Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-balance
Sheet Arrangement of a Registrant.
On April 29, 2019, BlackRock, Inc.
(BlackRock or the Company) completed its underwritten public offering of $1,000,000,000 aggregate principal amount of its 3.250% Notes due 2029 (the Notes) pursuant to BlackRocks registration statement on
Form
S-3
(File
No. 333-224504).
The Notes were
issued pursuant to the Senior Indenture, dated as of September 17, 2007, between the Company and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (the Indenture).
At any time and from time to time, prior to January 30, 2029 (three (3) months prior to maturity), the Company may redeem the Notes at a
make-whole redemption price (as defined in the Notes). The Notes may be redeemed on or after January 30, 2029 (three (3) months prior to maturity) in whole or in part at any time, at the Companys option, at 100% of the principal
amount of the Notes. In the case of any such redemption, the Company will also pay accrued and unpaid interest, if any, to the redemption date.
Each of the following constitutes an event of default under the Indenture: (1) failure to pay any interest on any debt security of such
series when due and payable, continued for 30 days; (2) failure to pay any principal when due of such series at its maturity; (3) failure to observe or perform any other covenants or agreements of the Company with respect to such debt
securities for 60 days after the Company receives notice of such failure; or (4) certain events of bankruptcy, insolvency or reorganization.
The Indenture includes requirements that must be met if the Company consolidates or merges with, or sells all or substantially all of the
Companys assets to, another entity.
The foregoing summary is qualified in its entirety by reference to the text of the Indenture, a
copy of which is in Exhibit 4.5 to the Companys Annual Report on Form
10-K
for the year ended December 31, 2007, and the Notes, a form of which is attached as Exhibit 4.2 to this Current Report on
Form
8-K.