BlackRock Inc. DE NY false 0001364742 --12-31 0001364742 2023-09-13 2023-09-13 0001364742 blk:CommonStockPointZeroOneParValueMember 2023-09-13 2023-09-13 0001364742 blk:OnePointTwoFiveZeroPercentNotesDueTwoThousandTwentyFiveMember 2023-09-13 2023-09-13





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 13, 2023




(Exact name of registrant as specified in its charter)




DELAWARE   001-33099   32-0174431

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)


50 Hudson Yards, New York, New York   10001
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 810-5300

(Former name or former address, if changed since last report.)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of exchange

on which registered

Common Stock, $.01 par value   BLK   New York Stock Exchange
1.250% Notes due 2025   BLK25   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐




Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On September 13, 2023, the Board of Directors (the “Board”) of BlackRock, Inc. (the “Company”) approved amendments to the Company’s Amended and Restated Bylaws, effective September 13, 2023. The amendments incorporate and update procedural and informational requirements for director nominations by stockholders in light of the Securities and Exchange Commission’s adoption of “universal proxy” rules as set forth in Rule 14a-19 under the Securities Exchange Act of 1934, including other clarifying and conforming changes. The amendments also include revisions to reflect developments in the Delaware General Corporation Law relating to the availability of stockholder lists at stockholder meetings. A copy of the Amended and Restated Bylaws is attached hereto as Exhibit 3.1 and is incorporated herein by reference.


Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits





3.1    Amended and Restated Bylaws of BlackRock.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


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 hereunto duly authorized.


    BlackRock, Inc.

/s/ R. Andrew Dickson III

Date: September 15, 2023     R. Andrew Dickson III
    Managing Director and Corporate Secretary