8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): August 10, 2018

iShares^® Commodity Optimized Trust

(Exact name of registrant as specified in its charter)

Delaware	001-36044	46-2428725
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

c/o iShares^® Delaware Trust Sponsor LLC
400 Howard Street
San Francisco, California 94105
Attn: Product Management Team
iShares^® Product Research & Development

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (415) 670-2000

Not Applicable
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 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 accounting standards provided pursuant to Section 13(a) of the Exchange Act.       ☑

Item 3.01. Notice of Delisting or Failure to Satisfy a Conditional Listing Rule or Standard; Transfer of Listing

Item 8.01. Other Events

On August 10, 2018, iShares Delaware Trust Sponsor LLC, sponsor of the iShares Commodity Optimized Trust (the “Trust”), issued a press release announcing that it will close and liquidate the Trust. A copy of the press release is attached hereto as Exhibit 99.1. Exhibit 99.1 is being furnished to the Securities and Exchange Commission.

A copy of the notice letter to shareholders related to the foregoing announcement is attached hereto as Exhibit 99.2. Exhibit 99.2 is being furnished to the Securities and Exchange Commission.

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
99.1	Press Release, dated August 10, 2018
99.2	Notice to Shareholders, dated August 10, 2018

2

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 hereunto duly authorized.

Date: August 10, 2018

iShares® Commodity Optimized Trust*
By:	iShares® Delaware Trust Sponsor LLC
By:	/s/ Paul Lohrey
Name:	Paul Lohrey
Title:	Director, President and Chief Executive Officer
By:	/s/ Jack Gee
Name:	Jack Gee
Title:	Director and Chief Financial Officer

______________________

* The registrant is a trust. Each of the individuals specified above is signing in his or her capacity as an officer and/or authorized signatory of iShares^® Delaware Trust Sponsor LLC, the sponsor of the trust.

3

EX-99.1

Exhibit 99.1

Matt Kobussen

646-231-0599

Matt.Kobussen@blackrock.com

BlackRock Announces Change to iShares Commodities Lineup

New York, August 10, 2018 – BlackRock, Inc. (NYSE: BLK) plans to close and liquidate the following iShares exchange-traded product based on the ongoing review of its product lineup to ensure it meets the evolving needs of clients.

Ticker	ETF Name	Inception Date
CMDT	iShares Commodity Optimized Trust	8/8/13

iShares Commodity Optimized Trust (CMDT) will no longer accept creation and redemption orders after market close (4:00 pm ET) on October 10, 2018. Trading in CMDT will be suspended prior to market open on October 11, 2018. Proceeds of the liquidation are currently scheduled to be sent to shareholders on October 15, 2018.

iShares offers broad-based commodities exposure through the iShares Bloomberg Roll Select Commodity Strategy ETF (CMDY). CMDY was launched in April 2018 to provide exposure, on a total return basis, to a diversified group of commodities including agriculture, energy and metals. CMDY is designed to simplify tax filings as it does not require K-1 tax reporting.

For more information, please call 1-800-iShares (1-800-474-2737).

About BlackRock

BlackRock helps investors build better financial futures. As a fiduciary to our clients, we provide the investment and technology solutions they need when planning for their most important goals. As of June 30, 2018, the firm managed approximately $6.3 trillion in assets on behalf of investors worldwide. For additional information on BlackRock, please visit www.blackrock.com | Twitter: @blackrock | Blog: www.blackrockblog.com | LinkedIn: www.linkedin.com/company/blackrock.

About iShares

iShares^® is a global leader in exchange-traded funds (ETFs), with more than a decade of expertise and commitment to individual and institutional investors of all sizes. With over 800 funds globally across multiple asset classes and strategies and more than $1.8 trillion in assets under management as of June 30, 2018, iShares helps clients around the world build the core of their portfolios, meet specific investment goals and implement market views. iShares funds are powered by the expert portfolio and risk management of BlackRock, trusted to manage more money than any other investment firm¹.

¹ Based on $6.3 trillion in AUM as of 6/30/18

This information must be preceded or accompanied by a current prospectus for the iShares Commodity Optimized Trust (“the Trust”). Investors should read it carefully before investing.

The sponsor of the Trust is iShares Delaware Trust Sponsor LLC (the “Sponsor”). BlackRock Investments, LLC ("BRIL"), assists in the promotion of the Trust. The Sponsor and BRIL are affiliates of BlackRock, Inc. The Sponsor has broad discretion to liquidate the Trust at any time. The Trust could be liquidated at a time when the disposition of its interests will result in losses to investors. Shares of the Trust are not deposits or other obligations of or guaranteed by BlackRock, Inc., and its affiliates, and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency.

Prospective investors in CMDY should carefully consider CMDY’s investment objectives, risk factors, and charges and expenses before investing. This and other information can be found in CMDY’s prospectus and summary prospectus which may be obtained by visiting www.iShares.com or www.blackrock.com. Prospective investors in CMDY should read the prospectus carefully before investing.

The iShares Bloomberg Roll Select Commodity Strategy ETF (“CMDY”) is actively managed and does not seek to replicate the performance of a specified index. CMDY may have a higher portfolio turnover than funds that seek to replicate the performance of an index. CMDY is a commodity pool, as defined in the Commodity Exchange Act and the applicable regulations of the Commodity Futures Trading Commission, or "CFTC," and is managed by its Advisor, BlackRock Fund Advisors, a commodity pool operator registered with the CFTC.

CMDY’s use of derivatives may reduce CMDY’s returns and/or increase volatility and subject CMDY to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Commodity futures trading may be illiquid. In addition, suspensions or disruptions of market trading in the commodities markets and related futures markets may adversely affect the value of CMDY. Certain derivatives may give rise to a form of leverage and may expose CMDY to greater risk and increase its costs. To the extent that CMDY invests in rolling futures contracts, it may be subject to additional risk. An increase in interest rates may cause the value of fixed-income securities held by CMDY to decline.

Investing in commodity-linked derivatives and commodity-related companies may increase volatility. Price movements are outside of CMDY’s control and may be influenced by weather and climate conditions, livestock disease, war, terrorism, political conflicts and economic events, interest rates, currency and exchange rates, government regulation and taxation. Commodity futures trading may be illiquid. In addition, suspensions or disruptions of market trading in the commodities markets and related futures markets may adversely affect the value of CMDY.

The iShares Funds are distributed by BlackRock Investments, LLC (together with its affiliates, “BlackRock”).

©2018 BlackRock. iSHARES and BLACKROCK are registered trademarks of BlackRock. All other marks are the property of their respective owners.

569278

EX-99.2

Exhibit 99.2

400 Howard Street
P.O. Box 7101
San Francisco, CA 94105
Tel  +415 670 2000

August 10, 2018

Dear Shareholder:

BlackRock continually reviews its product range to ensure it meets the evolving needs of our clients. As part of our review process, we have decided to close and liquidate the iShares Commodity Optimized Trust (NYSE Arca: CMDT). This decision was made based on a variety of factors including:

● client feedback indicating strong aversion towards investment products that issue Form K-1s for tax reporting purposes; and

● the recent launch of a similar investment product organized as an investment company under the Investment Company Act of 1940, as amended.

You can expect the following events to occur in connection with the closure and liquidation of CMDT:

● after the close of business on October 10, 2018, CMDT will no longer accept creation and redemption orders and will commence winding up its business, but through such date shareholders may sell shares of CMDT through a broker in the standard manner, including payment of any applicable brokerage charges and fees; and

● CMDT expects to distribute cash to remaining shareholders as promptly as practicable following the liquidation of its holdings.

BlackRock continues to be committed to providing investors with a diverse range of efficient and transparent market exposures to help clients meet their investment objectives.

If you have any additional questions, please refer to the Form 8-K filed on August 10, 2018 (available on our website at www.iShares.com) or call 1-800-iShares (1-800-474-2737)(toll free).

Sincerely,

Paul Lohrey

President and Chief Executive Officer

iShares Delaware Trust Sponsor LLC

© 2018 BlackRock. All rights reserved. iSHARES^® and BLACKROCK^® are registered and unregistered trademarks of BlackRock. All other marks are those of their respective owners.