0001209191-12-005141.txt : 20120124 0001209191-12-005141.hdr.sgml : 20120124 20120124170130 ACCESSION NUMBER: 0001209191-12-005141 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120120 FILED AS OF DATE: 20120124 DATE AS OF CHANGE: 20120124 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fairbairn Robert W CENTRAL INDEX KEY: 0001376962 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33099 FILM NUMBER: 12542493 MAIL ADDRESS: STREET 1: BLACKROCK, INC. STREET 2: 40 EAST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BlackRock Inc. CENTRAL INDEX KEY: 0001364742 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 320174431 STATE OF INCORPORATION: DE FISCAL YEAR END: 0226 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212-810-5300 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10055 FORMER COMPANY: FORMER CONFORMED NAME: BlackRock, Inc. DATE OF NAME CHANGE: 20060929 FORMER COMPANY: FORMER CONFORMED NAME: New BlackRock, Inc. DATE OF NAME CHANGE: 20060601 4 1 doc4.xml FORM 4 SUBMISSION X0304 4 2012-01-20 0 0001364742 BlackRock Inc. BLK 0001376962 Fairbairn Robert W BLACKROCK, INC. 55 EAST 52ND STREET NEW YORK NY 10055 0 1 0 0 Senior Managing Director Shares of Common Stock (par value $0.01 per share) 2012-01-20 4 A 0 5783 0.00 A 57035 D Shares of Common Stock (par value $0.01 per share) 2012-01-20 4 A 0 21844 0.00 A 78879 D Reflects an award value of $1,062,491 converted to a number of Restricted Stock Units by dividing the approved award value by $183.71, which was the average of the high and low price per share of Common Stock on January 20, 2012. This grant was approved by the Management Development and Compensation Committee on January 17, 2012. Restricted Stock Units vest in installments with 33% vesting on 1/31/13, 33% vesting on 1/31/14 and 34% vesting on 1/31/15. Includes (i) 2,536 Restricted Stock Units vesting on 1/31/12, (ii) 3,886 shares of Restricted Stock vesting in equal installments on 1/31/12 and 1/31/13, (iii) 4,001 shares of Restricted Stock vesting on 1/31/12, (iv) 8,282 shares of Restricted Stock vesting in installments on 1/31/12, 1/31/13 and 1/31/14, (v) 13,098 shares of Restricted Stock vesting on 1/31/14 and (vi) 5,783 Restricted Stock Units vesting in installments on 1/31/13, 1/31/14 and 1/31/15. Each Restricted Stock Unit is payable solely by delivery of an equal number of shares of Common Stock. Reflects an award value of $2,500,000 converted to a number of Restricted Stock Units using a $114.445 per unit value. The per unit value used for conversion represents a discount to the full value of a share of BlackRock stock on the grant date to account for the performance requirements and the risk of the award not vesting if certain performance requirements are not met. This grant was approved by the Management Development and Compensation Committee on January 17, 2012. This award of 21,844 Restricted Stock Units will vest and be eligible for payment in respect of (A) 33% of the award if the price of a share of Common Stock is at least $211.266 for at least 20 consecutive trading days, (B) 33% of the award if the price of a share of Common Stock is at least $229.637 for at least 20 consecutive trading days and [Footnote 3 cont.] (C) 34% of the award if the price of a share of Common Stock is at least $248.008 for at least 20 consecutive trading days; provided that, such vesting and eligibility for payment shall occur only if the price of a share of Common Stock on any Vesting Date which occurs subsequent to satisfaction of a condition described in clauses (A), (B) or (C) is at least $211.266, where "Vesting Date" shall mean any of January 31, 2016, January 31, 2017 and January 31, 2018. Accordingly, no portion of this award may vest and be eligible for payment before January 31, 2016 and any portion of this award that has not become vested and eligible for payment, based on the above performance requirements, on or before January 31, 2018 shall on such date expire and be cancelled. Includes (i) 2,536 Restricted Stock Units vesting on 1/31/12, (ii) 3,886 shares of Restricted Stock vesting in equal installments on 1/31/12 and 1/31/13, (iii) 4,001 shares of Restricted Stock vesting on 1/31/12, (iv) 8,282 shares of Restricted Stock vesting in installments on 1/31/12, 1/31/13 and 1/31/14 (v) 13,098 shares of Restricted Stock vesting on 1/31/14, (vi) 5,783 Restricted Stock Units vesting in installments on 1/31/13, 1/31/14 and 1/31/15 and (vii) 21,844 Restricted Stock Units awarded on 1/20/12 that will vest in whole or in part only on the satisfaction of one or more previously-disclosed Common Stock price targets, but which may not vest before 1/31/16 and will expire on 1/31/18 to the extent not then vested. Each Restricted Stock Unit is payable solely by delivery of an equal number of shares of Common Stock. /s/ Daniel R. Waltcher as Attorney-in-Fact for Robert W. Fairbairn 2012-01-24