filings.toolsBlackRock 10-Q 2026-03-31
Filed 2026-05-06. 6 sections, 279K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended March 31, 2026
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to .
Commission file number 001-42297
BlackRock, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 99-1116001 | |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
50 Hudson Yards**,** New York**,** NY 10001
(Address of Principal Executive Offices) (Zip Code)
(212) 810-5800
(Registrant’s Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, $.01 par value | BLK | New York Stock Exchange | ||
| 3.750% Notes due 2035 | BLK 35 | New York Stock Exchange |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
| Yes | X | No |
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
| Yes | X | No |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ | |
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ | |
| Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| Yes | No | X |
As of April 30, 2026, there were 155,233,989 shares of the registrant’s common stock outstanding (162,840,916 on a fully diluted basis, including 7,606,927 Class B-2 common units of a consolidated subsidiary, BlackRock Saturn Subco, LLC, which are exchangeable on a one-for-one basis into common stock of the registrant).
BlackRock, Inc.
Index to Form 10-Q
PART I
FINANCIAL INFORMATION
PART II
OTHER INFORMATION
| Item 1. | Legal Proceedings | 65 |
| Item 1A. | Risk Factors | 66 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 67 |
| Item 5. | Other Information | 68 |
| Item 6. | Exhibits | 69 |
| Signatures | 70 |
i
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
Black****Rock, Inc.
Condensed Consolidated Statements of Financial Condition
(unaudited)
| March 31, | December 31, | |||||||
| (in millions, except shares and per share data) | 2026 | 2025 | ||||||
| Assets | ||||||||
| Cash and cash equivalents(1) | $ | 9,841 | $ | 11,468 | ||||
| Accounts receivable | 5,219 | 5,158 | ||||||
| Investments(1) | 14,574 | 13,271 | ||||||
| Separate account assets | 58,786 | 60,098 | ||||||
| Separate account collateral held under securities lending agreements | 6,570 | 7,922 | ||||||
| Property and equipment (net of accumulated depreciation and amortization of $1,766 and $1,692 at March 31, 2026 and December 31, 2025, respectively) | 1,279 | 1,256 | ||||||
| Intangible assets (net of accumulated amortization of $1,733 and $1,482 at March 31, 2026 and December 31, 2025, respectively) | 27,691 | 27,968 | ||||||
| Goodwill | 35,296 | 35,283 | ||||||
| Operating lease right-of-use assets | 1,849 | 1,874 | ||||||
| Other assets(1) | 9,132 | 5,700 | ||||||
| Total assets | $ | 170,237 | $ | 169,998 | ||||
| Liabilities | ||||||||
| Accrued compensation and benefits | $ | 1,588 | $ | 3,830 | ||||
| Accounts payable and accrued liabilities | 2,097 | 1,740 | ||||||
| Borrowings | 12,749 | 12,768 | ||||||
| Separate account liabilities | 58,786 | 60,098 | ||||||
| Separate account collateral liabilities under securities lending agreements | 6,570 | 7,922 | ||||||
| Contingent consideration liabilities | 7,865 | 8,429 | ||||||
| Deferred income tax liabilities | 4,660 | 4,618 | ||||||
| Operating lease liabilities | 2,216 | 2,228 | ||||||
| Other liabilities(1) | 10,390 | 6,823 | ||||||
| Total liabilities | 106,921 | 108,456 | ||||||
| Commitments and contingencies (Note 15) | ||||||||
| Temporary equity | ||||||||
| Redeemable noncontrolling interests ("NCI") - consolidated sponsored investment products ("CIPs") | 3,622 | 2,636 | ||||||
| Redeemable NCI - Subco | 2,789 | 2,791 | ||||||
| Permanent equity | ||||||||
| BlackRock, Inc. stockholders’ equity | ||||||||
| Common stock, $0.01 par value; | 2 | 2 | ||||||
| Shares authorized: 500,000,000 at March 31, 2026 and December 31, 2025; Shares issued: 156,276,289 at both March 31, 2026 and December 31, 2025 Shares outstanding: 155,364,965 and 155,069,171 at March 31, 2026 and December 31, 2025, respectively | ||||||||
| Additional paid-in capital | 19,146 | 19,748 | ||||||
| Retained earnings | 39,182 | 37,899 | ||||||
| Accumulated other comprehensive loss | (678 | ) | (545 | ) | ||||
| Treasury stock, common, at cost (911,324 and 1,207,118 shares held at March 31, 2026 and December 31, 2025, respectively) | (964 | ) | (1,216 | ) | ||||
| Total BlackRock, Inc. stockholders’ equity | 56,688 | 55,888 | ||||||
| Nonredeemable NCI - CIPs | 217 | 227 | ||||||
| Total permanent equity | 56,905 | 56,115 | ||||||
| Total liabilities, temporary equity and permanent equity | $ | 170,237 | $ | 169,998 |
(1)
At March 31, 2026, cash and cash equivalents, investments, other assets and other liabilities include $238 million, $9.1 billion, $132 million and $3.9 billion, respectively, related to consolidated variable interest entities (“VIEs”). At December 31, 2025, cash and cash equivalents, investments, other assets and other liabilities include $428 million, $8.5 billion, $76 million and $4.1 billion, respectively, related to consolidated VIEs.
See accompanying notes to condensed consolidated financial statements.
Black****Rock, Inc.
Condensed Consolidated Statements of Income
(unaudited)
| Three Months Ended | ||||||||
| March 31, | ||||||||
| (in millions, except per share data) | 2026 | 2025 | ||||||
| Revenue | ||||||||
| Investment advisory, administration fees and securities lending revenue: | ||||||||
| Investment advisory and administration fees | $ | 5,259 | $ | 4,244 | ||||
| Securities lending revenue | 179 | 157 | ||||||
| Total investment advisory, administration fees and securities lending revenue | 5,438 | 4,401 | ||||||
| Investment advisory performance fees | 272 | 60 | ||||||
| Technology services and subscription revenue | 530 | 436 | ||||||
| Distribution fees | 389 | 321 | ||||||
| Advisory and other revenue | 69 | 58 | ||||||
| Total revenue | 6,698 | 5,276 | ||||||
| Expense | ||||||||
| Employee compensation and benefits | 2,225 | 1,741 | ||||||
| Sales, asset and account expense: | ||||||||
| Distribution and servicing costs | 705 | 570 | ||||||
| Direct fund expense | 481 | 392 | ||||||
| Sub-advisory and other | 71 | 47 | ||||||
| Total sales, asset and account expense | 1,257 | 1,009 | ||||||
| General and administration expense | 674 | 615 | ||||||
| Change in fair value of contingent consideration | (549 | ) | 96 | |||||
| Amortization of intangible assets | 277 | 117 | ||||||
| Total expense | 3,884 | 3,578 | ||||||
| Operating income | 2,814 | 1,698 | ||||||
| Nonoperating income (expense) | ||||||||
| Net gain (loss) on investments | 72 | 58 | ||||||
| Interest and dividend income | 90 | 173 | ||||||
| Interest expense | (134 | ) | (166 | ) | ||||
| Dividend income and net interest income (expense) | (44 | ) | 7 | |||||
| Total nonoperating income (expense) | 28 | 65 | ||||||
| Income before income taxes | 2,842 | 1,763 | ||||||
| Income tax expense | 516 | 248 | ||||||
| Net income | 2,326 | 1,515 | ||||||
| Less: | ||||||||
| Net income (loss) attributable to NCI - CIPs | 6 | 5 | ||||||
| Net income (loss) attributable to NCI - Subco | 108 | — | ||||||
| Net income attributable to BlackRock, Inc. | $ | 2,212 | $ | 1,510 | ||||
| Earnings per share attributable to BlackRock, Inc. common stockholders: | ||||||||
| Basic | $ | 14.24 | $ | 9.74 | ||||
| Diluted | $ | 14.06 | $ | 9.64 | ||||
| Weighted-average common shares outstanding: | ||||||||
| Basic | 155.3 | 155.0 | ||||||
| Diluted (including Subco Units) | 165.0 | 156.6 |
See accompanying notes to condensed consolidated financial statements.
Blac****kRock, Inc.
Condensed Consolidated Statements of Comprehensive Income
(unaudited)
| Three Months Ended | ||||||||
| March 31, | ||||||||
| (in millions) | 2026 | 2025 | ||||||
| Net income | $ | 2,326 | $ | 1,515 | ||||
| Other comprehensive income (loss): | ||||||||
| Foreign currency translation adjustments(1) | (139 | ) | 227 | |||||
| Comprehensive income (loss) | 2,187 | 1,742 | ||||||
| Less: | ||||||||
| Comprehensive income (loss) attributable to NCI - CIPs | 6 | 5 | ||||||
| Comprehensive income (loss) attributable to NCI - Subco | 108 | — | ||||||
| **Comprehensive income attributable |
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Item 4. Controls and Procedures
Disclosure Controls and Procedures. Under the direction of BlackRock’s Chief Executive Officer and Chief Financial Officer, BlackRock evaluated the effectiveness of its disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report on Form 10-Q. Based on this evaluation, BlackRock’s Chief Executive Officer and Chief Financial Officer have concluded that BlackRock’s disclosure controls and procedures were effective.
Internal Control over Financial Reporting. There were no changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2026 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.
PART II – OTHER INFORMATION
Item 1. Lega****l Proceedings
For a discussion of the Company’s legal proceedings, see Note 15, Commitments and Contingencies, in the notes to the condensed consolidated financial statements of this Form 10-Q.
I****tem 1A. Risk Factors
In addition to the other information set forth in this report, the risks discussed in BlackRock's Annual Report on Form 10-K for the year ended December 31, 2025 could materially affect our business, financial condition, operating results and nonoperating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
During the three months ended March 31, 2026, the Company made the following purchases of its common stock, which is registered pursuant to Section 12(b) of the Exchange Act, and Class B-2 Common Units ("Subco Units") of a consolidated subsidiary, BlackRock Saturn Subco, LLC.
| Total Number of Shares Purchased**(1)** | Total Number of Subco Units Purchased**(1)(2)** | Average Price Paid per Share and Subco Unit | TotalNumber of Shares and Subco Units Purchased as Part of Publicly AnnouncedPlans or Programs | Maximum Number of Shares orSubco Units that May Yet Be Purchased Under the Plans or Programs(1) | ||||||||||||||||
| January 1, 2026 through January 31, 2026 | 307,856 | 128,794 | $ | 1,121.03 | 128,794 | 9,116,170 | ||||||||||||||
| February 1, 2026 through February 28, 2026 | 242,066 | 16,088 | $ | 1,075.96 | 256,697 | 8,859,473 | ||||||||||||||
| March 1, 2026 through March 31, 2026 | 40,252 | — | $ | 1,058.83 | 27,158 | 8,832,315 | ||||||||||||||
| Total | 590,174 | 144,882 | $ | 1,101.80 | 412,649 |
(1)
Consists of purchases of common stock made by the Company primarily to satisfy income tax withholding obligations of employees and members of the Company’s Board of Directors related to the vesting of certain restricted stock unit awards and purchases of common stock and/or Subco Units made by the Company pursuant to the share repurchase plan. The Company announced its share repurchase plan in July 2010, which initially authorized the repurchase of 5.1 million shares with no stated expiration. In January 2026, the Company announced that the Board of Directors authorized the repurchase of an additional seven million shares under the Company’s existing share repurchase program, for a total of up to approximately 9.2 million shares of BlackRock common stock.
(2)
The Subco Units repurchased by the Company during the three months ended March 31, 2026 were exchangeable into an equal number of shares of the Company’s common stock.
Item 5. Other Information
Section 13(r) Disclosure
Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of the Exchange Act, the Company hereby incorporates by reference herein Exhibit 99.1 of this report, which includes information provided to us by Malaysia Airport Holdings Berhard.
Item 6. Exhibits
| Exhibit No. | Description | |
| 10.1(1) | Amendment No. 17, dated as of March 31, 2026, by and among BlackRock, Inc., certain of its subsidiaries, Wells Fargo Bank, National Association, as administrative agent, a swingline lender, an issuing lender, L/C agent and a lender, and the banks and other financial institutions referred to therein. | |
| 31.1 | Section 302 Certification of Chief Executive Officer | |
| 31.2 | Section 302 Certification of Chief Financial Officer | |
| 32.1 | Section 906 Certification of Chief Executive Officer and Chief Financial Officer | |
| 99.1 | Section 13(r) Disclosure | |
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbases Document | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | |
(1)
Incorporated by reference to BlackRock’s Current Report on Form 8-K filed on April 3, 2026.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| BLACKROCK, INC. | |||
| (Registrant) | |||
| By: | /s/ Martin S. Small | ||
| Date: May 6, 2026 | Martin S. Small | ||
| Senior Managing Director & Chief Financial Officer (Principal Financial Officer) |