- Statement of Changes in Beneficial Ownership (4)
February 21 2012 - 5:52PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
FINK LAURENCE
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2. Issuer Name
and
Ticker or Trading Symbol
BlackRock Inc.
[
BLK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman and CEO
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(Last)
(First)
(Middle)
BLACKROCK, INC., 55 EAST 52ND STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/16/2012
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(Street)
NEW YORK, NY 10055
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Shares of Common Stock (par value $0.01 per share)
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2/16/2012
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M
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185633
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A
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$37.36
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1521065.28
(1)
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D
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Shares of Common Stock (par value $0.01 per share)
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2/16/2012
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S
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6815
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D
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$191.1405
(2)
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1514250.28
(1)
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D
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Shares of Common Stock (par value $0.01 per share)
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2/16/2012
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S
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166311
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D
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$192.2897
(3)
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1347939.28
(1)
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D
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Shares of Common Stock (par value $0.01 per share)
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2/16/2012
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S
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12507
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D
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$192.6425
(4)
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1335432.28
(1)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy)
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$37.36
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2/16/2012
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M
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185633
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12/31/2006
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10/15/2012
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Shares of Common Stock (par value $0.01 per share)
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185633
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$
0
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0
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D
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Explanation of Responses:
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(
1)
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Includes (i) 12,344 shares of Restricted Stock vesting on 1/31/13, (ii) 30,688 shares of Restricted Stock vesting in equal installments on 1/31/13 and 1/31/14, (iii) 18,712 shares of Restricted Stock vesting on 1/31/14, (iv) 39,056 Restricted Stock Units vesting in installments on 1/31/13, 1/31/14 and 1/31/15 and (v) 32,766 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.
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(
2)
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This transaction was executed in multiple trades at prices ranging from $190.57 to $191.56. The price reported represents the weighted average sale price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.
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(
3)
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This transaction was executed in multiple trades at prices ranging from $191.61 to $192.60. The price reported represents the weighted average sale price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.
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(
4)
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This transaction was executed in multiple trades at prices ranging from $192.605 to $192.85. The price reported represents the weighted average sale price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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FINK LAURENCE
BLACKROCK, INC.
55 EAST 52ND STREET
NEW YORK, NY 10055
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X
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Chairman and CEO
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Signatures
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/s/ Daniel R. Waltcher as Attorney-in-Fact for Laurence Fink
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2/21/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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