UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant  x☒                                 Filed by a Party other than the Registrant  ¨☐

Check the appropriate box:

iShares, Inc.

iShares Trust

iShares U.S. ETF Trust

iShares, Inc.

(Name of Registrant as Specified in itsIn Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Thanthan the Registrant)

Payment Ofof Filing Fee (Check the appropriate box):

iShares, Inc.

iSHARES, INC.iShares Trust

iShares MSCI Austria Index FundU.S. ETF Trust

iShares MSCI Netherlands Index Fund400 Howard Street

Special Meeting of Shareholders

45 Fremont Street

San Francisco, CA 94105

October 3, 2007May 10, 2017

Dear Shareholder:

You are cordially invited to attend aA joint special meeting (the “Meeting”) of the shareholders (“Special Meeting”)of each series of iShares, Inc. (the “Company”, iShares Trust and iShares U.S. ETF Trust (each, a “Company,” and each series, a “Fund,” and collectively, the “Funds”) which will be held at the offices of Barclays Global Investors, N.A.BlackRock Fund Advisors (the “Adviser”), 45 Fremont400 Howard Street, San Francisco, CA 94105, on December 7, 2007June 19, 2017, at 11:00 a.m., Pacific time.

The Company is asking you (Pacific time) to approveconsider and vote on the following proposals: (i) a changeproposals discussed in the investment objectivesenclosed joint proxy statement. The Funds are listed inAppendix B to the enclosed joint proxy statement.

You have received this letter because you were a shareholder of record of at least one Fund on May 2, 2017 (the “Record Date”). The purpose of the iShares MSCI Austria Index Fund andMeeting is to seek shareholder approval of the iShares MSCI Netherlands Index Fund (together, the “Funds” and each, a “Fund”); and (ii) a changefive nominees named in the classification of each Fund’s investment objective from a fundamental investment policyenclosed joint proxy statement (the “Board Nominees”) to a non-fundamental investment policy.

Thethe Board of Directors or Trustees (each, a “Board,” the members of iShares,which are referred to as “Board Members”) of each Company.

Each Board has unanimously approved the five Board Nominees on behalf of each of the Funds that the Board oversees, subject to approval by the applicable Fund’s shareholders. The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that they possess the requisite experience in overseeing investment companies, and that their election would be in your best interests as a shareholder.

Each Board unanimously recommends that you vote, or submit voting instructions, “FOR” the election of each of the Board Nominees. In connection with your vote, we urge you to read the full text of the enclosed joint proxy statement.

Your vote is important. You can vote on the Internet, by telephone, by mail or in person at the Meeting. Please take a few moments to vote your shares, whether or not you plan to attend the Meeting in person. Broadridge Financial Solutions, Inc. (the “Board”(“Broadridge”), a professional proxy solicitation firm, has reviewedbeen retained to assist the Funds in obtaining shareholder votes.

Attendance at the Meeting will be limited to each Fund’s shareholders as of the Record Date. Photographic identification will be required for admission to the Meeting.

Even if you plan to attend the Meeting in person, please promptly follow the enclosed instructions to submit voting instructions via the Internet, by telephone, or by signing and approveddating each voting instruction form you receive and returning it in the accompanying postage-paid return envelope.

Please take the time to vote as outlined above and participate in the governance of your Fund(s).

If you have any questions about the proposals to be voted on, by shareholdersplease call Broadridge, the firm assisting us in the solicitation of proxies, at 1-877-777-8588.

Sincerely,

Martin Small

President of the Funds and believes these proposals are in the best interests of the Funds’ shareholders.The Board unanimously recommends that you vote “FOR” each proposal.

We55 East 52nd Street, New York, NY 10055

IMPORTANT INFORMATION FOR FUND SHAREHOLDERS

While we encourage you to read the attached Noticefull text of Special Meetingthe enclosed joint proxy statement, for your convenience, we have provided a brief overview of the matters to be voted on.

Questions and Proxy Statement. ThisAnswers

In addition, the Investment Company Act of 1940, as amended (the “1940 Act”), requires that persons filling vacancies on a board be elected by shareholders at a meeting called for that purpose unless at least two-thirds of the directors/trustees then holding office have been elected by shareholders. The 1940 Act also requires a fund to hold a meeting for the purpose of electing directors/trustees if at any time less than a majority of the directors/trustees were elected by shareholders of the fund. Because three of the eight current Board Members of iShares, Inc. and iShares Trust were appointed by the then-existing Board Members and not elected by shareholders, iShares, Inc. and iShares Trust are currently prohibited by the 1940 Act from appointing new Board Members without shareholder approval. Although iShares U.S. ETF Trust is designednot similarly required to help you understandhold a shareholder meeting to elect Board Members at this time, it is being included in this joint proxy statement to facilitate consistency in the proposals,status of Board Members (as elected or appointed) and the composition of the Boards across the three Companies. The election of the Board Nominees to the Boards by shareholders would provide the Boards with more flexibility when a future vacancy exists on the Boards as a result of Director/Trustee resignation or otherwise.

i

The Funds have retained Broadridge, a proxy solicitation firm, to assist in the distribution of proxy materials and the solicitation and tabulation of proxies. It is anticipated that Broadridge will be paid approximately $2.21 million for solicitation services (including reimbursements of out-of-pocket expenses), which includes approximately $2.20 million for the costs of printing and distributing proxy materials.

Please votenow. Your vote is important.

To avoid the wasteful and unnecessary expense of further solicitation and no matter how large or small your holdings may be, we urge you to review it carefully.

Your vote is important. You are requested to promptly voterecord your sharesvoting instructions by completing, signing and returning the enclosed proxy card in the envelope provided or by voting by toll-free telephone or throughvia the Internet, accordingor to theindicate your voting instructions on the enclosed proxy card.voting instruction form(s), and date and sign it (them) and return it (them) promptly in the postage-paid envelope provided. If you submit a properly executed voting instruction form but do not indicate how you wish your shares to be voted, your shares will be voted “FOR” the election of the Board Nominees. If your shares of a Fund are held through a broker, you must provide voting instructions to your broker about how to vote your shares in order for your broker to vote your shares as you instruct at the Meeting.

Please call our proxy solicitor, The Altman Group, at 1-866-822-1238 between the hours of 10:00 a.m. and 10:00 p.m., Eastern time, Monday through Friday, if you have any questions.

Sincerely,

Lee T. Kranefuss

Chairman

iSHARES, INC.

iShares MSCI Austria Index FundiSHARES TRUST

iShares MSCI Netherlands Index FundiSHARES U.S. ETF TRUST

Notice of Special Meeting of ShareholdersNOTICE OF JOINT SPECIAL MEETING OF SHAREHOLDERS

To be held December 7, 2007TO BE HELD ON JUNE 19, 2017

Notice is hereby given that aA joint special meeting (the “Meeting”) of the shareholders of each series (each, a “Fund”) of iShares, Inc. (the, iShares Trust and iShares U.S. ETF Trust (each, a “Company”) will be held at the offices of Barclays Global Investors, N.A., 45 FremontBlackRock Fund Advisors, 400 Howard Street, San Francisco, CA 94105, on December 7, 2007June 19, 2017, at 11:00 a.m. (Pacific time), Pacific time (the “Special Meeting”). The Special Meeting is for the purpose of consideringto consider and vote on the following proposals:proposals, as more fully described in the accompanying joint proxy statement:

The purpose of the Meeting is to seek shareholder approval of the five nominees named in the accompanying joint proxy statement (the “Board Nominees”) to the Board of Directors or Trustees of each Company (each, a “Board”). Each Board has unanimously approved the five Board Nominees on behalf of each Fund overseen by such Board, subject to approval by the shareholders of the Company hasFunds. The Boards have reviewed the qualifications and approved these proposalsbackgrounds of the Board Nominees and believe that the Board Nominees each possess the requisite experience in overseeing investment companies and that their election would be in your best interests as a shareholder.

Each Board unanimously recommends that you vote, foror provide voting instructions, “FOR” the election of each proposal. Only shareholdersBoard Nominee.

Shareholders of the Fundsrecord of recorda Fund as of the close of business on October 1, 2007May 2, 2017 (the “Record Date”) are entitled to notice of, and to vote at, the Special Meeting and any adjournments, postponements or any adjournment or postponementdelays thereof.

We request thatIf you complete, sign and returnowned shares in more than one Fund as of the enclosed proxy card as soon as possible. A postage paid envelope is enclosed for your convenience. YouRecord Date, you may alsoreceive more than one voting instruction form. Please be certain to vote by telephone or throughvia the Internet by following the instructions on the enclosed proxy card. with respect to each Fund in which you are a shareholder of record or sign, date and return each voting instruction form you receive from us.

If you do not return your proxy card or vote by telephone or throughhave any questions about the Internet,proposals to be voted on, please call Broadridge Financial Solutions, Inc., the effect will be that your shares will not be counted for purposesfirm assisting us in the solicitation of determining whether a quorum is presentproxies, toll-free at 1-877-777-8588.

By Order of the Special Meeting. You may revoke your proxy at any time prior toBoards,

Martin Small

President of the Special Meeting.Funds

55 East 52nd Street, New York, NY 10055

iShares, Inc.

By Order of the Board of Directors,

Eilleen M. Clavere

Secretary

Dated: October 3, 2007May 10, 2017

TABLE OF CONTENTSTable of Contents

PROXY STATEMENT

iShares, Inc.

iSHARES, INC.iShares Trust

iShares MSCI Austria Index FundU.S. ETF Trust

iShares MSCI Netherlands Index Fund400 Howard Street

45 Fremont Street

San Francisco, CA 94105

Special Meeting of Shareholders to be HeldJOINT SPECIAL MEETING OF SHAREHOLDERS

December 7, 2007TO BE HELD ON JUNE 19, 2017

GeneralJOINT PROXY STATEMENT

YourThis joint proxy statement (this “Proxy Statement”) is furnished in connection with the form enclosed is solicitedsolicitation of proxies by the Board of Directors (the “Board”or Trustees (each, a “Board,” the members of which are referred to as “Board Members”) of iShares, Inc. (the “Company”) for use at the Special Meeting of Shareholders of the Companyeach series listed inAppendix B to be held on December 7, 2007, at 11:00 a.m., Pacific time, or at any adjournment thereof (the “Special Meeting”), at the offices of Barclays Global Investors, N.A., 45 Fremont Street, San Francisco, CA 94105. The close of business on October 1, 2007 has been fixed as the record date (the “Record Date”) for the determination of shareholders of each of the iShares MSCI Austria Index Fund and iShares MSCI Netherlands Index Fundthis Proxy Statement (each, a “Fund” and, together,collectively, the “Funds”) entitled to notice of iShares, Inc., iShares Trust and to vote at,iShares U.S. ETF Trust (each, a “Company” and together, the Special Meeting and at any adjournment thereof.“Companies”). The Notice of Special Meeting, together with this proxy statement and a proxy card will be mailed to shareholders on or about October 8, 2007.

The approximate number of shares of the Company issued by and outstanding for each Fund as of October 1, 2007 is set forth in Appendix A. Shareholders will receive one vote at the Special Meeting for each full share and each fraction of a share will receive the fraction of a vote equal to the proportion of a full share represented by the fractional share.

If you do not expect to be present at the Special Meeting and wish to vote your shares, please vote your proxy in accordance with the instructions on the enclosed proxy card. Shares represented by proxies received, properly dated and executed and not revoked will be voted at the Special Meeting in accordance with the instructions on the enclosed proxy. If your proxy is properly returned and no instructions are specified, shares will be voted FOR approvaljoint special meeting of such proposals outlined below under “Proposal 1: To Approve a Change in Each Fund’s Investment Objective” and “Proposal 2: To Approve a Change in the Classification of Each Fund’s Investment Objective from a Fundamental Investment Policy to a Non-Fundamental Investment Policy” and in accordance with the judgmentshareholders of the persons appointed as proxies upon any other matter that may properly come before the Special Meeting. A proxy may be revokedFunds (the “Meeting”) and at any time before it is exercised by delivering by mail, telephoneand all adjournments, postponements or the Internet, no later than the start of the Special Meeting, a proxy properly executed and subsequently dated, or by voting at the Special Meeting.

If you own your shares through a bank, broker-dealer or other third party intermediary who holds your shares of record and you wish to vote your shares or revoke a previous proxy for those shares at the Special Meeting, you must request a legal proxy from that bank, broker-dealer or other third party intermediary. Any previously executed proxy may be revoked by you, after which and your vote will not be counted unless you appear at the Special Meeting and vote in person or legally appoint another proxy to vote on your behalf.

Expenses

All expenses of the Specialdelays thereof. The Meeting will be borne by Barclays Globalheld at the offices of BlackRock Fund Advisors (“BGFA”(the “Adviser”), the Funds’ investment adviser. The address of BGFA is 45 Fremont400 Howard Street, San Francisco, CA 94105.94105, on June 19, 2017, at 11:00 a.m. (Pacific time). The solicitation of

proxiesMeeting will be largely by mail, but may include telephonic, electronic or oral communication by officers and service providersheld for the purpose of electing five nominees to the Board of each Company (the “Board Nominees”).

The Board of each Company has determined that the use of a joint proxy statement for such Company’s Meeting is in the best interests of the Company, whoFunds and their shareholders in light of the similar matters being considered and voted on by the shareholders of each Fund. Shareholders will not be paid for these services, and by The Altman Group, a professional proxy solicitor retained by BGFA for an estimated fee of $80,000, plus out-of-pocket expenses. BGFA will also reimburse brokers and other nominees for their reasonable expenses in forwarding solicitation materials to beneficial owners of shares held of record by such brokers and nominees will bear the expenses of preparing, printing, legal and other costs and mailing this proxy statement.

Upon request, the Company will furnish to its shareholders, without charge,receive either a copy of this Proxy Statement and the Funds’ annual report(s)accompanying proxy materials, which are expected to be mailed on or about May 18, 2017, or an Important Notice Regarding the Availability of Proxy Materials for the Joint Shareholder Meeting to be held on June 19, 2017 (the “Notice”), which is expected to be mailed on or about May 10, 2017.

iShares, Inc. is a corporation organized under the laws of the State of Maryland. Each of iShares Trust and most recent semi-annual report(s). The annual report for each Fund may be obtained by written request to SEI Investments Distribution Co., 1 Freedom Valley Drive, Oaks, PA 19456 or by calling 1-800-iShares. TheiShares U.S. ETF Trust is a statutory trust organized under the laws of the State of Delaware. Each Company is registered as an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and the Company’s shares are registered under the Securities Act of 1933.

QUESTIONS AND ANSWERS ABOUT THE PROXY

The purpose and effect of approval of these proposals is described elsewhere in this proxy statement.

After the methodology changes, each Fund’s Current Index will contain fewer constituents and reflect a narrower section of the market than is currently the case. BGFA believes the reduction in the number of securities included in the Current Indices will make it more difficult to manage the Funds and to comply with portfolio diversification and concentration requirements and could result in adverse tax consequences for shareholders of the Funds. MSCI has also announced the creation of new indices, including the MSCI Austria Investable Market Index and MSCI Netherlands Investable Market Index (each, a “Proposed Index” and together, the “Proposed Indices”), which are intended to provide broader coverage of the investable market of each country.

The Proposed Indices will include a greater number of index constituents than the Current Indices will contain following the methodology changes announced by MSCI, and BGFA believes the Proposed Indices will (i) adequately represent the publicly traded securities market in Austria and the Netherlands, as applicable, (ii) permit greater portfolio management flexibility for the Funds and (iii) facilitate compliance with portfolio diversification and concentration requirements. Accordingly, BGFA recommends that shareholders approve the changes to the Proposed Indices.

The following table sets forth the Current Index and Proposed Index for each Fund:

The Board has unanimously approved the change to each Fund’s investment objective and is seeking shareholder approval of these changes. More information about this proposal is included in under “Proposal 1: To Approve a Change in Each Fund’s Investment Objective.”

Q.	Who may vote on these proposals?

We encourage you to vote through the Internet or by telephone, using the Internet address or phone number that appears on your proxy card. Whichever voting method you choose, please take the time to read the full text of this proxy statement before you vote.

PROPOSAL 1:

TO APPROVE A CHANGE IN EACH FUND’S INVESTMENT OBJECTIVE

Reasons for the Proposal.

Shareholders of eachrecord of a Fund as of the iShares MSCI Austria Index Fundclose of business on May 2, 2017 (the “Record Date”) are entitled to notice of and iShares MSCI Netherlands Index Fundto vote at the Meeting and any and all adjournments, postponements or delays thereof. Shareholders of the Funds on the Record Date are being asked to approve a changeentitled to the investment objective of their Fund.voting rights set forth onAppendix A, with no shares having cumulative voting rights. The current investment objective of each Fund is to seek investment results that correspond generally to the pricequorum and yield performance, before fees and expenses, of publicly traded securities in the aggregate in the particular market represented by its underlying index. If the proposed investment objective is approved, the underlying indexvoting requirements for Proposal 1 for each Fund would change.

MSCI, the sponsor of the underlying index of each Fund, has announced that it is making certain changes to the methodology it uses to calculate certain of its indices, including each Fund’s Current Index, by eliminating industry sector classifications in favor of market capitalization size segmentation and reducing overlapping market capitalization size segmentation among its indices. MSCI believes these changes will allow broader overall coverage of the international equity markets. The changes to the index methodologies are expected to be implemented in two phases, on November 30, 2007 and May 30, 2008.

After the methodology changes, the Current Indices will contain fewer constituents and reflect a narrower segment of the market than is currently the case. BGFA believes the reduction in the number of securities included in the Current Indices will make it more difficult to manage the Funds and to comply with portfolio diversification and concentration requirements and could result in adverse tax consequences for shareholders of the Funds. Under Subchapter M of the Internal Revenue Code of 1986, as amended (the “IRC”), in order to qualify for and elect treatment as a regulated investment company (“RIC”), at the close of each quarter of the Company’s taxable year (a) at least 50% of the market value of a Fund’s total assets must be represented by cash and cash items, U.S. government securities, securities of other RICs or other securities, with such other securities limited for purposes of this calculation in respect of any one issuer to an amount not greater than 5% of the value of the Fund’s assets and not greater than 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the value of a Fund’s total assets may be invested in the securities of any one issuer, or of two or more issuers that are controlled by the Fund within the meaning of Section 851(c)(2) of the IRC and that are engaged in the same or similar trades or businesses or related trades or businesses (other than U.S. government securities or the securities of other RICs or the securities of one or more qualified publicly traded partnerships). Failure by the Funds to meet regulatory diversification requirements would cause the Funds to lose the pass-through tax treatment that is critical to their status as investment vehicles.

The Proposed Indices

In addition to the enhancements to the methodology used to calculate certain indices, MSCI has announced plans to combine its MSCI Standard Indices (which include the Current Indices) and MSCI Small Cap Indices to form new MSCI Global Investable Market Indices which are intended to cover all investable large, mid-cap and small securities in each market.

BGFA recommends that the iShares MSCI Austria Index Fund change its underlying index from its Current Index to the MSCI Austria Investable Market Index and that the iShares MSCI Netherlands Index Fund changes its underlying index from its Current Index to the MSCI Netherlands Investable Market Index. BGFA believes that the Proposed Indices will (i) adequately represent the publicly traded securities market in Austria and the Netherlands, as applicable, (ii) permit greater portfolio management flexibility for the Funds and (iii) facilitate compliance with portfolio diversification and concentration requirements.

The investment objective of the iShares MSCI Austria Index Fund is to seek investment results that correspond generally to the price and yield performance, before fees and expenses, of publicly traded securities in the aggregate in the Austrian market, as represented by the MSCI Austria Index, and the investment objective of the iShares MSCI Netherlands Index Fund is to seek investment results that correspond generally to the price and yield performance, before fees and expenses, of publicly traded securities in the aggregate in the Dutch

market, as represented by the MSCI Netherlands Index. The proposed investment objective of the Funds would change the underlying index of each Fund to the applicable Proposed Index. No other change to the Funds’ investment objectives is being proposed. Each Fund will continue to be managed using a representative sampling strategy in seeking to track its Underlying Index. Each Fund will also continue to be subject to the principal risks set forth in its current prospectus.

Shareholder Vote Required

Shareholders of each Fund must approve the Proposal for it to be effective with respect to their Fund. The Proposal must be approved by the affirmative vote of a “majority of the outstanding voting securities” of each Fund, which means the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of the Fund and (2) 67% or more of the shares of the Fund present at the Special Meeting, if more than 50% of the outstanding shares of the Fund are represented at the Special Meeting in person or by proxy.

If the Proposal is not approved by the shareholders of a Fund, that Fund’s investment objective will not change and there will be no change in the Fund’s underlying index.Without a change to the Funds’ underlying indices, the Funds may not be able to comply with portfolio diversification and concentration requirements, resulting in adverse tax consequences for shareholders of the Funds or a recommendation to the Board by BGFA that the Fund be liquidated and terminated.

The Board’s Recommendation

Based upon its review and consideration of the foregoing factors, the Board has unanimously determined that the Proposal is in the best interests of each Fund and its respective shareholders and recommends that shareholders of the Funds vote FOR the change in investment objective of their Fund.

PROPOSAL 2:

TO APPROVE A CHANGE IN THE CLASSIFICATION OF EACH FUND’S INVESTMENT OBJECTIVE FROM A FUNDAMENTAL INVESTMENT POLICY TO A NON-FUNDAMENTAL INVESTMENT POLICY

Reasons for the ProposalAppendix A.

The 1940 Act permits a Fund to designate anynumber of its policies as fundamental policies but does not require that an investment objective be deemed fundamental. A “fundamental” investment policy may be changed only with the approval of a majority of a Fund’s outstanding voting securities, as defined in the 1940 Act, while a “non-fundamental” investment policy may be changed by the Board without shareholder approval. It is common practice for investment companies to have non-fundamental investment objectives. Currently, 18 of the Company’s 24 funds have investment objectives deemed non-fundamental.

At a meeting held on September 17-18, 2007, the Board unanimously determined that it was in the best interests of each Fund and its shareholders to change the classification of each Fund’s investment objective from a fundamental policy to a non-fundamental policy. Designating each Fund’s investment objective as non-fundamental would provide the Board greater flexibility to respond to changing conditions, such as those described in Proposal 1, in the manner it determines to be in the best interests of the Funds and their shareholders without incurring the cost of a proxy solicitation.

The proposed reclassification would not result in any changes to either Fund’s current investment objective. However, as discussed above under “Proposal 1: To Approve a Change in Each Fund’s Investment Objective,” if shareholders approve Proposal 1, each Fund’s investment objective will change to seek to track a new underlying index. BGFA does not intend to alter the way in which it manages either of the Funds. Should shareholders of a Fund approve this Proposal, the Fund would continue to be managed subject to the same investment strategies, policies and risks described in that Fund’s current prospectus.

Shareholder Vote Required

Shareholders of each Fund must approve the Proposal for it to be effective with respect to their Fund. The Proposal must be approved by the affirmative vote of a “majority of the outstanding voting securities” of each Fund, which means the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of the Fund and (2) 67% or more of the shares of the Fund present at the Special Meeting, if more than 50% of the outstanding shares of the Fund are represented at the Special Meeting in person or by proxy.

If the Proposal is not approved by the shareholders of a Fund, that Fund’s investment objective will remain a fundamental investment policy which may not be changed without shareholder approval.

The Board’s Recommendation

Based upon its review, the Board has unanimously determined that the Proposal is in the best interests of each Fund and its respective shareholders and recommends that shareholders of the Funds vote FOR the reclassification of their Fund’s fundamental investment objective.

ADDITIONAL INFORMATION

Information about the Administrator and Distributor

State Street Bank and Trust Co., the Funds’ administrator, is located at 200 Clarendon Street, Boston, Massachusetts 02116. SEI Investments Distribution Co., the Funds’ distributor, is located at 1 Freedom Valley Drive, Oaks, Pennsylvania 19456.

Control Persons and Principal Holders of Securities

Although the Funds do not have information concerning the beneficial ownership of iShares held in the names of DTC Participants, as of October 1, 2007, no person owned of record more than 5% of any class of voting securities of either Fund, except as set forth in Appendix B.

Director and Officer Fund Ownership

As of August 31, 2007, the directors and officers of the Company collectively owned beneficially less than 1% of the total outstanding shares of each Fund.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the 1934 Act as applied to the Company, requires the Company’s officers, directors, investment adviser, affiliates of the investment adviser and persons who beneficially own more than 10% of a registered class of the Company’s outstanding securities (“Fund Insiders”), to file reports of ownership of the Company’s securities and changes in such ownership with the Securities and Exchange Commission (“SEC”) and the New York Stock Exchange, NYSE Arca and the Chicago Board Options Exchange, as appropriate. Under SEC interpretation and pursuant to specified conditions, Fund Insiders of exchange-traded funds such as the Funds, are not required to file reports under Section 16(a) of the 1934 Act.

Submission of Shareholder Proposals

The Company is organized as a Maryland corporation and is not required to, and does not, have annual meetings. The Board may call a special meeting of shareholders for action by shareholder vote as required by the 1940 Act or as required or permitted by the Company’s articles of incorporation and by-Laws.

Shareholders who wish to present a proposal for action at a future meeting should submit a written proposal to the Company for inclusion in a future proxy statement. The Board will give consideration to shareholder suggestions as to nominees for the Board. Shareholders retain the right to request that a meeting of the shareholders be held for the purpose of considering matters requiring shareholder approval.

Communications with the Board

Shareholders who wish to submit written communications to the Board should send their communications to iShares, Inc., c/o SEI Investments Distribution Co., 1 Freedom Valley Drive, Oaks, PA 19456. Any such communications received will be reviewed by the Board at its next regularly scheduled meeting.

Shareholders Sharing the Same Address

Householding is available to certain investors of the iShares Funds. Householding is a method of delivery in which a single copy of certain shareholder documents can be delivered to investors who share the same address, even if their accounts are registered under different names. Householding for the iShares Funds is available through certain broker-dealers. If you are currently enrolled in householding and wish to change your

householding status to receive separate copies of this proxy statement and other shareholder documents, please contact your broker-dealer.

Voting and Other Matters

October 1, 2007 has been chosen by the Board as the Record Date for the Special Meeting. Each share of each class of the Funds as of the Record Date is entitled to one vote. Shareholders as of the close of business on the Record Date will be entitled to be present and to give voting instructions forare shown inAppendix B. To the knowledge of each Fund, at the Special Meeting and any adjournment(s) thereof with respect to their shares owned as of the Record Date. Date, no person was the beneficial owner of more than five percent of a class of the outstanding shares of a Fund, except as set forth inAppendix I.

The Fund in which you owned shares on the Record Date is named on the voting instruction form or Notice. If you owned shares in more than one Fund on the Record Date, you may receive more than one voting instruction form. Even if you plan to attend the Meeting in person, please sign, date and return EACH voting instruction form that you receive or, if you provide voting instructions by telephone or via the Internet, please vote on the proposals affecting EACH Fund you own. If you vote by telephone or via the Internet, you will be asked to enter a unique code that has been assigned to you, which is printed on your voting instruction form(s) or Notice, as applicable. This code is designed to confirm your identity, provide access into the voting website and confirm that your voting instructions are properly recorded.

All properly executed proxies received prior to the Meeting will be voted at the Meeting and any and all adjournments, postponements or delays thereof. On any matter coming before the Meeting as to which a shareholder has specified a choice on that shareholder’s proxy, the shares will be voted accordingly. If a voting instruction form is properly executed and returned and no choice is specified with respect to a proposal, the shares will be voted“FOR” the proposal. Shareholders who execute proxies or provide voting instructions by telephone or via the Internet may revoke them with respect to one or more proposals at any time before a vote is taken on such proposal(s) by filing with the applicable Fund a written notice of revocation (addressed to the Secretary of the Funds at the principal executive offices of the Funds at 400 Howard Street, San Francisco, CA 94105, by delivering a duly executed proxy bearing a later date, or by attending the Meeting and voting in person by ballot, in all cases prior to the exercise of the authority granted in the voting instruction form. Merely attending the Meeting, however, will not revoke any previously executed proxy. If you hold shares through a bank, broker or other intermediary, please consult your bank, broker or intermediary regarding your ability to revoke voting instructions after such instructions have been provided.

Photographic identification will be required for admission to the Meeting. If you hold your shares through a bank, broker or other intermediary, and you wish to attend the Meeting and vote your shares, you must request a “legal proxy” from the bank, broker or other intermediary.

Copies of each Fund’s most recent annual report and semi-annual report can be obtained on a website maintained by BlackRock, Inc. atwww.iShares.com. In addition, each Fund will furnish, without charge, a copy of its annual report and most recent semi-annual report succeeding the annual report, if any, to a shareholder upon request. Such requests should be directed to the distributor for the Companies, BlackRock Investments, LLC (the “Distributor”), 1 University Square Drive, Princeton, NJ 08540, or by calling 1-800-iShares (1-800-474-2737). Copies of annual and semi-annual reports of each Fund are also available on the EDGAR Database on the U.S. Securities and Exchange Commission’s website atwww.sec.gov.

Please note that only one annual or semi-annual report, or this Proxy Statement or Notice, may be delivered to two or more shareholders of a Fund who share an address, unless the Fund has received instructions to the contrary. To request a separate copy of an annual report or semi-annual report, or this Proxy Statement or Notice, or for instructions on how to request a separate copy of these documents or as to how to request a single copy if multiple copies of these documents are received, shareholders should contact the applicable Fund at the address and phone number set forth above.

SUMMARY OF PROPOSAL AND FUNDS VOTING

The proposal described in this Proxy Statement is to elect Board Members, and the shareholders of each Fund of each Company as of the Record Date are entitled to vote on the proposal.

PLEASE VOTENOW. YOUR VOTE IS IMPORTANT.

To avoid the wasteful and unnecessary expense of further solicitation and no matter how large or small your holdings may be, we urge you to record your voting instructions by telephone or via the Internet, or to indicate your voting instructions on the enclosed voting instruction form(s), and date and sign it (them) and return it (them) promptly in the postage-paid envelope provided. If you submit a properly executed voting instruction form but do not indicate how you wish your shares to be voted, your shares will be voted “FOR” the election of the Board Nominees. If your shares of a Fund are held through a broker, you must provide voting instructions to your broker about how to vote your shares in order for your broker to vote your shares as you instruct at the Meeting.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE JOINT SHAREHOLDER MEETING TO BE HELD ON JUNE 19, 2017

The Notice of Joint Special Meeting of Shareholders, Proxy Statement and form of proxy are available on the Internet atwww.proxyvote.com. This Notice cannot be used to cast your vote and presents only an overview of the more complete proxy materials that are available on the Internet. The Proxy Statement and annual and semi-annual reports of each Fund are available by calling 1-800-iShares (1-800-474-2737).

If you have any questions or wish to obtain directions so that you can attend the Meeting in person, please call Broadridge Financial Solutions, Inc. (“Broadridge”), the proxy solicitor for the Funds, toll freeat 1-877-777-8588.

PROPOSAL 1 — ELECTION OF BOARD MEMBERS

The purpose of the Proposal is to elect five Board Members to the Board of each Company.

Board Nominees. The Board of each Company currently consists of eight Board Members, six of whom are not “interested persons” of such Company (as defined in the 1940 Act) (the “Independent Board Members”). Each Company also has two advisory Board Members (the “Advisory Board Members”). Each Board Nominee elected at the Meeting will serve until his or her successor is elected or until his or her earlier death, resignation, retirement or removal.

Each Board recommends a vote“FOR” the election of each of the five Board Nominees: Jane D. Carlin, Richard L. Fagnani, Drew E. Lawton, Madhav V. Rajan and Mark Wiedman. All of the Board Nominees, other than Mark Wiedman, are not “interested persons” of the Companies. All of the Board Nominees other than Richard L. Fagnani and Drew E. Lawton currently serve as Board Members of the Companies. Richard L. Fagnani and Drew E. Lawton currently serve as Advisory Board Members for each Company. The Board Nominees were recommended by the Independent Board Members.

To vote for the Board Nominees, please vote by telephone or via the Internet, as described in the voting instruction form(s) or Notice, or date and sign the enclosed voting instruction form(s) and return the voting instruction form(s) promptly in the enclosed postage-paid envelope. If you owned shares in more than one Fund as of the Record Date, you may receive more than one voting instruction form. Each of the Board Nominees has consented to being named in this Proxy Statement and to serve as a Board Member if elected.

Board Members’/Board Nominees’ Biographical Information. Please refer to the below table, which identifies the Board Members/Board Nominees, and sets forth certain biographical information about the Board Members/Board Nominees, for each Company. Each Board Nominee was nominated by the Nominating and Governance Committee of the Board of each respective Company. With the exception of Robert S. Kapito and Mark Wiedman, the address of each Board Member/Board Nominee is c/o BlackRock, Inc., 400 Howard Street, San Francisco, CA 94105. The address of Messrs. Kapito and Wiedman is c/o BlackRock, Inc., Park Avenue Plaza, 55 East 52^nd Street, New York, NY 10055. Each Board has designated Cecilia H. Herbert as its Independent Board Chair.

Name (Age)		Position		Principal Occupation(s) During the Past 5 Years		Number of Funds in Exchange- Traded Fund Complex Overseen or to be Overseen		Other Directorships Held by Board Member/Board Nominee
Cecilia H. Herbert (68)		Board Member (since 2005 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Independent Board Chair (since 2016 for each Company); Nominating and Governance Committee Chair (since 2016 for each Company).		Trustee and Member of the Finance, Technology and Quality Committee of Stanford Health Care (since 2016); Trustee and Member of the Investment Committee, WNET, a New York public media company (since 2011); Chair (1994-2005) and Member (since 1992) of the Investment Committee, Archdiocese of San Francisco; Director (1998-2013) and President (2007-2011) of the Board of Directors, Catholic Charities CYO; Trustee (2002-2011) and Chair of the Finance and Investment Committee (2006-2010) of the Thacher School.		333 Funds		Trustee of Forward Funds (17 portfolios) (since 2009); Trustee of Salient MF Trust (4 portfolios) (since 2015).
Charles A. Hurty (73)		Board Member (since 2005 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Audit Committee Chair (since 2006 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust).		Retired; Partner, KPMG LLP (1968-2001).		333 Funds		Director of SkyBridge Alternative Investments Multi-Adviser Hedge Fund Portfolios LLC (2 portfolios) (since 2002).
John E. Kerrigan (61)		Board Member (since 2005 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Securities Lending Committee Chair (since 2016 for each Company).		Chief Investment Officer, Santa Clara University (since 2002).		333 Funds		None
Drew E. Lawton (58)		Advisory Board Member/Board Nominee (since 2016 for each Company).		Senior Managing Director of New York Life Insurance Company (2010-2015).		333 Funds		None
John E. Martinez (55)		Board Member (since 2003 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust); Fixed Income Plus Committee Chair (since 2016 for each Company).		Director of Real Estate Equity Exchange, Inc. (since 2005).		333 Funds		None

Name (Age)		Position		Principal Occupation(s) During the Past 5 Years		Number of Funds in Exchange- Traded Fund Complex Overseen or to be Overseen		Other Directorships Held by Board Member/Board Nominee
Madhav V. Rajan (52)		Board Member/Board Nominee (since 2011 for each Company); Equity Plus Committee Chair and 15(c) Committee Chair (since 2016 for each Company).		Robert K. Jaedicke Professor of Accounting, Stanford University Graduate School of Business (since 2001); Professor of Law (by courtesy), Stanford Law School (since 2005); Senior Associate Dean for Academic Affairs and Head of MBA Program, Stanford University Graduate School of Business(2010-2016).		333 Funds		Director of Cavium, Inc. (since 2013).
Interested Board Members/Board Nominees
Robert S. Kapito1 (60)		Board Member (since 2009 for iShares, Inc. and iShares Trust; since 2011 for iShares U.S. ETF Trust).		President, BlackRock, Inc. (since 2006); Vice Chairman of BlackRock, Inc. and Head of BlackRock Portfolio Management Group (since its formation in 1998) and BlackRock, Inc.’s predecessor entities (since 1988); Trustee, University of Pennsylvania (since 2009); President of Board of Directors, Hope & Heroes Children’s Cancer Fund (since 2002).		333 Funds		Director of BlackRock, Inc. (since 2006).
Mark Wiedman2 (46)		Board Member/Board Nominee (since 2013 for each Company).		Senior Managing Director, BlackRock, Inc. (since 2014); Managing Director, BlackRock, Inc. (2007-2014); Global Head of BlackRock’s Exchange-Traded Funds and Index Investments Business (since 2016); Global Head of iShares (2011-2016); Head of Corporate Strategy, BlackRock, Inc. (2009-2011).		333 Funds		Director of PennyMac Financial Services, Inc. (since 2008).

The Board has concluded that, based on each Board Member/Board Nominee’s experience, qualifications, attributes or skills on an individual basis and in combination with those of the other Board Members, each Board Member/Board Nominee should serve as a Board Member. Among the attributes common to all Board Members are their ability to review critically, evaluate, question and discuss information provided to them, to interact effectively with each Company’s investment adviser, other service providers, counsel and the independent registered public accounting firm, and to exercise effective business judgment in the performance of their duties as Board Members. A Board Member’s ability to perform his or her duties effectively may have been attained through the Board Member’s educational background or professional training; business, consulting, public service or academic positions; experience from service as a Board Member of the Companies and the Funds of each Company (and any predecessor funds), other investment funds, public companies, or non-profit entities or other organizations; and/or other life experiences.

Set forth below is a brief discussion of the specific experience, qualifications, attributes or skills of each Board Member/Board Nominee that led the Board to conclude that he or she should serve (or continue to serve) as a Board Member.

Board Members/ Board Nominees		Experience, Qualifications, Attributes or Skills
		that board from 1992 to 2013. She previously served as Trustee of the Pacific Select Funds from 2004 to 2005 and Trustee of the Montgomery Funds from 1992 to 2003. She worked from 1973 to 1990 at J.P. Morgan/Morgan Guaranty Trust doing international corporate finance and corporate lending, retiring as Managing Director and Head of the West Coast Office. Ms. Herbert has been on numerous non-profit boards, chairing investment and finance committees. She holds a double major in economics and communications from Stanford University and an MBA from Harvard Business School.
Charles A. Hurty		Charles A. Hurty has been a Board Member of iShares, Inc. and iShares Trust since 2005, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Hurty has served as Chair of the Audit Committee of iShares, Inc. and iShares Trust since 2006 and of iShares U.S. ETF Trust since 2011. Mr. Hurty served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. In addition, Mr. Hurty has served as Director of the SkyBridge Alternative Investments Multi-Adviser Hedge Fund Portfolios LLC (formerly, Citigroup Alternative Investments Multi- Adviser Hedge Fund Portfolios LLC) since 2002. He was a Director of the GMAM Absolute Return Strategy Fund from 2002 to 2015 and was a Director of the CSFB Alternative Investment Funds from 2005 to December 2009, when the funds were liquidated. Mr. Hurty was formerly a Partner at KPMG, LLP from 1968 to 2001, where he held several leadership roles in KPMG’s Investment Management Practice. Prior to joining KPMG, Mr. Hurty was an officer in the United States Army. Mr. Hurty has a BS degree in accounting from the University of Kansas.
John E. Kerrigan		John E. Kerrigan has been a Board Member of iShares, Inc. and iShares Trust since 2005, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Kerrigan served as Chair of the Securities Lending Committee of each Company since 2016, Chair of the Nominating and Governance Committee of iShares, Inc. and iShares Trust from 2010 to 2012, Chair of the Nominating and Governance Committee of iShares U.S. ETF Trust from 2011 to 2012, and Chair of the Fixed Income Plus Committee of each Company from 2012 to 2015. Mr. Kerrigan served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Mr. Kerrigan has served as Chief Investment Officer of Santa Clara University since 2002. Mr. Kerrigan was formerly a Managing Director at Merrill Lynch & Co., including the following responsibilities: Managing Director, Institutional Client Division, Western United States. Mr. Kerrigan has been a Director, since 1999, of The BASIC Fund (Bay Area Scholarships for Inner City Children). Mr. Kerrigan has a BA degree from Boston College and is a Chartered Financial Analyst Charterholder.
Drew E. Lawton		Drew E. Lawton has been an Advisory Board Member of each Company since 2016. Mr. Lawton served as Director of Principal Funds, Inc., Principal Variable Contracts Funds, Inc. and Principal Exchange-Traded Funds from March 2016 through October 2016. Mr. Lawton served in various capacities at New York Life Insurance Company from February 2010 to December 2015, most recently as a Senior Managing Director and Chief Executive Officer of New York Life Investment Management. From 2008 to 2010, Mr. Lawton was the President of Fridson Investment Advisors, LLC. Mr. Lawton previously held multiple roles at Fidelity Investments from 1997 to 2008. Mr. Lawton as a BA degree in Administrative Science from Yale University and an MBA from University of North Texas.

Board Members/ Board Nominees		Experience, Qualifications, Attributes or Skills
John E. Martinez		John E. Martinez has been a Board Member of iShares, Inc. and iShares Trust since 2003, and a Board Member of iShares U.S. ETF Trust since 2011. Mr. Martinez served as Chair of the Fixed Income Plus Committee of each Company since 2016 and Chair of the Securities Lending Committee of each Company from 2012 to 2015. Mr. Martinez served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Mr. Martinez is a Director of Real Estate Equity Exchange, Inc., providing governance oversight and consulting services to this privately held firm that develops products and strategies for homeowners in managing the equity in their homes. Mr. Martinez currently serves as a Board Member for the Cloudera Foundation, whose mission is to apply Cloudera’s data science expertise and discipline to solve global social problems. Mr. Martinez previously served as Director of Barclays Global Investors (“BGI”) UK Holdings, where he provided governance oversight representing BGI’s shareholders (Barclays PLC, BGI management shareholders) through oversight of BGI’s worldwide activities. Mr. Martinez also previously served as Co-Chief Executive Officer of the Global Index and Markets Group of BGI, Chairman of Barclays Global Investor Services and Chief Executive Officer of the Capital Markets Group of BGI. From 2003 to 2012, he was a Director and Executive Committee Member for Larkin Street Youth Services, providing governance oversight and strategy development to an agency that provides emergency and transitional housing, healthcare, education, job and life skills training to homeless youth. He now serves on the Larkin Street Honorary Board. From 2012 to 2016, Mr. Martinez served as a Director for Reading Partners, an organization committed to making all children literate through one-on-one tutoring of students in grades K-4 who are not yet reading at grade level. Mr. Martinez has an AB degree in economics from The University of California, Berkeley and holds an MBA degree in finance and statistics from The University of Chicago Booth School of Business.
Madhav V. Rajan		Madhav V. Rajan has been a Board Member of each Company since 2011. Mr. Rajan has served as Chair of the Equity Plus Committee and 15(c) Committee of each Company since 2016, Chair of the Nominating and Governance Committee of each Company in 2016, and Chair of the 15(c) Committee of each Company from 2012 to 2015. Mr. Rajan served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2011 to 2015. Mr. Rajan is the Robert K. Jaedicke Professor of Accounting at the Stanford University Graduate School of Business. He has taught accounting for over 25 years to undergraduate, MBA and law students, as well as to senior executives. From 2010 to 2016, Mr. Rajan served as the Senior Associate Dean for Academic Affairs and head of the MBA Program at the Stanford University Graduate School of Business. Mr. Rajan served as editor of “The Accounting Review” from 2002 to 2008 and is co-author of “Cost Accounting: A Managerial Emphasis,” a leading cost accounting textbook. Mr. Rajan holds MS and PhD degrees in Accounting from Carnegie Mellon University.

Board Members/ Board Nominees		Experience, Qualifications, Attributes or Skills
		experience as part of BlackRock, Inc. and BlackRock, Inc.’s predecessor entities. Mr. Kapito serves as President of BlackRock, Inc., and is a member of the Global Executive Committee and Chairman of the Global Operating Committee. He is responsible for day-to-day oversight of BlackRock’s key operating units, including Investment Strategies, Client Businesses, Technology & Operations, and Risk & Quantitative Analysis. Prior to assuming his current responsibilities in 2007, Mr. Kapito served as Vice Chairman of BlackRock, Inc. and Head of BlackRock’s Portfolio Management Group. In that role, he was responsible for overseeing all portfolio management within BlackRock, including the Fixed Income, Equity, Liquidity, and Alternative Investment Groups. Mr. Kapito serves as a member of the Board of Trustees of the University of Pennsylvania and the Harvard Business School Board of Dean’s Advisors. He has also been President of the Board of Directors for the Hope & Heroes Children’s Cancer Fund since 2002. Mr. Kapito earned a BS degree in economics from the Wharton School of the University of Pennsylvania in 1979, and an MBA degree from Harvard Business School in 1983.
Mark Wiedman		Mark Wiedman has been a Board Member of each Company since 2013. Mr. Wiedman served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2013 to 2015. Mr. Wiedman is the Global Head of BlackRock’s Exchange-Traded Funds and Index Investments Business and Senior Managing Director of BlackRock, Inc. In addition, he is a member of BlackRock’s Global Executive Committee. Prior to assuming his current responsibilities in 2016, Mr. Wiedman was the Global Head of iShares. Mr. Wiedman was previously the head of Corporate Strategy for BlackRock. Mr. Wiedman joined BlackRock in 2004 to help start the advisory business, which evolved into the Financial Markets Advisory Group in BlackRock Solutions. This group advises financial institutions and governments on managing their capital markets exposures and businesses. Prior to BlackRock, he served as senior advisor and chief of staff for the Under Secretary for Domestic Finance at the U.S. Department of the Treasury and also was a management consultant at McKinsey & Co., advising financial institutions in the United States, Europe, and Japan. He has taught as an adjunct associate professor of law at Fordham University in New York and Renmin University in Beijing. Mr. Wiedman serves on the board of PennyMac Financial Services, Inc., a publicly-traded U.S. mortgage banking and investment management firm started in 2008, with BlackRock, Inc. as a sponsor. Mr. Wiedman earned an AB degree, Phi Beta Kappa,magna cum laude, in social studies from Harvard College in 1992 and a JD degree from Yale Law School in 1996.

Board Leadership Structure and Oversight

Overall responsibility for oversight of the Funds rests with the Board. The Board has engaged the Adviser to manage the Funds on a day-to-day basis. The Board is responsible for overseeing the Adviser and other service providers in the operations of the Funds in accordance with the provisions of the 1940 Act, applicable provisions of state and other laws and each Company’s charter. The Board of each Company is currently composed of eight members, six of whom are Independent Board Members. Each Company also has two Advisory Board Members. The Board currently conducts regular in person meetings four times a year. In addition, the Board frequently holds special in person or telephonic meetings or informal conference calls to discuss specific matters that may arise or require action between regular meetings. The Independent Board Members meet regularly outside the presence of management, in executive session or with other service providers to each Company.

The Board has appointed an Independent Board Member to serve in the role of Board Chair for each Company. The Board Chair’s role is to preside at all meetings of the Board and to act as a liaison with service providers,

officers, attorneys, and other Board Members generally between meetings. The Board Chair may also perform such other functions as may be delegated by the Board from time to time. The Board has established seven standing Committees for each Company: a Nominating and Governance Committee, an Audit Committee, a 15(c) Committee, a Risk Committee, a Securities Lending Committee, an Equity Plus Committee and a Fixed Income Plus Committee to assist the Board in the oversight and direction of the business and affairs of the Funds, and from time to time the Board may establish ad hoc committees or informal working groups to review and address the policies and practices of the Funds with respect to certain specified matters. The Chair of each standing Committee is an Independent Board Member. The role of the Chair of each Committee is to preside at all meetings of the Committee and to act as a liaison with service providers, officers, attorneys and other Board Members between meetings. Each standing Committee meets regularly to conduct the oversight functions delegated to the Committee by the Board and reports its finding to the Board. The Board and each standing Committee conduct annual assessments of their oversight function and structure. The Board has determined that the Board’s leadership structure is appropriate because it allows the Board to exercise independent judgment over management and it allocates areas of responsibility among committees of Independent Board Members and the full Board to enhance effective oversight.

Day-to-day risk management with respect to the Funds is the responsibility of the Adviser or other service providers (depending on the nature of the risk), subject to the supervision of the Adviser. Each Fund is subject to a number of risks, including investment, compliance, operational, reputational, counterparty and valuation risks, among others. While there are a number of risk management functions performed by the Adviser and other service providers, as applicable, it is not possible to identify and eliminate all of the risks applicable to the Funds. The Board Members have an oversight role in this area, satisfying themselves that risk management processes and controls are in place and operating effectively. Risk oversight forms part of the Board’s general oversight of each Fund and is addressed as part of various Board and committee activities. In some cases, risk management issues are specifically addressed in presentations and discussions. For example, the Adviser has an independent dedicated Risk and Quantitative Analysis (“RQA”) Group that assists the Adviser in managing fiduciary and corporate risks, including investment, operational, counterparty credit and enterprise risk. Representatives of the RQA Group meet with the Board to discuss their analysis and methodologies, as well as specific risk topics such as operational and counterparty risks relating to the Funds. The Board, directly or through a committee, also reviews reports from, among others, management and the independent registered public accounting firm for the Companies, as appropriate, regarding risks faced by each Fund of each Company and management’s risk functions. The Board has appointed a Chief Compliance Officer (“CCO”) who oversees the implementation and testing of each Company’s compliance program, including assessments by independent third parties, and reports to the Board regarding compliance matters for each respective Company and its principal service providers. In testing and maintaining the compliance program, the CCO (and his or her delegates) assesses key compliance risks affecting each Fund, and addresses them in periodic reports to the Board. In addition, the Audit Committee meets with both the Funds’ independent registered public accounting firm and the Adviser’s internal audit group to review risk controls in place that support each Fund as well as test results. Board oversight of risk is also performed as needed between meetings through communications between the Adviser and the Board. The Independent Board Members have engaged independent legal counsel to assist them in performing their oversight responsibilities. From time to time, the Board may modify the manner in which it conducts risk oversight. The Board’s oversight role does not make it a guarantor of the Funds’ investment performance or other activities.

Compensation. Information relating to compensation paid to the Board Members/Board Nominees for each Company’s fiscal year ended October 31, 2016 (the date of the most recently completed fiscal year end for each Company) is set forth inAppendix C.

Equity Securities Owned by Board Members/Board Nominees. Information relating to the amount of equity securities owned by Board Members/Board Nominees in the Funds that they oversee or are nominated to oversee in all registered investment companies overseen or to be overseen by the Board Members/Board Nominees within the same family of investment companies as the Companies, as of December 31, 2016, is set forth inAppendix D.

Attendance of Board Members at Shareholders’ Meetings. None of the Companies currently has a formal policy regarding Board members’ attendance at shareholders’ meetings. None of the Companies held, or were required to hold, a meeting at which Board Members were elected during its last fiscal year.

Board Meetings. Information relating to the number of times that the Boards and each committee of the Boards met during each Company’s most recently completed fiscal year ended October 31, 2016 is set forth inAppendix EandAppendix F, respectively. All incumbent Board Members attended greater than 75% of the aggregate number of meetings of each Board and of each Committee on which the Board Member served during each Company’s most recently completed fiscal year.

Standing Committees of the Boards. Information relating to the various standing committees of the Boards is set forth below.

The Board of each Company has established the following standing committees:

Audit Committee. The members of the Audit Committee are Charles A. Hurty (Chair), John E. Kerrigan and Madhav V. Rajan, each of whom is an Independent Board Member. The purposes of the Audit Committee are to assist the Board (i) in its oversight of each Company’s accounting and financial reporting principles and policies and related controls and procedures maintained by or on behalf of the respective Company; (ii) in its oversight of each Company’s financial statements and the independent audit thereof; (iii) in selecting, evaluating and, where deemed appropriate, replacing the independent accountants (or nominating the independent accountants to be proposed for shareholder approval in any proxy statement); (iv) in evaluating the independence of the independent accountants; (v) in complying with legal and regulatory requirements that relate to each Company’s accounting and financial reporting, internal controls, compliance controls and independent audits; and (vi) to assume such other responsibilities as may be delegated by the Board.

Nominating and Governance Committee. The members of the Nominating and Governance Committee are Cecilia H. Herbert (Chair), Jane D. Carlin, John E. Martinez and Madhav V. Rajan, each of whom is an Independent Board Member. The Nominating and Governance Committee nominates individuals for Independent Board Member membership on the Board and recommends appointments to the Advisory Board. The Nominating and Governance Committee functions include, but are not limited to, the following: (i) reviewing the qualifications of any person properly identified or nominated to serve as an Independent Board Member; (ii) recommending to the Board and current Independent Board Members the nominee(s) for appointment as an Independent Board Member by the Board and current Independent Board Members and/or for election as Independent Board Members by shareholders to fill any vacancy for a position of Independent Board Member(s) on the Board; (iii) recommending to the Board and current Independent Board Members the size and composition of the Board and Board committees and whether they comply with applicable laws and regulations; (iv) recommending a current Independent Board Member to the Board and current Independent Board Members to serve as Board Chair; (v) periodic review of the Board’s retirement policy; and (vi) recommending an appropriate level of compensation for the Independent Board Members for their services as Board Members, members or chairpersons of committees of the Board, Board Chair and any other positions as the Nominating and Governance Committee considers appropriate. The Nominating and Governance Committee is not required to consider Board nominations recommended by shareholders (acting solely in their capacity as a shareholder and not in any other capacity), although the Committee may consider any such nomination if the Committee deems it appropriate after considering all circumstances the Committee’s members deem relevant.

15(c) Committee. Each Independent Board Member serves on the 15(c) Committee. The Chair of the 15(c) Committee is Madhav V. Rajan. The principal responsibilities of the 15(c) Committee are to support, oversee and organize on behalf of the Board the process for the annual review and renewal of each Company’s advisory and sub-advisory agreements. These responsibilities include: (i) meeting with BlackRock, Inc. over the course of the year in preparation for the Board meeting at which a Company’s advisory and sub-advisory agreements are to be considered to discuss generally the process for providing requested information to the Board and the format in

which information will be provided; and (ii) considering and discussing with BlackRock, Inc. such other matters and information as may be necessary and appropriate for the Board to evaluate the investment advisory and sub-advisory agreements of the respective Company.

Securities Lending Committee. The members of the Securities Lending Committee are John E. Kerrigan (Chair), Jane D. Carlin and Madhav V. Rajan, each of whom is an Independent Board Member. The principal responsibilities of the Securities Lending Committee are to support, oversee and organize on behalf of the Board the process for oversight of each Company’s securities lending activities. These responsibilities include: (i) requesting that certain information be provided to the Committee for its review and consideration prior to such information being provided to the Board; (ii) considering and discussing with BlackRock, Inc. such other matters and information as may be necessary and appropriate for the Board to oversee a Company’s securities lending activities and make required findings and approvals; and (iii) providing a recommendation to the Board regarding the annual approval of each Company’s Securities Lending Guidelines and the required findings with respect to, and annual approval of, the respective Company’s agreement with the lending agent.

Equity Plus Committee. The members of the Equity Plus Committee are Madhav V. Rajan (Chair), Charles A. Hurty and John E. Kerrigan, each of whom is an Independent Board Member. The principal responsibilities of the Equity Plus Committee are to support, oversee and organize on behalf of the Board the process for oversight of Company performance and related matters for equity funds. These responsibilities include: (i) reviewing quarterly reports regarding Company performance, secondary market trading and changes in net assets to identify any matters that should be brought to the attention of the Board; and (ii) considering any performance or investment related matters as may be delegated to the Committee by the Board from time to time and providing a report or recommendation to the Board as appropriate.

Fixed Income Plus Committee.The members of the Fixed Income Plus Committee are John E. Martinez (Chair) and Jane D. Carlin, each of whom is an Independent Board Member. The principal responsibilities of the Fixed Income Plus Committee are to support, oversee and organize on behalf of the Board the process for oversight of Company performance and related matters for fixed-income or multi-asset funds. These responsibilities include: (i) reviewing quarterly reports regarding Company performance, secondary market trading and changes in net assets to identify any matters that should be brought to the attention of the Board; and (ii) considering any performance or investment related matters as may be delegated to the Committee by the Board from time to time and providing a report or recommendation to the Board as appropriate.

Risk Committee. The members of the Risk Committee are Jane D. Carlin (Chair), Charles A. Hurty and John E. Martinez, each of whom is an Independent Board Member. The principal responsibilities of the Risk Committee are to consider and organize on behalf of the Board risk related matters of the Funds so the Board may most effectively structure itself to oversee them.

As the Chair of the Board, Cecilia H. Herbert may serve as an ex-officio member of each Committee.

Committee Charters. A copy of each of the joint Audit Committee Charter and joint Nominating and Governance Committee Charter is included in Appendix K andAppendix L, respectively.

Each Board unanimously recommends that you vote, or provide voting instructions, “FOR” the election of each Board Nominee under Proposal 1.

VOTE REQUIRED AND MANNER OF VOTING PROXIES

For the Meeting, a quorum with respect to a Company is constituted by one-third of the Company’s shares outstanding and entitled to vote at the Meeting, present in person or by proxy of shareholders owning one third of the Company’s outstanding shares entitled to vote is necessary to constitute a quorum for the transaction of business at the Special Meeting.

proxy. If a quorum of shareholders is not represented at the Special Meeting, the meeting may be adjourned, by a majority of a Fund’s shareholders present at the Special Meeting in person or by proxy, until a quorum exists. If there are insufficientis present but sufficient votes to approve a Proposal,proposal are not received, or for any other reason, the persons

named as proxies may propose one or more adjournments of the Special Meeting to permit additional time for thefurther solicitation of proxies,proxies. Any such adjournment will require the affirmative vote of a majority of the Company’s shares represented at the Meeting in accordance with applicable law. Adjourned meetings must be held within a reasonable time afterperson or by proxy and voting on the date originally set for the meeting (but not more than six months beyond the originally scheduled meeting date). Solicitationquestion of votes may continue to be made without any obligation to provide any additional notice of the adjournment. The persons named as proxies will vote those proxies that they are entitled to vote “FOR” a proposal in favor of such adjournment(s) in their discretion.

an adjournment and will vote those proxies required to be voted “AGAINST” a proposal against such adjournment. For purposes of determining the presence of a quorum, for transacting business at the Special Meeting, executed proxies marked as abstentions and broker “non-votes” (that is, proxies from brokers or nominees indicating that such persons have not received instructions from the beneficial owner or other persons entitled to vote shares on a particular matter with respect to which the brokers or nominees do not have discretionary power)non-votes, if any, will be treated as shares that are present for quorum purposes but which have not been voted. Accordingly, abstentionsat the Meeting. Abstentions and broker non-votes will effectively behave no effect on the outcome of a vote againston adjournment. A shareholder vote may be taken on a proposal in this Proxy Statement with respect to any Fund prior to such adjournment if sufficient votes have been received for approval and it is otherwise appropriate. A Board also may postpone the Proposal.Meeting of shareholders of the respective Company prior to the Meeting with notice to the shareholders entitled to vote at or to receive notice of that Meeting.

The affirmative vote of a plurality of votes cast, voted in person or by proxy at the Meeting, is required for the election of each Board Nominee to the Board of each Company. Thus, if a quorum is present at the Meeting, the proposal to elect the Board Members will be approved with respect to those Board Nominees who receive the largest number of votes with no majority approval requirement. The votes of each Fund that are series of the same Company will be counted together with respect to the election of the Board Nominees to the Board of that Company, and the shareholders of each Fund will vote together as a single class with the shareholders of all other Funds that are series of the same Company.

If you hold your shares directly (not through a broker-dealer, bank or other financial institution, or variable annuity contract or variable life insurance policy), and if you return a properly executed voting instruction form that does not specify how you wish to vote on Proposal 1, your shares will be voted “FOR” the Board Nominees in Proposal 1.

The Companies expect that broker-dealer firms holding shares of a Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares on Proposal 1 before the Meeting. Broker-dealer firms may, without instructions, give a proxy to vote on “routine” matters if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. The proposal to elect Board Members of each Company is a routine matter. If instructions are not received by the date specified in the broker-dealer firms’ proxy solicitation materials, broker-dealers may vote on Proposal 1, on behalf of the broker-dealer firms’ customers and beneficial owners. In those cases, the broker-dealer may, but is not required to, vote such shares in the same proportion as those shares for which the broker-dealer has received voting instructions. This practice is commonly referred to as “echo voting.” A properly executed voting instruction form or other authorization by a beneficial owner of Fund shares that does not specify how the beneficial owner’s shares should be voted on a proposal may be deemed an instruction to vote such shares in favor of such proposal.

Votes cast by proxy or in person at the Meeting will be tabulated by the inspectors of election appointed for the Meeting. The inspectors of election will determine whether or not a quorum is present at the Meeting. The inspectors of election will treat withheld votes and “broker non-votes,” if any, as present for purposes of determining a quorum. Broker non-votes occur when shares are held by brokers or nominees, typically in “street name,” as to which proxies have been returned but (a) voting instructions have not been received from the beneficial owners or persons entitled to vote and (b) the broker or nominee does not have discretionary voting power or elects not to exercise discretion on a particular matter.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board Members, including a majority of the Independent Board Members, of each Company, have selected PricewaterhouseCoopers LLP (“PwC” or the “Independent Registered Public Accounting Firm”) as the independent registered public accounting firm for the Funds, as indicated onAppendix H.

No representatives of PwC will be present at the Meeting.

Appendix H sets forth the fees billed by the Funds’ independent registered public accounting firm for the two most recent fiscal years for all audit, audit-related, tax and all other services provided directly to the Funds. The fee information inAppendix H is presented under the following captions:

(a) Audit Fees – fees related to the audit and review of the financial statements included in annual reports and registration statements, and other services that are normally provided in connection with statutory and regulatory filings or engagements, including out-of-pocket expenses.

(b) Audit-Related Fees – fees related to assurance and related services that are reasonably related to the performance of the audit or review of financial statements, but not reported under “Audit Fees,” including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.

(c) Tax Fees – fees associated with tax compliance, tax advice and tax planning, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, tax distribution and analysis reviews and miscellaneous tax advice.

(d) All Other Fees – fees for products and services provided to the Fund other than those reported under “Audit Fees,” “Audit-Related Fees” and “Tax Fees.”

Each Company’s Audit Committee is required to approve all audit engagement fees and terms for the Funds. Each Company’s Audit Committee also is required to consider and act upon (i) the provision by the Independent Registered Public Accounting Firm of any non-audit services to the Funds, and (ii) the provision by the Independent Registered Public Accounting Firm of non-audit services to the Adviser and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Funds (the Adviser and such other entities collectively, the “Affiliated Service Providers”) to the extent that such approval (in the case of this clause (ii)) is required under applicable regulations of the U.S. Securities and Exchange Commission (the “SEC”). SeeAppendix H to this Proxy Statement for information about the fees paid by the Funds and the Affiliated Service Providers to the Independent Registered Public Accounting Firm.

The Audit Committee of each Company complies with applicable laws and regulations with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to a Fund on an annual basis require specific pre-approval by the respective Company’s Audit Committee. As noted above, each Company’s Audit Committee must also approve other non-audit services provided by the Independent Registered Public Accounting Firm to the Funds and to the Affiliated Service Providers that relate directly to the operations and financial reporting of the Funds. Each Company’s Audit Committee has implemented policies and procedures by which such services may be approved other than by the full Audit Committee. Subject to such policies and procedures, including applicable dollar limitations, each Company’s Audit Committee may pre-approve, without consideration on a specific case-by-case basis (“general pre-approval”), certain permissible non-audit services that the Audit Committee believes are (a) consistent with the SEC’s auditor independence rules and (b) routine and recurring services that will not impair the independence of the Independent Registered Public Accounting Firm. Each service approved subject to general pre-approval is presented to the applicable Company’s Audit Committee for ratification at the next regularly scheduled in person Board meeting.

For each Fund’s two most recently completed fiscal years, there were no services rendered by PwC to the Funds for which the general pre-approval requirement was waived.

Each Company’s Audit Committee has considered the provision of non-audit services that were rendered by PwC to the respective Company’s Affiliated Service Providers in connection with determining such auditor’s independence.

The Audit Committee of each Company consists of the following Board Members, all of whom are Independent Board Members:

Charles A. Hurty (Chair)

John E. Kerrigan

Madhav V. Rajan

ADDITIONAL INFORMATION

5% Beneficial Share Ownership

As of the Record Date, to the best of each Fund’s knowledge, the persons listed inAppendix I beneficially owned more than 5% of the outstanding shares of any class of such Fund indicated.

Investment Adviser, Sub-Adviser and Administrator

Adviser. BlackRock Fund Advisors serves as investment adviser to the Companies, and is located at 400 Howard Street, San Francisco, CA 94105. BlackRock Fund Advisors is an indirect wholly-owned subsidiary of BlackRock, Inc.

Sub-adviser. BlackRock International Limited serves as sub-adviser to the Funds listed inAppendix J, and is located at Exchange Place One, 1 Semple Street, Edinburgh, EH3 8BL, United Kingdom.

Administrator, Custodian and Transfer Agent. State Street Bank and Trust Company serves as administrator, custodian and transfer agent for the Funds, and is located at 1 Iron Street, Boston, MA 02210.

Distributor. BlackRock Investments, LLC, an indirect wholly-owned subsidiary of BlackRock, Inc., serves as the distributor for the Funds, and is located at 1 University Square Drive, Princeton, NJ 08540.

Submission of Shareholder Proposals

The Funds are not required to hold annual meetings of shareholders and do not currently intend to hold an annual meeting of shareholders in 2017. The Directors/Trustees will call a special meeting of shareholders of a Fund only if required under the 1940 Act, or in their discretion, or upon the written request of shareholders entitled to cast not less than one-third of all votes of that Fund entitled to be cast at such meeting.

Any Fund shareholder who wishes to submit proposals to be considered at a special meeting of the Fund’s shareholders should send such proposals to the Secretary of the applicable Company at: Park Avenue Plaza, 55 East 52^nd Street, New York, NY 10055, Attention: Benjamin Archibald, referencing the name of the particular Fund. Any shareholder proposal intended to be presented at any future meeting of Fund shareholders must be received by the Fund at its principal office a reasonable time before the Fund begins to print and mail its proxy materials in order for such proposal to be considered for inclusion in the proxy statement relating to such meeting. Moreover, inclusion of any such proposals is subject to limitations under the federal securities laws. Persons named as proxies for any subsequent shareholders’ meeting will vote in their discretion with respect to proposals submitted on an untimely basis.

Shareholder Communications

Shareholders of a Fund who wish to send communications to the Board or a specified Director/Trustee should submit the communication in writing to the attention of the Secretary of the applicable Company at: Park Avenue Plaza, 55 East 52^nd Street, New York, NY 10055, Attention: Benjamin Archibald, identifying the correspondence as intended for the Board or a specified Board Member.

Additionally, shareholders with complaints or concerns regarding accounting matters may address letters to the CCO, 55 East 52nd Street, New York, NY 10055, Attention: Charles Park. Shareholders who are uncomfortable submitting complaints to the CCO may address letters directly to the Chair of the Audit Committee of the Board that oversees the Fund at: 400 Howard Street, San Francisco, CA 94105. Such letters may be submitted on an anonymous basis.

Expense of Proxy Solicitation

Except as otherwise noted below, the cost of preparing, printing and mailing the enclosed proxy, accompanying notice and this Proxy Statement, and costs in connection with the solicitation of proxies, will be borne by the Funds. Additional out-of-pocket costs, such as legal expenses and auditor fees, incurred in connection with the preparation of this Proxy Statement, also will be borne by the Funds. Costs that are borne by the Funds collectively will be allocated among the Funds on the basis of their respective net assets, except when direct costs can be reasonably attributed to one or more specific Fund(s). Pursuant to a contractual or voluntary expense limitation, the Adviser will bear some or all of the costs associated with the joint proxy statement for certain Funds to the extent the total operating expenses of such Funds, after taking into account the proxy costs allocated to such Funds, exceed the contractual or voluntary expense limitation for such Funds.

Solicitation may be made by mail, telephone, fax, e-mail or the Internet by officers or employees of the Adviser, or by dealers and their representatives. Brokerage houses, banks and other fiduciaries may be requested to forward proxy solicitation materials to their principals to obtain authorization for the execution of proxies. The Funds will reimburse brokerage firms, custodians, banks and fiduciaries for their expenses in forwarding this Proxy Statement and other proxy materials to the beneficial owners of each Fund’s shares. The Funds have retained Broadridge, a proxy solicitation firm, located at 1155 Long Island Avenue, Edgewood, NY 11717 to assist in the distribution of proxy materials and the solicitation and tabulation of proxies. It is anticipated that Broadridge will be paid approximately $2.21 million for solicitation services (including reimbursements of out-of-pocket expenses), which includes approximately $2.2 million for the costs of printing and distributing proxy materials. Broadridge may solicit proxies personally and by mail, telephone, fax, e-mail or the Internet. In addition to the solicitation of proxies by Broadridge, officers of each Company and officers and employees of the Adviser and its affiliates also may solicit proxies electronically, by telephone, by fax, in person or by other means. These employees and officers do not receive additional compensation for soliciting proxies.

If You Plan to Attend the Joint Special Meeting In Person

Attendance at the Meeting will be limited to each Fund’s shareholders as of the Record Date.Photographic identification will be required for admission to the Meeting. If you hold your shares through a bank, broker or other intermediary, and you wish to attend the Meeting and vote your shares, you must request a “legal proxy” from the bank, broker or other intermediary.

General

Management does not intend to present and does not have reason to believe that any items of business other than voting with respect to Proposal 1 will be presented at the Meeting. However, if other matters described above is expected to come beforeare properly presented at the Special Meeting but should any matter incident tofor a vote, the conduct of the Special Meeting or any question as to an adjournment of the Special Meeting arise,proxies will be voted by the persons named in the enclosed Proxy will vote thereon according toproxy upon such matters in accordance with their best judgment of what is in the interestbest interests of the Company.Funds.

SHAREHOLDERS WHO DO NOT EXPECT TO BE PRESENT AT THE SPECIAL MEETING AND WHO WISH TO HAVE THEIR SHARES VOTED ARE REQUESTED TO VOTE BY MAIL, TELEPHONEThe Meeting as to any Company may be adjourned from time to time for any reason whatsoever by vote of the holders of a majority of the shares present (in person or by proxy and entitled to vote at the Meeting) of such Company, or by the chairperson of the Meeting, whether or not a quorum is present. Such authority to adjourn the Meeting may be used in the event that a quorum is not present at the Meeting, or in the event that a quorum is present but sufficient votes have not been received to approve Proposal 1, or for any other reason consistent with applicable state law and a Company’s By-Laws or Declaration of Trust, as applicable, including to allow for the

further solicitation of proxies. Any adjournment may be made with respect to any business which might have been transacted at the Meeting, and any adjournment will not delay or otherwise affect the effectiveness and validity of any business transacted at the Meeting prior to adjournment. The persons designated as proxies may use their discretionary authority to vote as instructed by management of the Funds on questions of adjournment and on any other proposals raised at the Meeting to the extent permitted by the SEC’s proxy rules, including proposals for which management of such Funds did not have timely notice, as set forth in the SEC’s proxy rules.

Please vote promptly by following the enclosed instructions to provide voting instructions by telephone or via the Internet OR INTERNET AS EXPLAINED IN THE INSTRUCTIONS INCLUDED ON YOUR PROXY CARD.

iShares, Inc.by signing and dating each enclosed voting instruction form, and returning it (them) in the accompanying postage-paid return envelope.

By Order of the BoardBoards,

Martin Small

President of Directors,the Funds

Lee T. Kranefuss

Chairman

Dated October 3, 2007May 10, 2017

APPENDIXAppendix A – Company Information/Quorum and Voting Requirements

APPENDIX B

Set forth belowThe following table lists (i) each Company, (ii) the form of organization of each Company, (iii) the voting rights of shares/interests in each Company, (iv) the quorum requirement for each Fund areCompany and (v) the name and percentage ownership ofvote required to approve Proposal 1 with respect to each DTC participant that owned of record 5% or more of the outstanding shares of the indicated Fund as of August 31, 2007.Company.

Appendix B – Shares Outstanding/Net Assets

For the Funds listed in the tables below, shareholders are entitled to one vote for each share held, and each fractional share is entitled to a proportionate fractional vote. The tables below set forth the number of shares outstanding and the net assets of each Fund, each as of the Record Date:

Fund		Shares Outstanding				Net Assets
iShares, Inc.
iShares MSCI Spain Capped ETF			38,775,000			$	1,251,879,035.56
iShares MSCI Sweden Capped ETF			10,875,000			$	364,093,868.68
iShares MSCI Switzerland Capped ETF			33,375,000			$	1,118,389,252.09
iShares MSCI Taiwan Capped ETF			99,400,000			$	3,399,719,197.68
iShares MSCI Thailand Capped ETF			5,550,000			$	431,057,825.38
iShares MSCI Turkey ETF			10,150,000			$	404,582,040.51
iShares MSCI World ETF			5,600,000			$	444,183,633.83
iShares Emerging Markets Corporate Bond ETF			1,450,000			$	73,454,011.40
iShares Emerging Markets High Yield Bond ETF			5,050,000			$	254,325,838.40
iShares Emerging Markets Local Currency Bond ETF			5,400,000			$	247,787,176.69
iShares Global High Yield Corporate Bond ETF			3,800,000			$	188,126,562.32
iShares International High Yield Bond ETF			1,300,000			$	62,703,973.57
iShares Trust
iShares Cohen & Steers REIT ETF			32,500,000			$	3,260,613,312.66
iShares Core Aggressive Allocation ETF			12,100,000			$	614,770,117.88
iShares Core Conservative Allocation ETF			10,250,000			$	344,658,089.06
iShares Core Dividend Growth ETF			46,500,000			$	1,430,785,921.58
iShares Core Growth Allocation ETF			22,300,000			$	957,712,736.81
iShares Core High Dividend ETF			79,650,000			$	6,617,266,996.03
iShares Core Moderate Allocation ETF			18,150,000			$	667,450,196.43
iShares Core S&P 500 ETF			453,100,000			$	108,897,544,145.79
iShares Core S&P Mid-Cap ETF			231,000,000			$	39,941,588,261.17
iShares Core S&P Small-Cap ETF			430,700,000			$	30,107,041,583.81
iShares Core S&P Total U.S. Stock Market ETF			154,900,000			$	8,475,846,184.01
iShares Core S&P U.S. Growth ETF			45,300,000			$	2,152,895,683.76
iShares Core S&P U.S. Value ETF			37,600,000			$	1,894,117,634.11
iShares Core U.S. REIT ETF			2,550,000			$	125,324,856.84
iShares Dow Jones U.S. ETF			9,300,000			$	1,113,859,273.72
iShares Edge MSCI Min Vol USA ETF			262,900,000			$	12,703,298,624.35
iShares Edge MSCI Min Vol USA Small-Cap ETF			300,000			$	8,198,150.86
iShares Edge MSCI Multifactor Consumer Discretionary ETF			100,000			$	2,817,381.55
iShares Edge MSCI Multifactor Consumer Staples ETF			100,000			$	2,525,964.13
iShares Edge MSCI Multifactor Energy ETF			100,000			$	2,497,825.45
iShares Edge MSCI Multifactor Financials ETF			100,000			$	3,104,901.93
iShares Edge MSCI Multifactor Healthcare ETF			100,000			$	2,817,441.28
iShares Edge MSCI Multifactor Industrials ETF			100,000			$	2,952,220.67
iShares Edge MSCI Multifactor Materials ETF			100,000			$	2,983,557.08
iShares Edge MSCI Multifactor Technology ETF			100,000			$	3,449,927.52
iShares Edge MSCI Multifactor USA ETF			13,550,000			$	380,739,582.19
iShares Edge MSCI Multifactor USA Small-Cap ETF			1,350,000			$	48,761,726.50
iShares Edge MSCI Multifactor Utilities ETF			100,000			$	2,621,623.47
iShares Edge MSCI USA Momentum Factor ETF			31,050,000			$	2,642,531,631.68
iShares Edge MSCI USA Quality Factor ETF			50,800,000			$	3,723,083,487.50
iShares Edge MSCI USA Size Factor ETF			3,600,000			$	274,223,184.62
iShares Edge MSCI USA Value Factor ETF			37,500,000			$	2,750,354,871.03
iShares International Dividend Growth ETF			450,000			$	23,767,165.73
iShares Micro-Cap ETF			9,800,000			$	849,128,452.95
iShares Morningstar Large-Cap ETF			5,750,000			$	824,557,567.83

Fund		Shares Outstanding				Net Assets
iShares Trust
iShares Morningstar Large-Cap Growth ETF			5,350,000			$	733,994,898.22
iShares Morningstar Large-Cap Value ETF			4,000,000			$	379,989,795.60
iShares Morningstar Mid-Cap ETF			4,450,000			$	748,008,703.96
iShares Morningstar Mid-Cap Growth ETF			1,200,000			$	214,250,354.07
iShares Morningstar Mid-Cap Value ETF			2,600,000			$	383,055,766.57
iShares Morningstar Small-Cap ETF			1,500,000			$	241,856,150.21
iShares Morningstar Small-Cap Growth ETF			750,000			$	116,543,462.99
iShares Morningstar Small-Cap Value ETF			3,350,000			$	479,583,113.74
iShares Mortgage Real Estate Capped ETF			29,200,000			$	1,358,250,273.96
iShares MSCI KLD 400 Social ETF			9,350,000			$	824,298,481.27
iShares MSCI USA ESG Optimized ETF			100,000			$	5,232,004.26
iShares MSCI USA ESG Select ETF			5,350,000			$	534,053,135.35
iShares Nasdaq Biotechnology ETF			27,450,000			$	8,188,624,884.70
iShares North American Natural Resources ETF			29,750,000			$	981,230,160.42
iShares North American Tech ETF			8,100,000			$	1,163,140,896.38
iShares North American Tech-Multimedia Networking ETF			1,800,000			$	81,067,676.42
iShares North American Tech-Software ETF			6,900,000			$	908,481,281.77
iShares PHLX Semiconductor ETF			6,850,000			$	931,446,276.86
iShares Residential Real Estate Capped ETF			6,500,000			$	411,325,587.06
iShares Russell 1000 ETF			134,400,000			$	17,876,492,193.39
iShares Russell 1000 Growth ETF			303,900,000			$	35,557,011,609.73
iShares Russell 1000 Value ETF			324,900,000			$	37,256,955,083.39
iShares Russell 2000 ETF			287,700,000			$	40,019,658,137.68
iShares Russell 2000 Growth ETF			46,900,000			$	7,736,060,765.47
iShares Russell 2000 Value ETF			73,100,000			$	8,660,897,233.01
iShares Russell 3000 ETF			52,850,000			$	7,490,178,923.08
iShares Russell Mid-Cap ETF			82,950,000			$	15,678,347,735.45
iShares Russell Mid-Cap Growth ETF			70,050,000			$	7,400,806,821.52
iShares Russell Mid-Cap Value ETF			113,350,000			$	9,430,732,714.10
iShares Russell Top 200 ETF			2,000,000			$	109,361,896.52
iShares Russell Top 200 Growth ETF			14,200,000			$	900,503,837.65
iShares Russell Top 200 Value ETF			4,700,000			$	225,611,781.47
iShares S&P 100 ETF			45,450,000			$	4,821,547,405.25
iShares S&P 500 Growth ETF			130,350,000			$	17,588,165,289.39
iShares S&P 500 Value ETF			130,750,000			$	13,580,155,468.24
iShares S&P Mid-Cap 400 Growth ETF			33,500,000			$	6,521,585,675.89
iShares S&P Mid-Cap 400 Value ETF			40,000,000			$	5,928,282,121.61
iShares S&P Small-Cap 600 Growth ETF			27,250,000			$	4,233,401,412.98
iShares S&P Small-Cap 600 Value ETF			33,600,000			$	4,684,456,088.48
iShares Select Dividend ETF			187,900,000			$	17,133,875,668.24
iShares Transportation Average ETF			5,850,000			$	964,536,873.21
iShares U.S. Aerospace & Defense ETF			18,500,000			$	2,840,082,211.80
iShares U.S. Basic Materials ETF			10,750,000			$	956,399,385.75
iShares U.S. Broker-Dealers & Securities Exchanges ETF			3,150,000			$	161,017,691.12
iShares U.S. Consumer Goods ETF			5,600,000			$	659,496,718.31
iShares U.S. Consumer Services ETF			4,350,000			$	722,468,030.57
iShares U.S. Energy ETF			31,100,000			$	1,150,086,796.20
iShares U.S. Financial Services ETF			13,100,000			$	1,428,733,585.44
iShares U.S. Financials ETF			16,250,000			$	1,694,650,478.74

Fund		Shares Outstanding				Net Assets
iShares Trust
iShares U.S. Healthcare ETF			11,700,000			$	1,864,479,419.04
iShares U.S. Healthcare Providers ETF			3,850,000			$	540,564,561.60
iShares U.S. Home Construction ETF			46,050,000			$	1,478,152,801.64
iShares U.S. Industrials ETF			7,900,000			$	1,017,130,864.68
iShares U.S. Insurance ETF			2,700,000			$	163,616,521.26
iShares U.S. Medical Devices ETF			7,900,000			$	1,254,428,692.79
iShares U.S. Oil & Gas Exploration & Production ETF			7,200,000			$	416,036,914.31
iShares U.S. Oil Equipment & Services ETF			5,900,000			$	220,489,003.25
iShares U.S. Pharmaceuticals ETF			4,700,000			$	715,864,338.31
iShares U.S. Preferred Stock ETF			451,250,000			$	17,537,413,318.67
iShares U.S. Real Estate ETF			62,500,000			$	4,953,899,786.30
iShares U.S. Regional Banks ETF			16,200,000			$	723,260,233.58
iShares U.S. Technology ETF			24,600,000			$	3,440,507,389.21
iShares U.S. Telecommunications ETF			15,200,000			$	517,584,681.15
iShares U.S. Utilities ETF			6,200,000			$	798,056,069.27
iShares Adaptive Currency Hedged MSCI EAFE ETF			100,000			$	2,677,909.99
iShares Adaptive Currency Hedged MSCI Eurozone ETF			100,000			$	2,704,315.31
iShares Adaptive Currency Hedged MSCI Japan ETF			200,000			$	5,116,574.08
iShares Asia 50 ETF			8,100,000			$	439,612,021.43
iShares China Large-Cap ETF			80,400,000			$	3,087,432,424.14
iShares Core MSCI EAFE ETF			403,800,000			$	24,185,464,330.09
iShares Core MSCI Europe ETF			44,600,000			$	2,051,847,650.10
iShares Core MSCI International Developed Markets ETF			600,000			$	31,490,235.72
iShares Core MSCI Pacific ETF			18,200,000			$	969,287,106.76
iShares Core MSCI Total International Stock ETF			102,900,000			$	5,800,434,310.41
iShares Currency Hedged JPX-Nikkei 400 ETF			100,000			$	2,613,518.94
iShares Currency Hedged MSCI ACWI ETF			100,000			$	2,669,210.66
iShares Currency Hedged MSCI ACWI ex U.S. ETF			2,900,000			$	72,388,354.01
iShares Currency Hedged MSCI Australia ETF			150,000			$	3,661,865.83
iShares Currency Hedged MSCI Canada ETF			100,000			$	2,547,675.40
iShares Currency Hedged MSCI EAFE ETF			149,250,000			$	4,201,495,357.34
iShares Currency Hedged MSCI EAFE Small-Cap ETF			250,000			$	7,072,247.08
iShares Currency Hedged MSCI Europe Small-Cap ETF			50,000			$	1,391,722.46
iShares Currency Hedged MSCI Eurozone ETF			49,150,000			$	1,458,145,828.44
iShares Currency Hedged MSCI Germany ETF			26,350,000			$	747,267,891.32
iShares Currency Hedged MSCI Italy ETF			400,000			$	6,459,963.20
iShares Currency Hedged MSCI Japan ETF			39,900,000			$	1,142,289,983.75
iShares Currency Hedged MSCI Mexico ETF			150,000			$	3,210,882.39
iShares Currency Hedged MSCI South Korea ETF			50,000			$	1,361,221.57
iShares Currency Hedged MSCI Spain ETF			2,450,000			$	58,160,316.51
iShares Currency Hedged MSCI Switzerland ETF			150,000			$	3,962,723.14
iShares Currency Hedged MSCI United Kingdom ETF			3,700,000			$	86,891,754.17
iShares Edge MSCI Intl Momentum Factor ETF			800,000			$	21,732,592.00
iShares Edge MSCI Intl Quality Factor ETF			900,000			$	24,467,459.87
iShares Edge MSCI Intl Size Factor ETF			400,000			$	10,400,449.68
iShares Edge MSCI Intl Value Factor ETF			3,200,000			$	76,062,014.07
iShares Edge MSCI Min Vol Asia ex Japan ETF			200,000			$	6,514,057.35
iShares Edge MSCI Min Vol EAFE Currency Hedged ETF			700,000			$	18,291,701.34
iShares Edge MSCI Min Vol EAFE ETF			95,100,000			$	6,431,145,045.77

Fund		Shares Outstanding				Net Assets
iShares Trust
iShares Edge MSCI Min Vol Europe Currency Hedged ETF			150,000			$	3,681,532.67
iShares Edge MSCI Min Vol Europe ETF			1,050,000			$	25,050,144.05
iShares Edge MSCI Min Vol Global Currency Hedged ETF			100,000			$	2,739,921.37
iShares Edge MSCI Min Vol Japan ETF			500,000			$	30,162,451.01
iShares Edge MSCI Multifactor Global ETF			800,000			$	21,094,299.11
iShares Edge MSCI Multifactor Intl ETF			9,200,000			$	239,282,050.77
iShares Edge MSCI Multifactor Intl Small-Cap ETF			500,000			$	13,855,683.94
iShares Emerging Markets Infrastructure ETF			1,500,000			$	48,018,736.00
iShares Europe Developed Real Estate ETF			1,150,000			$	41,970,741.67
iShares Europe ETF			61,100,000			$	2,663,575,606.89
iShares Exponential Technologies ETF			33,150,000			$	1,014,741,424.94
iShares Global 100 ETF			18,800,000			$	1,568,643,964.61
iShares Global Clean Energy ETF			9,500,000			$	81,717,616.02
iShares Global Consumer Discretionary ETF			2,400,000			$	238,869,081.15
iShares Global Consumer Staples ETF			6,100,000			$	614,406,536.20
iShares Global Energy ETF			27,900,000			$	902,504,047.62
iShares Global Financials ETF			6,350,000			$	390,693,120.07
iShares Global Healthcare ETF			14,450,000			$	1,522,708,123.72
iShares Global Industrials ETF			2,600,000			$	216,034,759.14
iShares Global Infrastructure ETF			36,400,000			$	1,574,880,817.46
iShares Global Materials ETF			4,300,000			$	256,062,658.07
iShares Global REIT ETF			13,800,000			$	353,157,611.77
iShares Global Tech ETF			8,600,000			$	1,110,882,404.55
iShares Global Telecom ETF			5,100,000			$	299,243,007.77
iShares Global Timber & Forestry ETF			4,200,000			$	249,824,564.15
iShares Global Utilities ETF			2,850,000			$	137,927,347.02
iShares India 50 ETF			26,250,000			$	866,857,121.75
iShares International Developed Property ETF			3,700,000			$	136,220,303.78
iShares International Developed Real Estate ETF			18,500,000			$	525,653,428.22
iShares International Preferred Stock ETF			3,900,000			$	64,858,643.96
iShares International Select Dividend ETF			126,200,000			$	4,041,732,014.55
iShares JPX-Nikkei 400 ETF			1,500,000			$	84,998,693.97
iShares Latin America 40 ETF			38,250,000			$	1,222,702,297.20
iShares MSCI Argentina and Global Exposure ETF			100,000			$	2,532,685.45
iShares MSCI ACWI ETF			103,200,000			$	6,665,488,875.22
iShares MSCI ACWI ex U.S. ETF			47,600,000			$	2,133,335,030.47
iShares MSCI ACWI Low Carbon Target ETF			3,600,000			$	381,802,577.13
iShares MSCI All Country Asia ex Japan ETF			48,600,000			$	3,136,464,543.82
iShares MSCI All Peru Capped ETF			6,350,000			$	215,011,128.28
iShares MSCI Brazil Small-Cap ETF			4,250,000			$	60,838,764.65
iShares MSCI China A ETF			350,000			$	9,139,606.83
iShares MSCI China ETF			45,000,000			$	2,308,456,180.05
iShares MSCI China Small-Cap ETF			450,000			$	20,367,191.24
iShares MSCI Denmark Capped ETF			1,000,000			$	59,841,321.77
iShares MSCI EAFE ESG Optimized ETF			2,000,000			$	123,591,742.96
iShares MSCI EAFE ETF			1,089,000,000			$	69,935,154,007.32
iShares MSCI EAFE Growth ETF			37,600,000			$	2,706,831,887.59
iShares MSCI EAFE Small-Cap ETF			134,200,000			$	7,632,189,795.22
iShares MSCI EAFE Value ETF			95,600,000			$	4,938,349,496.48

Fund		Shares Outstanding				Net Assets
iShares Trust
iShares MSCI Europe Financials ETF			46,100,000			$	988,547,394.91
iShares MSCI Europe Small-Cap ETF			1,950,000			$	99,823,522.17
iShares MSCI Finland Capped ETF			900,000			$	34,172,971.23
iShares MSCI Germany Small-Cap ETF			500,000			$	24,908,197.76
iShares MSCI Global Impact ETF			400,000			$	21,119,058.15
iShares MSCI India ETF			155,250,000			$	4,987,899,722.85
iShares MSCI India Small-Cap ETF			3,750,000			$	167,855,033.77
iShares MSCI Indonesia ETF			19,900,000			$	527,868,289.60
iShares MSCI Ireland Capped ETF			1,600,000			$	68,643,876.09
iShares MSCI Kokusai ETF			3,000,000			$	178,134,956.58
iShares MSCI New Zealand Capped ETF			3,550,000			$	153,396,394.26
iShares MSCI Norway Capped ETF			1,200,000			$	26,754,798.79
iShares MSCI Philippines ETF			5,300,000			$	191,539,757.37
iShares MSCI Poland Capped ETF			12,100,000			$	290,107,412.13
iShares MSCI Qatar Capped ETF			2,350,000			$	44,444,021.30
iShares MSCI Saudi Arabia Capped ETF			350,000			$	8,684,054.13
iShares MSCI UAE Capped ETF			2,450,000			$	42,480,018.75
iShares MSCI United Kingdom ETF			82,300,000			$	2,738,670,995.36
iShares MSCI United Kingdom Small-Cap ETF			900,000			$	35,709,182.91
iShares 0-5 Year High Yield Corporate Bond ETF			50,100,000			$	2,381,494,553.39
iShares 0-5 Year Investment Grade Corporate Bond ETF			7,300,000			$	367,723,299.24
iShares 0-5 Year TIPS Bond ETF			12,550,000			$	1,266,398,557.98
iShares 10+ Year Credit Bond ETF			13,900,000			$	828,074,310.46
iShares 10-20 Year Treasury Bond ETF			3,900,000			$	528,647,772.11
iShares 1-3 Year Credit Bond ETF			110,250,000			$	11,588,157,821.81
iShares 1-3 Year Treasury Bond ETF			129,700,000			$	10,963,597,013.90
iShares 20+ Year Treasury Bond ETF			54,500,000			$	6,624,886,265.63
iShares 3-7 Year Treasury Bond ETF			54,100,000			$	6,685,541,464.61
iShares 7-10 Year Treasury Bond ETF			73,200,000			$	7,787,674,193.00
iShares Aaa — A Rated Corporate Bond ETF			2,000,000			$	103,704,781.03
iShares Agency Bond ETF			4,350,000			$	492,800,763.53
iShares California Muni Bond ETF			6,300,000			$	732,589,132.01
iShares CMBS ETF			4,650,000			$	238,674,577.42
iShares Convertible Bond ETF			3,350,000			$	173,370,120.12
iShares Core 10+ Year USD Bond ETF			7,750,000			$	479,138,749.14
iShares Core 1-5 Year USD Bond ETF			17,400,000			$	872,248,697.24
iShares Core 5-10 Year USD Bond ETF			600,000			$	29,592,290.10
iShares Core Total USD Bond Market ETF			17,800,000			$	900,921,033.41
iShares Core U.S. Aggregate Bond ETF			406,200,000			$	44,200,214,175.66
iShares Fallen Angels USD Bond ETF			400,000			$	10,918,989.62
iShares Floating Rate Bond ETF			108,500,000			$	5,509,551,987.44
iShares GNMA Bond ETF			3,450,000			$	171,839,321.34
iShares Government/Credit Bond ETF			1,100,000			$	124,656,416.93
iShares iBoxx $ High Yield Corporate Bond ETF			220,500,000			$	19,333,223,035.45
iShares iBoxx $ High Yield ex Oil & Gas Corporate Bond ETF			200,000			$	10,400,745.03
iShares iBoxx $ Investment Grade Corporate Bond ETF			265,900,000			$	31,490,594,855.03
iShares Intermediate Credit Bond ETF			64,300,000			$	7,026,224,550.63
iShares Intermediate Government/Credit Bond ETF			21,550,000			$	2,382,110,923.49
iShares J.P. Morgan USD Emerging Markets Bond ETF			95,000,000			$	10,867,424,318.67

Fund		Shares Outstanding				Net Assets
iShares Trust
iShares MBS ETF			98,600,000			$	10,523,026,404.40
iShares Morningstar Multi-Asset Income ETF			12,300,000			$	310,250,556.68
iShares National Muni Bond ETF			73,300,000			$	7,993,329,233.81
iShares New York Muni Bond ETF			2,300,000			$	253,562,551.98
iShares Short Treasury Bond ETF			43,600,000			$	4,807,200,082.52
iShares Short-Term National Muni Bond ETF			13,500,000			$	1,426,522,313.32
iShares TIPS Bond ETF			199,000,000			$	22,729,042,862.44
iShares Treasury Floating Rate Bond ETF			600,000			$	30,101,905.27
iShares U.S. Credit Bond ETF			12,200,000			$	1,344,186,432.19
iShares U.S. Treasury Bond ETF			155,100,000			$	3,900,530,215.42
iShares Yield Optimized Bond ETF			750,000			$	18,687,391.28
iShares iBonds Dec 2017 Term Corporate ETF			5,850,000			$	145,122,799.13
iShares iBonds Dec 2018 Term Corporate ETF			10,550,000			$	264,954,592.94
iShares iBonds Dec 2019 Term Corporate ETF			12,300,000			$	306,352,170.37
iShares iBonds Dec 2020 Term Corporate ETF			12,150,000			$	308,498,882.07
iShares iBonds Dec 2021 Term Corporate ETF			13,650,000			$	339,156,931.82
iShares iBonds Dec 2021 Term Muni Bond ETF			4,650,000			$	119,429,615.71
iShares iBonds Dec 2022 Term Corporate ETF			10,000,000			$	249,815,761.64
iShares iBonds Dec 2022 Term Muni Bond ETF			4,300,000			$	111,075,177.68
iShares iBonds Dec 2023 Term Corporate ETF			5,850,000			$	146,190,724.43
iShares iBonds Dec 2024 Term Corporate ETF			4,800,000			$	118,943,042.94
iShares iBonds Dec 2025 Term Corporate ETF			6,750,000			$	166,700,307.87
iShares iBonds Dec 2026 Term Corporate ETF			1,100,000			$	26,611,307.31
iShares iBonds Mar 2018 Term Corporate ETF			4,000,000			$	102,367,084.44
iShares iBonds Mar 2018 Term Corporate ex-Financials ETF			3,650,000			$	89,825,461.02
iShares iBonds Mar 2020 Term Corporate ETF			3,350,000			$	87,697,338.58
iShares iBonds Mar 2020 Term Corporate ex-Financials ETF			3,450,000			$	84,912,058.45
iShares iBonds Mar 2023 Term Corporate ETF			3,200,000			$	84,778,707.68
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF			1,900,000			$	46,283,661.42
iShares iBonds Dec 2023 Term Muni Bond ETF			100,000			$	2,515,392.00
iShares iBonds Sep 2017 Term Muni Bond ETF			7,700,000			$	209,667,918.15
iShares iBonds Sep 2018 Term Muni Bond ETF			7,600,000			$	193,388,218.89
iShares iBonds Sep 2019 Term Muni Bond ETF			7,050,000			$	179,757,822.60
iShares iBonds Sep 2020 Term Muni Bond ETF			6,950,000			$	177,738,725.02
iShares 1-3 Year International Treasury Bond ETF			900,000			$	71,392,586.65
iShares Core International Aggregate Bond ETF			5,350,000			$	277,086,424.88
iShares Currency Hedged International High Yield Bond ETF			50,000			$	1,340,733.86
iShares International Treasury Bond ETF			6,450,000			$	598,256,183.10
iShares U.S. ETF Trust
iShares Commodities Select Strategy ETF			6,700,000			$	220,143,969.89
iShares Edge U.S. Fixed Income Balanced Risk ETF			1,100,000			$	109,937,789.64
iShares Interest Rate Hedged 10+ Year Credit Bond ETF			450,000			$	11,166,009.46
iShares Interest Rate Hedged Corporate Bond ETF			700,000			$	65,953,411.39
iShares Interest Rate Hedged Emerging Markets Bond ETF			100,000			$	2,602,445.22
iShares Interest Rate Hedged High Yield Bond ETF			2,400,000			$	217,756,718.25
iShares Short Maturity Bond ETF			46,850,000			$	2,351,145,341.72
iShares Short Maturity Municipal Bond ETF			750,000			$	37,479,830.06
iShares Ultra Short-Term Bond ETF			2,450,000			$	122,542,333.74

Appendix C – Compensation of the Board Members/Board Nominees

Effective January 1, 2017, each current Independent Board Member is paid an annual retainer of $325,000 for his or her services as a Board Member of all Funds in the complex of exchange-traded funds advised by the Adviser or its affiliates (“Exchange-Traded Fund Complex”) (prior to January 1, 2017, the annual retainer was $300,000), together with out-of-pocket expenses in accordance with the Boards’ policy on travel and other business expenses relating to attendance at meetings. The annual retainer for services as an Advisory Board Member is the same as the annual retainer for services as a Board Member.

The Independent Chair of the Boards is paid an additional annual retainer of $50,000. The Chair of each of the Equity Plus Committee, Fixed Income Plus Committee, Securities Lending Committee, Risk Committee, Nominating and Governance Committee and 15(c) Committee is paid an additional annual retainer of $25,000. The Chair of the Audit Committee is paid an additional annual retainer of $40,000. Cecilia H. Herbert waived the annual retainer for her service as the Chair of the Nominating and Governance Committee. Each Independent Board Member that served as a director of subsidiaries of the Exchange-Traded Fund Complex is paid an additional annual retainer of $10,000 (plus an additional $1,772 paid annually to compensate for taxes due in the Republic of Mauritius in connection with such Board Member’s service on the boards of certain Mauritius-based subsidiaries). The Funds do not maintain or provide pension or retirement benefits to the Board Members.

The following table sets forth the aggregate compensation, paid to each Independent Board Member by the Funds during the most recently completed fiscal year ended October 31, 2016. Messrs. Kapito and Wiedman serve without compensation from the Funds because of their affiliation with BlackRock, Inc.

Name of Board Member/ Board Nominee

Compensation from the Companies

Pension or Retirement Benefits Accrued as Part of Company Expenses

Estimated Annual Benefits Upon Retirement

Total Compensation1 from the Exchange-Traded Fund Complex

John E. Martinez

iShares, Inc.: $41,399 iShares Trust: $282,678 iShares U.S. ETF Trust: $923

N/A

N/A

$325,000

Madhav V. Rajan

iShares, Inc.: $44,584 iShares Trust: $304,422 iShares U.S. ETF Trust: $994

N/A

N/A

$350,000

Appendix D – Fund Securities Owned by Board Members/Board Nominees

The following table sets forth the dollar range of shares of each Fund beneficially owned by the Board Members/Board Nominees in the Funds that they oversee or are nominated to oversee as of December 31, 2016, except as otherwise indicated.

Aggregate Dollar Range of Equity Securities