(171	)	$	—	$	—	$	262	$	(19	)	$	272	$	(3	)	$	—	$	—	$	5	$	—	$	—		$	280	$	(3	)

Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the ~~Six~~Three Months Ended ~~June 30,~~March 31, 2020

(in millions)	December 31, 2019		Realized and Unrealized Gains (Losses)			Purchases		Sales and Maturities			Issuances and other Settlements⁽¹⁾			Transfers into Level 3		Transfers out of Level 3		June 30, 2020		Total Net Unrealized Gains (Losses) Included in Earnings⁽²⁾			December 31, 2019		Realized and Unrealized Gains (Losses)			Purchases		Sales and Maturities			Issuances and other Settlements⁽¹⁾		Transfers into Level 3		Transfers out of Level 3		March 31, 2020		Total Net Unrealized Gains (Losses) Included in Earnings⁽²⁾
Assets:
Investments:
Debt securities:
Trading	$	8	$	—		$	2	$	—		$	—		$	—	$	—	$	10	$	—		$	8	$	—		$	1	$	—		$	—	$	—	$	—	$	9	$	—
Total debt securities		8		—			2		—			—			—		—		10		—			8		—			1		—			—		—		—		9		—
Private equity		9		—			8		(1	)		—			—		—		16		—			9		—			8		(1	)		—		—		—		16		—
Bank loans		177		—			36		—			—			16		—		229		—			177		(14	)		18		—			—		—		—		181		(14	)
Total investments	$	194	$	—		$	46	$	(1	)	$	—		$	16	$	—	$	255	$	—		$	194	$	(14	)	$	27	$	(1	)	$	—	$	—	$	—	$	206	$	(14	)
Liabilities:
Other liabilities⁽³⁾	$	388	$	(23	)	$	—	$	—		$	(149	)	$	—	$	—	$	262	$	(30	)	$	388	$	(11	)	$	—	$	—		$	22	$	—	$	—	$	421	$	(11	)
Total Level 3 liabilities	$	388	$	(23	)	$	—	$	—		$	(149	)	$	—	$	—	$	262	$	(30	)	$	388	$	(11	)	$	—	$	—		$	22	$	—	$	—	$	421	$	(11	)

~~Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Three Months Ended June 30, 2019~~

(in millions)

March 31,
2019

Realized
and
Unrealized
Gains
(Losses)

Purchases

Sales and
Maturities

Issuances
and
other
Settlements⁽¹⁾

Transfers
into
Level 3

Transfers
out of
Level 3

June 30,
2019

Total Net
Unrealized
Gains (Losses)
Included in
Earnings⁽²⁾

Assets:

Investments:

Debt securities:

Trading

$
—

$
—

$
2

$
—

$
—

$
—

$
—

$
2

$
—

Total debt securities

—

—

2

—

—

—

—

2

—

Private equity

10

(1
)

—

—

—

—

—

9

(1
)
Bank loans

123

—

2

—

—

—

—

125

—

Total investments

133

(1
)

4

—

—

—

—

136

(1
)
Total Level 3 assets

$
133

$
(1
)

$
4

$
—

$
—

$
—

$
—

$
136

$
(1
)
Liabilities:

Other liabilities⁽³⁾

$
409

$
(13
)

$
—

$
—

$
(112
)

$
—

$
—

$
310

$
(13
)
Total Level 3 liabilities

$
409

$
(13
)

$
—

$
—

$
(112
)

$
—

$
—

$
310

$
(13
)

~~Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Six Months Ended June 30, 2019~~

(in millions)

December 31,
2018

Realized
and
Unrealized
Gains
(Losses)

Purchases

Sales and
Maturities

Issuances
and
other
Settlements⁽¹⁾

Transfers
into
Level 3

Transfers
out of
Level 3⁽²⁾

June 30,
2019

Total Net
Unrealized
Gains (Losses)
Included in
Earnings⁽³⁾

Assets:

Investments:

Debt securities:

Trading

$
4

$
—

$
2

$
—

$
—

$
—

$
(4
)

$
2

$
—

Total debt securities

4

—

2

—

—

—

(4
)

2

—

Private equity

82

(1
)

—

—

—

—

(72
)

9

(1
)
Bank loans

70

—

55

—

—

—

—

125

—

Total investments

156

(1
)

57

—

—

—

(76
)

136

(1
)
Total Level 3 assets

$
156

$
(1
)

$
57

$
—

$
—

$
—

$
(76
)

$
136

$
(1
)
Liabilities:

Other liabilities⁽⁴⁾

$
371

$
(19
)

$
—

$
—

$
(80
)

$
—

$
—

$
310

$
(19
)
Total Level 3 liabilities

$
371

$
(19
)

$
—

$
—

$
(80
)

$
—

$
—

$
310

$
(19
)

Realized and Unrealized Gains (Losses) for Level 3 Assets and Liabilities. Realized and unrealized gains (losses) recorded for Level 3 assets and liabilities are reported in nonoperating income (expense) on the condensed consolidated statements of income. A portion of net income (loss) for consolidated sponsored investment funds is allocated to noncontrolling interests to reflect net income (loss) not attributable to the Company.

Transfers in and/or out of Levels. Transfers in and/or out of levels are reflected when significant inputs, including market inputs or performance attributes, used for the fair value measurement become observable/unobservable, or when the carrying value of certain equity method investments no longer represents fair value as determined under valuation methodologies.

Disclosures of Fair Value for Financial Instruments Not Held at Fair Value. At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the fair value of the Company’s financial instruments not held at fair value are categorized in the table below:

	June 30, 2020				December 31, 2019						March 31, 2021				December 31, 2020
(in millions)	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value		Fair Value Hierarchy		Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value		Fair Value Hierarchy
Financial Assets⁽¹⁾:
Cash and cash equivalents	$	5,466	$	5,466	$	4,829	$	4,829	Level 1	^{(2) (3)}	$	6,267	$	6,267	$	8,664	$	8,664	Level 1	^{(2) (3)}
Other assets	$	94	$	94	$	68	$	68	Level 1	⁽⁴⁾	$	103	$	103	$	69	$	69	Level 1	⁽⁴⁾

Financial Liabilities:
Long-term borrowings	$	7,190	$	7,787	$	4,955	$	5,254	Level 2	⁽⁵⁾	$	7,232	$	7,553	$	7,264	$	7,883	Level 2	⁽⁵⁾

As a practical expedient to value certain investments that do not have a readily determinable fair value and have attributes of an investment company, the Company uses NAV as the fair value. The following tables list information regarding all investments in entities that use a fair value measurement to account for both their financial assets and financial liabilities in their calculation of a NAV per share (or equivalent).

June 30, 2020

March 31, 2021

(in millions)

Ref

Fair Value

Total

Unfunded

Commitments

Redemption

Frequency

Redemption

Notice Period

Ref

Fair Value

Total

Unfunded

Commitments

Redemption

Frequency

Redemption

Notice Period

Equity method:⁽¹⁾

Hedge funds/funds of hedge funds

(a)

245

109

Daily/Monthly (28%)

Quarterly (15%)

N/R (57%)

1 – 90 days

(a)

327

123

Daily/Monthly (27%)

Quarterly (15%)

N/R (58%)

1 – 90 days

Private equity funds

(b)

310

255

N/R

(b)

355

364

N/R

Real assets funds

(c)

251

173

Quarterly (47%)

N/R (53%)

60 days

(c)

204

199

Quarterly (21%)

N/R (79%)

60 days

Other

N/R

Consolidated sponsored investment

products:

Private equity funds of funds

(d)

N/R

(d)

N/R

Hedge fund

(a)

—

Quarterly

90 days

Real assets funds

(c)

103

N/R

(c)

N/R

Total

893

653

982

780

December 31, 2019

December 31, 2020

(in millions)

Ref

Fair Value

Total

Unfunded

Commitments

Redemption

Frequency

Redemption

Notice Period

Ref

Fair Value

Total

Unfunded

Commitments

Redemption

Frequency

Redemption

Notice Period

Equity method:⁽¹⁾

Hedge funds/funds of hedge funds

(a)

220

120

Daily/Monthly (27%)

Quarterly (15%)

N/R (58%)

1 – 90 days

(a)

313

101

Daily/Monthly (21%)

Quarterly (21%)

N/R (58%)

1 – 90 days

Private equity funds

(b)

248

212

N/R

(b)

315

372

N/R

Real assets funds

(c)

296

120

Quarterly (57%)

N/R (43%)

60 days

(c)

218

205

Quarterly (31%)

N/R (69%)

60 days

Other

N/R

Consolidated sponsored investment

products:

Private equity funds of funds

(d)

N/R

(d)

N/R

Hedge fund

(a)

—

Quarterly

90 days

Real assets funds

(c)

N/R

(c)

N/R

Total

872

553

940

779

At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company elected the fair value option for certain investments in CLOs of approximately ~~$29~~$40 million and ~~$37~~$35 million, respectively, reported within investments.

In addition, the Company elected the fair value option for bank loans and borrowings of a consolidated CLO, recorded within investments and other liabilities, respectively. The following table summarizes the information related to these bank loans and borrowings at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019:~~2020:

	June 30,		December 31,		March 31,			December 31,
(in millions)	2020		2019		2021			2020
CLO Bank loans:
Aggregate principal amounts outstanding	$	244	$	204	$	257		$	250
Fair value		232		204		258			248
Aggregate unpaid principal balance in excess of (less than) fair value	$	12	$	—	$	(1	)	$	2

CLO Borrowings:
Aggregate principal amounts outstanding	$	249	$	195	$	254		$	244
Fair value	$	225	$	195	$	259		$	246

At ~~June 30, 2020,~~March 31, 2021, the principal amounts outstanding of the borrowings issued by the CLOs mature in 2030.

During the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020, ~~and 2019,~~ the net gains (losses) from the change in fair value of the bank loans and borrowings held by the consolidated CLO were not material and were recorded in net gain (loss) on the condensed consolidated statements of income. The change in fair value of the assets and liabilities included interest income and expense, respectively.

The Company maintains a program to enter into swaps to hedge against market price and interest rate exposures with respect to certain seed investments in sponsored investment products. At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company had outstanding total return swaps with aggregate notional values of approximately ~~$667~~$778 million and ~~$644~~$833 million, respectively.

The Company executes forward foreign currency exchange contracts to mitigate the risk of certain foreign exchange movements. At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company had outstanding forward foreign currency exchange contracts with aggregate notional values of approximately ~~$2.6~~$1.9 billion and $~~3.4~~2.8 billion, respectively, and with expiration dates in April 2021 and January 2021, respectively.

At both ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company had a derivative providing credit protection with a notional amount of approximately $17 million to a counterparty, representing the Company’s maximum risk of loss with respect to the derivative. The Company carries the derivative at fair value based on the expected discounted future cash outflows under the arrangement.

The following table presents the fair values of derivative instruments recognized in the condensed consolidated statements of financial condition at ~~June 30,~~March 31, 2021 and December 31, 2020:

	June 30, 2020
(in millions)	Assets			Liabilities			Assets					Liabilities
Derivative instruments	Statement of Financial Condition Classification	Fair Value		Statement of Financial Condition Classification	Fair Value		Statement of Financial Condition Classification	March 31, 2021		December 31, 2020		Statement of Financial Condition Classification	March 31, 2021		December 31, 2020
Total return swaps	Other assets	$	1	Other liabilities	$	49	Other assets	$	7	$	—	Other liabilities	$	9	$	50
Forward foreign currency exchange contracts	Other assets		7	Other liabilities		30	Other assets		1		13	Other liabilities		14		5
Total		$	8		$	79		$	8	$	13		$	23	$	55

The fair values of the outstanding total return swaps and forward foreign currency exchange contracts were not material to the condensed consolidated statement of financial condition at December 31, 2019.

The following table presents realized and unrealized gains (losses) recognized in the condensed consolidated statements of income on derivative instruments:

			Three Months Ended						Six Months Ended								Three Months Ended
			June 30,						June 30,								March 31,
(in millions)			2020			2019			2020			2019					2021			2020
Derivative Instruments		Statement of Income Classification	Gains (Losses)						Gains (Losses)							Statement of Income Classification	Gains (Losses)
Total return swaps		Nonoperating income (expense)	$	(91	)	$	(14	)	$	51		$	(64	)		Nonoperating income (expense)	$	(34	)	$	142
Forward foreign currency exchange contracts		General and administration expense		(10	)		(49	)		(98	)		(13	)		General and administration expense		7			(88	)
Total gain (loss) from derivative instruments	Total gain (loss) from derivative instruments		$	(101	)	$	(63	)	$	(47	)	$	(77	)	Total gain (loss) from derivative instruments		$	(27	)	$	54

The Company consolidates certain sponsored investment funds, which may utilize derivative instruments as a part of the funds’ investment strategies. The changes in fair value of such derivatives, which are recorded in nonoperating income (expense), were not material for the three ~~and six~~ months ended ~~June 30, 2020~~March 31, 2021 and ~~2019.~~2020.

See Note 15, Borrowings, in the ~~2019~~2020 Form 10-K for more information on the Company’s net investment hedge.

Goodwill activity during the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 was as follows:

The carrying amounts of identifiable intangible assets are summarized as follows:

(in millions)	Indefinite-lived		Finite-lived			Total			Indefinite-lived		Finite-lived			Total
December 31, 2019	$	17,578	$	791		$	18,369
December 31, 2020									$	17,578	$	685		$	18,263
Acquisition⁽¹⁾										—		287			287
Amortization expense		—		(52	)		(52	)		—		(34	)		(34	)
June 30, 2020	$	17,578	$	739		$	18,317
March 31, 2021									$	17,578	$	938		$	18,516

The following table presents components of lease cost included in general and administration expense on the condensed consolidated statement of income:

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions)	2020		2019		2020		2019		2021		2020
Lease cost:
Operating lease cost⁽¹⁾	$	36	$	34	$	73	$	68	$	39	$	37
Variable lease cost⁽²⁾		10		10		19		18		10		9
Total lease cost	$	46	$	44	$	92	$	86	$	49	$	46

The following table presents operating leases included on the condensed consolidated statement of financial condition:

	Statement of					Statement of
	Financial Condition	June 30,		December 31,		Financial Condition	March 31,		December 31,
(in millions)	Classification	2020		2019		Classification	2021		2020
Statement of Financial Condition information:
Operating lease right-of-use ("ROU") assets	Other assets	$	663	$	669
Operating lease ROU assets						Other assets	$	629	$	649
Operating lease liabilities	Other liabilities	$	774	$	776	Other liabilities	$	732	$	755

	Six Months Ended				Three Months Ended
	June 30,				March 31,
(in millions)	2020		2019		2021		2020
Supplemental cash flow information:
Cash paid for amounts included in the measurement of operating lease liabilities	$	76	$	70	$	40	$	38

Supplemental noncash information:
ROU assets in exchange for operating lease liabilities in connection with the adoption of ASU 2016-02, “Leases”	$	—	$	661
ROU assets in exchange for operating lease liabilities	$	77	$	44	$	13	$	47

	June 30,			December 31,			March 31,			December 31,
	2020			2019			2021			2020
Lease term and discount rate:
Weighted-average remaining lease term		8	years		9	years		8	years		8	years
Weighted-average discount rate		3	%		3	%		3	%		3	%

At December 31, 2019, the Company accounted for its interest in PennyMac Financial Services, Inc. (“PennyMac”) as an equity method investment, which was included in other assets on the condensed consolidated statements of financial condition. The carrying value and market value of the Company’s interest (approximately 20% or 16 million shares) were approximately $451 million and $530 million, respectively, at December 31, 2019. The market value of the Company’s interest reflected the PennyMac stock price at December 31, 2019 (a Level 1 input).

On February 13, 2020, BlackRock established The BlackRock Foundation (the “Foundation”) and contributed its remaining 20% stake in PennyMac to the Foundation and the BlackRock Charitable Fund, which BlackRock established in 2013 (together, the “Charitable Contribution”). The Charitable Contribution resulted in an operating expense of $589 million, which was offset by a $122 million noncash, nonoperating pre-tax gain on the contributed shares and a tax benefit of $241 million in the condensed consolidated statement of income for the six months ended June 30, 2020.

On March 10, 2020, in connection with a recapitalization of iCapital Network, Inc. (“iCapital”), BlackRock received additional stock in exchange for certain securities it held, which resulted in a nonoperating pre-tax gain of approximately $240 million in the condensed consolidated statement of income for the ~~six~~three months ended ~~June 30,~~March 31, 2020. Following this transaction, the Company accounts for its interest in iCapital as an equity method investment, which is included in other assets on the condensed consolidated statements of financial condition. At ~~June 30,~~March 31, 2021 and December 31, 2020, the carrying value of the Company’s interest in iCapital was approximately ~~$300 million.~~$294 million and $296 million, respectively.

~~2020~~2021 Revolving Credit Facility. ~~The~~In March 2021, the Company’s credit facility ~~has an~~was amended to increase the aggregate commitment amount ~~of $4.0~~to $4.4 billion and ~~was amended in March 2020~~ to extend the maturity date to March ~~2025~~2026 (the ~~“2020~~“2021 credit facility”). In addition, the amendment incorporated certain sustainability-linked pricing metrics into the agreement. Specifically, the Company’s applicable interest rate and commitment fee are subject to upward or downward adjustments on an annual basis if the Company achieves, or fails to achieve, certain specified targets. Interest on borrowings outstanding accrues at a rate based on the applicable London Interbank Offered Rate, or an applicable replacement benchmark, plus a spread. The ~~2020~~2021 credit facility permits the Company to request up to an additional $1.0 billion of borrowing capacity, subject to lender credit approval, increasing the overall size of the ~~2020~~2021 credit facility to an aggregate principal amount not to exceed ~~$5.0~~$5.4 billion. ~~Interest on borrowings outstanding accrues at a rate based on the applicable London Interbank Offered Rate plus a spread.~~ The ~~2020~~2021 credit facility requires the Company not to exceed a maximum leverage ratio (ratio of net debt to earnings before interest, taxes, depreciation and amortization, where net debt equals total debt less unrestricted cash) of 3 to 1, which was satisfied with a ratio of less than 1 to 1 at ~~June 30, 2020.~~March 31, 2021. The ~~2020~~2021 credit facility provides back-up liquidity to fund ongoing working capital for general corporate purposes and various investment opportunities. At ~~June 30, 2020,~~March 31, 2021, the Company had 0 amount outstanding under the 2021 credit facility.

Commercial Paper Program. The Company can issue unsecured commercial paper notes (the “CP Notes”) on a private-placement basis up to a maximum aggregate amount outstanding at any time of ~~$4.0~~$4 billion. The commercial paper program is currently supported by the ~~2020~~2021 credit facility. At ~~June 30, 2020,~~March 31, 2021, BlackRock had 0 CP Notes outstanding.

The carrying value and fair value of long-term borrowings determined using market prices and EUR/USD foreign exchange rate at ~~June 30, 2020~~March 31, 2021 included the following:

(in millions)	Maturity Amount		Unamortized Discount and Debt Issuance Costs			Carrying Value		Fair Value		Maturity Amount		Unamortized Discount and Debt Issuance Costs			Carrying Value		Fair Value
4.25% Notes due 2021	$	750	$	—		$	750	$	776	$	750	$	—		$	750	$	754
3.375% Notes due 2022		750		(2	)		748		792		750		—			750		777
3.50% Notes due 2024		1,000		(3	)		997		1,101		1,000		(3	)		997		1,092
1.25% Notes due 2025		786		(4	)		782		828		822		(3	)		819		869
3.20% Notes due 2027		700		(5	)		695		791		700		(5	)		695		766
3.25% Notes due 2029		1,000		(13	)		987		1,147		1,000		(11	)		989		1,081
2.40% Notes due 2030		1,000		(7	)		993		1,077		1,000		(7	)		993		1,008
1.90% Notes due 2031		1,250		(12	)		1,238		1,275		1,250		(11	)		1,239		1,206
Total Long-term Borrowings	$	7,236	$	(46	)	$	7,190	$	7,787	$	7,272	$	(40	)	$	7,232	$	7,553

~~2030 Notes~~. In January 2020, the Company issued $1 billion in aggregate principal amount of 2.40% senior unsecured and unsubordinated notes maturing on April 30, 2030 (the “2030 Notes”). The net proceeds of the 2030 Notes were used for general corporate purposes. Interest of approximately $24 million per year is payable semi-annually on April 30 and October 30 of each year, which commenced on April 30, 2020. The 2030 Notes may be redeemed prior to January 30, 2030 in whole or in part at any time, at the option of the Company, at a “make-whole” redemption price or at 100% of the principal amount of the 2030 Notes thereafter. The unamortized discount and debt issuance costs are being amortized over the remaining term of the 2030 Notes.

~~2031 Notes~~. In April 2020, the Company issued $1.25 billion in aggregate principal amount of 1.90% senior unsecured and unsubordinated notes maturing on January 28, 2031 (the “2031 Notes”). The net proceeds of the 2031 Notes are being used for general corporate purposes, which may include the future repayment of all or a portion of the $750 million 4.25% Notes due May 2021. Interest of approximately $24 million per year is payable semi-annually on January 28 and July 28 of each year, commencing on July 28, 2020. The 2031 Notes may be redeemed prior to October 28, 2030 in whole or in part at any time, at the option of the Company, at a “make-whole” redemption price or at 100% of the principal amount of the 2031 Notes thereafter. The unamortized discount and debt issuance costs are being amortized over the remaining term of the 2031 Notes.

See Note 15, Borrowings, in the ~~2019~~2020 Form 10-K for more information regarding the Company’s borrowings.

Investment Commitments. At ~~June 30, 2020,~~March 31, 2021, the Company had ~~$656~~$841 million of various capital commitments to fund sponsored investment products, including consolidated sponsored investment products. These products include private equity funds, real assets funds and opportunistic funds. This amount excludes additional commitments made by consolidated funds of funds to underlying third-party funds as third-party noncontrolling interest holders have the legal obligation to fund the respective commitments of such funds of funds. Generally, the timing of the funding of these commitments is unknown and the commitments are callable on demand at any time prior to the expiration of the commitment. These unfunded commitments are not recorded on the condensed consolidated statements of financial condition. These commitments do not include potential future commitments approved by the Company that are not yet legally binding. The Company intends to make additional capital commitments from time to time to fund additional investment products for, and with, its clients.

Contingent Payments Related to Business Acquisitions. In connection with certain acquisitions, BlackRock is required to make contingent payments, subject to achieving specified performance targets, which may include revenue ~~related to~~from acquired ~~contracts or new capital commitments for certain products.~~contracts. The fair value of the remaining aggregate contingent payments at ~~June 30, 2020~~March 31, 2021 totaled ~~$37~~$21 million and is included in other liabilities on the condensed consolidated statements of financial condition.

Other Contingent Payments. The Company acts as the portfolio manager in a series of derivative transactions and has a maximum potential exposure of $17 million between the Company and counterparty. See Note 9, Derivatives and Hedging, for further discussion.

Legal Proceedings. From time to time, BlackRock receives subpoenas or other requests for information from various US federal and state governmental and regulatory authorities and international governmental and regulatory authorities in connection with industry-wide or other investigations or proceedings. It is BlackRock’s policy to cooperate fully with such matters. The Company, certain of its subsidiaries and employees have been named as defendants in various legal actions, including arbitrations and other litigation arising in connection with BlackRock’s activities. Additionally, BlackRock-advised investment portfolios may be subject to lawsuits, any of which potentially could harm the investment returns of the applicable portfolio or result in the Company being liable to the portfolios for any resulting damages.

On May 27, 2014, certain investors in the BlackRock Global Allocation Fund, Inc. and the BlackRock Equity Dividend Fund (collectively, the “Funds”) filed a consolidated complaint (the “Consolidated Complaint”) in the US District Court for the District of New Jersey against BlackRock Advisors, LLC, BlackRock Investment Management, LLC and BlackRock International Limited under the caption ~~In re BlackRock Mutual Funds Advisory Fee Litigation~~. In the lawsuit, which purports to be brought derivatively on behalf of the Funds, the plaintiffs allege that the defendants violated Section 36(b) of the Investment Company Act by receiving allegedly excessive investment advisory fees from the Funds. On June 13, 2018, the court granted in part and denied in part the defendants’ motion for summary judgment. On July 25, 2018, the plaintiffs served a pleading that supplemented the time period of their alleged damages to run through the date of trial. The lawsuit seeks, among other things, to recover on behalf of the Funds all allegedly excessive advisory fees received by the defendants beginning twelve months preceding the start of the lawsuit with respect to each Fund and ending on the date of judgment, along with purported lost investment returns on those amounts, plus interest. The trial on the remaining issues was completed on August 29, 2018. On February 8, 2019, the court issued an order dismissing the claims in their entirety. On May 28, 2020, the Third Circuit Court of Appeals affirmed the trial court’s summary judgment and trial rulings. On June 26, 2020, Plaintiffs petitioned the appeals court for a rehearing, which was denied July 9, 2020. The defendants continue to believe the claims in this lawsuit are without merit.

~~On June 16, 2016,~~ ~~iShares~~ ~~Trust, BlackRock, Inc. and certain of its advisory subsidiaries, and the directors and certain officers of the~~ ~~iShares~~ ~~ETFs were named as defendants in a purported class action lawsuit filed in California state court. The lawsuit was filed by investors in certain~~ ~~iShares~~ ETFs (the "ETFs"), and alleges the defendants violated the federal securities laws by failing to adequately disclose in prospectuses issued by the ETFs the risks to the ETFs’ shareholders in the event of a "flash crash." The plaintiffs seek unspecified monetary and rescission damages. The plaintiffs’ complaint was dismissed in December 2016 and on January 6, 2017, the plaintiffs filed an amended complaint. On April 27, 2017, the court partially granted the defendants’ motion for judgment on the pleadings, dismissing certain of the plaintiffs’ claims. On September 18, 2017, the court issued a decision dismissing the remainder of the lawsuit after a one-day bench trial. On December 1, 2017, the plaintiffs appealed the dismissal of their lawsuit and, on January 23, 2020, the California Court of Appeal affirmed the trial court’s dismissal. On May 27, 2020, the California Supreme Court denied plaintiffs’ petition for further review of the appeal. The defendants continue to believe the claims in this lawsuit are without merit.

investment options that were overly expensive, underperformed unaffiliated peer funds, focused disproportionately on active versus passive strategies, and were unduly concentrated in investment options managed by BlackRock. On

October 18, 2017, the plaintiffs filed an Amended Complaint, which, among other things, added as defendants certain current and former members of the BlackRock Retirement and Investment Committees. The Amended Complaint also included a new purported class claim on behalf of investors in certain CTFs managed by BTC. Specifically, the plaintiffs allege that BTC, as fiduciary to the CTFs, engaged in self-dealing by, most significantly, selecting itself as the securities lending agent on terms that the plaintiffs claim were excessive. The Amended Complaint also alleged that BlackRock took undue risks in its management of securities lending cash reinvestment vehicles during the financial crisis. On August 23, 2018, the court granted permission to the plaintiffs to file a Second Amended Complaint (“SAC”) which added as defendants the BlackRock, Inc. Management Development and Compensation Committee, the Plan’s independent investment consultant and the Plan’s Administrative Committee and its members. On October 22, 2018, BlackRock filed a motion to dismiss the SAC, and on June 3, 2019, the plaintiffs filed a motion seeking to certify both the Plan and the CTF classes. On September 3, 2019, the court granted BlackRock’s motion to dismiss part of the plaintiffs’ claim seeking to recover alleged losses in the securities lending vehicles but denied the motion to dismiss in all other respects. On February 11, 2020, the court denied the plaintiffs’ motion to certify the CTF class and granted their motion to certify the Plan class. On April 27, 2020, the Ninth Circuit denied the plaintiffs’ request to immediately appeal the class certification ruling. ~~The defendants believe~~On September 24, 2020, the ~~claims~~parties cross-moved for summary judgment, both of which were denied on January 12, 2021. On February 5, 2021, the parties reached a settlement in ~~this lawsuit are without merit.~~principle for $9.65 million which, if approved by the court, will resolve the lawsuit. On March 23, 2021, the plaintiffs filed a motion for preliminary approval of the settlement, which remains pending.

Management, after consultation with legal counsel, currently does not anticipate that the aggregate liability arising out of regulatory matters or lawsuits will have a material effect on BlackRock’s results of operations, financial position, or cash flows. However, there is no assurance as to whether any such pending or threatened matters will have a material effect on BlackRock’s results of operations, financial position or cash flows in any future reporting period. Due to uncertainties surrounding the outcome of these matters, management cannot reasonably estimate the possible loss or range of loss that may arise from these matters.

Indemnifications. In the ordinary course of business or in connection with certain acquisition agreements, BlackRock enters into contracts pursuant to which it may agree to indemnify third parties in certain circumstances. The terms of these indemnities vary from contract to contract and the amount of indemnification liability, if any, cannot be determined or the likelihood of any liability is considered remote. Consequently, no liability has been recorded on the condensed consolidated statements of financial condition.

In connection with securities lending transactions, BlackRock has agreed to indemnify certain securities lending clients against potential loss resulting from a borrower’s failure to fulfill its obligations under the securities lending agreement should the value of the collateral pledged by the borrower at the time of default be insufficient to cover the borrower’s obligation under the securities lending agreement. The amount of securities on loan as of ~~June 30, 2020~~March 31, 2021 and subject to this type of indemnification was ~~$234~~$292 billion. In the Company’s capacity as lending agent, cash and securities totaling ~~$251~~$312 billion were held as collateral for indemnified securities on loan at ~~June 30, 2020.~~March 31, 2021. The fair value of these indemnifications was not material at ~~June 30, 2020.~~March 31, 2021.

The table below presents detail of revenue for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ and includes the product mix of investment advisory, administration fees and securities lending revenue, ~~(collectively “base fees”)~~ and performance fees.

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions)	2020		2019		2020		2019		2021		2020
Investment advisory, administration fees and securities lending revenue:
Equity:
Active	$	381	$	385	$	779	$	760	$	576	$	398
iShares ETFs		792		870		1,671		1,717
ETFs										1,068		879
Non-ETF Index		178		163		341		327		176		163
Equity subtotal		1,351		1,418		2,791		2,804		1,820		1,440
Fixed income:
Active		464		474		945		931		525		481
iShares ETFs		261		234		520		454
ETFs										295		259
Non-ETF Index		129		98		241		195		113		112
Fixed income subtotal		854		806		1,706		1,580		933		852
Multi-asset		270		288		563		564		328		293
Alternatives:
Illiquid alternatives		128		118		276		228		168		148
Liquid alternatives		117		102		229		196		147		112
Currency and commodities⁽¹⁾		35		24		67		48		53		32
Alternatives subtotal		280		244		572		472		368		292
Long-Term		2,755		2,756		5,632		5,420
Long-term										3,449		2,877
Cash management		211		147		389		288		143		178
Total base fees		2,966		2,903		6,021		5,708
Total investment advisory, administration fees and securities lending revenue										3,592		3,055
Investment advisory performance fees:
Equity		23		4		25		4		26		2
Fixed income		2		—		4		2		14		2
Multi-asset		2		6		3		6		8		1
Alternatives:
Illiquid alternatives		32		15		49		35		7		17
Liquid alternatives		53		39		72		43		74		19
Alternatives subtotal		85		54		121		78		81		36
Total performance fees		112		64		153		90		129		41
Technology services revenue		278		237		552		441		306		274
Distribution fees:
Retrocessions		162		164		331		325		238		169
12b-1 fees (US mutual fund distribution fees)		78		88		169		177		85		91
Other		13		15		29		27		17		16
Total distribution fees		253		267		529		529		340		276
Advisory and other revenue:
Advisory		17		22		34		41		15		17
Other		22		31		69		61		16		47
Total advisory and other revenue		39		53		103		102		31		64
Total revenue	$	3,648	$	3,524	$	7,358	$	6,870	$	4,398	$	3,710

The tables below present the investment advisory, administration fees and securities lending revenue by client type and investment style:

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions)	2020		2019		2020		2019		2021		2020
By client type:
Retail	$	825	$	846	$	1,697	$	1,672	$	1,125	$	872
iShares ETFs		1,089		1,128		2,259		2,219
ETFs										1,417		1,170
Institutional:
Active		546		537		1,120		1,037		650		574
Index		295		245		556		492		257		261
Total institutional		841		782		1,676		1,529		907		835
Long-Term		2,755		2,756		5,632		5,420
Long-term										3,449		2,877
Cash management		211		147		389		288		143		178
Total	$	2,966	$	2,903	$	6,021	$	5,708	$	3,592	$	3,055

By investment style:
Active	$	1,354	$	1,365	$	2,781	$	2,672	$	1,739	$	1,427
Index and iShares ETFs		1,401		1,391		2,851		2,748
Long-Term		2,755		2,756		5,632		5,420
Index and ETFs										1,710		1,450
Long-term										3,449		2,877
Cash management		211		147		389		288		143		178
Total	$	2,966	$	2,903	$	6,021	$	5,708	$	3,592	$	3,055

Investment advisory and administration fees – remaining performance obligation

The tables below present estimated investment advisory and administration fees expected to be recognized in the future related to the unsatisfied portion of the performance obligations at ~~June 30, 2020~~March 31, 2021 and ~~2019:~~2020:

	Remainder of												Remainder of
(in millions)	2020			2021		2022		2023	Thereafter		Total		2021			2022		2023		2024	Thereafter		Total
Investment advisory and administration fees:
Alternatives⁽¹⁾⁽²⁾	$	63	$	114	$	98	$	84	$	55	$	414	$	118	$	154	$	122	$	75	$	47	$	516

	Remainder of												Remainder of
(in millions)	2019			2020		2021		2022	Thereafter		Total		2020			2021		2022		2023	Thereafter		Total
Investment advisory and administration fees:
Alternatives⁽¹⁾⁽²⁾	$	41	$	74	$	62	$	53	$	50	$	280	$	86	$	103	$	87	$	74	$	48	$	398

The table below presents changes in the deferred carried interest liability, which is included in other liabilities on the condensed consolidated statements of financial condition, for the three ~~and six~~ months ended ~~June 30, 2020~~March 31, 2021 and ~~2019:~~2020:

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions)	2020			2019			2020			2019			2021			2020
Beginning balance	$	535		$	327		$	483		$	293		$	584		$	483
Net increase (decrease) in unrealized allocations		(87	)		48			(25	)		99			166			62
Performance fee revenue recognized		(30	)		(10	)		(40	)		(27	)		(2	)		(10	)
Ending balance	$	418		$	365		$	418		$	365		$	748		$	535

The tables below present estimated technology services revenue expected to be recognized in the future related to the unsatisfied portion of the performance obligations at ~~June 30, 2020~~March 31, 2021 and ~~2019:~~2020:

	Remainder of												Remainder of
(in millions)	2020			2021		2022		2023	Thereafter		Total		2021			2022		2023		2024	Thereafter		Total
Technology services revenue⁽¹⁾⁽²⁾	$	72	$	75	$	40	$	17	$	12	$	216	$	90	$	64	$	37	$	17	$	11	$	219

	Remainder of												Remainder of
(in millions)	2019			2020		2021		2022	Thereafter		Total		2020			2021		2022		2023	Thereafter		Total
Technology services revenue⁽¹⁾⁽²⁾	$	60	$	47	$	33	$	19	$	12	$	171	$	103	$	61	$	38	$	16	$	9	$	227

In addition to amounts disclosed in the tables above, certain technology services contracts require fixed minimum fees, which are billed on a monthly or quarterly basis in arrears. The Company recognizes such revenue as services are performed. As of ~~June 30, 2020,~~March 31, 2021, the estimated fixed minimum fees for the remainder of the year approximated ~~$330~~$550 million. The term for these contracts, which are either in their initial or renewal period, ranges from one to five years.

The table below presents changes in the technology services deferred revenue liability for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020, ~~and 2019,~~ which is included in other liabilities on the condensed consolidated statements of financial condition:

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions)	2020			2019			2020			2019			2021			2020
Beginning balance	$	114		$	73		$	116		$	70		$	123		$	116
Acquisition⁽¹⁾⁽²⁾		—			24			—			24
Additions ⁽²⁾		28			12			58			23
Additions⁽¹⁾														18			30
Revenue recognized that was included in the beginning balance		(34	)		(9	)		(66	)		(17	)		(30	)		(32	)
Ending balance	$	108		$	100		$	108		$	100		$	111		$	114

Restricted stock and restricted stock units (“RSUs”) activity for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 is summarized below.

Outstanding at	Restricted Stock and RSUs			Weighted- Average Grant Date Fair Value		Restricted Stock and RSUs			Weighted- Average Grant Date Fair Value
December 31, 2019		2,236,452		$	444.02
December 31, 2020							2,139,930		$	489.81
Granted		935,337		$	532.09		778,142		$	739.10
Converted		(873,774	)	$	425.37		(698,057	)	$	508.18
Forfeited		(61,736	)	$	476.20		(14,368	)	$	546.89
June 30, 2020⁽¹⁾		2,236,279		$	487.25
March 31, 2021							2,205,647		$	571.57

In January ~~2020,~~2021, the Company granted ~~504,403~~470,253 RSUs or shares of restricted stock to employees as part of ~~2019~~2020 annual incentive compensation that vest ratably over three years from the date of grant and ~~393,161~~247,621 RSUs or shares of restricted stock to employees that cliff vest 100% on January 31, ~~2023.~~2024. The Company values restricted stock and RSUs at their grant-date fair value as measured by BlackRock’s common stock price. The total fair market value of RSUs/restricted stock granted to employees during the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 was ~~$498~~$575 million.

At ~~June 30, 2020,~~March 31, 2021, the intrinsic value of outstanding RSUs was ~~$1.2~~$1.7 billion, reflecting a closing stock price of ~~$544.09.~~$753.96.

At ~~June 30, 2020,~~March 31, 2021, total unrecognized stock-based compensation expense related to unvested RSUs was ~~$587~~$836 million. The unrecognized compensation cost is expected to be recognized over the remaining weighted-average period of ~~1.6~~1.7 years.

Performance-based RSU activity for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 is summarized below.

Outstanding at	Performance- Based RSUs			Weighted- Average Grant Date Fair Value		Performance- Based RSUs			Weighted- Average Grant Date Fair Value
December 31, 2019		742,918		$	436.84
December 31, 2020							700,217		$	494.51
Granted		238,478		$	533.58		162,029		$	739.22
Additional shares granted due to attainment of performance measures		30,600		$	375.26		4,545		$	566.44
Converted		(311,779	)	$	375.26		(193,872	)	$	566.44
June 30, 2020		700,217		$	494.51
March 31, 2021							672,919		$	533.19

In January ~~2020,~~2021, the Company granted ~~238,478~~162,029 performance-based RSUs to certain employees that cliff vest 100% on January 31, ~~2023.~~2024. These awards are amortized over a service period of three years. The number of shares distributed at vesting could be higher or lower than the original grant based on the level of attainment of predetermined Company performance measures. In January ~~2020,~~2021, the Company ~~also~~ granted ~~30,600~~4,545 additional RSUs ~~related to prior awards~~ to certain employees based on the attainment of Company performance measures during the performance period.

The Company initially values performance-based RSUs at their grant-date fair value as measured by BlackRock’s common stock price. The total grant-date fair market value of performance-based RSUs granted to employees during the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 was ~~$139~~$122 million.

At ~~June 30, 2020,~~March 31, 2021, the intrinsic value of outstanding performance-based RSUs was ~~$381~~$507 million, reflecting a closing stock price of ~~$544.09.~~$753.96.

At ~~June 30, 2020,~~March 31, 2021, total unrecognized stock-based compensation expense related to unvested performance-based awards was ~~$175~~$244 million. The unrecognized compensation cost is expected to be recognized over the remaining weighted-average period of 1.7 years.

See Note 18, Stock-Based Compensation, in the ~~2019~~2020 Form 10-K for more information on performance-based RSUs.

Stock ~~option activity for~~options outstanding at both March 31, 2021 and December 31, 2020 were 1,915,792 with a weighted-average exercise price of $513.50.

Vesting of the ~~six months ended June 30, 2020~~performance-based stock options is ~~summarized below.~~

contingent upon the achievement of obtaining 125% of BlackRock's grant-date stock price within five years from the grant date and the attainment of Company performance measures during the four-year performance period. If both hurdles are achieved, the award will vest in 3 equal installments at the end of 2022, 2023 and 2024, respectively. The stock price hurdle was achieved in December of 2020.

At ~~June 30, 2020,~~March 31, 2021, total unrecognized stock-based compensation expense related to unvested performance-based stock options was ~~$98~~$72 million. The unrecognized compensation cost is expected to be recognized over the remaining weighted-average period of ~~3.4~~2.7 years. At March 31, 2021, the weighted-average remaining life of the awards is approximately 5.7 years.

See Note 18, Stock-Based Compensation, in the ~~2019~~2020 Form 10-K for more information on performance-based stock options.

The Company is required to maintain net capital in certain regulated subsidiaries within a number of jurisdictions, which is partially maintained by retaining cash and cash equivalent investments in those subsidiaries or jurisdictions. As a result, such subsidiaries of the Company may be restricted in their ability to transfer cash between different jurisdictions and to their parents. Additionally, transfers of cash between international jurisdictions may have adverse tax consequences that could discourage such transfers.

At ~~June 30, 2020,~~March 31, 2021, the Company was required to maintain approximately ~~$2.1~~$2.3 billion in net capital in certain regulated subsidiaries, including BTC (a wholly owned subsidiary of the Company that is chartered as a national bank whose powers are limited to trust and other fiduciary activities and which is subject to regulatory capital requirements administered by the US Office of the Comptroller of the Currency), entities regulated by the Financial Conduct Authority and Prudential Regulation Authority in the United Kingdom, and the Company’s broker-dealers. The Company was in compliance with all applicable regulatory net capital requirements.

The following table presents changes in accumulated other comprehensive income (loss) for the three ~~and six~~ months ended ~~June 30, 2020~~March 31, 2021 and ~~2019:~~2020:

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions)	2020			2019			2020			2019			2021			2020
Beginning balance	$	(810	)	$	(623	)	$	(571	)	$	(691	)	$	(337	)	$	(571	)
Foreign currency translation adjustments⁽¹⁾		29			(41	)		(210	)		27			(74	)		(239	)
Ending balance	$	(781	)	$	(664	)	$	(781	)	$	(664	)	$	(411	)	$	(810	)

~~Nonvoting Participating Preferred Stock. The Company’s preferred shares authorized, issued and outstanding consisted of the following:~~

~~May 2020 PNC Secondary Offering and Share Repurchase.~~ On May 15, 2020, a subsidiary of The PNC Financial Services Group, Inc. (“PNC”) completed the secondary offering of 31,628,573 shares of the Company’s common stock at a price of $420 per share, which included 823,188 shares of common stock issued upon the conversion of the Company’s Series B Convertible Participating Preferred Stock and 2,875,325 shares of common stock under the fully exercised underwriters’ option to purchase additional shares. Also on May 15, 2020, PNC completed the sale of 2,650,857 shares to the Company at a price of $414.96 per share. The shares repurchased by the Company were in addition to the share repurchase authorization under the Company’s existing share repurchase program. The secondary offering and the Company’s share repurchase resulted in PNC’s exit of its entire ownership position in the Company, other than 500,000 shares that PNC contributed to The PNC Foundation.

Share Repurchases. During the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, the Company repurchased ~~0.8~~0.4 million common shares ~~in open market transactions~~ under the Company’s existing share repurchase program for approximately ~~$412~~$300 million. At ~~June 30, 2020,~~March 31, 2021, there were ~~5.1~~4.6 million shares still authorized to be ~~repurchased. During~~repurchased under the ~~six months ended June 30, 2020, the Company has repurchased an aggregate of approximately $1.5 billion of common shares, including the repurchase from PNC described above.~~program.

The ~~six~~three months ended ~~June 30,~~March 31, 2021 and 2020 ~~income tax benefit included a discrete tax benefit of $241 million recognized in connection with the Charitable Contribution.~~

~~The six months ended June 30, 2020 and 2019~~ income tax expense (benefit) ~~included $66~~reflected $39 million and ~~$14~~$64 million, respectively, of discrete tax benefits, including benefits related to stock-based compensation awards that ~~vested~~vest in the first quarter of each year.

The three months ended March 31, 2020 income tax expense included discrete tax benefit of $241 million recognized in connection with the charitable contribution of BlackRock’s remaining 20% stake in PennyMac Financial Services, Inc. (the “Charitable Contribution”).

Due to the similarities in terms between BlackRock nonvoting participating preferred stock and the Company’s common stock, the Company considers its participating preferred stock to be a common stock equivalent for purposes of earnings per share (“EPS”) calculations. As such, the Company has included the outstanding nonvoting participating preferred stock in the calculation of average basic and diluted shares outstanding. As of June 30, 2020, there were 0 shares of preferred stock outstanding.

The following table sets forth the computation of basic and diluted ~~EPS~~earnings per share (“EPS”) for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ under the treasury stock method:

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions, except shares and per share data)	2020		2019		2020		2019		2021		2020
Net income attributable to BlackRock	$	1,214	$	1,003	$	2,020	$	2,056
Net income attributable to BlackRock, Inc.									$	1,199	$	806
Basic weighted-average shares outstanding		153,732,878		155,354,552		154,488,079		156,803,244		152,567,453		155,243,279
Dilutive effect of nonparticipating RSUs and stock options		979,154		1,006,189		1,068,108		1,050,467
Dilutive effect of:
Nonparticipating RSUs										1,284,020		1,173,447
Stock options										450,339		—
Total diluted weighted-average shares outstanding		154,712,032		156,360,741		155,556,187		157,853,711		154,301,812		156,416,726
Basic earnings per share	$	7.90	$	6.46	$	13.08	$	13.11	$	7.86	$	5.19
Diluted earnings per share	$	7.85	$	6.41	$	12.99	$	13.02	$	7.77	$	5.15

The amount of anti-dilutive RSUs was immaterial for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021. For the three months ended March 31, 2020, 603,639 RSUs were excluded from the calculation of diluted EPS because to include them would have an anti-dilutive effect. Certain performance-based RSUs were excluded from the diluted EPS calculation because the designated contingency was not met for the three months ended March 31, 2021 and ~~2019.~~2020, respectively. In addition, performance-based ~~RSUs and~~ stock options ~~are~~were excluded from ~~potential dilution until~~the diluted EPS calculation for the three months ended March 31, 2020 because the designated ~~performance conditions are~~contingency was not met.

The Company’s management directs BlackRock’s operations as 1 business, the asset management business. The Company utilizes a consolidated approach to assess performance and allocate resources. As such, the Company operates in one business segment.

The following table illustrates total revenue for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ by geographic region. These amounts are aggregated on a legal entity basis and do not necessarily reflect where the customer resides or affiliated services are provided.

	Three Months Ended				Six Months Ended				Three Months Ended
(in millions)	June 30,				June 30,				March 31,
Revenue	2020		2019		2020		2019		2021		2020
Americas	$	2,470	$	2,366	$	4,950	$	4,606	$	2,810	$	2,480
Europe		1,020		995		2,087		1,938		1,387		1,067
Asia-Pacific		158		163		321		326		201		163
Total revenue	$	3,648	$	3,524	$	7,358	$	6,870	$	4,398	$	3,710

See Note 16, Revenue, for further information on the Company’s sources of revenue.

The following table illustrates long-lived assets that consist of goodwill and property and equipment at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020 by geographic region. These amounts are aggregated on a legal entity basis and do not necessarily reflect where the asset is physically located.

(in millions)	June 30,		December 31,		March 31,		December 31,
Long-lived Assets	2020		2019		2021		2020
Americas	$	13,811	$	13,830	$	14,572	$	13,784
Europe		1,355		1,360		1,353		1,360
Asia-Pacific		87		87		94		88
Total long-lived assets	$	15,253	$	15,277	$	16,019	$	15,232

Americas is primarily comprised of the United States, Latin America and Canada, while Europe is primarily comprised of the United Kingdom, the Netherlands, France and Luxembourg. Asia-Pacific is primarily comprised of Hong Kong, Australia, Japan and Singapore.

In July 2020, the United Kingdom enacted legislation increasing its corporate tax rate. The legislation will result in a revaluation of certain of the Company’s deferred tax assets and liabilities, which will result in a noncash net income tax expense of approximately $55 million in the third quarter of 2020.

The Company conducted a review for ~~additional~~ subsequent events and determined that no subsequent events had occurred that would require accrual or additional disclosures.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This report, and other statements that BlackRock may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions.

BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and BlackRock assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

BlackRock has previously disclosed risk factors in its Securities and Exchange Commission (“SEC”) reports. These risk factors and those identified elsewhere in this report, among others, could cause actual results to differ materially from forward-looking statements or historical performance and include: (1) a pandemic or health crisis, including the COVID-19 pandemic, and its continued impact on financial institutions, the global economy or capital markets, as well as BlackRock’s products, clients, vendors and employees, and BlackRock’s results of operations, the full extent of which may be unknown; (2) the introduction, withdrawal, success and timing of business initiatives and strategies; (3) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for products or services or in the value of assets under management (“AUM”); (4) the relative and absolute investment performance of BlackRock’s investment products; (5) BlackRock’s ability to develop new products and services that address client preferences; (6) the impact of increased competition; (7) the impact of future acquisitions or divestitures; (8) BlackRock’s ability to integrate acquired businesses successfully; (9) the unfavorable resolution of legal proceedings; (10) the extent and timing of any share repurchases; (11) the impact, extent and timing of technological changes and the adequacy of intellectual property, information and cyber security protection; (12) attempts to circumvent BlackRock’s operational control environment or the potential for human error in connection with BlackRock’s operational systems; (13) the impact of legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of government agencies relating to BlackRock; (14) changes in law and policy and uncertainty pending any such changes; (15) any failure to effectively manage conflicts of interest; (16) damage to BlackRock’s reputation; (17) terrorist activities, civil unrest, international hostilities and natural disasters, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; ~~(16)~~(18) the ability to attract and retain highly talented professionals; ~~(17)~~(19) fluctuations in the carrying value of BlackRock’s economic investments; ~~(18)~~(20) the impact of changes to tax legislation, including income, payroll and transaction taxes, and taxation on products or transactions, which could affect the value proposition to clients and, generally, the tax position of the Company; ~~(19)~~(21) BlackRock’s success in negotiating distribution arrangements and maintaining distribution channels for its products; ~~(20)~~(22) the failure by a key vendor of BlackRock to fulfill its obligations to the Company; ~~(21)~~(23) operational, technological and regulatory risks associated with BlackRock’s major technology partnerships; (24) any disruption to the operations of third parties whose functions are integral to BlackRock’s exchange-traded funds (“ETF”) platform; ~~(22)~~(25) the impact of BlackRock electing to provide support to its products from time to time and any potential liabilities related to securities lending or other indemnification obligations; and ~~(23)~~(26) the impact of problems at other financial institutions or the failure or negative performance of products at other financial institutions.

BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the “Company”) is a leading publicly traded investment management firm with ~~$7.32~~$9.01 trillion of AUM at ~~June 30, 2020.~~March 31, 2021. With approximately ~~16,300~~16,700 employees in more than 30 countries who serve clients in over 100 countries across the globe, BlackRock provides a broad range of investment management and technology services to institutional and retail clients worldwide.

BlackRock’s diverse platform of alpha-seeking active, index and cash management investment strategies across asset classes enables the Company to tailor investment outcomes and asset allocation solutions for clients. Product offerings include single- and multi-asset portfolios investing in equities, fixed income, alternatives and money market instruments. Products are offered directly and through intermediaries in a variety of vehicles, including open-end and closed-end mutual funds, ~~iShares~~^®ETFs, separate accounts, collective trust funds ~~(“CTFs”)~~ and other pooled investment vehicles. BlackRock also offers technology services, including the investment and risk management technology platform, Aladdin^®, Aladdin Wealth, eFront, Cachematrix and FutureAdvisor, as well as advisory services and solutions to a broad base of institutional and wealth management clients.

BlackRock serves a diverse mix of institutional and retail clients across the globe. Clients include tax-exempt institutions, such as defined benefit and defined contribution pension plans, charities, foundations and endowments; official institutions, such as central banks, sovereign wealth funds, supranationals and other government entities; taxable institutions, including insurance companies, financial institutions, corporations and third-party fund ~~sponsors;~~sponsors, and retail ~~investors.~~intermediaries.

BlackRock maintains a significant global sales and marketing presence that is focused on establishing and maintaining retail and institutional investment management and technology service relationships by marketing its services to investors directly and through third-party distribution relationships, including financial professionals and pension consultants.

On May 15, 2020, a subsidiary of The PNC Financial Services Group, Inc. (“PNC”) completed the secondary offering of 31,628,573 shares of the Company’s common stock at a price of $420 per share, which included 823,188 shares of common stock issued upon the conversion of the Company’s Series B Convertible Participating Preferred Stock and 2,875,325 shares of common stock under the fully exercised underwriters’ option to purchase additional shares. Also on May 15, 2020, PNC completed the sale of 2,650,857 shares to the Company at a price of $414.96 per share. The shares repurchased by the Company were in addition to the share repurchase authorization under the Company’s existing share repurchase program. The secondary offering and the Company’s share repurchase resulted in PNC’s exit of its entire ownership position in the Company, other than 500,000 shares that PNC contributed to The PNC Foundation.

Certain prior period presentations and disclosures, while not required to be recast, were reclassified to ensure comparability with current period classifications.

The COVID-19 pandemic continues to result in governmental authorities ~~implementing numerous~~taking measures ~~attempting~~ to contain the spread and impact of COVID-19, such as travel bans and restrictions, quarantines, shelter in place orders, and limitations on business activity in certain jurisdictions, including closures. These measures may continue to, among other things, severely restrict global economic activity, which can disrupt supply chains, lower asset valuations, significantly increase unemployment and underemployment levels, decrease liquidity in markets for certain securities and cause significant volatility and disruption in the financial markets.

Towards the end of the first quarter of 2020 the pandemic began to impact ~~our~~BlackRock’s business. While global markets have significantly recovered ~~to varying degrees~~ since then, the effects of the pandemic are ongoing, and such impact may continue in future quarters if conditions persist or worsen. ~~Should current economic conditions persist~~ BlackRock is actively monitoring COVID-19 developments and their potential impact on the Company’s employees, business and operations, particularly in jurisdictions where BlackRock has significant employee populations and/or ~~deteriorate, there may be an ongoing adverse effect on our~~ business ~~including our operations and financial condition, as a result of, among other things:~~

The aggregate extent to which COVID-19, and the related impact on the global ~~economic crisis,~~economy, affect ~~our~~BlackRock’s business, results of operations and financial condition, will depend on future developments that are highly uncertain and cannot be predicted, including the scope and duration of the pandemic and any recovery period, the shifting epicenter, and emergence of new variants, of the COVID-19 virus, the continuing prevalence of severe, unconstrained and/or escalating rates of infection in certain countries and regions, the availability, adoption and the efficacy of treatments and vaccines, future actions taken by governmental authorities, central banks and other third parties (including new financial regulation and other regulatory reform) in response to the pandemic, and the effects on ~~our~~BlackRock’s products, clients, vendors and employees. ~~BlackRock continues to service clients amid uncertainty~~See Part II, Item 1A - Risk Factors, of this filing for further information on the possible future impact of the COVID-19 pandemic on BlackRock’s business, results of operations and ~~disruption linked to COVID-19 and is actively managing its business to respond to the impact.~~financial condition.

~~Following~~On December 31, 2020, the ~~June 2016 vote to exit~~United Kingdom (“UK”) and the European Union (“EU”)~~, commonly referred~~ reverted to ~~as Brexit, the United Kingdom (“UK”) left~~being distinct regulatory, legal and customs territories. The UK and the EU ~~on January 31, 2020~~concluded a free trade agreement, known as the “EU-UK Trade and ~~entered an eleven-month transition period during which~~Cooperation Agreement”. The agreement does not include any substantive provisions governing cross-border trade in financial services between the UK and ~~UK-based entities, will retain~~ the ~~rights~~EU. The UK and ~~obligations~~the EU have also concluded a memorandum of ~~EU membership.~~

~~Substantial uncertainty remains surrounding~~understanding governing aspects of the ~~future~~ relationship between the jurisdictions' regulators with respect to financial services, but this has not yet been ratified or published. As a result, since January 1, 2021, cross-border financial services trade between the UK and the EU ~~but the UK government~~ has ~~indicated its preference for negotiating a trade deal with the EU before the end of the transition period rather than continuing Single Market or Customs Union membership.~~been governed by their respective financial services regulations and market access regimes. BlackRock ~~is implementing~~has implemented a number of steps to prepare for ~~various outcomes, including the potential failure of the UK and the EU to negotiate an agreement before the transition period expires.~~this outcome. These steps, ~~many of~~ which are and have been time consuming and costly and may add complexity to BlackRock’s future European operations, include effecting organizational, governance and operational changes, applying for and receiving additional licenses and permissions in the EU, and engaging in client ~~communications, and are expected to add complexity to BlackRock’s European operations.~~communications. In addition, depending on ~~the terms of~~how the future relationship between the UK and the EU develops, BlackRock may experience further organizational and operational challenges and incur additional costs in connection with its European operations, ~~during the transition period~~particularly with regard to delegation and ~~post-Brexit,~~outsourcing, which may impede the Company’s growth or impact its financial performance.

On February 1, 2021, the Company acquired 100% of the equity interests of Aperio Group, LLC (the “Aperio Transaction” or “Aperio”), a pioneer in customizing tax-optimized index equity separately managed accounts (“SMAs”) for approximately $1.1 billion in cash, using existing cash resources. The acquisition of Aperio increased BlackRock’s SMA assets under management and expanded the breadth of the Company’s capabilities via tax-managed strategies across factors, broad market indexing, and investor Environmental, Social, and Governance preferences across all asset classes.

On February 13, 2020, BlackRock announced the establishment of The BlackRock Foundation (the “Foundation”) and the contribution of its remaining 20% stake in PennyMac Financial Services, Inc. (“PennyMac”) to the Foundation and the BlackRock Charitable Fund, which BlackRock established in 2013 (together, the “Charitable Contribution”). The Charitable Contribution resulted in an operating expense of $589 million, which was offset by a $122 million noncash, nonoperating pre-tax gain on the contributed shares and a tax benefit of $241 million in the condensed consolidated statement of income for the six months ended June 30, 2020. The Charitable Contribution provides long-term funding for BlackRock’s philanthropic investments and partnerships. The general and administration expense, nonoperating gain and associated tax benefit related to the Charitable Contribution have been excluded from as adjusted results.

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions, except shares and per share data)	2020			2019			2020			2019			2021			2020
GAAP basis:
Total revenue	$	3,648		$	3,524		$	7,358		$	6,870		$	4,398		$	3,710
Total expense		2,242			2,246			5,268			4,359			2,853			3,026
Operating income	$	1,406		$	1,278		$	2,090		$	2,511		$	1,545		$	684
Operating margin		38.5	%		36.3	%		28.4	%		36.6	%		35.1	%		18.4	%
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests		169			47			277			165			(28	)		108
Income tax benefit (expense)		(361	)		(322	)		(347	)		(620	)		(318	)		14
Net income attributable to BlackRock	$	1,214		$	1,003		$	2,020		$	2,056		$	1,199		$	806
Diluted earnings per common share	$	7.85		$	6.41		$	12.99		$	13.02		$	7.77		$	5.15
Effective tax rate		22.9	%		24.3	%		14.7	%		23.2	%		20.9	%		(1.7	)%
As adjusted⁽¹⁾:
Operating income	$	1,406		$	1,278		$	2,679		$	2,511		$	1,545		$	1,273
Operating margin		43.7	%		43.1	%		42.7	%		42.5	%		44.4	%		41.7	%
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests	$	169		$	47		$	155		$	165		$	(28	)	$	(14	)
Net income attributable to BlackRock	$	1,214		$	1,003		$	2,246		$	2,056		$	1,199		$	1,032
Diluted earnings per common share	$	7.85		$	6.41		$	14.44		$	13.02		$	7.77		$	6.60
Effective tax rate		22.9	%		24.3	%		20.7	%		23.2	%		20.9	%		18.0	%
Other:
Assets under management (end of period)	$	7,317,949		$	6,842,482		$	7,317,949		$	6,842,482
AUM (end of period)													$	9,007,411		$	6,466,668
Diluted weighted-average common shares outstanding⁽²⁾		154,712,032			156,360,741			155,556,187			157,853,711			154,301,812			156,416,726
Shares outstanding (end of period)		152,460,239			155,366,861			152,460,239			155,366,861			152,635,930			155,085,806
Book value per share⁽³⁾	$	214.68		$	205.28		$	214.68		$	205.28		$	231.79		$	212.87
Cash dividends declared and paid per share	$	3.63		$	3.30		$	7.26		$	6.60		$	4.13		$	3.63

THREE MONTHS ENDED ~~JUNE 30, 2020~~MARCH 31, 2021 COMPARED WITH THREE MONTHS ENDED ~~JUNE 30, 2019~~MARCH 31, 2020

GAAP. Operating income of ~~$1,406~~$1,545 million increased $861 million and operating margin of ~~38.5%~~35.1% increased ~~$128 million and 220~~1,670 bps ~~respectively,~~ from the ~~second~~first quarter of ~~2019.~~2020. Increases in operating income and operating margin reflected the impact of $589 million related to the previously reported charitable contribution of BlackRock’s remaining 20% stake in PennyMac Financial Services, Inc. (the “Charitable Contribution”) in the first quarter of 2020. Operating income and operating margin also reflected higher ~~base~~investment advisory and administration fees, ~~driven by organic growth and higher securities lending revenue, higher~~ performance fees and ~~17% growth in~~ technology services ~~revenue. The increase~~revenue, partially offset by higher employee compensation and benefits expense and higher product launch costs in ~~operating income also reflected lower general and administration expense,~~2021, including the impact of ~~$59~~$178 million associated with the March 2021 close of ~~product launch costs in~~ the ~~second quarter of 2019.~~ $4.9 billion BlackRock Innovation and Growth Trust.

Nonoperating income (expense) less net income (loss) attributable to noncontrolling interests (“NCI”) ~~increased $122~~decreased $136 million from the ~~second~~first quarter of ~~2019, primarily driven by mark-to-market gains on un-hedged seed capital investments and revaluation of a corporate minority investment.~~

Earnings per diluted common share increased $1.44, or 22%, from the second quarter of 2019, driven primarily by higher operating and nonoperating income, a lower effective tax rate and a lower diluted share count in the current quarter.

~~As Adjusted.~~ ~~Operating margin of 43.7% increased 60 bps from the second quarter of 2019.~~

~~SIX MONTHS ENDED JUNE 30,~~ 2020, ~~COMPARED WITH SIX MONTHS ENDED JUNE 30, 2019~~

~~GAAP.Operating income of $2,090 million decreased $421 million and operating margin of 28.4% decreased 820 bps from the six months ended June 30, 2019.~~ Operating income and operating margin reflected higher base fees, technology services revenue and performance fees, which were more than offset by higher expense, primarily driven by the impact of $589 million related to the Charitable Contribution.

~~Nonoperating income (expense) less net income (loss) attributable to NCI increased $112 million from the six months ended June 30, 2019, driven by~~reflecting the impact of a pre-tax gain of approximately $240 million in connection with a recapitalization of iCapital Network, Inc. (“iCapital”) and $122 million pre-tax gain related to the Charitable Contribution ~~partially~~in the first quarter of 2020. Nonoperating income (expense) less net income (loss) attributable to NCI also included higher mark-to-market gains on the Company’s co-investment portfolio, largely offset by ~~mark-to-market losses on un-hedged seed capital investments.~~the revaluation of certain minority investments in the first quarter of 2021.

~~Income~~First quarter 2021 and 2020 income tax expense ~~for the six months ended June 30, 2020 and 2019 included $66~~(benefit) reflected $39 million and ~~$14~~$64 million, respectively, of discrete tax benefits, including benefits related to stock-based compensation awards that ~~vested~~vest in the first quarter of each year. Income tax benefit ~~(expense)~~ for the ~~six months ended June 30,~~first quarter of 2020 included a discrete tax benefit of $241 million recognized in connection with the Charitable Contribution. See Income Tax Expense within Discussion of Financial Results for more ~~information~~.information.

Earnings per diluted common share ~~decreased $0.03~~increased $2.62, or 51%, from the ~~six months ended June 30, 2019,~~first quarter of 2020, reflecting the impact of the Charitable Contribution ~~partially offset by~~incurred in the first quarter of 2020. The increase in earnings per diluted common share also included higher revenue ~~higher nonoperating income, a lower effective tax rate~~ and a lower diluted share count, ~~for~~partially offset by higher product launch costs, lower nonoperating income, and a higher effective tax rate in the ~~six months ended June 30, 2020~~current quarter.

As Adjusted. Operating income of ~~$2,679~~$1,545 million increased ~~$168~~$272 million and operating margin of ~~42.7%~~44.4% increased 20270 bps from the ~~six months ended June 30, 2019.~~first quarter of 2020. Earnings per diluted common share increased ~~$1.42,~~$1.17, or ~~11%~~18%, from the ~~six months ended June 30, 2019,~~ first quarter of 2020,primarily due to higher operating income ~~a lower effective tax rate~~ and a lower diluted share count, partially offset by lower nonoperating income and a higher effective tax rate in the ~~six months ended June 30, 2020~~current quarter.. The financial impact related to the Charitable Contribution has been excluded from as adjusted ~~results.~~results for the first quarter of 2020.

See Non-GAAP Financial Measures for further information on as adjusted items and the reconciliation to accounting principles generally accepted in the United States (“~~GAAP“~~GAAP”).

For further discussion of BlackRock’s revenue, expense, nonoperating results and income tax expense, see Discussion of Financial Results herein.

BlackRock reports its financial results in accordance with GAAP; however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. Management reviews non-GAAP financial measures to assess ongoing operations and considers them to be helpful, for both management and investors, in evaluating BlackRock’s financial performance over time. Management also uses non-GAAP financial measures as a benchmark to compare its performance with other companies and to enhance the comparability of this information for the reporting periods presented. Non-GAAP measures may pose limitations because they do not include all of BlackRock’s revenue and expense. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Management uses both GAAP and non-GAAP financial measures in evaluating BlackRock’s financial performance. Adjustments to GAAP financial measures (“non-GAAP adjustments”) include certain items management deems nonrecurring or that occur infrequently, transactions that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow.

Computations for all periods are derived from the condensed consolidated statements of income as follows:

(1)~~_Operating~~ Operating income, as adjusted, and operating margin, as adjusted:

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions)	2020			2019			2020			2019			2021			2020
Operating income, GAAP basis	$	1,406		$	1,278		$	2,090		$	2,511		$	1,545		$	684
Non-GAAP expense adjustment:
Charitable Contribution		—			—			589			—			—			589
Operating income, as adjusted		1,406			1,278			2,679			2,511			1,545			1,273
Product launch costs and commissions		—			61			87			61			185			87
Operating income used for operating margin measurement	$	1,406		$	1,339		$	2,766		$	2,572		$	1,730		$	1,360
Revenue, GAAP basis	$	3,648		$	3,524		$	7,358		$	6,870		$	4,398		$	3,710
Non-GAAP adjustments:
Distribution fees		(253	)		(267	)		(529	)		(529	)		(340	)		(276	)
Investment advisory fees		(176	)		(149	)		(345	)		(291	)		(165	)		(169	)
Revenue used for operating margin measurement	$	3,219		$	3,108		$	6,484		$	6,050		$	3,893		$	3,265
Operating margin, GAAP basis		38.5	%		36.3	%		28.4	%		36.6	%		35.1	%		18.4	%
Operating margin, as adjusted		43.7	%		43.1	%		42.7	%		42.5	%		44.4	%		41.7	%

Management believes operating income, as adjusted, and operating margin, as adjusted, are effective indicators of BlackRock’s financial performance over time, and, therefore, provide useful disclosure to investors. Management believes that operating margin, as adjusted, reflects the Company’s long-term ability to manage ongoing costs in relation to its revenues. The Company uses operating margin, as adjusted, to assess the Company’s financial performance and to determine the long-term and annual compensation of the Company’s senior-level employees. Furthermore, this metric is used to evaluate the Company’s relative performance against industry peers, as it eliminates margin variability arising from the accounting of revenues and expenses related to distributing different product structures in multiple distribution channels utilized by asset managers.

(2) Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted:

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions)	2020		2019		2020		2019		2021			2020
Nonoperating income (expense), GAAP basis	$	357	$	57	$	286	$	182	$	46		$	(71	)
Less: Net income (loss) attributable to NCI		188		10		9		17		74			(179	)
Nonoperating income (expense), net of NCI		169		47		277		165		(28	)		108
Less: Gain related to the Charitable Contribution		—		—		122		—		—			122
Nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted	$	169	$	47	$	155	$	165	$	(28	)	$	(14	)

Management believes nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating contribution to its results and provides comparability of this information among reporting periods. Management believes nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, provides a useful measure, for both management and investors, of BlackRock’s nonoperating results, which ultimately impact BlackRock’s book value. During the ~~six~~three months ended ~~June 30,~~March 31, 2020, the noncash, nonoperating pre-tax gain of $122 million related to the Charitable Contribution has been excluded from nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, due to its nonrecurring nature.

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions, except per share data)	2020		2019		2020		2019		2021		2020
Net income attributable to BlackRock, Inc., GAAP basis	$	1,214	$	1,003	$	2,020	$	2,056	$	1,199	$	806
Non-GAAP adjustment:
Charitable Contribution, net of tax		—		—		226		—		—		226
Net income attributable to BlackRock, Inc., as adjusted	$	1,214	$	1,003	$	2,246	$	2,056	$	1,199	$	1,032
Diluted weighted-average common shares outstanding (4)		154.7		156.4		155.6		157.9		154.3		156.4
Diluted earnings per common share, GAAP basis (4)	$	7.85	$	6.41	$	12.99	$	13.02	$	7.77	$	5.15
Diluted earnings per common share, as adjusted (4)	$	7.85	$	6.41	$	14.44	$	13.02	$	7.77	$	6.60

Management believes net income attributable to BlackRock, Inc., as adjusted, and diluted earnings per common share, as adjusted, are useful measures of BlackRock’s profitability and financial performance. Net income attributable to BlackRock, Inc., as adjusted, equals net income attributable to BlackRock, Inc., GAAP basis, adjusted for significant nonrecurring items, charges that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow.

See aforementioned discussion regarding operating income, as adjusted, operating margin, as adjusted, and nonoperating income (expense), less net income (loss) attributable to NCI, as adjusted, for information on the Charitable Contribution.

The ~~six~~three months ended ~~June 30,~~March 31, 2020 included a discrete tax benefit of $241 million recognized in connection with the Charitable Contribution. The discrete tax benefit has been excluded from as adjusted results due to the non-recurring nature of the Charitable Contribution.

Per share amounts reflect net income attributable to BlackRock, Inc., as adjusted divided by diluted ~~weighted average~~weighted-average common shares outstanding.

(4) Nonvoting participating preferred stock is considered to be a common stock equivalent for purposes of determining basic and diluted earnings per share calculations. At March 31, 2021, there were no shares of preferred stock outstanding.

AUM for reporting purposes generally is based upon how investment advisory and administration fees are calculated for each portfolio. Net asset values, total assets, committed assets or other measures may be used to determine portfolio AUM.

AUM and Net Inflows (Outflows) by Client Type and Product Type	AUM and Net Inflows (Outflows) by Client Type and Product Type																	AUM and Net Inflows (Outflows) by Client Type and Product Type
	AUM								Net inflows (outflows)									AUM						Net inflows (outflows)
	June 30,		March 31,		December 31,		June 30,		Three Months Ended June 30,			Six Months Ended June 30,			Twelve Months Ended June 30,			March 31,		December 31,		March 31,		Three Months Ended March 31,			Twelve Months Ended March 31,
(in millions)	2020		2020		2019		2019		2020			2020			2020			2021		2020		2020		2021			2021
Retail	$	695,154	$	608,824	$	703,297	$	664,906	$	16,210		$	14,684		$	29,393		$	934,177	$	845,917	$	608,824	$	36,511		$	107,593
iShares ETFs		2,162,597		1,852,190		2,240,065		2,008,867		50,970			64,802			181,509
ETFs																			2,813,524		2,669,007		1,852,190		68,490			239,545
Institutional:
Active		1,341,610		1,230,092		1,338,670		1,272,532		2,513			651			11,567			1,524,430		1,524,462		1,230,092		16,533			50,020
Index		2,482,336		2,178,499		2,599,882		2,413,191		(7,486	)		(36,589	)		(27,626	)		3,009,150		2,948,683		2,178,499		11,106			11,491
Institutional subtotal		3,823,946		3,408,591		3,938,552		3,685,723		(4,973	)		(35,938	)		(16,059	)		4,533,580		4,473,145		3,408,591		27,639			61,511
Long-term		6,681,697		5,869,605		6,881,914		6,359,496		62,207			43,548			194,843			8,281,281		7,988,069		5,869,605		132,640			408,649
Cash management		619,351		594,089		545,949		481,208		24,198			76,639			138,426			703,916		666,252		594,089		39,190			100,098
Advisory⁽¹⁾		16,901		2,974		1,770		1,778		13,812			15,019			15,021			22,214		22,359		2,974		(187	)		18,748
Total	$	7,317,949	$	6,466,668	$	7,429,633	$	6,842,482	$	100,217		$	135,206		$	348,290		$	9,007,411	$	8,676,680	$	6,466,668	$	171,643		$	527,495

AUM and Net Inflows (Outflows) by Investment Style and Product Type	AUM and Net Inflows (Outflows) by Investment Style and Product Type																	AUM and Net Inflows (Outflows) by Investment Style and Product Type
	AUM								Net inflows (outflows)									AUM						Net inflows (outflows)
	June 30,		March 31,		December 31,		June 30,		Three Months Ended June 30,			Six Months Ended June 30,			Twelve Months Ended June 30,			March 31,		December 31,		March 31,		Three Months Ended March 31,			Twelve Months Ended March 31,
(in millions)	2020		2020		2019		2019		2020			2020			2020			2021		2020		2020		2021			2021
Active	$	1,943,828	$	1,758,548	$	1,947,222	$	1,853,393	$	18,563		$	9,618		$	30,924		$	2,297,642	$	2,250,887	$	1,758,548	$	58,954		$	155,638
Index and iShares ETFs		4,737,869		4,111,057		4,934,692		4,506,103		43,644			33,930			163,919
Index and ETFs																			5,983,639		5,737,182		4,111,057		73,686			253,011
Long-term		6,681,697		5,869,605		6,881,914		6,359,496		62,207			43,548			194,843			8,281,281		7,988,069		5,869,605		132,640			408,649
Cash management		619,351		594,089		545,949		481,208		24,198			76,639			138,426			703,916		666,252		594,089		39,190			100,098
Advisory⁽¹⁾		16,901		2,974		1,770		1,778		13,812			15,019			15,021			22,214		22,359		2,974		(187	)		18,748
Total	$	7,317,949	$	6,466,668	$	7,429,633	$	6,842,482	$	100,217		$	135,206		$	348,290		$	9,007,411	$	8,676,680	$	6,466,668	$	171,643		$	527,495

AUM and Net Inflows (Outflows) by Product Type	AUM and Net Inflows (Outflows) by Product Type																	AUM and Net Inflows (Outflows) by Product Type
	AUM								Net inflows (outflows)									AUM						Net inflows (outflows)
	June 30,		March 31,		December 31,		June 30,		Three Months Ended June 30,			Six Months Ended June 30,			Twelve Months Ended June 30,			March 31,		December 31,		March 31,		Three Months Ended March 31,			Twelve Months Ended March 31,
(in millions)	2020		2020		2019		2019		2020			2020			2020			2021		2020		2020		2021			2021
Equity	$	3,519,225	$	2,959,662	$	3,820,329	$	3,485,869	$	(4,414	)	$	(1,252	)	$	47,264		$	4,745,781	$	4,419,806	$	2,959,662	$	49,861		$	95,693
Fixed income		2,411,092		2,235,815		2,315,392		2,191,130		60,266			24,894			98,158			2,620,460		2,674,488		2,235,815		60,839			254,173
Multi-asset		551,362		494,177		568,121		523,728		(4,754	)		(363	)		13,988			677,372		658,733		494,177		13,753			22,576
Alternatives:
Illiquid alternatives		76,607		75,101		75,349		67,910		1,585			4,152			11,335			92,207		85,770		75,101		6,225			14,541
Liquid alternatives		63,120		58,127		59,048		55,514		1,395			2,956			5,634			76,266		73,218		58,127		2,354			7,339
Currency and commodities⁽²⁾		60,291		46,723		43,675		35,345		8,129			13,161			18,464			69,195		76,054		46,723		(392	)		14,327
Alternatives subtotal		200,018		179,951		178,072		158,769		11,109			20,269			35,433			237,668		235,042		179,951		8,187			36,207
Long-term		6,681,697		5,869,605		6,881,914		6,359,496		62,207			43,548			194,843			8,281,281		7,988,069		5,869,605		132,640			408,649
Cash management		619,351		594,089		545,949		481,208		24,198			76,639			138,426			703,916		666,252		594,089		39,190			100,098
Advisory⁽¹⁾		16,901		2,974		1,770		1,778		13,812			15,019			15,021			22,214		22,359		2,974		(187	)		18,748
Total	$	7,317,949	$	6,466,668	$	7,429,633	$	6,842,482	$	100,217		$	135,206		$	348,290		$	9,007,411	$	8,676,680	$	6,466,668	$	171,643		$	527,495

Component Changes in AUM for the Three Months Ended ~~June 30, 2020~~March 31, 2021

The following table presents the component changes in AUM by client type and product type for the three months ended ~~June 30, 2020.~~March 31, 2021.

	March 31,		Net inflows			Market		FX			June 30,		Average		December 31,		Net inflows					Market			FX			March 31,		Average
(in millions)	2020		(outflows)			change		impact⁽¹⁾			2020		AUM⁽²⁾		2020		(outflows)			Acquisition⁽¹⁾		change			impact⁽²⁾			2021		AUM⁽³⁾
Retail:
Equity	$	204,742	$	7,134		$	41,803	$	425		$	254,104	$	234,908	$	338,434	$	14,334		$	41,324	$	14,643		$	(1,020	)	$	407,715	$	373,077
Fixed income		278,057		8,656			13,721		726			301,160		290,404		340,468		14,797			—		(3,780	)		(1,845	)		349,640		345,893
Multi-asset		101,032		(1,345	)		12,127		120			111,934		107,444		132,624		3,995			—		2,677			(181	)		139,115		135,402
Alternatives		24,993		1,765			1,158		40			27,956		26,315		34,391		3,385			—		39			(108	)		37,707		35,979
Retail subtotal		608,824		16,210			68,809		1,311			695,154		659,071		845,917		36,511			41,324		13,579			(3,154	)		934,177		890,351
iShares ETFs:
ETFs:
Equity		1,253,690		(14,249	)		226,848		4,025			1,470,314		1,384,781		1,905,101		66,422			—		111,882			(5,587	)		2,077,818		1,974,558
Fixed income		554,009		57,306			20,451		2,332			634,098		594,631		690,033		1,605			—		(20,971	)		(2,838	)		667,829		680,376
Multi-asset		4,499		52			503		20			5,074		4,850		6,268		567			—		109			14			6,958		6,539
Alternatives		39,992		7,861			5,205		53			53,111		46,967		67,605		(104	)		—		(6,530	)		(52	)		60,919		66,169
iShares ETFs subtotal		1,852,190		50,970			253,007		6,430			2,162,597		2,031,229
ETFs subtotal																2,669,007		68,490			—		84,490			(8,463	)		2,813,524		2,727,642
Institutional:
Active:
Equity		112,440		(316	)		20,937		871			133,932		124,521		169,522		467			—		7,088			(996	)		176,081		171,927
Fixed income		625,345		4,978			33,808		2,562			666,693		646,344		716,269		2,264			—		(22,394	)		(3,665	)		692,474		704,175
Multi-asset		381,416		(3,337	)		45,012		3,462			426,553		406,737		511,242		8,483			—		6,646			(4,151	)		522,220		514,123
Alternatives		110,891		1,188			1,787		566			114,432		112,512		127,429		5,319			—		1,416			(509	)		133,655		129,964
Active subtotal		1,230,092		2,513			101,544		7,461			1,341,610		1,290,114		1,524,462		16,533			—		(7,244	)		(9,321	)		1,524,430		1,520,189
Index:
Equity		1,388,790		3,017			261,528		7,540			1,660,875		1,555,131		2,006,749		(31,362	)		—		120,531			(11,751	)		2,084,167		2,026,675
Fixed income		778,404		(10,674	)		38,702		2,709			809,141		795,846		927,718		42,173			—		(46,816	)		(12,558	)		910,517		916,050
Multi-asset		7,230		(124	)		682		13			7,801		7,628		8,599		708			—		(1	)		(227	)		9,079		8,603
Alternatives		4,075		295			153		(4	)		4,519		4,229		5,617		(413	)		—		234			(51	)		5,387		5,510
Index subtotal		2,178,499		(7,486	)		301,065		10,258			2,482,336		2,362,834		2,948,683		11,106			—		73,948			(24,587	)		3,009,150		2,956,838
Institutional subtotal		3,408,591		(4,973	)		402,609		17,719			3,823,946		3,652,948		4,473,145		27,639			—		66,704			(33,908	)		4,533,580		4,477,027
Long-term		5,869,605		62,207			724,425		25,460			6,681,697		6,343,248		7,988,069		132,640			41,324		164,773			(45,525	)		8,281,281		8,095,020
Cash management		594,089		24,198			143		921			619,351		621,985		666,252		39,190			—		(127	)		(1,399	)		703,916		664,958
Advisory⁽³⁾⁽⁴⁾		2,974		13,812			94		21			16,901		10,546		22,359		(187	)		—		35			7			22,214		22,373
Total	$	6,466,668	$	100,217		$	724,662	$	26,402		$	7,317,949	$	6,975,779	$	8,676,680	$	171,643		$	41,324	$	164,681		$	(46,917	)	$	9,007,411	$	8,782,351

The following table presents the component changes in AUM by investment style and product type for the three months ended ~~June 30, 2020.~~March 31, 2021.

	March 31,		Net inflows			Market		FX			June 30,		Average		December 31,		Net inflows					Market			FX			March 31,		Average
(in millions)	2020		(outflows)			change		impact⁽¹⁾			2020		AUM⁽²⁾		2020		(outflows)			Acquisition⁽¹⁾		change			impact⁽²⁾			2021		AUM⁽³⁾
Active:
Equity	$	252,758	$	7,647		$	51,204	$	1,200		$	312,809	$	287,991	$	410,189	$	21,020		$	—	$	14,593		$	(2,022	)	$	443,780	$	425,842
Fixed income		887,458		12,645			46,761		3,279			950,143		919,877		1,035,015		16,752			—		(25,059	)		(5,540	)		1,021,168		1,028,651
Multi-asset		482,450		(4,682	)		57,139		3,582			538,489		514,181		643,864		12,478			—		9,323			(4,332	)		661,333		649,520
Alternatives		135,882		2,953			2,946		606			142,387		138,826		161,819		8,704			—		1,455			(617	)		171,361		165,943
Active subtotal		1,758,548		18,563			158,050		8,667			1,943,828		1,860,875		2,250,887		58,954			—		312			(12,511	)		2,297,642		2,269,956
Index and iShares ETFs:
iShares ETFs:
Index and ETFs:
ETFs:
Equity		1,253,690		(14,249	)		226,848		4,025			1,470,314		1,384,781		1,905,101		66,422			—		111,882			(5,587	)		2,077,818		1,974,558
Fixed income		554,009		57,306			20,451		2,332			634,098		594,631		690,033		1,605			—		(20,971	)		(2,838	)		667,829		680,376
Multi-asset		4,499		52			503		20			5,074		4,850		6,268		567			—		109			14			6,958		6,539
Alternatives		39,992		7,861			5,205		53			53,111		46,967		67,605		(104	)		—		(6,530	)		(52	)		60,919		66,169
iShares ETFs subtotal		1,852,190		50,970			253,007		6,430			2,162,597		2,031,229
ETFs subtotal																2,669,007		68,490			—		84,490			(8,463	)		2,813,524		2,727,642
Non-ETF Index:
Equity		1,453,214		2,188			273,064		7,636			1,736,102		1,626,569		2,104,516		(37,581	)		41,324		127,669			(11,745	)		2,224,183		2,145,837
Fixed income		794,348		(9,685	)		39,470		2,718			826,851		812,717		949,440		42,482			—		(47,931	)		(12,528	)		931,463		937,467
Multi-asset		7,228		(124	)		682		13			7,799		7,628		8,601		708			—		(1	)		(227	)		9,081		8,608
Alternatives		4,077		295			152		(4	)		4,520		4,230		5,618		(413	)		—		234			(51	)		5,388		5,510
Non-ETF Index subtotal		2,258,867		(7,326	)		313,368		10,363			2,575,272		2,451,144		3,068,175		5,196			41,324		79,971			(24,551	)		3,170,115		3,097,422
Index & iShares ETFs subtotal		4,111,057		43,644			566,375		16,793			4,737,869		4,482,373
Index & ETFs subtotal																5,737,182		73,686			41,324		164,461			(33,014	)		5,983,639		5,825,064
Long-term		5,869,605		62,207			724,425		25,460			6,681,697		6,343,248		7,988,069		132,640			41,324		164,773			(45,525	)		8,281,281		8,095,020
Cash management		594,089		24,198			143		921			619,351		621,985		666,252		39,190			—		(127	)		(1,399	)		703,916		664,958
Advisory⁽³⁾⁽⁴⁾		2,974		13,812			94		21			16,901		10,546		22,359		(187	)		—		35			7			22,214		22,373
Total	$	6,466,668	$	100,217		$	724,662	$	26,402		$	7,317,949	$	6,975,779	$	8,676,680	$	171,643		$	41,324	$	164,681		$	(46,917	)	$	9,007,411	$	8,782,351

The following table presents the component changes in AUM by product type for the three months ended ~~June 30, 2020.~~March 31, 2021.

	March 31,		Net inflows			Market			FX		June 30,		Average		December 31,		Net inflows					Market			FX			March 31,		Average
(in millions)	2020		(outflows)			change			impact⁽¹⁾		2020		AUM⁽²⁾		2020		(outflows)			Acquisition⁽¹⁾		change			impact⁽²⁾			2021		AUM⁽³⁾
Equity	$	2,959,662	$	(4,414	)	$	551,116		$	12,861	$	3,519,225	$	3,299,341	$	4,419,806	$	49,861		$	41,324	$	254,144		$	(19,354	)	$	4,745,781	$	4,546,237
Fixed income		2,235,815		60,266			106,682			8,329		2,411,092		2,327,225		2,674,488		60,839			—		(93,961	)		(20,906	)		2,620,460		2,646,494
Multi-asset		494,177		(4,754	)		58,324			3,615		551,362		526,659		658,733		13,753			—		9,431			(4,545	)		677,372		664,667
Alternatives:
Illiquid alternatives		75,101		1,585			(365	)		286		76,607		75,954		85,770		6,225			—		601			(389	)		92,207		88,042
Liquid alternatives		58,127		1,395			3,280			318		63,120		60,226		73,218		2,354			—		791			(97	)		76,266		74,975
Currency and commodities⁽⁴⁾⁽⁵⁾		46,723		8,129			5,388		��	51		60,291		53,843		76,054		(392	)		—		(6,233	)		(234	)		69,195		74,605
Alternatives subtotal		179,951		11,109			8,303			655		200,018		190,023		235,042		8,187			—		(4,841	)		(720	)		237,668		237,622
Long-term		5,869,605		62,207			724,425			25,460		6,681,697		6,343,248		7,988,069		132,640			41,324		164,773			(45,525	)		8,281,281		8,095,020
Cash management		594,089		24,198			143			921		619,351		621,985		666,252		39,190			—		(127	)		(1,399	)		703,916		664,958
Advisory⁽³⁾⁽⁴⁾		2,974		13,812			94			21		16,901		10,546		22,359		(187	)		—		35			7			22,214		22,373
Total	$	6,466,668	$	100,217		$	724,662		$	26,402	$	7,317,949	$	6,975,779	$	8,676,680	$	171,643		$	41,324	$	164,681		$	(46,917	)	$	9,007,411	$	8,782,351

~~AUM increased $851.3 billion to $7.32 trillion at June 30, 2020,~~ ~~driven by net market appreciation, positive net inflows and the positive impact of foreign exchange movements.~~

~~Net market appreciation of $724.7 billion was driven by global equity and fixed income market appreciation.~~

~~Long-term net inflows of $62.2 billion included $51.0 billion and $16.2 billion net inflows into~~ ~~iShares~~ ~~ETFs and retail, respectively, partially offset by net outflows of $5.0 billion from institutional clients. Net flows in long-term products are described below.~~

~~Cash management AUM increased to $619.4 billion, driven by~~ ~~net inflows of $24.2 billion.~~

~~AUM increased $26.4 billion due to the positive impact of foreign exchange movements, primarily due to the weakening of the US dollar, largely against the Euro.~~

~~The following table presents the component changes in AUM by client type and product type for the six months ended June 30, 2020.~~

December 31,

Net
inflows

Market

FX

June 30,

Average

(in millions)
2019

(outflows)

change

impact⁽¹⁾

2020

AUM⁽²⁾

Retail:

Equity
$
252,413

$
16,236

$
(11,177
)

$
(3,368
)

$
254,104

$
240,942

Fixed income

305,265

243

(977
)

(3,371
)

301,160

298,574

Multi-asset

120,439

(4,903
)

(3,048
)

(554
)

111,934

112,349

Alternatives

25,180

3,108

(207
)

(125
)

27,956

26,277

Retail subtotal

703,297

14,684

(15,409
)

(7,418
)

695,154

678,142

iShares ETFs:

Equity

1,632,972

(3,801
)

(153,420
)

(5,437
)

1,470,314

1,467,523

Fixed income

565,790

55,670

14,040

(1,402
)

634,098

587,842

Multi-asset

5,210

76

(191
)

(21
)

5,074

4,990

Alternatives

36,093

12,857

4,174

(13
)

53,111

43,199

iShares ETFs subtotal

2,240,065

64,802

(135,397
)

(6,873
)

2,162,597

2,103,554

Institutional:

Active:

Equity

141,118

708

(6,342
)

(1,552
)

133,932

129,527

Fixed income

651,368

(8,930
)

27,735

(3,480
)

666,693

652,186

Multi-asset

434,233

4,857

(8,281
)

(4,256
)

426,553

418,451

Alternatives

111,951

4,016

(492
)

(1,043
)

114,432

112,359

Active subtotal

1,338,670

651

12,620

(10,331
)

1,341,610

1,312,523

Index:

Equity

1,793,826

(14,395
)

(104,885
)

(13,671
)

1,660,875

1,629,613

Fixed income

792,969

(22,089
)

61,750

(23,489
)

809,141

802,752

Multi-asset

8,239

(393
)

(49
)

4

7,801

7,981

Alternatives

4,848

288

(541
)

(76
)

4,519

4,406

Index subtotal

2,599,882

(36,589
)

(43,725
)

(37,232
)

2,482,336

2,444,752

Institutional subtotal

3,938,552

(35,938
)

(31,105
)

(47,563
)

3,823,946

3,757,275

Long-term

6,881,914

43,548

(181,911
)

(61,854
)

6,681,697

6,538,971

Cash management

545,949

76,639

(117
)

(3,120
)

619,351

587,844

Advisory⁽³⁾

1,770

15,019

142

(30
)

16,901

6,798

Total
$
7,429,633

$
135,206

$
(181,886
)

$
(65,004
)

$
7,317,949

$
7,133,613

AUM increased $330.7 billion to $9.01 trillion at March 31, 2021, driven by positive net inflows, net market appreciation and AUM acquired in the Aperio Transaction, partially offset by the negative impact of foreign exchange movements.

Long-term net inflows of $132.6 billion included $68.5 billion, $36.5 billion and $27.6 billion of net inflows into ETFs, retail and institutional products, respectively. Net flows in long-term products are described below.

Cash management AUM increased to $703.9 billion, driven by net inflows of $39.2 billion.

Net market appreciation of $164.7 billion was primarily driven by global equity market appreciation, partially offset by fixed income market declines.

AUM decreased $46.9 billion due to the negative impact of foreign exchange movements, primarily due to the strengthening of the US dollar, largely against the Euro and the Japanese yen.

~~The following table presents the component changes~~Component Changes in AUM ~~by investment style and product type~~ for the ~~six months ended June 30, 2020.~~Twelve Months Ended March 31, 2021

December 31,

Net
inflows

Market

FX

June 30,

Average

(in millions)
2019

(outflows)

change

impact⁽¹⁾

2020

AUM⁽²⁾

Active:

Equity
$
316,145

$
11,554

$
(12,073
)

$
(2,817
)

$
312,809

$
296,949

Fixed income

939,275

(9,016
)

25,926

(6,042
)

950,143

933,514

Multi-asset

554,672

(44
)

(11,329
)

(4,810
)

538,489

530,799

Alternatives

137,130

7,124

(699
)

(1,168
)

142,387

138,635

Active subtotal

1,947,222

9,618

1,825

(14,837
)

1,943,828

1,899,897

Index and iShares ETFs:

iShares ETFs:

Equity

1,632,972

(3,801
)

(153,420
)

(5,437
)

1,470,314

1,467,523

Fixed income

565,790

55,670

14,040

(1,402
)

634,098

587,842

Multi-asset

5,210

76

(191
)

(21
)

5,074

4,990

Alternatives

36,093

12,857

4,174

(13
)

53,111

43,199

iShares ETFs subtotal

2,240,065

64,802

(135,397
)

(6,873
)

2,162,597

2,103,554

Non-ETF Index

Equity

1,871,212

(9,005
)

(110,331
)

(15,774
)

1,736,102

1,703,133

Fixed income

810,327

(21,760
)

62,582

(24,298
)

826,851

819,998

Multi-asset

8,239

(395
)

(49
)

4

7,799

7,982

Alternatives

4,849

288

(541
)

(76
)

4,520

4,407

Non-ETF Index subtotal

2,694,627

(30,872
)

(48,339
)

(40,144
)

2,575,272

2,535,520

Index & iShares ETFs subtotal

4,934,692

33,930

(183,736
)

(47,017
)

4,737,869

4,639,074

Long-term

6,881,914

43,548

(181,911
)

(61,854
)

6,681,697

6,538,971

Cash management

545,949

76,639

(117
)

(3,120
)

619,351

587,844

Advisory⁽³⁾

1,770

15,019

142

(30
)

16,901

6,798

Total
$
7,429,633

$
135,206

$
(181,886
)

$
(65,004
)

$
7,317,949

$
7,133,613

The following table presents the component changes in AUM by client type and product type for the ~~six~~twelve months ended ~~June 30, 2020.~~March 31, 2021.

	December 31,		Net inflows			Market			FX			June 30,		Average		March 31,		Net inflows					Market			FX			March 31,		Average
(in millions)	2019		(outflows)			change			impact⁽¹⁾			2020		AUM⁽²⁾		2020		(outflows)			Acquisition⁽¹⁾		change			impact⁽²⁾			2021		AUM⁽³⁾
Retail:
Equity	$	3,820,329	$	(1,252	)	$	(275,824	)	$	(24,028	)	$	3,519,225	$	3,467,605	$	204,742	$	44,571		$	41,324	$	110,169		$	6,909		$	407,715	$	296,733
Fixed income		2,315,392		24,894			102,548			(31,742	)		2,411,092		2,341,354		278,057		45,994			—		20,643			4,946			349,640		318,547
Multi-asset		568,121		(363	)		(11,569	)		(4,827	)		551,362		543,771		101,032		7,073			—		30,113			897			139,115		121,220
Alternatives:
Illiquid alternatives		75,349		4,152			(2,129	)		(765	)		76,607		75,705
Liquid alternatives		59,048		2,956			1,535			(419	)		63,120		60,261
Currency and commodities⁽⁴⁾		43,675		13,161			3,528			(73	)		60,291		50,275
Alternatives subtotal		178,072		20,269			2,934			(1,257	)		200,018		186,241
Alternatives																	24,993		9,955			—		2,331			428			37,707		31,213
Retail subtotal																	608,824		107,593			41,324		163,256			13,180			934,177		767,713
ETFs:
Equity																	1,253,690		132,281			—		679,068			12,779			2,077,818		1,658,862
Fixed income																	554,009		92,136			—		13,449			8,235			667,829		649,739
Multi-asset																	4,499		1,189			—		1,190			80			6,958		5,622
Alternatives																	39,992		13,939			—		6,831			157			60,919		60,194
ETFs subtotal																	1,852,190		239,545			—		700,538			21,251			2,813,524		2,374,417
Institutional:
Active:
Equity																	112,440		1,334			—		58,411			3,896			176,081		149,489
Fixed income																	625,345		22,770			—		33,391			10,968			692,474		682,312
Multi-asset																	381,416		13,928			—		112,304			14,572			522,220		462,609
Alternatives																	110,891		11,988			—		7,556			3,220			133,655		120,861
Active subtotal																	1,230,092		50,020			—		211,662			32,656			1,524,430		1,415,271
Index:
Equity																	1,388,790		(82,493	)		—		741,420			36,450			2,084,167		1,793,919
Fixed income																	778,404		93,273			—		(2,241	)		41,081			910,517		860,592
Multi-asset																	7,230		386			—		1,479			(16	)		9,079		8,192
Alternatives																	4,075		325			—		879			108			5,387		4,867
Index subtotal																	2,178,499		11,491			—		741,537			77,623			3,009,150		2,667,570
Institutional subtotal																	3,408,591		61,511			—		953,199			110,279			4,533,580		4,082,841
Long-term		6,881,914		43,548			(181,911	)		(61,854	)		6,681,697		6,538,971		5,869,605		408,649			41,324		1,816,993			144,710			8,281,281		7,224,971
Cash management		545,949		76,639			(117	)		(3,120	)		619,351		587,844		594,089		100,098			—		70			9,659			703,916		646,190
Advisory⁽³⁾		1,770		15,019			142			(30	)		16,901		6,798
Advisory⁽⁴⁾																	2,974		18,748			—		431			61			22,214		17,984
Total	$	7,429,633	$	135,206		$	(181,886	)	$	(65,004	)	$	7,317,949	$	7,133,613	$	6,466,668	$	527,495		$	41,324	$	1,817,494		$	154,430		$	9,007,411	$	7,889,145

The following table presents the component changes in AUM ~~decreased $111.7 billion to $7.32 trillion at June 30, 2020,~~ ~~driven~~ by ~~net market depreciation~~investment style and product type for the ~~negative impact of foreign exchange movements, partially offset by positive net inflows.~~twelve months ended March 31, 2021.

~~Net market depreciation of $181.9 billion was primarily driven by the impact of first quarter global equity market declines, partially offset by fixed income market appreciation.~~

~~Long-term net inflows of $43.5 billion primarily included $64.8 billion and $14.7 billion of net inflows into~~ ~~iShares~~ ~~ETFs and retail, respectively, partially offset by net outflows $36.6 billion from institutional index clients. Net flows in long-term products are described below.~~

•

~~iShares~~ ~~ETFs net inflows of $64.8 billion were led by growth in fixed income and sustainable ETFs.~~ ~~Core and non-Core~~ ~~iShares~~ ~~ETFs saw net inflows of $8.3 billion and $56.5 billion, respectively. By region,~~ ~~iShares~~ ~~ETFs inflows were diversified with~~ ~~$38.4 billion of net inflows in US-listed~~ ~~iShares~~ ~~ETFs and $20.6 billion of net inflows in European-listed~~ ~~iShares~~ ~~ETFs.~~

	March 31,		Net inflows					Market			FX			March 31,		Average
(in millions)	2020		(outflows)			Acquisition⁽¹⁾		change			impact⁽²⁾			2021		AUM⁽³⁾
Active:
Equity	$	252,758	$	47,354		$	—	$	136,792		$	6,876		$	443,780	$	355,594
Fixed income		887,458		65,347			—		53,929			14,434			1,021,168		981,422
Multi-asset		482,450		20,995			—		142,419			15,469			661,333		583,827
Alternatives		135,882		21,942			—		9,889			3,648			171,361		152,073
Active subtotal		1,758,548		155,638			—		343,029			40,427			2,297,642		2,072,916
Index and ETFs:
ETFs:
Equity		1,253,690		132,281			—		679,068			12,779			2,077,818		1,658,862
Fixed income		554,009		92,136			—		13,449			8,235			667,829		649,739
Multi-asset		4,499		1,189			—		1,190			80			6,958		5,622
Alternatives		39,992		13,939			—		6,831			157			60,919		60,194
ETFs subtotal		1,852,190		239,545			—		700,538			21,251			2,813,524		2,374,417
Non-ETF Index:
Equity		1,453,214		(83,942	)		41,324		773,208			40,379			2,224,183		1,884,547
Fixed income		794,348		96,690			—		(2,136	)		42,561			931,463		880,029
Multi-asset		7,228		392			—		1,477			(16	)		9,081		8,194
Alternatives		4,077		326			—		877			108			5,388		4,868
Non-ETF Index subtotal		2,258,867		13,466			41,324		773,426			83,032			3,170,115		2,777,638
Index & ETFs subtotal		4,111,057		253,011			41,324		1,473,964			104,283			5,983,639		5,152,055
Long-term		5,869,605		408,649			41,324		1,816,993			144,710			8,281,281		7,224,971
Cash management		594,089		100,098			—		70			9,659			703,916		646,190
Advisory⁽⁴⁾		2,974		18,748			—		431			61			22,214		17,984
Total	$	6,466,668	$	527,495		$	41,324	$	1,817,494		$	154,430		$	9,007,411	$	7,889,145

~~Cash management AUM increased to $619.4 billion, driven by~~ ~~net inflows of $76.6 billion.~~

~~AUM decreased $65.0 billion due to the negative impact of foreign exchange movements, primarily due to the strengthening of the US dollar, largely against the British pound.~~

The following table presents the component changes in AUM by ~~client type and~~ product type for the twelve months ended ~~June 30, 2020.~~March 31, 2021.

	June 30,		Net inflows			Market			FX			June 30,		Average		March 31,		Net inflows				Market		FX		March 31,		Average
(in millions)	2019		(outflows)			change			impact⁽¹⁾			2020		AUM⁽²⁾		2020		(outflows)		Acquisition⁽¹⁾		change		impact⁽²⁾		2021		AUM⁽³⁾
Retail:
Equity	$	232,429	$	21,011		$	2,307		$	(1,643	)	$	254,104	$	238,057	$	2,959,662	$	95,693	$	41,324	$	1,589,068	$	60,034	$	4,745,781	$	3,899,003
Fixed income		291,772		10,186			2,182			(2,980	)		301,160		297,562		2,235,815		254,173		—		65,242		65,230		2,620,460		2,511,190
Multi-asset		118,135		(7,463	)		1,660			(398	)		111,934		114,692		494,177		22,576		—		145,086		15,533		677,372		597,643
Alternatives		22,570		5,659			(177	)		(96	)		27,956		24,917
Retail subtotal		664,906		29,393			5,972			(5,117	)		695,154		675,228
iShares ETFs:
Equity		1,462,623		58,351			(45,191	)		(5,469	)		1,470,314		1,476,916
Fixed income		513,843		104,309			17,688			(1,742	)		634,098		563,566
Multi-asset		4,442		666			(17	)		(17	)		5,074		4,833
Alternatives		27,959		18,183			6,981			(12	)		53,111		38,367
iShares ETFs subtotal		2,008,867		181,509			(20,539	)		(7,240	)		2,162,597		2,083,682
Institutional:
Active:
Equity		125,884		5,176			3,793			(921	)		133,932		129,091
Fixed income		649,924		(26,222	)		45,319			(2,328	)		666,693		652,323
Multi-asset		393,101		21,311			16,119			(3,978	)		426,553		410,295
Alternatives		103,623		11,302			179			(672	)		114,432		109,375
Active subtotal		1,272,532		11,567			65,410			(7,899	)		1,341,610		1,301,084
Index:
Equity		1,664,933		(37,274	)		41,472			(8,256	)		1,660,875		1,651,852
Fixed income		735,591		9,885			73,443			(9,778	)		809,141		786,774
Multi-asset		8,050		(526	)		293			(16	)		7,801		8,011
Alternatives		4,617		289			(353	)		(34	)		4,519		4,490
Index subtotal		2,413,191		(27,626	)		114,855			(18,084	)		2,482,336		2,451,127
Institutional subtotal		3,685,723		(16,059	)		180,265			(25,983	)		3,823,946		3,752,211
Alternatives:
Illiquid alternatives																	75,101		14,541		—		852		1,713		92,207		81,264
Liquid alternatives																	58,127		7,339		—		8,830		1,970		76,266		68,042
Currency and commodities⁽⁵⁾																	46,723		14,327		—		7,915		230		69,195		67,829
Alternatives subtotal																	179,951		36,207		—		17,597		3,913		237,668		217,135
Long-term		6,359,496		194,843			165,698			(38,340	)		6,681,697		6,511,121		5,869,605		408,649		41,324		1,816,993		144,710		8,281,281		7,224,971
Cash management		481,208		138,426			1,516			(1,799	)		619,351		552,549		594,089		100,098		—		70		9,659		703,916		646,190
Advisory⁽³⁾		1,778		15,021			136			(34	)		16,901		4,472
Advisory⁽⁴⁾																	2,974		18,748		—		431		61		22,214		17,984
Total	$	6,842,482	$	348,290		$	167,350		$	(40,173	)	$	7,317,949	$	7,068,142	$	6,466,668	$	527,495	$	41,324	$	1,817,494	$	154,430	$	9,007,411	$	7,889,145

~~The following table presents the component changes in AUM by investment style and product type for the twelve months ended June 30, 2020.~~

June 30,

Net
inflows

Market

FX

June 30,

Average

(in millions)
2019

(outflows)

change

impact⁽¹⁾

2020

AUM⁽²⁾

Active:

Equity
$
289,870

$
17,570

$
7,084

$
(1,715
)

$
312,809

$
295,079

Fixed income

926,097

(17,456
)

46,473

(4,971
)

950,143

933,192

Multi-asset

511,236

13,849

17,780

(4,376
)

538,489

524,986

Alternatives

126,190

16,961

4

(768
)

142,387

134,291

Active subtotal

1,853,393

30,924

71,341

(11,830
)

1,943,828

1,887,548

Index and iShares ETFs:

iShares ETFs:

Equity

1,462,623

58,351

(45,191
)

(5,469
)

1,470,314

1,476,916

Fixed income

513,843

104,309

17,688

(1,742
)

634,098

563,566

Multi-asset

4,442

666

(17
)

(17
)

5,074

4,833

Alternatives

27,959

18,183

6,981

(12
)

53,111

38,367

iShares ETFs subtotal

2,008,867

181,509

(20,539
)

(7,240
)

2,162,597

2,083,682

Non-ETF Index:

Equity

1,733,376

(28,657
)

40,488

(9,105
)

1,736,102

1,723,921

Fixed income

751,190

11,305

74,471

(10,115
)

826,851

803,467

Multi-asset

8,050

(527
)

292

(16
)

7,799

8,012

Alternatives

4,620

289

(355
)

(34
)

4,520

4,491

Non-ETF Index subtotal

2,497,236

(17,590
)

114,896

(19,270
)

2,575,272

2,539,891

Index & iShares ETFs subtotal

4,506,103

163,919

94,357

(26,510
)

4,737,869

4,623,573

Long-term

6,359,496

194,843

165,698

(38,340
)

6,681,697

6,511,121

Cash management

481,208

138,426

1,516

(1,799
)

619,351

552,549

Advisory⁽³⁾

1,778

15,021

136

(34
)

16,901

4,472

Total
$
6,842,482

$
348,290

$
167,350

$
(40,173
)

$
7,317,949

$
7,068,142

~~The following table presents the component changes in AUM by product type for the twelve months ended June 30, 2020.~~

AUM increased ~~$475.5 billion~~$2.54 trillion to ~~$7.32~~$9.01 trillion at ~~June 30, 2020,~~ March 31, 2021, driven by net market appreciation, positive net inflows, ~~and net market appreciation, partially offset by~~ the ~~negative~~positive impact of foreign exchange ~~movements.~~movements and AUM acquired in the Aperio Transaction.

~~Net market appreciation of $167.4 billion was primarily driven by fixed income market appreciation.~~

Long-term net inflows of ~~$194.8~~$408.6 billion were comprised of net inflows of ~~$181.5~~$239.5 billion, ~~$29.4~~$107.6 billion and ~~$11.5~~$61.5 billion ~~into~~ ~~iShares~~ from ETFs, retail and institutional ~~active products, respectively, partially offset by net outflows of $27.6 billion from institutional index products.~~clients, respectively. Net flows in long-term products are described below.

Cash management AUM increased to ~~$619.4~~$703.9 billion, ~~due to~~driven by net inflows of ~~$138.4~~$100.1 billion.

Net market appreciation of $1.82 trillion was driven primarily by global equity market appreciation.

AUM ~~decreased $40.2~~increased $154.4 billion due to the ~~negative~~positive impact of foreign exchange movements, primarily resulting from the ~~strengthening~~weakening of the US dollar, largely against the British pound, the Euro and the ~~Euro.~~

The Company’s results of operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ are discussed below. For a further description of the Company’s revenue and expense, see the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 (“~~2019~~2020 Form 10-K”).

The table below presents detail of revenue for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ and includes the product type mix of investment advisory and administration fees (collectively “base fees”), and securities lending revenue ~~(collectively “base fees”)~~ and performance fees.

	Three Months Ended				Six Months Ended				Three Months Ended
	June 30,				June 30,				March 31,
(in millions)	2020		2019		2020		2019		2021		2020
Investment advisory, administration fees and securities lending revenue:
Equity:
Active	$	381	$	385	$	779	$	760	$	576	$	398
iShares ETFs		792		870		1,671		1,717
ETFs										1,068		879
Non-ETF Index		178		163		341		327		176		163
Equity subtotal		1,351		1,418		2,791		2,804		1,820		1,440
Fixed income:
Active		464		474		945		931		525		481
iShares ETFs		261		234		520		454
ETFs										295		259
Non-ETF Index		129		98		241		195		113		112
Fixed income subtotal		854		806		1,706		1,580		933		852
Multi-asset		270		288		563		564		328		293
Alternatives:
Illiquid alternatives		128		118		276		228		168		148
Liquid alternatives		117		102		229		196		147		112
Currency and commodities⁽¹⁾		35		24		67		48		53		32
Alternatives subtotal		280		244		572		472		368		292
Long-Term		2,755		2,756		5,632		5,420
Long-term										3,449		2,877
Cash management		211		147		389		288		143		178
Total base fees		2,966		2,903		6,021		5,708
Total investment advisory, administration fees and securities lending revenue										3,592		3,055
Investment advisory performance fees:
Equity		23		4		25		4		26		2
Fixed income		2		—		4		2		14		2
Multi-asset		2		6		3		6		8		1
Alternatives:
Illiquid alternatives		32		15		49		35		7		17
Liquid alternatives		53		39		72		43		74		19
Alternatives subtotal		85		54		121		78		81		36
Total performance fees		112		64		153		90		129		41
Technology services revenue		278		237		552		441		306		274
Distribution fees:
Retrocessions		162		164		331		325		238		169
12b-1 fees (US mutual fund distribution fees)		78		88		169		177		85		91
Other		13		15		29		27		17		16
Total distribution fees		253		267		529		529		340		276
Advisory and other revenue:
Advisory		17		22		34		41		15		17
Other		22		31		69		61		16		47
Total advisory and other revenue		39		53		103		102		31		64
Total revenue	$	3,648	$	3,524	$	7,358	$	6,870	$	4,398	$	3,710

The table below lists a percentage breakdown of base fees and ~~mix of~~securities lending revenue and average AUM by product type:

	Three Months Ended June 30,												Six Months Ended June 30,												Three Months Ended March 31,
	Mix of Base Fees						Mix of Average AUM by Product Type⁽¹⁾						Mix of Base Fees						Mix of Average AUM by Asset Class⁽²⁾						Percentage of Base Fees and Securities Lending Revenue						Percentage of Average AUM by Product Type⁽¹⁾
	2020			2019			2020			2019			2020			2019			2020			2019			2021			2020			2021			2020
Equity:
Active		13	%		13	%		4	%		4	%		12	%		13	%		4	%		4	%		16	%		12	%		5	%		4	%
iShares ETFs		27	%		30	%		20	%		22	%		28	%		30	%		21	%		22	%
ETFs																										30	%		29	%		23	%		21	%
Non-ETF Index		6	%		6	%		24	%		25	%		6	%		6	%		24	%		25	%		5	%		5	%		24	%		24	%
Equity subtotal		46	%		49	%		48	%		51	%		46	%		49	%		49	%		51	%		51	%		46	%		52	%		49	%
Fixed income:
Active		16	%		17	%		12	%		14	%		16	%		17	%		12	%		13	%		15	%		16	%		10	%		12	%
iShares ETFs		9	%		8	%		9	%		7	%		9	%		8	%		8	%		7	%
ETFs																										8	%		8	%		8	%		8	%
Non-ETF Index		4	%		3	%		12	%		11	%		4	%		3	%		12	%		11	%		3	%		4	%		11	%		12	%
Fixed income subtotal		29	%		28	%		33	%		32	%		29	%		28	%		32	%		31	%		26	%		28	%		29	%		32	%
Multi-asset		9	%		10	%		8	%		8	%		9	%		10	%		8	%		8	%		9	%		10	%		8	%		8	%
Alternatives:
Illiquid alternatives		4	%		4	%		1	%		1	%		5	%		4	%		1	%		1	%		5	%		5	%		1	%		1	%
Liquid alternatives		4	%		3	%		1	%		1	%		4	%		3	%		1	%		1	%		4	%		4	%		1	%		1	%
Currency and commodities⁽³⁾⁽²⁾		1	%		1	%		1	%		—	%		1	%		1	%		1	%		1	%		1	%		1	%		1	%		1	%
Alternatives subtotal		9	%		8	%		3	%		2	%		10	%		8	%		3	%		3	%		10	%		10	%		3	%		3	%
Long-term		93	%		95	%		92	%		93	%		94	%		95	%		92	%		93	%		96	%		94	%		92	%		92	%
Cash management		7	%		5	%		8	%		7	%		6	%		5	%		8	%		7	%		4	%		6	%		8	%		8	%
Total excluding Advisory AUM		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%

Three Months Ended ~~June 30, 2020~~March 31, 2021 Compared with Three Months Ended ~~June 30, 2019~~March 31, 2020

Revenue increased ~~$124~~$688 million, or 4%19%, from the three months ended ~~June 30, 2019, primarily driven by organic growth,~~March 31, 2020, reflecting higher ~~securities lending revenue~~base and performance fees and ~~17%~~12% growth in technology services revenue.

Investment advisory, administration fees and securities lending revenue of ~~$2,966~~$3,592 million increased ~~$63~~$537 million from ~~$2,903~~$3,055 million for the three months ended ~~June 30, 2019,~~March 31, 2020, primarily driven by ~~organic growth and higher securities lending revenue, partially offset by~~ the ~~negative~~positive impact of ~~equity~~market beta and foreign exchange movements on average AUM and organic growth, partially offset by the impact of yield-related fee waivers on certain money market funds and strategic pricing changes to certain ~~products.~~products, lower securities lending revenue, and the effect of one less day in the quarter. Securities lending revenue of ~~$210~~$127 million indecreased from $158 million for the ~~current quarter increased $60 million from $150 million in second quarter of 2019,~~three months ended March 31, 2020, primarily reflecting ~~higher asset~~lower spreads, ~~and~~partially offset by higher average balances of securities on loan.

Investment advisory performance fees of ~~$112~~$129 million increased ~~$48~~$88 million from ~~$64~~$41 million for the three months ended ~~June 30, 2019,~~March 31, 2020, primarily reflecting higher revenue from liquid alternative and long-only ~~equity~~ products.

Technology services revenue of ~~$278~~$306 million increased ~~$41~~$32 million from ~~$237~~$274 million for the three months ended ~~June 30, 2019,~~March 31, 2020, primarily reflecting higher revenue from Aladdin.

Advisory and other revenue of ~~$39~~$31 million decreased ~~$14~~$33 million from ~~$53~~$64 million for the three months ended ~~June 30, 2019,~~March 31, 2020, primarily reflecting the impact of the ~~previously discussed~~ Charitable Contribution ~~of the remaining 20% stake in PennyMac in the first quarter of 2020.~~and lower transition management assignments.

~~Revenue increased $488 million, or 7%, from the six months ended June 30, 2019, reflecting higher base and performance fees and higher technology services revenue.~~

~~Investment advisory, administration fees and securities lending revenue~~ of $6,021 million increased $313 million from $5,708 million for the six months ended June 30, 2019, primarily driven by organic growth, partially offset by the negative impact of equity beta and foreign exchange movements on average AUM, and strategic pricing changes to certain products. Securities lending revenue of $368 million increased $70 million from $298 million for the six months ended June 30, 2019, primarily reflecting higher asset spreads and average balances of securities on loan.

~~Investment advisory performance fees~~ ~~of $153 million increased $63 million from $90 million for the six months ended June 30, 2019, primarily reflecting higher revenue from alternative and long-only equity products.~~

~~Technology services revenue~~ ~~of $552 million increased $111 million from $441 million for the six months ended June 30, 2019, primarily reflecting higher revenue from~~ ~~Aladdin~~ ~~and the impact of the eFront acquisition, which closed in May of 2019.~~

	Three Months Ended					Six Months Ended				Three Months Ended
	June 30,					June 30,				March 31,
(in millions)	2020			2019		2020		2019		2021		2020
Expense:
Employee compensation and benefits	$	1,152		$	1,083	$	2,289	$	2,147	$	1,409	$	1,137
Distribution and servicing costs:
Retrocessions		162			164		331		325		238		169
12b-1 costs		75			88		164		176		83		89
Other		192			164		379		319		184		187
Total distribution and servicing costs		429			416		874		820		505		445
Direct fund expense		246			252		523		494		320		277
General and administration:
General and administration expense:
Marketing and promotional		39			81		108		162		35		69
Occupancy and office related		80			75		158		149		79		78
Portfolio services		65			65		130		127		87		65
Technology		92			67		180		136		104		88
Professional services		41			44		85		77		39		44
Communications		14			10		26		19		11		12
Foreign exchange remeasurement		1			12		6		20		4		5
Contingent consideration fair value adjustments		(2	)		13		23		19		3		25
Product launch costs		—			59		84		59		178		84
Charitable Contribution		—			—		589		—		—		589
Other general and administration		58			44		141		90		45		83
Total general and administration expense		388			470		1,530		858		585		1,142
Amortization of intangible assets		27			25		52		40		34		25
Total expense	$	2,242		$	2,246	$	5,268	$	4,359	$	2,853	$	3,026

Three Months Ended ~~June 30, 2020~~March 31, 2021 Compared with Three Months Ended ~~June 30, 2019~~March 31, 2020

Expense decreased $4$173 million from the three months ended ~~June 30, 2019, primarily~~March 31, 2020, largely driven by lower general and administration expense, ~~largely offset by higher employee compensation and benefits expense.~~

~~Employee compensation and benefits expense~~ ~~increased $69 million from the three months ended June 30, 2019, primarily~~ reflecting ~~higher base and incentive compensation, driven in part by higher performance fees.~~

~~General and administration expense~~ decreased $82 million from the three months ended June 30, 2019, reflecting lower marketing and promotional expense, lower contingent consideration fair value adjustments related to prior acquisitions and lower foreign exchange remeasurement expense, partially offset by higher technology expense, including certain costs related to COVID-19 and a $12 million impairment of a fixed asset incurred in the three months ended June 30, 2020. The decrease also reflected the impact of $59 million of product launch costs incurred in the three months ended June 30, 2019.

~~Expense increased $909 million from the six months ended June 30, 2019, primarily driven by higher general and administration expense, including~~ the impact of the Charitable Contribution in the first quarter of 2020. Expense also reflected higher product launch costs, higher employee compensation and benefits expense and higher volume-related ~~expense.~~expense in the first quarter of 2021.

Employee compensation and benefits expense increased ~~$142~~$272 million from the ~~six~~three months ended ~~June 30, 2019,~~March 31, 2020, primarily reflecting higher ~~base and~~ incentive compensation, driven ~~in part~~ by higher operating ~~income.~~income and higher performance fees, and the higher mark-to-market impact of certain deferred compensation programs.

Direct fund expense increased ~~$29~~$43 million from the ~~six~~three months ended ~~June 30, 2019,~~March 31, 2020, primarily reflecting higher average AUM.

General and administration expense ~~increased $672~~decreased $557 million from the ~~six~~three months ended ~~June 30, 2019, primarily~~March 31, 2020, largely driven by the ~~$589 million of~~Charitable Contribution in the year ago quarter. General and administration expense ~~related to the Charitable Contribution,~~also reflected higher product launch costs, and higher portfolio services and technology expense, ~~including certain costs related to COVID-19, costs related to certain legal matters, including Aviron Capital, LLC., and a $12 million impairment of a fixed asset. The increase was partially~~ offset by lower marketing and promotional expense and ~~lower foreign exchange remeasurement expense in~~contingent consideration fair value adjustments, and the ~~six~~impact of costs related to certain legal matters incurred during the three months ended ~~June 30,~~March 31, 2020.

Amortization of intangible assets expense increased $9 million from the three months ended March 31, 2020, primarily reflecting amortization of intangible assets related to the Aperio Transaction.

The summary of nonoperating income (expense), less net income (loss) attributable to NCI for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ was as follows:

		Three Months Ended						Six Months Ended				Three Months Ended
		June 30,						June 30,				March 31,
(in millions)	(in millions)	2020			2019			2020		2019		2021			2020
Nonoperating income (expense), GAAP basis⁽¹⁾	$		357	$		57	$		286	$	182	$	46		$	(71	)
Less: Net income (loss) attributable to NCI			188			10			9		17		74			(179	)
Nonoperating income (expense), net of NCI⁽²⁾	$		169	$		47	$		277	$	165	$	(28	)	$	108

	Three Months Ended						Six Months Ended						Three Months Ended
	June 30,						June 30,						March 31,
(in millions)	2020			2019			2020			2019			2021			2020
Net gain (loss) on investments⁽¹⁾⁽²⁾
Private equity	$	8		$	32		$	(10	)	$	32		$	22		$	(18	)
Real assets		—			4			5			10			3			5
Other alternatives⁽³⁾		21			7			(4	)		15			13			(25	)
Other investments⁽⁴⁾		130			31			(20	)		104			(3	)		(150	)
Subtotal		159			74			(29	)		161			35			(188	)
Gain related to the Charitable Contribution		—			—			122			—			—			122
Other gains (losses)⁽⁵⁾		51			5			256			53			(27	)		205
Total net gain (loss) on investments⁽¹⁾⁽²⁾		210			79			349			214			8			139
Interest and dividend income		10			20			25			49			19			15
Interest expense		(51	)		(52	)		(97	)		(98	)		(55	)		(46	)
Net interest expense		(41	)		(32	)		(72	)		(49	)		(36	)		(31	)
Nonoperating income (expense)⁽¹⁾	$	169		$	47		$	277		$	165		$	(28	)	$	108

	GAAP												As Adjusted⁽¹⁾												GAAP						As Adjusted⁽¹⁾
	Three Months Ended						Six Months Ended						Three Months Ended						Six Months Ended						Three Months Ended						Three Months Ended
	June 30,						June 30,						June 30,						June 30,						March 31,						March 31,
(in millions)	2020			2019			2020			2019			2020			2019			2020			2019			2021			2020			2021			2020
Operating income⁽¹⁾	$	1,406		$	1,278		$	2,090		$	2,511		$	1,406		$	1,278		$	2,679		$	2,511		$	1,545		$	684		$	1,545		$	1,273
Total nonoperating income (expense)⁽¹⁾⁽²⁾	$	169		$	47		$	277		$	165		$	169		$	47		$	155		$	165		$	(28	)	$	108		$	(28	)	$	(14	)
Income before income taxes	$	1,575		$	1,325		$	2,367		$	2,676		$	1,575		$	1,325		$	2,834		$	2,676		$	1,517		$	792		$	1,517		$	1,259
Income tax expense	$	361		$	322		$	347		$	620		$	361		$	322		$	588		$	620
Income tax expense (benefit)																									$	318		$	(14	)	$	318		$	227
Effective tax rate		22.9	%		24.3	%		14.7	%		23.2	%		22.9	%		24.3	%		20.7	%		23.2	%		20.9	%		(1.7	)%		20.9	%		18.0	%

~~2020.~~ The ~~six~~three months ended ~~June 30,~~March 31, 2021 and 2020 income tax expense (benefit) reflected $39 million and $64 million, respectively, of discrete tax benefits, including benefits related to stock-based compensation awards that vest in the first quarter of each year.

The three months ended March 31, 2020 income tax benefit also included a discrete tax benefit of $241 million recognized in connection with the Charitable Contribution, which was excluded from as adjusted results, and $66 million of discrete tax benefits, including benefits related to stock-based compensation awards that vested in the first quarter of 2020.

~~2019.~~ ~~The six months ended June 30, 2019 included $14 million of discrete tax benefits, including benefits related to stock-based compensation awards that vested in the first quarter of 2019.~~Contribution.

The following table presents a reconciliation of the condensed consolidated statement of financial condition presented on a GAAP basis to the condensed consolidated statement of financial condition, excluding the impact of separate account assets and separate account collateral held under securities lending agreements (directly related to lending separate account securities) and separate account liabilities and separate account collateral liabilities under securities lending agreements and consolidated sponsored investment products.

The Company presents the as adjusted statement of financial condition as additional information to enable investors to exclude certain assets that have equal and offsetting liabilities or noncontrolling interests that ultimately do not have an impact on stockholders’ equity or cash flows. Management views the as adjusted statement of financial condition, which contains non-GAAP financial measures, as an economic presentation of the Company’s total assets and liabilities; however, it does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Separate Account Assets and Liabilities and Separate Account Collateral Held under Securities Lending Agreements

Separate account assets are maintained by BlackRock Life Limited, a wholly owned subsidiary of the Company that is a registered life insurance company in the United Kingdom, and represent segregated assets held for purposes of funding individual and group pension contracts. The Company records equal and offsetting separate account liabilities. The separate account assets are not available to creditors of the Company and the holders of the pension contracts have no recourse to the Company’s assets. The net investment income attributable to separate account assets accrues directly to the contract owners and is not reported on the condensed consolidated statements of income. While BlackRock has no economic interest in these assets or liabilities, BlackRock earns an investment advisory fee for the service of managing these assets on behalf of its clients.

In addition, the Company records on its condensed consolidated statements of financial condition the separate account collateral received under BlackRock Life Limited securities lending arrangements as its own asset in addition to an equal and offsetting separate account collateral liability for the obligation to return the collateral. The collateral is not available to creditors of the Company, and the borrowers under the securities lending arrangements have no recourse to the Company’s assets.

The Company consolidates certain sponsored investment products accounted for as variable interest entities (“VIEs”) and voting rights entities (“VREs”), (collectively, “consolidated sponsored investment products”). See Note 2, Significant Accounting Policies, in the notes to the consolidated financial statements contained in the ~~2019~~2020 Form 10-K for more information on the Company’s consolidation policy.

The Company cannot readily access cash and cash equivalents or other assets held by consolidated sponsored investment products to use in its operating activities. In addition, the Company cannot readily sell investments held by consolidated sponsored investment products in order to obtain cash for use in the Company’s operations.

	June 30, 2020								March 31, 2021
(in millions)	GAAP Basis		Separate Account Assets/ Collateral⁽¹⁾		Consolidated Sponsored Investment Products⁽²⁾		As Adjusted		GAAP Basis		Separate Account Assets/ Collateral⁽¹⁾		Consolidated Sponsored Investment Products⁽²⁾		As Adjusted
Assets
Cash and cash equivalents	$	5,466	$	—	$	275	$	5,191	$	6,267	$	—	$	242	$	6,025
Accounts receivable		2,990		—		—		2,990		3,825		—		—		3,825
Investments		5,171		—		1,317		3,854		7,145		—		2,548		4,597
Separate account assets and collateral held under securities lending agreements		106,297		106,297		—		—		118,126		118,126		—		—
Other assets⁽³⁾		4,545		—		104		4,441		4,632		—		88		4,544
Subtotal		124,469		106,297		1,696		16,476		139,995		118,126		2,878		18,991
Goodwill and intangible assets, net		32,873		—		—		32,873		33,864		—		—		33,864
Total assets	$	157,342	$	106,297	$	1,696	$	49,349	$	173,859	$	118,126	$	2,878	$	52,855
Liabilities
Accrued compensation and benefits	$	1,189	$	—	$	—	$	1,189	$	1,077	$	—	$	—	$	1,077
Accounts payable and accrued liabilities		914		—		—		914		1,196		—		—		1,196
Borrowings		7,190		—		—		7,190		7,232		—		—		7,232
Separate account liabilities and collateral liabilities under securities lending agreements		106,297		106,297		—		—		118,126		118,126		—		—
Deferred income tax liabilities⁽⁴⁾		3,664		—		—		3,664		3,794		—		—		3,794
Other liabilities		4,054		—		392		3,662		4,594		—		418		4,176
Total liabilities		123,308		106,297		392		16,619		136,019		118,126		418		17,475
Equity
Total stockholders’ equity		32,730		—		—		32,730
Total BlackRock, Inc. stockholders’ equity										35,380		—		—		35,380
Noncontrolling interests		1,304		—		1,304		—		2,460		—		2,460		—
Total equity		34,034		—		1,304		32,730		37,840		—		2,460		35,380
Total liabilities and equity	$	157,342	$	106,297	$	1,696	$	49,349	$	173,859	$	118,126	$	2,878	$	52,855

The following discussion summarizes the significant changes in assets and liabilities on a GAAP basis. Please see the condensed consolidated statements of financial condition as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020 contained in Part I, Item 1 of this filing. The discussion does not include changes related to assets and liabilities that are equal and offsetting and have no impact on BlackRock’s stockholders’ equity.

Assets. Cash and cash equivalents at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020 included ~~$275~~$242 million and ~~$141~~$206 million, respectively, of cash held by consolidated sponsored investment products (see Liquidity and Capital Resources for details on the change in cash and cash equivalents during the ~~six~~three months ended ~~June 30, 2020)~~March 31, 2021).

Accounts receivable at ~~June 30, 2020 decreased $189~~March 31, 2021 increased $290 million from December 31, ~~2019,~~2020, primarily due to ~~lower receivables from~~higher base ~~fees, partially offset by higher securities lending~~ and ~~technology services~~performance fee receivables. Investments, including the impact of consolidated sponsored investment products, ~~decreased $318~~increased $226 million from December 31, ~~2019~~2020 (for more information see Investments herein). Goodwill and intangible assets ~~decreased $58~~increased $1,050 million from December 31, ~~2019,~~2020, primarily due to the Aperio Transaction, partially offset by amortization of intangible assets. Other assets (including operating lease right-of-use assets and property and equipment) increased ~~$661~~$752 million from December 31, ~~2019,~~2020, primarily due to an increase in unit trust receivables (substantially offset by an increase in unit trust payables recorded within other liabilities)~~, partially offset by a net decrease in certain corporate minority investments, primarily related to the previously discussed Charitable Contribution of the remaining 20% stake in PennyMac.~~.

Liabilities. Accrued compensation and benefits at ~~June 30, 2020~~March 31, 2021 decreased ~~$868~~$1,422 million from December 31, ~~2019,~~2020, primarily due to ~~2019~~2020 incentive compensation cash payments in the first quarter of ~~2020,~~2021, partially offset by ~~2020~~2021 incentive compensation accruals. Accounts payable and accrued liabilities at ~~June 30, 2020 decreased $253~~March 31, 2021 increased $168 million from December 31, ~~2019, primarily due to lower~~2020, including the impact of fund launch costs in the current ~~income taxes payables.~~quarter. Other liabilities increased ~~$584~~$902 million from December 31, ~~2019,~~2020, primarily due to higher unit trust payables (substantially offset by an increase in unit trust receivables recorded within other assets)~~, partially offset by lower contingent~~ and higher other liabilities ~~related to certain acquisitions.~~of consolidated sponsored investment products. Net deferred income tax liabilities at ~~June 30, 2020 decreased $70~~March 31, 2021 increased $121 million from December 31, ~~2019,~~2020, primarily due to the ~~effects of temporary differences associated with investment income~~Aperio Transaction and ~~the income tax benefit related to the Charitable Contribution, partially offset by~~ the effects of temporary differences associated with stock-based compensation.

The Company’s investments were ~~$5,171~~$7,145 million and ~~$5,489~~$6,919 million at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, respectively. Investments include consolidated investments held by sponsored investment products accounted for as VREs and VIEs. Management reviews BlackRock’s investments on an “economic” basis, which eliminates the portion of investments that does not impact BlackRock’s book value or net income attributable to BlackRock. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

The Company presents investments, as adjusted, to enable investors to understand the portion of investments that is owned by the Company, net of NCI, as a gauge to measure the impact of changes in net nonoperating income (expense) on investments to net income (loss) attributable to BlackRock.

The Company further presents net “economic” investment exposure, net of deferred compensation investments and hedged investments, to reflect another helpful measure for investors. The economic impact of investments held pursuant to deferred compensation arrangements is offset by a change in compensation expense. The impact of certain investments is substantially mitigated by swap hedges. Carried interest capital allocations are excluded as there is no impact to BlackRock’s stockholders’ equity until such amounts are realized as performance fees. Finally, the Company’s regulatory investment in Federal Reserve Bank stock, which is not subject to market or interest rate risk, is excluded from the Company’s net economic investment exposure.

	June 30,			December 31,			March 31,			December 31,
(in millions)	2020			2019			2021			2020
Investments, GAAP	$	5,171		$	5,489		$	7,145		$	6,919
Investments held by consolidated sponsored investment products		(3,393	)		(3,784	)		(5,100	)		(4,976	)
Net interest in consolidated sponsored investment products⁽¹⁾		2,076			2,290			2,552			2,490
Investments, as adjusted		3,854			3,995			4,597			4,433
Federal Reserve Bank stock		(94	)		(93	)		(95	)		(94	)
Deferred compensation investments		(5	)		(23	)		—			(6	)
Hedged investments		(667	)		(644	)		(778	)		(833	)
Carried interest		(458	)		(528	)		(805	)		(627	)
Total “economic” investment exposure⁽²⁾	$	2,630		$	2,707		$	2,919		$	2,873

The following table represents the carrying value of the Company’s economic investment exposure, by asset type, at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019:~~2020:

	June 30,		December 31,		March 31,		December 31,
(in millions)	2020		2019		2021		2020
Equity⁽¹⁾	$	651	$	609	$	943	$	835
Fixed income⁽²⁾		913		1,008		838		958
Multi-asset⁽³⁾		147		178		138		127
Alternatives:
Private equity		394		355		462		418
Real assets		279		322		241		251
Other alternatives⁽⁴⁾		246		235		297		284
Alternatives subtotal		919		912		1,000		953
Total “economic” investment exposure	$	2,630	$	2,707	$	2,919	$	2,873

As adjusted investment activity for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 was as follows:

(in millions)	Six Months Ended June 30, 2020			Three Months Ended March 31, 2021
Investments, as adjusted, beginning balance	$	3,995		$	4,433
Purchases/capital contributions		657			301
Sales/maturities		(489	)		(310	)
Distributions⁽¹⁾		(135	)		(42	)
Market appreciation(depreciation)/earnings from equity method investments		(77	)		73
Carried interest capital allocations/(distributions)		(70	)		178
Other⁽²⁾		(27	)		(36	)
Investments, as adjusted, ending balance	$	3,854		$	4,597

BlackRock Cash Flows Excluding the Impact of Consolidated Sponsored Investment Products

The condensed consolidated statements of cash flows include the cash flows of the consolidated sponsored investment products. The Company uses an adjusted cash flow statement, which excludes the impact of consolidated sponsored investment products, as a supplemental non-GAAP measure to assess liquidity and capital requirements. The Company believes that its cash flows, excluding the impact of the consolidated sponsored investment products, provide investors with useful information on the cash flows of BlackRock relating to its ability to fund additional operating, investing and financing activities. BlackRock’s management does not advocate that investors consider such non-GAAP measures in isolation from, or as a substitute for, its cash flows presented in accordance with GAAP.

The following table presents a reconciliation of the condensed consolidated statements of cash flows presented on a GAAP basis to the condensed consolidated statements of cash flows, excluding the impact of the cash flows of consolidated sponsored investment products:

(in millions)	GAAP Basis			Cash Flows of Consolidated Sponsored Investment Products			Cash Flows Excluding Impact of Consolidated Sponsored Investment Products			GAAP Basis			Impact on Cash Flows of Consolidated Sponsored Investment Products			Cash Flows Excluding Impact of Consolidated Sponsored Investment Products
Cash, cash equivalents and restricted cash, December 31, 2019	$	4,846		$	141		$	4,705
Cash, cash equivalents and restricted cash, December 31, 2020										$	8,681		$	206		$	8,475
Net cash provided by/(used in) operating activities		769			(661	)		1,430			(573	)		(559	)		(14	)
Net cash provided by/(used in) investing activities		(158	)		(40	)		(118	)		(1,150	)		(38	)		(1,112	)
Net cash provided by/(used in) financing activities		106			835			(729	)		(591	)		633			(1,224	)
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(80	)		—			(80	)		(7	)		—			(7	)
Net increase/(decrease) in cash, cash equivalents and restricted cash		637			134			503			(2,321	)		36			(2,357	)
Cash, cash equivalents and restricted cash, June 30, 2020	$	5,483		$	275		$	5,208
Cash, cash equivalents and restricted cash, March 31, 2021										$	6,360		$	242		$	6,118

Sources of BlackRock’s operating cash primarily include investment advisory, administration fees and securities lending revenue, performance fees, technology services revenue, advisory and other revenue and distribution fees. BlackRock uses its cash to pay all operating ~~expense,~~expenses, interest and principal on borrowings, income taxes, dividends on BlackRock’s capital stock, repurchases of the Company’s stock, acquisitions, capital expenditures and purchases of co-investments and seed investments.

For details of the Company’s GAAP cash flows from operating, investing and financing activities, see the condensed consolidated statements of cash flows contained in Part I, Item 1 of this filing.

Cash flows provided by/(used in) operating activities, excluding the impact of consolidated sponsored investment products, primarily include the receipt of investment advisory and administration fees, securities lending revenue and performance fees offset by the payment of operating expenses incurred in the normal course of business, including year-end incentive compensation accrued for in the prior year.

Cash flows used in investing activities, excluding the impact of consolidated sponsored investment products, for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 were ~~$118 million~~$1.1 billion and primarily reflected ~~$111 million~~$1.1 billion of ~~net investment purchases and $100~~cash outflows related to the Aperio Transaction, $48 million of purchases of property and equipment and $36 million of net investment purchases, partially offset by ~~$93~~$34 million of distributions of capital from equity method investees.

Cash flows used in financing activities, excluding the impact of consolidated sponsored investment products, for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 were ~~$729 million,~~$1.2 billion, primarily resulting from ~~$1.8 billion~~$661 million of cash dividend payments and $568 million of share repurchases, including ~~$1.1 billion from PNC, $412~~$300 million in open market transactions and ~~$270~~$268 million of employee tax withholdings related to employee stock ~~transactions, and $1.2 billion of cash dividend payments, partially offset by $2.2 billion of proceeds from long-term borrowings.~~transactions.

The Company manages its financial condition and funding to maintain appropriate liquidity for the business. Liquidity resources at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020 were as follows:

	June 30,			December 31,			March 31,			December 31,
(in millions)	2020			2019			2021			2020
Cash and cash equivalents⁽¹⁾	$	5,466		$	4,829		$	6,267		$	8,664
Cash and cash equivalents held by consolidated sponsored investment products⁽²⁾		(275	)		(141	)		(242	)		(206	)
Subtotal		5,191			4,688			6,025			8,458
Credit facility – undrawn		4,000			4,000			4,400			4,000
Total liquidity resources⁽³⁾	$	9,191		$	8,688		$	10,425		$	12,458

Total liquidity resources ~~increased $503 million~~decreased $2 billion during the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, primarily reflecting ~~$2.2~~cash payments of 2020 year-end incentive awards, approximately $1.1 billion of ~~proceeds from long-term borrowings~~cash outflow related to the Aperio Transaction, cash dividend payments of $661 million and share repurchases of $568 million, partially offset by cash flows from other operating activities ~~partially offset by cash payments~~and a $400 million increase in the aggregate commitment amount of ~~2019 year-end incentive awards, share repurchases of $1.8 billion, including $1.1 billion from PNC, and cash dividend payments of $1.2 billion.~~ the credit facility.

A significant portion of the Company’s ~~$3,854~~$4,597 million of investments, as adjusted, is illiquid in nature and, as such, cannot be readily convertible to cash.

The ~~Company continues to monitor its liquidity and capital resources due to the current pandemic. The~~ Company’s liquidity and capital resources were not materially impacted by COVID-19 and related economic conditions during the ~~six~~three months ended ~~June 30, 2020.~~March 31, 2021. The Company will continue to monitor its liquidity and capital resources due to the current pandemic.

Share Repurchases. During the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, the Company repurchased ~~0.8~~0.4 million common shares ~~in open market transactions under the share repurchase program for approximately $412 million. At June 30, 2020, there were 5.1 million shares still authorized to be repurchased.~~

~~Including the repurchase from PNC, which was in addition to the share repurchase authorization~~ under the Company’s existing share repurchase program for approximately $300 million. At March 31, 2021, there were 4.6 million shares still authorized to be repurchased under the Company has repurchased an aggregate of approximately $1.5 billion of its common shares during the six months ended June 30, 2020 and has now completed its targeted level of share repurchases for the year, but will remain opportunistic should relative valuation opportunities arise.program.

Net Capital Requirements. The Company is required to maintain net capital in certain regulated subsidiaries within a number of jurisdictions, which is partially maintained by retaining cash and cash equivalent investments in those subsidiaries or jurisdictions. As a result, such subsidiaries of the Company may be restricted in their ability to transfer cash between different jurisdictions and to their parents. Additionally, transfers of cash between international jurisdictions may have adverse tax consequences that could discourage such transfers.

BlackRock Institutional Trust Company, N.A. (“BTC”) is chartered as a national bank that does not accept deposits or make commercial loans and whose powers are limited to trust and other fiduciary activities. BTC provides investment management and other fiduciary services, including investment advisory and securities lending agency services, to institutional clients. BTC is subject to regulatory capital and liquid asset requirements administered by the US Office of the Comptroller of the Currency.

At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company was required to maintain approximately ~~$2.1~~$2.3 billion and ~~$1.9~~$2.2 billion, respectively, in net capital in certain regulated subsidiaries, including BTC, entities regulated by the Financial Conduct Authority and Prudential Regulation Authority in the United Kingdom, and the Company’s broker-dealers. The Company was in compliance with all applicable regulatory net capital requirements.

~~2020~~2021 Revolving Credit Facility. ~~The~~In March 2021, the Company’s credit facility ~~has an~~was amended to increase the aggregate commitment amount ~~of $4.0~~to $4.4 billion and ~~was amended in March 2020~~ to extend the maturity date to March ~~2025~~2026 (the ~~“2020~~“2021 credit facility”). In addition, the amendment incorporated certain sustainability-linked pricing metrics into the agreement. Specifically, the Company’s applicable interest rate and commitment fee are subject to upward or downward adjustments on an annual basis if the Company achieves, or fails to achieve, certain specified targets. Interest on borrowings outstanding accrues at a rate based on the applicable London Interbank Offered Rate, or an applicable replacement benchmark, plus a spread. The ~~2020~~2021 credit facility permits the Company to request up to an additional $1.0 billion of borrowing capacity, subject to lender credit approval, increasing the overall size of the ~~2020~~2021 credit facility to an aggregate principal amount not to exceed ~~$5.0~~$5.4 billion. ~~Interest on borrowings outstanding accrues at a rate based on the applicable London Interbank Offered Rate plus a spread.~~ The ~~2020~~2021 credit facility requires the Company not to exceed a maximum leverage ratio (ratio of net debt to earnings before interest, taxes, depreciation and amortization, where net debt equals total debt less unrestricted cash) of 3 to 1, which was satisfied with a ratio of less than 1 to 1 at ~~June 30, 2020.~~March 31, 2021. The ~~2020~~2021 credit facility provides back-up liquidity to fund ongoing working capital for general corporate purposes and various investment opportunities. At ~~June 30, 2020,~~March 31, 2021, the Company had no amount outstanding under the 2021 credit facility.

At ~~June 30, 2020,~~March 31, 2021, the principal amount of long-term borrowings outstanding was ~~$7.2~~$7.3 billion. See Note 15, Borrowings, in the ~~2019~~2020 Form 10-K for more information on borrowings outstanding as of December 31, ~~2019.~~2020.

During the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, the Company paid approximately ~~$90~~$41 million of interest on long-term borrowings. Future principal repayments and interest requirements at ~~June 30, 2020~~March 31, 2021 were as follows:

(in millions)
Year	Principal		Interest		Total Payments		Principal		Interest		Total Payments
Remainder of 2020	$	—	$	91	$	91
2021		750		189		939
Remainder of 2021							$	750	$	149	$	899
2022		750		160		910		750		161		911
2023		—		147		147		—		148		148
2024		1,000		130		1,130		1,000		130		1,130
2025⁽¹⁾		786		112		898		822		113		935
2026								—		103		103
Thereafter		3,950		386		4,336		3,950		283		4,233
Total	$	7,236	$	1,215	$	8,451	$	7,272	$	1,087	$	8,359

In January 2020, the Company issued $1 billion in aggregate principal amount of 2.40% senior unsecured and unsubordinated notes maturing on April 30, 2030 (the “2030 Notes”). The net proceeds of the 2030 Notes were used for general corporate purposes. Interest of approximately $24 million per year is payable semi-annually on April 30 and October 30 of each year, which commenced on April 30, 2020. The 2030 Notes may be redeemed prior to January 30, 2030 in whole or in part at any time, at the option of the Company, at a “make-whole” redemption price or at 100% of the principal amount of the 2030 Notes thereafter. The unamortized discount and debt issuance costs are being amortized over the remaining term of the 2030 Notes.

In April 2020, the Company issued $1.25 billion in aggregate principal amount of 1.90% senior unsecured and unsubordinated notes maturing on January 28, 2031 (the “2031 Notes”). The net proceeds of the 2031 Notes are being used for general corporate purposes, which may include the future repayment of all or a portion of the $750 million 4.25% Notes due May 2021. Interest of approximately $24 million per year is payable semi-annually on January 28 and July 28 of each year, commencing on July 28, 2020. The 2031 Notes may be redeemed prior to October 28, 2030 in whole or in part at any time, at the option of the Company, at a “make-whole” redemption price or at 100% of the principal amount of the 2031 Notes thereafter. The unamortized discount and debt issuance costs are being amortized over the remaining term of the 2031 Notes.

Carried Interest Clawback. As a general partner in certain investment products, including private equity partnerships and certain hedge funds, the Company may receive carried interest cash distributions from the partnerships in accordance with distribution provisions of the partnership agreements. The Company may, from time to time, be required to return all or a portion of such distributions to the limited partners in the event the limited partners do not achieve a return as specified in the various partnership agreements. Therefore, BlackRock records carried interest subject to such clawback provisions in investments, or cash and cash equivalents to the extent that it is distributed, and as a deferred carried interest liability on its condensed consolidated statements of financial condition. Carried interest is recorded as performance fees on BlackRock’s condensed consolidated statements of income when fees are no longer probable of significant reversal.

Indemnifications. On behalf of certain clients, the Company lends securities to highly rated banks and broker-dealers. In these securities lending transactions, the borrower is required to provide and maintain collateral at or above regulatory minimums. Securities on loan are marked to market daily to determine if the borrower is required to pledge additional collateral. BlackRock has agreed to indemnify certain securities lending clients against potential loss resulting from a borrower’s failure to fulfill its obligations under the securities lending agreement should the value of the collateral pledged by the borrower at the time of default be insufficient to cover the borrower’s obligation under the securities lending agreement. The amount of securities on loan as of ~~June 30, 2020~~March 31, 2021 and subject to this type of indemnification was ~~$234~~$292 billion. In the Company’s capacity as lending agent, cash and securities totaling ~~$251~~$312 billion were held as collateral for indemnified securities on loan at ~~June 30, 2020.~~March 31, 2021. The fair value of these indemnifications was not material at ~~June 30, 2020.~~March 31, 2021.

While the collateral pledged by a borrower is intended to be sufficient to offset the borrower’s obligations to return securities borrowed and any other amounts owing to the lender under the relevant securities lending agreement, in the event of a borrower default, the Company can give no assurance that the collateral pledged by the borrower will be sufficient to fulfill such obligations. If the amount of such pledged collateral is not sufficient to fulfill such obligations to a client for whom the Company has provided indemnification, BlackRock would be responsible for the amount of the shortfall. These indemnifications cover only the collateral shortfall described above, and do not in any way guarantee, assume or otherwise insure the investment performance or return of any cash collateral vehicle into which securities lending cash collateral is invested.

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expense during the reporting periods. Actual results could differ significantly from those estimates. Management considers the following critical accounting policies important to understanding the condensed consolidated financial statements. For a summary of these and additional accounting policies see Note 2, Significant Accounting Policies, in the notes to the condensed consolidated financial statements. In addition, see Critical Accounting Policies in Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 2, Significant Accounting Policies, in the ~~2019~~2020 Form 10-K for further information.

Consolidation. In the normal course of business, the Company is the manager of various types of sponsored investment vehicles. The Company performs an analysis for investment products to determine if the product is a VIE or a VRE. Assessing whether an entity is a VIE or a VRE involves judgment and analysis. Factors considered in this assessment include the entity’s legal organization, the entity’s capital structure and equity ownership, and any related party or de facto agent implications of the Company’s involvement with the entity. Investments that are determined to be VREs are consolidated if the Company can exert control over the financial and operating policies of the investee, which generally exists if there is greater than 50% voting interest. Investments that are determined to be VIEs are consolidated if the Company is the primary beneficiary (“PB”) of the entity. BlackRock is deemed to be the PB of a VIE if it has the power to direct the activities that most significantly impact the entities’ economic performance and has the obligation to absorb losses or the right to receive benefits that potentially could be significant to the VIE. The Company generally consolidates VIEs in which it holds an economic interest of 10% or greater and deconsolidates such VIEs once equity ownership falls below 10%. See Note 6, Consolidated Sponsored Investment Products, in the notes to the condensed consolidated financial statements for more information.

Fair Value Measurements. The Company’s assessment of the significance of a particular input to the fair value measurement according to the fair value hierarchy (i.e., Level 1, 2 and 3 inputs, as defined) in its entirety requires judgment and considers factors specific to the financial instrument. See Note 2, Significant Accounting Policies, in the notes to the condensed consolidated financial statements for more information on fair value measurements.

Investment Advisory Performance Fees / Carried Interest. The Company receives investment advisory performance fees, including incentive allocations (carried interest) from certain actively managed investment funds and certain separately managed accounts. These performance fees are dependent upon exceeding specified relative or absolute investment return thresholds, which may vary by product or account, and include monthly, quarterly, annual or longer measurement periods.

Performance fees, including carried interest, are recognized when it is determined that they are no longer probable of significant reversal (such as upon the sale of a fund’s investment or when the amount of AUM becomes known as of the end of a specified measurement period). Given the unique nature of each fee arrangement, contracts with customers are evaluated on an individual basis to determine the timing of revenue recognition. Significant judgement is involved in making such determination. Performance fees typically arise from investment management services that began in prior reporting periods. Consequently, a portion of the fees the Company recognizes may be partially related to the services performed in prior periods that meet the recognition criteria in the current period. At each reporting date, the Company considers various factors in estimating performance fees to be recognized, including carried interest. These factors include but are not limited to whether: (1) the fees are dependent on the market and thus are highly susceptible to factors outside the Company’s influence; (2) the fees have a large number and a broad range of possible amounts; and (3) the funds or separately managed accounts have the ability to invest or reinvest their sales proceeds.

The Company is allocated carried interest from certain alternative investment products upon exceeding performance thresholds. The Company may be required to reverse/return all, or part, of such carried interest allocations/distributions depending upon future performance of these products. Carried interest subject to such clawback provisions is recorded in investments or cash and cash equivalents to the extent that it is distributed, on its condensed consolidated statements of financial condition.

The Company records a liability for deferred carried interest to the extent it receives cash or capital allocations related to carried interest prior to meeting the revenue recognition criteria. At ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company had ~~$418~~$748 million and ~~$483~~$584 million, respectively, of deferred carried interest recorded in other liabilities on the condensed consolidated statements of financial condition. A portion of the deferred carried interest may also be paid to certain employees. The ultimate timing of the recognition of performance fee revenue and related compensation expense, if any, for these products is unknown. See Note 16, Revenue, in the notes to the condensed consolidated financial statements for detailed changes in the deferred carried interest liability balance for the three ~~and six~~ months ended ~~June 30, 2020~~March 31, 2021 and ~~2019.~~2020.

~~For accounting pronouncements that the Company adopted during the six months ended June 30, 2020, see Note 2,~~ ~~Significant Accounting Policies, in the notes to the condensed consolidated financial statements.~~

AUM Market Price Risk. BlackRock’s investment advisory and administration fees are primarily comprised of fees based on a percentage of the value of ~~AUM~~assets under management (“AUM”) and, in some cases, performance fees expressed as a percentage of the returns realized on AUM. At ~~June 30, 2020,~~March 31, 2021, the majority of the Company’s investment advisory and administration fees were based on average or period end AUM of the applicable investment funds or separate accounts. Movements in equity market prices, interest rates/credit spreads, foreign exchange rates or all three could cause the value of AUM to decline, which would result in lower investment advisory and administration fees.

Corporate Investments Portfolio Risks. As a leading investment management firm, BlackRock devotes significant resources across all of its operations to identifying, measuring, monitoring, managing and analyzing market and operating risks, including the management and oversight of its own investment portfolio. The Board of Directors of the Company has adopted guidelines for the review of investments to be made by the Company, requiring, among other things, that investments be reviewed by certain senior officers of the Company, and that certain investments may be referred to the Audit Committee or the Board of Directors, depending on the circumstances, for approval.

In the normal course of its business, BlackRock is exposed to equity market price risk, interest rate/credit spread risk and foreign exchange rate risk associated with its corporate investments.

BlackRock has investments primarily in sponsored investment products that invest in a variety of asset classes, including real assets, private equity and hedge funds. Investments generally are made for co-investment purposes, to establish a performance track record ~~to hedge exposure to certain deferred compensation plans~~ or for regulatory purposes. Currently, the Company has a seed capital hedging program in which it enters into swaps to hedge market and interest rate exposure to certain investments. At ~~June 30, 2020,~~March 31, 2021, the Company had outstanding total return swaps with an aggregate notional value of approximately ~~$667~~$778 million. ~~At June 30, 2020, there were no outstanding interest rate swaps.~~

At ~~June 30, 2020,~~March 31, 2021, approximately ~~$3.4~~$5.1 billion of BlackRock’s investments were maintained in consolidated sponsored investment products accounted for as ~~VIEs~~variable interest entities and ~~VREs.~~voting rights entities. Excluding the impact of the Federal Reserve Bank stock, carried interest ~~investments made to hedge exposure to certain deferred compensation plans~~ and certain investments that are hedged via the seed capital hedging program, the Company’s economic exposure to its investment portfolio is ~~$2.6~~$2.9 billion. See Statement of Financial Condition Overview-Investments in Management’s Discussion and Analysis of Financial Condition and Results of Operations for further information on the Company’s investments.

Equity Market Price Risk. At ~~June 30, 2020,~~March 31, 2021, the Company’s net exposure to equity market price risk in its investment portfolio was approximately ~~$755~~$1,173 million of the Company’s total economic investment exposure. Investments subject to market price risk include private equity and real assets investments, hedge funds and funds of funds as well as mutual funds. The Company estimates that a hypothetical 10% adverse change in market prices would result in a decrease of approximately ~~$76~~$117 million in the carrying value of such investments.

Interest Rate/Credit Spread Risk. At ~~June 30, 2020,~~March 31, 2021, the Company was exposed to interest-rate risk and credit spread risk as a result of approximately ~~$1,875~~$1,746 million of investments in debt securities and sponsored investment products that invest primarily in debt securities. Management considered a hypothetical 100 basis point fluctuation in interest rates or credit spreads and estimates that the impact of such a fluctuation on these investments, in the aggregate, would result in a decrease, or increase, of approximately $36 million in the carrying value of such investments.

Foreign Exchange Rate Risk. As discussed above, the Company invests in sponsored investment products that invest in a variety of asset classes. The carrying value of the total economic investment exposure denominated in foreign currencies, primarily the British pound and Euro, was ~~$827~~$948 million at ~~June 30, 2020.~~March 31, 2021. A 10% adverse change in the applicable foreign exchange rates would result in approximately a ~~$83~~$95 million decline in the carrying value of such investments.

Other Market Risks. The Company executes forward foreign currency exchange contracts to mitigate the risk of certain foreign exchange risk movements. At ~~June 30, 2020,~~March 31, 2021, the Company had outstanding forward foreign currency exchange contracts with an aggregate notional value of approximately ~~$2.6~~$1.9 billion.

Disclosure Controls and Procedures. Under the direction of BlackRock’s Chief Executive Officer and Chief Financial Officer, BlackRock evaluated the effectiveness of its disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report on Form 10-Q. Based on this evaluation, BlackRock’s Chief Executive Officer and Chief Financial Officer have concluded that BlackRock’s disclosure controls and procedures were effective.

Internal Control over Financial Reporting. There were no changes in our internal control over financial reporting that occurred during the quarter ended ~~June 30, 2020~~March 31, 2021 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting. In addition, there was no material impact to our internal control over financial reporting while ~~most~~majority of our employees are working remotely due to the COVID-19 pandemic. The Company is continually monitoring and assessing the COVID-19 situation to determine any potential impact on the design and operating effectiveness of our internal control over financial reporting.

From time to time, BlackRock receives subpoenas or other requests for information from various US federal and state governmental and regulatory authorities and international governmental and regulatory authorities in connection with industry-wide or other investigations or proceedings. It is BlackRock’s policy to cooperate fully with such matters. The Company, certain of its subsidiaries and employees have been named as defendants in various legal actions, including arbitrations and other litigation arising in connection with BlackRock’s activities. Additionally, BlackRock-advised investment portfolios may be subject to lawsuits, any of which potentially could harm the investment returnsFor a discussion of the ~~applicable portfolio or result~~Company’s legal proceedings, see Note 15, Commitments and Contingencies, in the ~~Company being liable~~notes to the ~~portfolios for any resulting damages.~~

~~On May 27, 2014, certain investors in the BlackRock Global Allocation Fund, Inc. and the BlackRock Equity Dividend Fund (collectively, the “Funds”) filed a~~condensed consolidated ~~complaint (the “Consolidated Complaint”) in the US District Court for the District~~financial statements of ~~New Jersey against BlackRock Advisors, LLC, BlackRock Investment Management, LLC and BlackRock International Limited under the caption~~ ~~In re BlackRock Mutual Funds Advisory Fee Litigation~~. In the lawsuit, which purports to be brought derivatively on behalf of the Funds, the plaintiffs allege that the defendants violated Section 36(b) of the Investment Company Act by receiving allegedly excessive investment advisory fees from the Funds. On June 13, 2018, the court granted in part and denied in part the defendants’ motion for summary judgment. On July 25, 2018, the plaintiffs served a pleading that supplemented the time period of their alleged damages to run through the date of trial. The lawsuit seeks, among other things, to recover on behalf of the Funds all allegedly excessive advisory fees received by the defendants beginning twelve months preceding the start of the lawsuit with respect to each Fund and ending on the date of judgment, along with purported lost investment returns on those amounts, plus interest. The trial on the remaining issues was completed on August 29, 2018. On February 8, 2019, the court issued an order dismissing the claims in their entirety. On May 28, 2020, the Third Circuit Court of Appeals affirmed the trial court’s summary judgment and trial rulings. On June 26, 2020, Plaintiffs petitioned the appeals court for a rehearing, which was denied July 9, 2020. The defendants continue to believe the claims in this ~~lawsuit are without merit.~~

On April 5, 2017, BlackRock, Inc., BlackRock Institutional Trust Company, N.A. (“BTC”), the BlackRock, Inc. Retirement Committee and various sub-committees, and a BlackRock employee were named as defendants in a purported class action lawsuit brought in the US District Court for the Northern District of California by a former employee on behalf of all participants and beneficiaries in the BlackRock employee 401(k) Plan (the “Plan”) from April 5, 2011 to the present. The lawsuit generally alleges that the defendants breached their duties towards Plan participants in violation of the Employee Retirement Income Security Act of 1974 by, among other things, offering investment options that were overly expensive, underperformed unaffiliated peer funds, focused disproportionately on active versus passive strategies, and were unduly concentrated in investment options managed by BlackRock. On October 18, 2017, the plaintiffs filed an Amended Complaint, which, among other things, added as defendants certain current and former members of the BlackRock Retirement and Investment Committees. The Amended Complaint also included a new purported class claim on behalf of investors in certain Collective Trust Funds (“CTFs”) managed by BTC. Specifically, the plaintiffs allege that BTC, as fiduciary to the CTFs, engaged in self-dealing by, most significantly, selecting itself as the securities lending agent on terms that the plaintiffs claim were excessive. The Amended Complaint also alleged that BlackRock took undue risks in its management of securities lending cash reinvestment vehicles during the financial crisis. On August 23, 2018, the court granted permission to the plaintiffs to file a Second Amended Complaint (“SAC”) which added as defendants the BlackRock, Inc. Management Development and Compensation Committee, the Plan’s independent investment consultant and the Plan’s Administrative Committee and

its members. On October 22, 2018, BlackRock filed a motion to dismiss the SAC, and on June 3, 2019, the plaintiffs filed a motion seeking to certify both the Plan and the CTF classes. On September 3, 2019, the court granted BlackRock’s motion to dismiss part of the plaintiffs’ claim seeking to recover alleged losses in the securities lending vehicles but denied the motion to dismiss in all other respects. On February 11, 2020, the court denied the plaintiffs’ motion to certify the CTF class and granted their motion to certify the Plan class. On April 27, 2020, the Ninth Circuit denied plaintiffs’ request to immediately appeal the class certification ruling. The defendants believe the claims in this lawsuit are without merit.

In addition to the risk factors previously disclosed in BlackRock’s Annual Report on Form 10-K for the year ended December 31, ~~2019,~~2020, BlackRock’s business, financial condition or results of operations could be materially adversely affected by any of the following risks.

The COVID-19 pandemic may adversely affect BlackRock’s business, operations and financial condition which may cause its AUM, revenue and earnings to decline.

The COVID-19 pandemic has caused and is causing significant harm to the global economy and may adversely affect ~~our~~BlackRock’s business, including ~~our~~its operations and financial condition, and may cause ~~our assets under management (“AUM”),~~the Company’s AUM, revenue and earnings to decline. The COVID-19 pandemic continues to result in governmental authorities ~~implementing numerous~~taking measures ~~attempting~~ to contain the spread and impact of COVID-19, such as travel bans and restrictions, quarantines, shelter in place orders, and limitations on business activity in certain jurisdictions, including closures. These measures may continue to, among other things, severely restrict global economic activity, which can disrupt supply chains, lower asset valuations, significantly increase unemployment and underemployment levels, decrease liquidity in markets for certain securities and cause significant volatility and disruption in the financial markets.

Towards the end of the first quarter of 2020 the pandemic began to impact ~~our~~BlackRock’s business. While global markets have significantly recovered ~~to varying degrees~~ since then, the effects of the pandemic are ongoing, and such impact may continue in future quarters if conditions persist or worsen. Should current economic conditions persist or deteriorate, there may be an ongoing adverse effect on ~~our~~BlackRock’s business, including ~~our~~its operations and financial condition, as a result of, among other things:

The aggregate extent to which COVID-19, and the related impact on the global ~~economic crisis,~~economy, affect ~~our~~BlackRock’s business, results of operations and financial condition, will depend on future developments that are highly uncertain and cannot be predicted, including the scope and duration of the pandemic and any recovery period, the shifting epicenter, and emergence of new variants, of the COVID-19 virus, the continuing prevalence of severe, unconstrained and/or escalating rates of infection in certain countries and regions, the availability, adoption and efficacy of treatments and vaccines, future actions taken by governmental authorities, central banks and other third parties (including new financial regulation and other regulatory reform) in response to the pandemic, and the effects on ~~our~~BlackRock’s products, clients, vendors and employees. Moreover, the effects of the COVID-19 pandemic may heighten the other risks described in the section entitled “Risk Factors” in ~~our~~BlackRock’s most recent Annual Report on Form 10-K and any subsequent ~~report~~reports filed with the Securities and Exchange Commission.

During the three months ended ~~June 30, 2020,~~March 31, 2021, the Company made the following purchases of its common stock, which is registered pursuant to Section 12(b) of the Exchange Act.

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 thereunto duly authorized.

Title of each class	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

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

		Page

Item 1.	Financial Statements (unaudited)

	Condensed Consolidated Statements of Financial Condition	1

	Condensed Consolidated Statements of Income	2

	Condensed Consolidated Statements of Comprehensive Income	3

	Condensed Consolidated Statements of Changes in Equity	4

	Condensed Consolidated Statements of Cash Flows	65

	Notes to Condensed Consolidated Financial Statements	76

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3935

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	7265

Item 4.	Controls and Procedures	7366

Item 1.	Legal Proceedings	7467

Item 1A.	Risk Factors	7668

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7769

Item 6.	Exhibits	7870

(in millions)
Year	Amount
2021 (excluding the three months ended March 31, 2021)	$	30
2022		40
2023		38
2024		32
2025		29
Thereafter		111
Total	$	280

(in millions)	March 31, 2019		Realized and Unrealized Gains (Losses)			Purchases		Sales and Maturities		Issuances and other Settlements⁽¹⁾			Transfers into Level 3		Transfers out of Level 3		June 30, 2019		Total Net Unrealized Gains (Losses) Included in Earnings⁽²⁾
Assets:
Investments:
Debt securities:
Trading	$	—	$	—		$	2	$	—	$	—		$	—	$	—	$	2	$	—
Total debt securities		—		—			2		—		—			—		—		2		—
Private equity		10		(1	)		—		—		—			—		—		9		(1	)
Bank loans		123		—			2		—		—			—		—		125		—
Total investments		133		(1	)		4		—		—			—		—		136		(1	)
Total Level 3 assets	$	133	$	(1	)	$	4	$	—	$	—		$	—	$	—	$	136	$	(1	)
Liabilities:
Other liabilities⁽³⁾	$	409	$	(13	)	$	—	$	—	$	(112	)	$	—	$	—	$	310	$	(13	)
Total Level 3 liabilities	$	409	$	(13	)	$	—	$	—	$	(112	)	$	—	$	—	$	310	$	(13	)

(in millions)	December 31, 2018		Realized and Unrealized Gains (Losses)			Purchases		Sales and Maturities		Issuances and other Settlements⁽¹⁾			Transfers into Level 3		Transfers out of Level 3⁽²⁾			June 30, 2019		Total Net Unrealized Gains (Losses) Included in Earnings⁽³⁾
Assets:
Investments:
Debt securities:
Trading	$	4	$	—		$	2	$	—	$	—		$	—	$	(4	)	$	2	$	—
Total debt securities		4		—			2		—		—			—		(4	)		2		—
Private equity		82		(1	)		—		—		—			—		(72	)		9		(1	)
Bank loans		70		—			55		—		—			—		—			125		—
Total investments		156		(1	)		57		—		—			—		(76	)		136		(1	)
Total Level 3 assets	$	156	$	(1	)	$	57	$	—	$	—		$	—	$	(76	)	$	136	$	(1	)
Liabilities:
Other liabilities⁽⁴⁾	$	371	$	(19	)	$	—	$	—	$	(80	)	$	—	$	—		$	310	$	(19	)
Total Level 3 liabilities	$	371	$	(19	)	$	—	$	—	$	(80	)	$	—	$	—		$	310	$	(19	)

Outstanding at	Shares Under Option			Weighted Average Exercise Price
December 31, 2019		1,941,145		$	513.50
Forfeited		(25,353	)	$	513.50
June 30, 2020		1,915,792		$	513.50

	Total Number of Shares Purchased⁽¹⁾		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
April 1, 2020 through April 30, 2020		32,498	$	465.74		26,866		5,041,968
May 1, 2020 through May 31, 2020⁽²⁾		2,662,804	$	415.39		—		5,041,968
June 1, 2020 through June 30, 2020		7,447	$	528.71		—		5,041,968
Total		2,702,749	$	416.31		26,866

Exhibit No.		Description

10.1(1)		~~Stock Repurchase Agreement,~~Amendment No. 10, dated ~~May 11, 2020, between~~as of March 31, 2021, 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 ~~PNC Bancorp, Inc.~~a lender, and the banks and other financial institutions referred to therein.

31.1		Section 302 Certification of Chief Executive Officer

31.2		Section 302 Certification of Chief Financial Officer

32.1		Section 906 Certification of Chief Executive Officer and Chief Financial Officer

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	BLACKROCK, INC.
	(Registrant)

	By:	/s/ Gary S. Shedlin
Date: ~~August 7, 2020~~May 6, 2021		Gary S. Shedlin
		Senior Managing Director & Chief Financial Officer