BlackRock 10-Q 2026-06-30

Filed 2026-08-06. 5 sections, 332K 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 June 30, 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

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BlackRock, Inc.

(Exact name of registrant as specified in its charter)

Delaware99-1116001
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 par valueBLKNew York Stock Exchange
3.750% Notes due 2035BLK 35New 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.

YesXNo

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).

YesXNo

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).

YesNoX

As of July 31, 2026, there were 154,869,259 shares of the registrant’s common stock outstanding (162,476,186 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

Page
Item 1.Financial Statements (unaudited)
Condensed Consolidated Statements of Financial Condition1
Condensed Consolidated Statements of Income2
Condensed Consolidated Statements of Comprehensive Income3
Condensed Consolidated Statements of Changes in Equity4
Condensed Consolidated Statements of Cash Flows6
Notes to Condensed Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations37
Item 3.Quantitative and Qualitative Disclosures About Market Risk71
Item 4.Controls and Procedures72

PART II

OTHER INFORMATION

Item 1.Legal Proceedings73
Item 1A.Risk Factors74
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds75
Item 6.Exhibits76
Signatures77

i

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Black****Rock, Inc.

Condensed Consolidated Statements of Financial Condition

(unaudited)

June 30,December 31,
(in millions, except shares and per share data)20262025
Assets
Cash and cash equivalents(1)$10,492$11,468
Accounts receivable5,4445,158
Investments(1)15,14413,271
Separate account assets65,26760,098
Separate account collateral held under securities lending agreements6,2697,922
Property and equipment (net of accumulated depreciation and amortization of $1,852 and $1,692 at June 30, 2026 and December 31, 2025, respectively)1,3051,256
Intangible assets (net of accumulated amortization of $1,989 and $1,482 at June 30, 2026 and December 31, 2025, respectively)27,41527,968
Goodwill35,20335,283
Operating lease right-of-use assets1,8481,874
Other assets(1)7,4885,700
Total assets$175,875$169,998
Liabilities
Accrued compensation and benefits$2,432$3,830
Accounts payable and accrued liabilities2,0121,740
Borrowings12,74412,768
Separate account liabilities65,26760,098
Separate account collateral liabilities under securities lending agreements6,2697,922
Contingent consideration liabilities7,8758,429
Deferred income tax liabilities4,4884,618
Operating lease liabilities2,2242,228
Other liabilities(1)8,0246,823
Total liabilities111,335108,456
Commitments and contingencies (Note 15)
Temporary equity
Redeemable noncontrolling interests ("NCI") - consolidated sponsored investment products ("CIPs")3,8722,636
Redeemable NCI - BlackRock Saturn Subco, LLC ("Subco")2,8282,791
Permanent equity
BlackRock, Inc. stockholders’ equity
Common stock, $0.01 par value;22
Shares authorized: 500,000,000 at June 30, 2026 and December 31, 2025; Shares issued: 156,276,289 at both June 30, 2026 and December 31, 2025 Shares outstanding: 154,996,807 and 155,069,171 at June 30, 2026 and December 31, 2025, respectively
Additional paid-in capital19,41419,748
Retained earnings40,20537,899
Accumulated other comprehensive loss(653)(545)
Treasury stock, common, at cost (1,279,482 and 1,207,118 shares held at June 30, 2026 and December 31, 2025, respectively)(1,355)(1,216)
Total BlackRock, Inc. stockholders’ equity57,61355,888
Nonredeemable NCI - CIPs227227
Total permanent equity57,84056,115
Total liabilities, temporary equity and permanent equity$175,875$169,998

(1)

At June 30, 2026, cash and cash equivalents, investments, other assets and other liabilities include $180 million, $9.5 billion, $42 million and $3.7 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 EndedSix Months Ended
June 30,June 30,
(in millions, except per share data)2026202520262025
Revenue
Investment advisory, administration fees and securities lending revenue:
Investment advisory and administration fees$5,487$4,283$10,746$8,527
Securities lending revenue239171418328
Total investment advisory, administration fees and securities lending revenue5,7264,45411,1648,855
Investment advisory performance fees30594577154
Technology services and subscription revenue5664991,096935
Distribution fees395320784641
Advisory and other revenue9256161114
Total revenue7,0845,42313,78210,699
Expense
Employee compensation and benefits2,2741,7644,4993,505
Sales, asset and account expense:
Distribution and servicing costs7325761,4371,146
Direct fund expense5434411,024833
Sub-advisory and other674613893
Total sales, asset and account expense1,3421,0632,5992,072
General and administration expense7206131,3941,228
Change in fair value of contingent consideration1176(538)172
Restructuring charge—39—39
Amortization of intangible assets276137553254
Total expense4,6233,6928,5077,270
Operating income2,4611,7315,2753,429
Nonoperating income (expense)
Net gain (loss) on investments283550355608
Interest and dividend income109144199317
Interest expense(134)(173)(268)(339)
Dividend income and net interest income (expense)(25)(29)(69)(22)
Total nonoperating income (expense)258521286586
Income before income taxes2,7192,2525,5614,015
Income tax expense6775871,193835
Net income2,0421,6654,3683,180
Less:
Net income (loss) attributable to NCI - CIPs35724177
Net income (loss) attributable to NCI - Subco93—201—
Net income attributable to BlackRock, Inc.

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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 June 30, 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 June 30, 2026, the Company made the following purchases of its common stock, which is registered pursuant to Section 12(b) of the Exchange Act.

Total Number of Shares Purchased**(1)**Average Price Paid per ShareTotalNumber of Shares Purchased as Part of Publicly AnnouncedPlans or ProgramsMaximum Number of Shares that May Yet Be Purchased Under the Plans or Programs**(1)**
April 1, 2026 through April 30, 2026152,183$1,050.18151,1128,681,203
May 1, 2026 through May 31, 2026253,608$1,070.00247,1838,434,020
June 1, 2026 through June 30, 202629,833$1,019.1625,8588,408,162
Total435,624$1,059.60424,153

(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.

Item 6. Exhibits

Exhibit No.Description
31.1Section 302 Certification of Chief Executive Officer
31.2Section 302 Certification of Chief Financial Officer
32.1Section 906 Certification of Chief Executive Officer and Chief Financial Officer
101.INSInline 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.SCHInline XBRL Taxonomy Extension Schema with Embedded Linkbases Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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: August 6, 2026Martin S. Small
Senior Managing Director & Chief Financial Officer (Principal Financial Officer)