UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number: 811-22426
| Name of Fund: |
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BlackRock Taxable Municipal Bond Trust (BBN) |
| Fund Address: |
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100 Bellevue Parkway, Wilmington, DE 19809 |
Name and address of agent for
service: John M. Perlowski, Chief Executive Officer, BlackRock Taxable
Municipal Bond Trust, 50 Hudson Yards, New York, NY 10001
Registrant’s telephone number, including area code: (800) 882-0052, Option 4
Date of fiscal year end: 12/31/2024
Date of reporting period: 12/31/2024
Item 1 – Reports to Stockholders
(a) The Reports to Shareholders are attached herewith.
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN) |
Not FDIC Insured • May Lose Value • No Bank Guarantee |
Supplemental Information (unaudited)
Section 19(a) Notices
BlackRock Taxable Municipal Bond Trust’s (BBN) (the "Trust") amounts and sources of distributions reported are estimates and are being provided
pursuant to regulatory requirements and are not being provided for tax reporting purposes. The actual amounts and sources for tax reporting purposes will
depend upon the Trust’s investment experience during the year and may be subject to changes based on tax regulations. The Trust will provide a
Form 1099-DIV each calendar year that will tell you how to report these distributions for U.S. federal income tax purposes.
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Total Cumulative Distributions
for the Fiscal Period |
% Breakdown of the Total Cumulative
Distributions for the Fiscal Period |
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Net Realized
Capital Gains
Short-Term |
Net Realized
Capital Gains
Long-Term |
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Net Realized
Capital Gains
Short-Term |
Net Realized
Capital Gains
Long-Term |
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The Trust estimates that it has distributed more than its net income and net realized
capital gains; therefore, a portion of the distribution may be a return of capital. A return of capital may occur, for example, when some or all of the shareholder’s investment in the Trust is returned to the shareholder. A return of capital does not necessarily reflect
the Trust’s investment performance and should not be confused with
“yield” or “income.” When distributions exceed total return performance, the difference will reduce the Trust’s net asset value per share. |
Section 19(a) notices for the Trust, as applicable, are available on the BlackRock
website at blackrock.com.
Managed Distribution Plan
The Trust, with the approval of its Board of Trustees (the
“Board”), has adopted a managed distribution plan, consistent with its investment objectives and policies, to support a level distribution of
income, capital gains and/or return of capital (the “Plan”). In accordance with the Plan, the Trust currently distributes a fixed amount of $0.092900 per share on
a monthly basis.
The fixed amount distributed
per share is subject to change at the discretion of the Trust’s Board. The Trust is currently
not relying on any exemptive relief from Section 19(b) of the Investment Company Act of 1940, as amended (the “1940 Act”). Under its Plan, the
Trust will distribute all available investment income to its shareholders as required by the Internal Revenue Code of 1986, as amended (the
“Code”). If sufficient income (inclusive of net investment income and short-term capital gains) is not earned on a monthly basis, the Trust will
distribute long-term capital gains and/or return of capital to shareholders in order to maintain a level distribution. Each monthly distribution to
shareholders is expected to be at the fixed amount established by the Board; however, the Trust may make additional distributions from time to time, including
additional capital gain distributions at the end of the taxable year, if required to meet requirements imposed by the Code and/or the 1940 Act.
Shareholders should not draw any conclusions about the
Trust’s investment performance from the amount of these distributions or from the terms of
the Plan. The Trust’s total return performance is presented in its financial highlights table.
The Board may amend, suspend or terminate the
Trust’s Plan at any time without prior notice to the Trust’s shareholders if it deems such actions to be in the best interests of the Trust or its shareholders. The suspension or termination of the Plan could have the effect of creating a trading discount (if the Trust’s stock is trading at or above net asset value) or widening an existing trading discount. The Trust is subject to risks that could have an adverse impact on its ability to maintain level distributions. Examples of
potential risks include, but are not limited to, economic downturns impacting the markets, changes in interest rates, decreased market volatility, companies
suspending or decreasing corporate dividend distributions and changes in the Code.
2 2024 BlackRock
Annual Report to Shareholders
The Benefits and Risks
of Leveraging
The Trust may utilize leverage to seek
to enhance the distribution rate on, and net asset value (“NAV”) of, its common shares (“Common Shares”). However, there is no guarantee that these
objectives can be achieved in all interest rate environments.
In general, the concept of leveraging is based on the premise that the financing cost of leverage, which is based on short-term interest rates, is normally lower than the
income earned by the Trust on its longer-term portfolio investments purchased with the proceeds from leverage. To the extent that the total assets of the Trust
(including the assets obtained from leverage) are invested in higher-yielding portfolio investments, the Trust’s shareholders benefit from the incremental net income. The interest earned on securities purchased with the proceeds from leverage (after paying the leverage costs) is paid to shareholders in the form of dividends, and the value of these portfolio
holdings (less the leverage liability) is reflected in the per share NAV.
To illustrate these concepts, assume the Trust’s capitalization is $100 million and it utilizes leverage for an additional $30
million, creating a total value of $130 million available for investment in longer-term income securities. If prevailing short-term interest rates are 3% and
longer-term interest rates are 6%, the yield curve has a strongly positive slope. In this case, the Trust’s financing costs on the $30 million of
proceeds obtained from leverage are based on the lower short-term interest rates. At the same time, the securities purchased by the Trust with the proceeds
from leverage earn income based on longer-term interest rates. In this case, the Trust’s financing cost of leverage is significantly lower than the
income earned on the Trust’s longer-term investments acquired from such leverage proceeds, and therefore the holders of Common Shares (“Common
Shareholders”) are the beneficiaries of the incremental net income.
However, in order to benefit shareholders, the return on assets purchased with leverage proceeds must exceed the ongoing costs associated with the leverage. If interest and
other costs of leverage exceed the Trust’s return on assets purchased with leverage proceeds, income to shareholders is lower than if the Trust had not used leverage. Furthermore, the value of the Trust’s portfolio investments generally varies inversely with the direction of long-term interest rates, although other factors can influence the value of portfolio investments. In contrast, the amount of the Trust’s obligations under its leverage arrangement generally does not fluctuate in relation to interest rates. As a result, changes in interest rates can influence the Trust’s NAV positively or negatively. Changes in the future direction of interest rates are very difficult to predict accurately, and there is no assurance that the Trust’s intended leveraging strategy will be successful.
The use of leverage also generally causes greater changes in the Trust’s NAV, market price and dividend rates than comparable
portfolios without leverage. In a declining market, leverage is likely to cause a greater decline in the NAV and market price of the Trust’s shares than
if the Trust were not leveraged. In addition, the Trust may be required to sell portfolio securities at inopportune times or at distressed values in order to
comply with regulatory requirements applicable to the use of leverage or as required by the terms of leverage instruments, which may cause the Trust to incur
losses. The use of leverage may limit the Trust’s ability to invest in certain types of securities or use certain types of hedging strategies. The Trust
incurs expenses in connection with the use of leverage, all of which are borne by shareholders and may reduce income to the shareholders. Moreover, to the
extent the calculation of the Trust’s investment advisory fees includes assets purchased with
the proceeds of leverage, the investment advisory fees payable to the Trust’s investment adviser will be higher than if the Trust did not use leverage.
The Trust may utilize leverage through reverse repurchase agreements as described in the Notes to Financial Statements, if applicable.
Under the Investment Company Act of 1940, as amended (the
“1940 Act”), the Trust is permitted to borrow money (including through the use of TOB Trusts) or issue debt securities up to 33 1/3% of its total managed assets.
The Trust may voluntarily elect to limit its leverage to less than the maximum amount permitted under the 1940 Act.
Derivative Financial Instruments
The Trust may invest in various derivative financial
instruments. These instruments are used to obtain exposure to a security, commodity, index, market, and/or other assets without owning or taking physical
custody of securities, commodities and/or other referenced assets or to manage market, equity, credit, interest rate, foreign currency exchange rate, commodity
and/or other risks. Derivative financial instruments may give rise to a form of economic leverage and involve risks, including the imperfect correlation
between the value of a derivative financial instrument and the underlying asset, possible default of the counterparty to the transaction or illiquidity of the instrument. Pursuant to Rule 18f-4 under the 1940 Act, among other things, the Trust must either use derivative financial instruments with embedded leverage in a limited manner or
comply with an outer limit on fund leverage risk based on value-at-risk. The
Trust’s successful use of a derivative financial instrument depends on the investment
adviser’s ability to predict pertinent market movements accurately, which cannot be assured. The use of these instruments may result in losses greater
than if they had not been used, may limit the amount of appreciation the Trust can realize on an investment and/or may result in lower distributions paid to
shareholders. The Trust’s investments in these instruments, if any, are discussed in detail in the Notes to Financial Statements.
4 2024 BlackRock
Annual Report to Shareholders
Trust
Summary as of December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
Investment Objective
BlackRock Taxable Municipal Bond Trust’s (BBN) (the “Trust”) primary investment objective is to seek high current income, with a secondary objective of capital
appreciation. The Trust seeks to achieve its investment objectives by investing primarily in a portfolio of taxable municipal securities, including Build
America Bonds (“BABs”), issued by state and local governments to finance capital projects such as public schools, roads, transportation infrastructure, bridges,
ports and public buildings.
The Trust
originally sought to achieve its investment objectives by investing primarily in a portfolio of BABs, which are taxable municipal securities issued pursuant to the American Recovery and Reinvestment Act of 2009. Given the uncertainty around the BABs program at the time of the Trust’s launch in 2010, the Trust’s initial
public offering prospectus included a Contingent Review Provision. For any 24-month period, if there were no new issuances of BABs or other analogous taxable
municipal securities, the Board of Trustees (the “Board”) would undertake an evaluation of potential actions with respect to the Trust. Under the
Contingent Review Provision, such potential action may include changes to the Trust’s non-fundamental investment policies to broaden its primary
investment focus to include taxable municipal securities generally. The BABs program expired on December 31, 2010 and was not renewed. Accordingly, there have been no new
issuances of BABs since that date.
Pursuant
to the Contingent Review Provision, on June 12, 2015, the Board approved a proposal to amend the Trust’s investment policy from “Under normal market conditions, the Trust invests at least 80% of its managed assets in BABs” to “Under normal market conditions, the Trust invests at least 80% of its managed assets in
taxable municipal securities, which include BABs”, and to change the name of the Trust from “BlackRock Build America Bond Trust” to
“BlackRock Taxable Municipal Bond Trust.” These changes became effective on August 25, 2015.
The Trust continues to maintain its other investment policies,
including its ability to invest up to 20% of its managed assets in securities other than taxable municipal securities. Such other securities may include tax-exempt
securities, U.S. Treasury securities, obligations of the U.S. Government, its agencies and instrumentalities and corporate bonds.
As used herein, “managed assets” means the total assets of the Trust (including any assets attributable to money borrowed for
investment purposes) minus the sum of the Trust’s accrued liabilities (other than money borrowed for investment purposes).
As of December 31, 2024, 43% of the Trust’s portfolio is
composed of BABs. Like other taxable municipal securities, interest received on BABs is subject to U.S. tax and may be subject to state income tax. Issuers of
direct pay BABs, however, are eligible to receive a subsidy from the U.S. Treasury of up to 35% of the interest paid on the BABs. This allowed such issuers to
issue bonds that pay interest rates that were expected to be competitive with the rates typically paid by private bond issuers in the taxable fixed income
market. While the U.S. Treasury subsidizes the interest paid on BABs, it does not guarantee the principal or interest payments on BABs, and there is no
guarantee that the U.S. Treasury will not reduce or eliminate the subsidy for BABs in the future. Any interruption, delay, reduction and/or offset of the
reimbursement from the U.S. Treasury may reduce the demand for direct pay BABs and/or potentially trigger extraordinary call features of the BABs. As of the
date of this report, the subsidy that issuers of direct pay BABs receive from the U.S. Treasury has been reduced from its original level as the result of
budgetary sequestration. The extraordinary call features of some BABs permit early redemption at par value, and the reduction in the subsidy issuers of direct
pay BABs receive from the U.S. Treasury has resulted, and may continue to result, in early redemptions of some BABs at par value. Such early redemptions at par
value may result in a potential loss in value for investors of such BABs, who may have purchased the securities at prices above par, and may require such
investors to reinvest redemption proceeds in lower-yielding securities. As of the date of this report, the Trust did not own any BABs subject to a par value
extraordinary call feature. Additionally, many BABs also have more typical call provisions that permit early redemption at a stated spread to an applicable
prevailing U.S. Treasury rate. Early redemptions in accordance with these call provisions may likewise result in potential losses for the Trust and give rise to reinvestment
risk, which could reduce the Trust’s income and distributions.
No assurance can be given that the Trust’s investment objective will be achieved.
Symbol on New York Stock Exchange |
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Current Distribution Rate on Closing Market Price as of December 31, 2024 ($16.12)(a) |
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Current Monthly Distribution per Common
Share(b) |
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Current Annualized Distribution per Common Share(b) |
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Leverage as of December 31,
2024(c) |
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Current distribution rate on closing market price is calculated by dividing the current annualized distribution per share by the closing market price. The current
distribution rate may consist of income, net realized gains and/or a return of
capital. Past performance is not an indication of future results. |
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The distribution rate is not constant and is subject to change. A portion of the distribution may be deemed a return of capital or net realized gain.
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Represents reverse repurchase agreements as a percentage of total managed assets, which is the total assets of the Trust (including any assets attributable to any
borrowings) minus the sum of its liabilities (other than borrowings
representing financial leverage). Does not reflect derivatives or other instruments that may give rise to economic leverage. For a discussion of leveraging techniques utilized by the Trust, please see The Benefits and Risks of Leveraging and Derivative Financial Instruments.
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Trust
Summary as of December 31,
2024(continued)
BlackRock Taxable Municipal Bond Trust (BBN)
Taxable Municipal Bond Overview
Taxable municipal bonds trade at a spread (or additional yield)
relative to U.S. Treasury bonds with similar maturities, thus the direction of price movements of government debt typically drives a large part of returns in
the asset class. During the performance period, yields on Treasury bonds increased meaningfully across the curve for maturities of five years and longer while
two-year yields were largely unchanged. These movements resulted in a positively sloped yield curve with the longer-end selling off more aggressively. This
difficult interest rate environment for fixed-income resulted in the Bloomberg Aggregate Eligible Taxable Municipal Index (un-levered) returning 0.09% for the twelve-month
period ended December, 2024.
Spreads on
taxable municipals bonds ended the period tighter (prices increase as spreads tighten) at this broad index level which contributed to performance (along with
coupon income). Taxable municipal bond spreads, in fact, made new multi-year tights during the period. Spreads of taxable municipal bonds tend to follow those
of corporate investment grade bonds, although usually with more muted volatility. Spreads of corporate investment grade paper also tightened during the
performance period. Further, taxable municipal valuations ended the period within a normal range when compared to corporate investment-grade bonds. However, as
spreads are at tight overall level there is less scope for further performance via additional compression.
Demand for fixed-income investments and taxable municipals in
particular were strong during the period, The higher absolute level of interest rates led investors to try and lock-in those yield levels with distinct
interest for the longest maturity areas as those all-in yield levels had not been available for several years. Further, as the Federal Reserve began to loosen
policy during the second half of the period, this also boosted demand, as did the results of the Presidential election in November with its expectations for
policies that will boost economic growth. Taxable municipal performance via spread compression benefitted in that the asset class has a longer duration and
maturity structure than other parts of the fixed-income market. Further, new supply of taxable municipals remained low during the period. Issuers were both
reluctant to issue at the higher yield levels and did not have the budgetary need to issue which can be attributed to the lasting impact of Federal aid during
the Covid pandemic and to prior efforts to fund when interest rates where at much lower levels.
Fundamental credit trends remained solid in the municipal sector
as the asset class experienced more credit upgrades than downgrades. Prior Federal government aid, growth in revenues and solid budgetary controls all
contributed to this robust status. In addition to the previously mentioned positive aspects, the taxable municipal market also benefitted from the
technical factor whereby the issuers of taxable municipal debt tendered to repurchase it from investors at above market prices. The mechanics of the tenders
involved the issuers being able to qualify to issue tax-exempt debt (at lower yields) to fund the tender of the taxable municipal debt. Not only were investors able to take
advantage of attractive tender levels but this dynamic also assisted the overall market in that this provided capital to be re-invested in the asset class.
There was also a significant development during the period
with respect to Build America Bonds (“BAB”s). Most BABs were issued with an Extraordinary Redemption Provision (“ERP”) which allows the
issuer to call bonds for redemption prior to maturity under certain circumstances. Due to very rich valuations of tax-exempt bonds during the period, issuers
sought to use the ERP and call bonds out of the market while issuing new tax-exempt bonds to fund the redemptions. While these types of redemptions were not new
to the sector, the amount of ERP calls increased significantly during the period. This resulted in valuations of some BABs declining as they had previously
been trading at spreads tighter than where the bonds can be called (or were called) and also resulted in more re-investment cash in the taxable municipal
market. Towards the end of the period, BAB redemptions slowed, as did the previously described tenders, but both remain factors going forward.
Market Price and Net Asset Value Per Share Summary
GROWTH OF $10,000 INVESTMENT
(a)
Represents the Trust’s closing
market price on the NYSE and reflects the reinvestment of dividends and/or distributions at actual reinvestment prices.
(b)
An index that is a flagship measure of the taxable municipal bond market over 1 year to maturity. To be included in the index, bonds must be rated investment-grade (Baa3/BBB- or higher) by at least two of the following ratings agencies if all three rate the bond: Moody’s, S&P, Fitch.
6 2024 BlackRock
Annual Report to Shareholders
Trust
Summary as of December 31,
2024(continued)
BlackRock Taxable Municipal Bond Trust (BBN)
Performance
Returns for the period ended December 31, 2024 were as follows:
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Average Annual Total Returns |
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Trust at Market Price(a)(b) |
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Bloomberg Taxable Municipal Bond Index |
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All returns reflect reinvestment of dividends and/or distributions at actual reinvestment prices. Performance results reflect the Trust’s use of leverage, if
any. |
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The Trust’s discount to NAV narrowed during the period, which accounts for the difference between performance based on market price and performance based on NAV.
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Performance results may include adjustments made for financial reporting purposes
in accordance with U.S. generally accepted accounting principles.
Past performance is not an indication of future results.
The Trust is presenting the performance of one or more indices
for informational purposes only. The Trust is actively managed and does not seek to track or replicate the performance of any index. The index performance
shown is not intended to be indicative of the Trust’s investment strategies, portfolio
components or past or future performance.
More information about the Trust’s historical performance can be found in the “Closed-End Funds” section of blackrock.com.
The following discussion relates to the Trust’s absolute
performance based on NAV:
What factors
influenced performance?
While income contributed to the Trust’s performance, the
benefit was largely offset by the impact of falling prices.
The Trust’s use of U.S. Treasury futures to manage interest-rate risk contributed to performance at a time of rising yields. The Trust’s use of leverage allowed
it to capitalize on tightening credit spreads, further helping results. An allocation to high yield municipals added value, as well. At the sector level, the
largest contributions came from the utilities, education, tax-backed state and tax-backed local sectors.
Positions in longer-maturity bonds detracted from absolute performance. Higher
financing costs also detracted by increasing the cost of using leverage.
The Trust’s practice of maintaining a specified level of monthly distributions to shareholders did not have a material impact on its investment strategy.
Describe recent portfolio activity.
The Trust’s maturity exposure rose markedly in the 12- to 15-year range, and it declined
in the 15- to 18-year and 25- to 30-year areas. In terms of sector weightings, housing had the largest increase. On the other hand, allocations to the
education and tax-backed local sectors declined. The Trust’s allocation to California taxable municipals fell, as did its position in AA rated securities. The
Trust’s weighting in high-yield bonds rose marginally.
The investment adviser continued to look for opportunities to increase book yields given the elevated level of interest rates. The Trust had a number of bonds called away
through extraordinary redemption provisions, and it also participated in tenders of bonds at attractive levels. The Trust was active in the housing sector, as
there was ongoing new issuance in this area throughout the year.
Describe portfolio positioning at period end.
The Trust’s net duration was below that of the benchmark and at a lower level than it was
at the end of 2023. The Trust remained overweight in lower-quality securities (those rated A and below). It was overweight in bonds with maturities of 15 years
and longer, and it was underweight in shorter maturities. The Trust was overweight in the tobacco, housing and utility sectors and underweight in tax-backed states,
tax-backed locals and school districts.
The views expressed reflect the opinions
of BlackRock as of the date of this report and are subject to change based on changes in market, economic or other conditions.
These views are not
intended to be a forecast of future events and are no guarantee of future results.
Trust
Summary as of December 31,
2024(continued)
BlackRock Taxable Municipal Bond Trust (BBN)
Overview of the Trust’s Total Investments
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County/City/Special District/School District |
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Health Care Providers & Services |
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Commercial Services & Supplies |
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Calendar Year Ended December 31,(c) |
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CREDIT QUALITY ALLOCATION |
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For purposes of this report, sector sub-classifications may differ from those utilized by the Trust for compliance purposes. |
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Excludes short-term securities. |
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Scheduled maturity dates and/or bonds that are subject to potential calls by issuers over the next five years. |
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For purposes of this report, credit quality ratings shown above reflect the highest rating assigned by either S&P Global Ratings or Moody’s Investors Service,
Inc. if ratings differ. These rating agencies are independent, nationally
recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba or lower. Investments designated N/R are not rated by either rating agency. Unrated investments do not necessarily indicate low
credit quality. Credit quality ratings are subject to change.
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Rounds to less than 0.1%. |
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The investment adviser evaluates the credit quality of unrated investments based upon certain factors including, but not limited to, credit ratings for similar
investments and financial analysis of sectors and individual investments.
Using this approach, the investment adviser has deemed certain of these unrated securities as investment grade quality. As of December 31, 2024, the market value of unrated securities deemed by the investment adviser to be investment grade represents less than 1.0% of total investments. |
8 2024 BlackRock
Annual Report to Shareholders
Schedule of Investments
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
(Percentages shown are based on Net Assets)
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Commercial Services & Supplies — 2.9% |
Grand Canyon University, 5.13%,
10/01/28(a) |
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Rensselaer Polytechnic Institute, Series 2018, 5.25%,
09/01/48 |
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Wesleyan University, 4.78%,
07/01/2116(a) |
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Financial Services(b) —
1.8% |
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Western Group Housing LP, 6.75%, 03/15/57(a) |
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Health Care Providers & Services — 3.0% |
CommonSpirit Health, 5.32%,
12/01/34(a) |
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Ochsner Clinic Foundation, 5.90%, 05/15/45(a) |
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West Virginia United Health System Obligated Group, Series 2018, 4.92%, 06/01/48 |
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Total Corporate Bonds — 7.7%
(Cost: $89,452,157) |
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Jacksonville Public Educational Building Authority, RB,
(AGM), 7.00%, 08/01/46 |
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Alaska Housing Finance Corp., RB, S/F Housing,
Series C, 6.25%, 12/01/53(a) |
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Maricopa County Industrial Development Authority, RB,
7.38%, 10/01/29(b) |
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Salt River Project Agricultural Improvement & Power District, RB, BAB, 4.84%,
01/01/41(a) |
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Arkansas Development Finance Authority, RB, AMT,
Sustainability Bonds, 7.38%, 07/01/48(b) |
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Alameda Corridor Transportation Authority, Refunding
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Series D, (AGM), 0.00%, 10/01/40 |
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Series B, Senior Lien, 0.00%, 10/01/42 |
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Alameda County Joint Powers Authority, RB, BAB, Series A, 7.05%, 12/01/44(a)
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Bay Area Toll Authority, RB, BAB |
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Series S-1, 6.92%, 04/01/40 |
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Series S-3, 6.91%, 10/01/50 |
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California Infrastructure & Economic Development Bank, RB, 5.50%, 01/01/38(b) |
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California State Public Works Board, RB, BAB,
Series G-2, 8.36%, 10/01/34(a) |
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California State University, Refunding RB, Series B, 2.80%, 11/01/41 |
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City & County of San Francisco California, COP, 6.38%,
10/01/43 |
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City of Chula Vista California, RB, 2.40%, 06/01/36 |
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City of Huntington Beach California, Refunding RB |
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City of Orange California, RB, (BAM), 3.12%, 06/01/44 |
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City of San Francisco California Public Utilities
Commission Water Revenue, RB, BAB, Series DE,
6.00%, 11/01/40(a) |
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County of Sonoma California, Refunding RB, Series A, 6.00%, 12/01/29(a) |
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Golden State Tobacco Securitization Corp., Refunding
RB |
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Class B, (SAP), 3.29%, 06/01/42 |
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Series A-1, 3.71%, 06/01/41 |
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Series A-1, 4.21%, 06/01/50(a) |
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Imperial Irrigation District, RB, (AMBAC), 6.94%, 01/01/26 |
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Los Angeles Community College District, GO, BAB,
6.60%, 08/01/42(a) |
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Orange County Local Transportation Authority Sales Tax Revenue, Refunding RB, BAB, Series A, 6.91%, 02/15/41 |
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San Diego County Regional Airport Authority, ARB,
Series B, 5.59%, 07/01/43 |
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|
San Joaquin Hills Transportation Corridor Agency, Refunding RB, Series B, (AGM), 3.49%, 01/15/50 |
|
|
|
State of California, GO, BAB |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
|
|
State of California, Refunding GO, 5.13%, 03/01/38(a) |
|
|
|
| |
|
|
|
| |
|
Colorado Health Facilities Authority, Refunding RB,
Series B, 4.48%, 12/01/40 |
|
|
|
Colorado Housing and Finance Authority, RB, S/F Housing, Series B-1, Class I, (GNMA), 6.25%, 11/01/54 |
|
|
|
Denver City & County School District No. 1, Refunding
COP, Series B, 7.02%, 12/15/37 |
|
|
|
| |
|
|
|
| |
|
Connecticut Housing Finance Authority, RB, S/F Housing, Series E-1, Class T, Sustainability Bonds, 5.37%, 11/15/44 |
|
|
|
Connecticut State Health & Educational Facilities
Authority, Refunding RB, Series G-2, 4.25%,
07/01/27(b) |
|
|
|
| |
|
|
|
Schedule of Investments
9
Schedule of Investments (continued)
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
(Percentages shown are based on Net Assets)
| |
|
|
|
District of Columbia — 1.8% |
|
Metropolitan Washington Airports Authority Dulles Toll
Road Revenue, ARB, BAB, Series D, 8.00%,
10/01/47(a) |
|
|
|
Metropolitan Washington Airports Authority Dulles Toll Road Revenue, RB, BAB, 7.46%, 10/01/46 |
|
|
|
| |
|
|
|
| |
|
Capital Trust Agency, Inc., RB(b) |
|
|
|
| |
|
|
|
| |
|
|
|
County of Miami-Dade Seaport Department, ARB, 6.22%, 11/01/55 |
|
|
|
Excelsior Academies, Inc., RB, Series C, 5.25%,
11/01/25 |
|
|
|
Florida Development Finance Corp.,
RB(b) |
|
|
|
| |
|
|
|
Series B, 5.00%, 06/15/25 |
|
|
|
Series B, 5.75%, 06/15/25 |
|
|
|
Series D, 5.75%, 12/15/26 |
|
|
|
Florida Development Finance Corp., Refunding RB |
|
|
|
Series B, 4.11%, 04/01/50 |
|
|
|
| |
|
|
|
Miami-Dade County Educational Facilities Authority, Refunding RB, Series B, 5.07%, 04/01/50 |
|
|
|
Miami-Dade County Industrial Development Authority,
RB, 5.25%, 11/01/25 |
|
|
|
State Board of Administration Finance Corp., RB, Series A, 5.53%, 07/01/34(a)
|
|
|
|
Village Center Community Development District,
Refunding RB, 5.02%, 11/01/36 |
|
|
|
| |
|
|
|
| |
|
East Point Business & Industrial Development Authority, RB, Series B, 5.25%, 06/15/31(b)
|
|
|
|
Municipal Electric Authority of Georgia, Refunding RB,
BAB |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
State of Hawaii, GO, Series GK, 6.05%, 10/01/36 |
|
|
|
State of Hawaii, Refunding GO, Series GC, 2.37%, 10/01/35 |
|
|
|
| |
|
|
|
| |
|
Idaho Housing & Finance Association, RB |
|
|
|
Series B, 4.75%, 06/15/29(b)
|
|
|
|
Series B, 7.15%, 06/15/31 |
|
|
|
Idaho Housing & Finance Association, RB, S/F Housing |
|
|
|
Series B, (FHLMC, FNMA, GNMA), 6.25%, 07/01/54 |
|
|
|
Series E, (FHLMC, FNMA, GNMA), 6.06%, 01/01/44(a) |
|
|
|
| |
|
|
|
| |
|
Chicago Board of Education, GO, BAB |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
Chicago O’Hare International Airport, Refunding ARB,
BAB, Series B, 6.40%, 01/01/40 |
|
|
|
Chicago Transit Authority Sales & Transfer Tax Receipts Revenue, RB |
|
|
|
Series A, 6.90%, 12/01/40 |
|
|
|
Series B, 6.90%, 12/01/40 |
|
|
|
Chicago Transit Authority Sales Tax Receipts Fund, RB,
BAB, Series B, 6.20%, 12/01/40(a) |
|
|
|
City of Chicago Illinois Wastewater Transmission Revenue, RB, BAB, Series B, 2nd Lien, 6.90%, 01/01/40(a) |
|
|
|
City of Chicago Illinois Waterworks Revenue, RB, BAB,
Series B, 2nd Lien, 6.74%, 11/01/40 |
|
|
|
County of Will Illinois, Refunding GO, 2.95%, 11/15/45 |
|
|
|
Illinois Finance Authority, RB, 6.69%, 07/01/33 |
|
|
|
Illinois Housing Development Authority, RB, S/F Housing |
|
|
|
Series B, Sustainability Bonds, (FHLMC, FNMA,
GNMA), 5.88%, 10/01/49 |
|
|
|
Series F, Sustainability Bonds, (FHLMC, FNMA, GNMA), 5.90%, 10/01/46 |
|
|
|
Illinois Municipal Electric Agency, RB, BAB, 7.29%,
02/01/35(a) |
|
|
|
Northern Illinois Municipal Power Agency, RB, BAB, 7.82%, 01/01/40 |
|
|
|
State of Illinois, GO, BAB |
|
|
|
| |
|
|
|
| |
|
|
|
Series 3, 6.73%, 04/01/35 |
|
|
|
| |
|
|
|
| |
|
Indiana Finance Authority, RB, BAB, Series B, 6.60%,
02/01/39 |
|
|
|
Indiana Municipal Power Agency, RB, BAB, Series A, 5.59%, 01/01/42 |
|
|
|
| |
|
|
|
| |
|
Westvaco Corp., RB, 7.67%, 01/15/27(b) |
|
|
|
| |
|
Louisiana Local Government Environmental Facilities &
Community Development Authority, RB, Series A-3,
5.20%, 12/01/39(a) |
|
|
|
| |
|
Maryland Community Development Administration, RB,
S/F Housing |
|
|
|
Series F, Sustainability Bonds, (FHLMC, FNMA, GNMA), 6.15%, 09/01/38 |
|
|
|
Series F, Sustainability Bonds, (FHLMC, FNMA,
GNMA), 6.23%, 09/01/43 |
|
|
|
Maryland Economic Development Corp., RB |
|
|
|
| |
|
|
|
Sustainability Bonds, 5.94%, 05/31/57 |
|
|
|
Maryland Health & Higher Educational Facilities
Authority, RB, Series B, 6.25%, 03/01/27(b) |
|
|
|
| |
|
|
|
| |
|
Commonwealth of Massachusetts Transportation Fund Revenue, RB, BAB, 5.73%,
06/01/40(a) |
|
|
|
10
2024 BlackRock Annual Report to Shareholders
Schedule of Investments (continued)
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
(Percentages shown are based on Net Assets)
| |
|
|
|
Massachusetts (continued) |
|
Massachusetts Educational Financing Authority, RB |
|
|
|
Series A, 3.61%, 07/01/36 |
|
|
|
Series A, 5.95%, 07/01/44 |
|
|
|
Massachusetts Educational Financing Authority, Refunding RB |
|
|
|
Series A, 4.95%, 07/01/38 |
|
|
|
Series A, 6.35%, 07/01/49 |
|
|
|
Massachusetts Housing Finance Agency, RB, S/F
Housing, Sustainability Bonds, (FHLMC, FNMA,
GNMA), 5.84%, 12/01/42 |
|
|
|
| |
|
|
|
| |
|
Michigan Finance Authority, RB |
|
|
|
| |
|
|
|
Series D, 5.02%, 11/01/43 |
|
|
|
Michigan Finance Authority, Refunding RB, CAB,
Series B, 0.00%, 06/01/45(c) |
|
|
|
Michigan State Housing Development Authority, RB, S/F Housing, Series B, Sustainability Bonds, 5.77%, 12/01/44 |
|
|
|
Michigan State University, RB, BAB, Series A, 6.17%,
02/15/50(a) |
|
|
|
Michigan State University, Refunding RB, Series A, 4.50%, 08/15/48(a) |
|
|
|
Western Michigan University, Refunding RB, Series B,
(AGM), 2.88%, 11/15/43 |
|
|
|
| |
|
|
|
| |
|
Minnesota Housing Finance Agency, RB, S/F Housing, Series P, Sustainability Bonds, (FHLMC, FNMA, GNMA), 5.79%, 07/01/44 |
|
|
|
Southern Minnesota Municipal Power Agency,
Refunding RB, BAB, Series A, 5.93%, 01/01/43 |
|
|
|
Western Minnesota Municipal Power Agency, RB, BAB, 6.77%, 01/01/46 |
|
|
|
Western Minnesota Municipal Power Agency, Refunding
RB, Series A, 3.23%, 01/01/46 |
|
|
|
| |
|
|
|
| |
|
Curators of the University of Missouri, RB, BAB, 5.79%, 11/01/41 |
|
|
|
Missouri Joint Municipal Electric Utility Commission, RB,
BAB, 7.73%, 01/01/39 |
|
|
|
| |
|
|
|
| |
|
County of Clark Department of Aviation, ARB, BAB, Series C, 6.82%, 07/01/45 |
|
|
|
Nevada Housing Division, RB, S/F Housing, Series F,
(FHLMC, FNMA, GNMA), 5.52%, 10/01/44 |
|
|
|
| |
|
|
|
| |
|
New Hampshire Business Finance Authority, RB, 3.78%, 01/01/36 |
|
|
|
New Hampshire Business Finance Authority, Refunding
RB |
|
|
|
| |
|
|
|
| |
|
|
|
New Hampshire (continued) |
|
New Hampshire Business Finance Authority, Refunding
RB (continued) |
|
|
|
| |
|
|
|
Series A, 6.89%, 04/01/34(b) |
|
|
|
New Hampshire Health and Education Facilities Authority Act, RB, 5.04%, 11/01/34 |
|
|
|
| |
|
|
|
| |
|
New Jersey Economic Development Authority, RB |
|
|
|
Series A, (NPFGC), 7.43%, 02/15/29 |
|
|
|
Series B, 7.00%, 06/15/30(b) |
|
|
|
New Jersey Educational Facilities Authority, Refunding RB |
|
|
|
| |
|
|
|
| |
|
|
|
New Jersey Institute of Technology, Refunding RB,
Series B, 3.42%, 07/01/42 |
|
|
|
New Jersey Transportation Trust Fund Authority, Refunding RB, 4.08%, 06/15/39 |
|
|
|
New Jersey Turnpike Authority, RB, BAB(a) |
|
|
|
Series A, 7.10%, 01/01/41 |
|
|
|
Series F, 7.41%, 01/01/40 |
|
|
|
| |
|
|
|
| |
|
City of New York, GO, Series D-1, Sustainability Bonds, 5.11%, 10/01/54 |
|
|
|
City of New York, Refunding GO |
|
|
|
Series D, 2.17%, 08/01/34(f)
|
|
|
|
Series D, 2.17%, 08/01/34 |
|
|
|
Metropolitan Transportation Authority Dedicated Tax Fund, RB, BAB, 7.34%, 11/15/39(a)
|
|
|
|
Metropolitan Transportation Authority, RB, BAB |
|
|
|
| |
|
|
|
Series TR, 6.69%, 11/15/40 |
|
|
|
Metropolitan Transportation Authority, Refunding RB, Series C2, Sustainability Bonds, 5.18%, 11/15/49 |
|
|
|
New York City Housing Development Corp., RB, M/F
Housing |
|
|
|
Series D, (HUD SECT 8), 5.40%, 08/01/49 |
|
|
|
Sustainability Bonds, 3.10%, 11/01/45 |
|
|
|
New York City Municipal Water Finance Authority, Refunding RB, 5.88%, 06/15/44 |
|
|
|
New York City Transitional Finance Authority Future Tax
Secured Revenue, RB, BAB, 5.57%, 11/01/38(a) |
|
|
|
New York State Dormitory Authority, RB, BAB, Series H, 5.39%, 03/15/40(a) |
|
|
|
New York State Thruway Authority, Refunding RB,
Series M, 3.50%, 01/01/42 |
|
|
|
Triborough Bridge & Tunnel Authority, Refunding RB, Series A-3, 2.51%, 05/15/35 |
|
|
|
| |
|
|
|
| |
|
North Carolina Housing Finance Agency, RB, S/F
Housing, Series 53-B, Sustainability Bonds, (FHLMC,
FNMA, GNMA), 6.25%, 01/01/55 |
|
|
|
Schedule of Investments
11
Schedule of Investments (continued)
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
(Percentages shown are based on Net Assets)
| |
|
|
|
| |
|
American Municipal Power, Inc., RB, Series B, 7.83%,
02/15/41(a) |
|
|
|
Ohio University, RB, 5.59%, 12/01/2114 |
|
|
|
State of Ohio, Refunding RB, 3.28%, 01/01/42 |
|
|
|
| |
|
|
|
| |
|
Oklahoma Development Finance Authority, RB |
|
|
|
Series A-3, 5.09%, 02/01/52(a) |
|
|
|
Series A-3, 4.71%, 05/01/52 |
|
|
|
Series B, 11.00%, 09/01/41(b) |
|
|
|
Oklahoma Municipal Power Authority, RB, BAB, 6.44%, 01/01/45 |
|
|
|
| |
|
|
|
| |
|
Commonwealth Financing Authority, RB |
|
|
|
Series A, 4.14%, 06/01/38 |
|
|
|
Series A, 3.81%, 06/01/41 |
|
|
|
Pennsylvania Economic Development Financing Authority, RB, BAB, Series B, 6.53%,
06/15/39(a) |
|
|
|
| |
|
|
|
| |
|
Puerto Rico Sales Tax Financing Corp. Sales Tax
Revenue, RB |
|
|
|
Series A-1, Restructured, 5.00%, 07/01/58 |
|
|
|
Series A-2, Restructured, 4.55%, 07/01/40 |
|
|
|
| |
|
|
|
| |
|
Charleston Educational Excellence Finance Corp., Refunding RB, 1.87%, 12/01/29 |
|
|
|
South Carolina Jobs-Economic Development Authority,
RB, 7.35%, 08/15/30(b) |
|
|
|
South Carolina Public Service Authority, RB, BAB, Series C, (AGM-CR), 6.45%,
01/01/50(a) |
|
|
|
South Carolina Public Service Authority, Refunding RB |
|
|
|
Series C, 5.78%, 12/01/41 |
|
|
|
Series D, (AGM), 6.45%, 12/01/42 |
|
|
|
South Carolina Student Loan Corp., RB, Series A, 3.59%, 12/01/39 |
|
|
|
| |
|
|
|
| |
|
Memphis-Shelby County Industrial Development Board,
Refunding TA, Series B, 5.45%, 07/01/45 |
|
|
|
Metropolitan Government of Nashville & Davidson County Convention Center Authority, RB, BAB, Series A-2, 7.43%, 07/01/43(a)
|
|
|
|
Tennessee Housing Development Agency, RB, S/F
Housing |
|
|
|
Series 1B, Sustainability Bonds, 5.92%, 07/01/49 |
|
|
|
Series 2B, Sustainability Bonds, (FHLMC, FNMA,
GNMA), 5.91%, 07/01/44 |
|
|
|
Tennessee State School Bond Authority, Refunding RB, Series A, 2.56%, 11/01/41 |
|
|
|
| |
|
|
|
| |
|
Alamo Regional Mobility Authority, Refunding RB,
Series B, 3.28%, 06/15/46 |
|
|
|
| |
|
|
|
| |
|
Arlington Higher Education Finance Corp., RB(b) |
|
|
|
| |
|
|
|
| |
|
|
|
Arlington Higher Education Finance Corp., Refunding RB, Series B, 4.00%, 08/15/28 |
|
|
|
City of San Antonio Texas Customer Facility Charge
Revenue, ARB, 5.87%, 07/01/45 |
|
|
|
Dallas Area Rapid Transit, RB, BAB, 5.02%, 12/01/48 |
|
|
|
Hidalgo County Regional Mobility Authority, Refunding
RB, Series B, (AGM), 2.91%, 12/01/40 |
|
|
|
New Hope Higher Education Finance Corp., RB, Series B, 5.00%, 06/15/27(b)
|
|
|
|
Port of Beaumont Industrial Development Authority, RB,
4.10%, 01/01/28(b) |
|
|
|
Port of Beaumont Navigation District, Refunding ARB, Series B, 10.00%, 07/01/26(b)
|
|
|
|
Texas Private Activity Bond Surface Transportation
Corp., RB, Series B, 3.92%, 12/31/49 |
|
|
|
| |
|
|
|
| |
|
Utah Housing Corp., RB, S/F Housing, Series D, (FHLMC, FNMA, GNMA), 6.25%, 07/01/54 |
|
|
|
| |
|
Tobacco Settlement Financing Corp., Refunding RB, Series A-1, 6.71%, 06/01/46(a)
|
|
|
|
Virginia Housing Development Authority, RB, M/F
Housing |
|
|
|
Series D, 3.52%, 06/01/40 |
|
|
|
Series F, (HUD SECT 8), 3.13%, 07/01/45 |
|
|
|
Virginia Housing Development Authority, RB, S/F Housing |
|
|
|
Series A, 5.57%, 10/01/49 |
|
|
|
Series E, 5.82%, 07/01/44 |
|
|
|
| |
|
|
|
| |
|
Washington State Convention Center Public Facilities
District, RB, BAB, 6.79%, 07/01/40 |
|
|
|
| |
|
Tobacco Settlement Finance Authority, RB, Series B,
0.00%, 06/01/47(c) |
|
|
|
Tobacco Settlement Finance Authority, Refunding RB |
|
|
|
Series A, Class 1, 4.31%, 06/01/49 |
|
|
|
Series B, Class 2, 4.88%, 06/01/49 |
|
|
|
| |
|
|
|
| |
|
Public Finance Authority, RB |
|
|
|
| |
|
|
|
| |
|
|
|
| |
|
|
|
12 2024 BlackRock
Annual Report to Shareholders
Schedule of Investments (continued)
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
(Percentages shown are based on Net Assets)
| |
|
|
|
| |
|
Public Finance Authority, RB (continued) |
|
|
|
Series B, Class S, 5.25%, 06/15/26 |
|
|
|
Public Finance Authority, Refunding RB, Series B,
6.13%, 10/01/49 |
|
|
|
| |
|
|
|
Total Municipal Bonds — 136.5%
(Cost: $1,442,820,332) |
|
Total Long-Term Investments — 144.2%
(Cost: $1,532,272,489) |
|
| |
|
|
|
| |
Money Market Funds — 0.2% |
|
BlackRock Liquidity Funds, T-Fund, Institutional Shares, 4.36%(g)(h) |
|
|
|
Total Short-Term Securities — 0.2%
(Cost: $1,563,635) |
|
Total Investments — 144.4%
(Cost: $1,533,836,124) |
|
Liabilities in Excess of Other Assets — (44.4)% |
|
| |
|
| |
All or a portion of the security has been pledged as collateral in connection with outstanding reverse repurchase agreements. |
| |
Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933,
as amended. These securities may be resold in transactions exempt from registration to
qualified institutional investors. |
| |
|
| |
Issuer filed for bankruptcy and/or is in default. |
| |
Non-income producing security. |
| |
Security is collateralized by municipal bonds or U.S. Treasury obligations. |
| |
|
| |
Annualized 7-day yield as of period end. |
Investments in issuers considered to be affiliate(s) of the Trust during the year ended December 31, 2024 for purposes of Section 2(a)(3) of the Investment Company Act of
1940, as amended, were as follows:
| |
|
|
|
|
Change in
Unrealized
Appreciation
(Depreciation) |
|
|
|
Capital Gain
Distributions
from
Underlying
Funds |
BlackRock Liquidity Funds, T-Fund, Institutional Shares |
|
|
|
|
|
|
|
|
|
| |
Represents net amount purchased (sold). |
Reverse Repurchase Agreements
| |
|
|
|
|
Face Value
Including
Accrued Interest |
Type of Non-Cash Underlying Collateral |
Remaining
Contractual Maturity
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
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|
| |
|
|
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| |
|
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| |
|
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|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
Schedule of Investments
13
Schedule of Investments (continued)
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
Reverse Repurchase Agreements (continued)
| |
|
|
|
|
Face Value Including Accrued Interest |
Type of Non-Cash Underlying Collateral |
Remaining Contractual Maturity of the Agreements(a) |
| |
|
|
|
|
|
|
|
| |
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Certain agreements have no stated maturity and can be terminated by either party at any time. |
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Variable rate security. Rate as of period end and maturity is the date the principal owed can be recovered through demand. |
Derivative Financial Instruments Outstanding as of Period
End
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Value/
Unrealized
Appreciation
(Depreciation) |
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10-Year U.S. Treasury Note |
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14
2024 BlackRock Annual Report to Shareholders
Schedule of Investments (continued)
December 31, 2024
BlackRock Taxable Municipal Bond Trust (BBN)
Derivative Financial Instruments Categorized by Risk Exposure
As of period end, the fair values of derivative financial instruments located in
the Statement of Assets and Liabilities were as follows:
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Foreign
Currency
Exchange
Contracts |
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Assets — Derivative Financial Instruments |
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Futures contracts
Unrealized appreciation on futures
contracts(a) |
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Net cumulative unrealized appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, are reported in the Schedule of Investments. In the
Statement of Assets and Liabilities, only current day’s variation
margin is reported in receivables or payables and the net cumulative unrealized appreciation (depreciation) is included in accumulated earnings (loss). |
For the period ended December 31, 2024, the effect of derivative financial instruments in the Statement of Operations was as follows:
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Foreign
Currency
Exchange
Contracts |
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Net Realized Gain (Loss) from: |
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Net Change in Unrealized Appreciation (Depreciation) on: |
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Average Quarterly Balances of Outstanding Derivative Financial
Instruments
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Average notional value of contracts — short |
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For more information about the
Trust’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.
Fair Value Hierarchy as of Period End
Various inputs are used in determining the fair value of financial instruments at the measurement date. For a description of the input levels and information about the
Trust’s policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.
The following table summarizes the Trust’s financial
instruments categorized in the fair value hierarchy. The breakdown of the Trust’s financial
instruments into major categories is disclosed in the Schedule of Investments
above.
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Derivative Financial Instruments(a)
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Derivative financial instruments are futures contracts. Futures contracts are valued at the
unrealized appreciation (depreciation) on the instrument. |
The Trust may hold assets and/or liabilities in which the fair value approximates the carrying amount or face value, including accrued interest, for financial statement
purposes. As of period end, reverse repurchase agreements of $504,282,960 are categorized as Level 2 within the fair value hierarchy.
See notes to financial statements.
Schedule of Investments
15
Statement of Assets and Liabilities
December 31, 2024
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Investments, at value —
unaffiliated(a) |
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Investments, at value —
affiliated(b) |
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Collateral — reverse repurchase agreements |
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Variation margin on futures contracts |
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Reverse repurchase agreements, at value |
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Trustees’ and Officer’s fees |
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Commitments and contingent liabilities |
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(a) Investments, at cost—unaffiliated |
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(b) Investments, at cost—affiliated |
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See notes to financial statements.
16
2024 BlackRock Annual Report to Shareholders
Statement of Operations
Year Ended December 31,
2024
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Total expenses excluding interest expense |
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Fees waived and/or reimbursed by the Manager |
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Total expenses after fees waived and/or reimbursed |
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REALIZED AND UNREALIZED GAIN (LOSS) |
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Net realized gain (loss) from: |
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Investments — unaffiliated |
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Net change in unrealized appreciation (depreciation) on: |
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Investments — unaffiliated |
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Net realized and unrealized loss |
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NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
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See notes to financial statements.
Statements of Changes in Net Assets
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INCREASE (DECREASE) IN NET ASSETS |
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Net change in unrealized appreciation (depreciation) |
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Net increase in net assets resulting from operations |
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DISTRIBUTIONS TO SHAREHOLDERS(a) |
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From net investment income |
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Decrease in net assets resulting from distributions to shareholders |
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CAPITAL SHARE TRANSACTIONS |
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Net proceeds from the issuance of shares |
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Total increase (decrease) in net assets |
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Distributions for annual periods determined in accordance with U.S. federal income tax
regulations. |
See notes to financial statements.
18
2024 BlackRock Annual Report to Shareholders
Statement of Cash Flows
Year Ended December 31,
2024
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CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES |
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Net increase in net assets resulting from operations |
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Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by operating activities: |
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Proceeds from sales of long-term investments and principal paydowns/payups |
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Purchases of long-term investments |
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Net proceeds from sales of short-term securities |
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Amortization of premium and accretion of discount on investments and other fees |
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Net realized gain on investments |
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Net unrealized depreciation on investments |
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(Increase) Decrease in Assets |
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Variation margin on futures contracts |
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Increase (Decrease) in Liabilities |
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Collateral — reverse repurchase agreements |
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Trustees’ and Officer’s fees |
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Net cash provided by operating activities |
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CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES |
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Cash dividends paid to Common Shareholders |
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Net borrowing of reverse repurchase agreements |
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Net cash used for financing activities |
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Net increase in restricted and unrestricted cash |
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Restricted and unrestricted cash at beginning of year |
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Restricted and unrestricted cash at end of year |
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION |
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Cash paid during the year for interest expense |
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RECONCILIATION OF RESTRICTED AND UNRESTRICTED CASH AT THE END OF YEAR TO THE
STATEMENT OF ASSETS AND LIABILITIES |
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Collateral — reverse repurchase agreements |
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See notes to financial statements.
Financial Highlights
(For a share outstanding throughout each period)
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Period from
08/01/21
to 12/31/21 |
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Net asset value, beginning of period |
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Net realized and unrealized gain (loss) |
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Net increase (decrease) from investment operations |
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From net investment income |
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Net asset value, end of period |
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Market price, end of period |
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Ratios to Average Net
Assets(e) |
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Total expenses after fees waived and/or reimbursed |
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Total expenses after fees waived and/or reimbursed and excluding interest expense |
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Net assets, end of period (000) |
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Borrowings outstanding, end of period (000) |
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Based on average shares outstanding. |
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Distributions for annual periods determined in accordance with U.S. federal income tax regulations. |
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Total returns based on market price, which can be significantly greater or less than the net asset value, may result in substantially different returns. Where
applicable, excludes the effects of any sales charges and assumes the reinvestment
of distributions at actual reinvestment prices. |
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Excludes fees and expenses incurred indirectly as a result of investments in underlying funds. |
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See notes to financial statements.
20
2024 BlackRock Annual Report to Shareholders
Notes
to Financial Statements
BlackRock Taxable Municipal Bond Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the
“1940 Act”). The Trust is registered as a diversified, closed-end management investment company. The Trust is organized as a Delaware statutory
trust. The Trust determines and makes available for publication the net asset value (“NAV”) of its Common Shares on a daily basis.
The Trust, together with certain other registered investment
companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, is included in a complex of funds referred to as the BlackRock Fixed-Income
Complex.
2.
SIGNIFICANT ACCOUNTING POLICIES
The
financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting
period. Actual results could differ from those estimates. The Trust is considered an investment company under U.S. GAAP and follows the accounting and
reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:
Investment Transactions and Income Recognition: For financial reporting purposes, investment transactions are recorded on the dates
the transactions are executed.
Realized gains and losses on investment transactions are
determined using the specific identification method. Dividend income and
capital gain distributions, if any, are recorded on the ex-dividend dates. Non-cash dividends, if any, are recorded on the ex-dividend dates at fair
value. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized daily on an accrual basis.
Bank Overdraft: The Trust had outstanding cash disbursements exceeding deposited cash amounts at the
custodian during the reporting period. The Trust is obligated to repay the custodian for any overdraft, including any related costs or expenses, where applicable. For financial reporting purposes, overdraft fees, if any, are included in
interest expense in the Statement of Operations.
Collateralization: If required by an exchange
or counterparty agreement, the Trust may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain
investments.
Distributions:
Distributions from net investment income are declared and paid monthly.
Distributions of capital gains are recorded on the ex-dividend dates and made at least annually. The portion of distributions, if any, that exceeds a fund’s current and accumulated earnings and profits, as measured on a tax basis, constitute a non-taxable return of capital. The character and timing of distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
Deferred Compensation Plan: Under the Deferred Compensation Plan (the “Plan”) approved by the Board of Trustees of the Trust (the “Board”), the trustees who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), may defer a portion of their annual complex-wide
compensation. Deferred amounts earn an approximate return as though equivalent dollar amounts had been invested in common shares of certain funds in the
BlackRock Fixed-Income Complex selected by the Independent Trustees. This has the same economic effect for the Independent Trustees as if the Independent
Trustees had invested the deferred amounts directly in certain funds in the BlackRock Fixed-Income Complex.
The Plan is not funded and obligations thereunder represent
general unsecured claims against the general assets of the Trust, as applicable. Deferred compensation liabilities, if any, are included in the Trustees’ and Officer’s fees payable in the Statement of Assets and Liabilities and will remain as a liability of the Trust until such amounts are distributed in accordance with the Plan. Net appreciation (depreciation) in the value of participants’ deferral accounts is allocated among the participating funds in
the BlackRock Fixed-Income Complex and reflected as Trustees and Officer expense on the Statement of Operations. The Trustees and Officer expense may be
negative as a result of a decrease in value of the deferred accounts.
Indemnifications: In the normal course of
business, the Trust enters into contracts that contain a variety of representations that provide general indemnification. The Trust’s maximum exposure under these arrangements is unknown because it involves future potential claims against the
Trust, which cannot be predicted with any certainty.
Other: Expenses directly related to the Trust are charged to the Trust. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods.
Segment Reporting: The Trust adopted
Financial Accounting Standards Board Update 2023-07, Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures (“ASU
2023-07”) during the period. The Trust’s adoption of the new standard impacted
financial statement disclosures only and did not affect the Trust’s financial position or
results of operations.
The Chief Financial
Officer acts as the Trust’s Chief Operating Decision Maker (“CODM’) and is
responsible for assessing performance and allocating resources with respect to the Trust. The CODM has concluded that the Trust operates as a single operating segment since the Trust has a single investment strategy as disclosed in its prospectus, against which the CODM assesses performance. The financial information provided to and reviewed by the CODM is presented within the Trust’s financial statements.
3.
INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS
Investment Valuation Policies: The Trust’
s investments are valued at fair value (also referred to as “market value” within the financial statements) each day that the Trust is open for business and, for financial reporting purposes, as of the report date. U.S. GAAP defines fair value as the price a fund would receive to sell an asset or pay to
transfer a liability in an orderly transaction between market participants at the measurement date. The Board has approved the designation of the Trust’s Manager as the valuation
Notes to Financial Statements
21
Notes
to Financial Statements (continued)
designee for the Trust. The Trust determines the fair values of its financial instruments using various
independent dealers or pricing services under the Manager’s policies. If a security’s market price is not readily available or does not otherwise
accurately represent the fair value of the security, the security will be valued in accordance with the Manager’s policies and procedures as reflecting
fair value. The Manager has formed a committee (the “Valuation Committee”) to develop pricing policies and procedures and to oversee the pricing function for all
financial instruments, with assistance from other BlackRock pricing committees.
Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the
fair value of the Trust’s assets and liabilities:
•Fixed-income investments for which market quotations are readily available are generally valued using the last available bid price or current market quotations provided
by independent dealers or third-party pricing services. Floating rate loan interests are valued at the mean of the bid prices from one or more independent brokers or dealers as obtained from a third-party pricing service. Pricing services generally value fixed-income securities assuming orderly transactions of an institutional round lot size, but a fund may hold or transact in such securities in smaller, odd lot sizes. Odd lots may trade at lower prices than institutional round lots. The pricing services may use matrix pricing or valuation models that utilize certain inputs and assumptions to derive values, including transaction data (e.g., recent representative bids and offers), market data, credit quality information, perceived market movements, news, and other relevant information. Certain fixed-income securities, including asset-backed and mortgage related securities may be valued based on valuation models that consider the estimated cash flows of each tranche of the entity, establish a benchmark yield and develop an estimated tranche specific spread to the benchmark yield based on the unique attributes of the tranche. The amortized cost method of valuation may be used with respect to debt obligations with sixty days or less remaining to maturity unless the Manager determines such method does not represent fair value.
•Investments in open-end U.S. mutual funds (including money market funds) are valued at
that day’s NAV.
•Futures contracts are valued based on that day’s last reported settlement or trade price on the exchange where the contract is traded.
If events (e.g., market volatility, company announcement or a
natural disaster) occur that are expected to materially affect the value of such investment, or in the event that application of these methods of valuation
results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the
investment will be valued by the Valuation Committee in accordance with the Manager’s policies and procedures as reflecting fair value (“Fair Valued
Investments”). The fair valuation approaches that may be used by the Valuation Committee include market approach, income approach and cost approach.
Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in
determining fair value. When determining the price for Fair Valued Investments, the Valuation Committee seeks to determine the price that the Trust might
reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value
determinations shall be based upon all available factors that the Valuation Committee deems relevant and consistent with the principles of fair value measurement as of the
measurement date.
Fair Value Hierarchy: Various inputs are used
in determining the fair value of financial instruments at the measurement date. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of
three broad levels for financial reporting purposes as follows:
•Level 1 – Unadjusted price quotations in active markets/exchanges that the Trust
has the ability to access for identical assets or liabilities;
•Level 2 – Inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly or indirectly; and
•Level 3 – Inputs that are unobservable and significant to the
entire fair value measurement for the asset or liability (including the Valuation Committee’s assumptions used in determining the fair value of financial
instruments).
The hierarchy gives the highest
priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable
inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The
inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy
classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by privately held companies
or funds that may not have a secondary market and/or may have a limited number of investors. The categorization of a value determined for financial instruments is based on the
pricing transparency of the financial instruments and is not necessarily an indication of the risks associated with investing in those securities.
4.
SECURITIES AND OTHER INVESTMENTS
Zero-Coupon Bonds: Zero-coupon bonds are normally issued at a significant discount from face value and
do not provide for periodic interest payments. These bonds may experience greater volatility in market value than other debt obligations of similar maturity which provide for
regular interest payments.
Reverse Repurchase Agreements: Reverse
repurchase agreements are agreements with qualified third-party broker dealers in which a fund sells securities to a bank or broker-dealer and agrees to
repurchase the same securities at a mutually agreed upon date and price. A fund receives cash from the sale to use for other investment purposes. During the
term of the reverse repurchase agreement, a fund continues to receive the principal and interest payments on the securities sold. Certain agreements have no
stated maturity and can be terminated by either party at any time. Interest on the value of the reverse repurchase agreements issued and outstanding is based
upon competitive market rates determined at the time of issuance. A fund may utilize reverse repurchase agreements when it is anticipated that the interest
income to be earned from the investment of the proceeds of the transaction is greater than the interest expense of the transaction. Reverse repurchase
agreements involve leverage risk. If a fund suffers a loss on its investment of the transaction proceeds from a reverse repurchase agreement, a fund would
still be required to pay the full repurchase price. Further, a fund remains subject to the risk that the market value of the securities repurchased declines
below the repurchase price. In such cases, a fund would be required to return a portion of the cash received from the transaction or provide additional securities to the
counterparty.
22
2024 BlackRock Annual Report to Shareholders
Notes
to Financial Statements (continued)
Cash received in exchange for securities delivered plus accrued interest due to the
counterparty is recorded as a liability in the Statement of Assets and Liabilities at face value including accrued interest. Due to the short-term nature of
the reverse repurchase agreements, face value approximates fair value. Interest payments made by a fund to the counterparties are recorded as a component
of interest expense in the Statement of Operations. In periods of increased demand for the security, a fund may receive a fee for the use of the security by the counterparty,
which may result in interest income to a fund.
For
the year ended December 31, 2024, the average daily amount of reverse repurchase agreements
outstanding and the weighted average interest rate for the Trust were $508,506,817 and 5.49%, respectively.
Reverse repurchase transactions are entered into by a fund under
Master Repurchase Agreements (each, an “MRA”), which permit a fund, under certain circumstances, including an event of default (such as bankruptcy
or insolvency), to offset payables and/or receivables under the MRA with collateral held and/or posted to the counterparty and create one single net payment
due to or from a fund. With reverse repurchase transactions, typically a fund and counterparty under an MRA are permitted to sell, re-pledge, or use the
collateral associated with the transaction. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of the MRA counterparty’s bankruptcy or insolvency. Pursuant to the terms of the MRA, a fund receives or posts securities and cash as collateral
with a market value in excess of the repurchase price to be paid or received by a fund upon the maturity of the transaction. Upon a bankruptcy or insolvency of
the MRA counterparty, a fund is considered an unsecured creditor to the extent that the aggregate market value of the cash collateral and the purchased
securities it holds is less than the repurchase price. As such, the receipt of any shortfall or any closeout amount owed to a fund upon termination of the MRA could be
delayed or not received at all.
As of period end, the following
table is a summary of the Trust’s open reverse repurchase agreements by counterparty which
are subject to offset under an MRA on a net basis:
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Reverse Repurchase
Agreements |
Fair Value of
Non-Cash Collateral
Pledged Including
Accrued
Interest(a) |
Cash Collateral
Pledged/Received(a)
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Collateral, if any, with a value of $532,835,215 has been pledged in connection with open
reverse repurchase agreements. Excess of collateral pledged to the individual counterparty is not shown for financial reporting purposes. |
In the event the counterparty of securities under an MRA files for bankruptcy or becomes insolvent, a fund’s use of the proceeds
from the agreement may be restricted while the counterparty, or its trustee or receiver, determines whether or not to enforce a fund’s obligation to repurchase the
securities.
5.
DERIVATIVE FINANCIAL INSTRUMENTS
The Trust engages in various portfolio investment strategies
using derivative contracts both to increase the returns of the Trust and/or to manage its exposure to certain risks such as credit risk, equity risk, interest
rate risk, foreign currency exchange rate risk, commodity price risk or other risks (e.g., inflation risk). Derivative financial instruments categorized by risk exposure are
included in the Schedule of Investments. These contracts may be transacted on an exchange or over-the-counter (“OTC”).
Futures Contracts: Futures contracts are
purchased or sold to gain exposure to, or manage exposure to, changes in interest rates (interest rate risk) and changes in the value of equity securities (equity risk) or
foreign currencies (foreign currency exchange rate risk).
Futures contracts are exchange-traded agreements between the Trust and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price
and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement
date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Trust is required to deposit initial margin
with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit
must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures
contracts in the Statement of Assets and Liabilities.
Securities deposited as initial margin are designated in the Schedule of Investments and cash deposited, if any, are shown as cash pledged for futures contracts in the
Statement of Assets and Liabilities. Pursuant to the contract, the Trust agrees to receive from or pay to the broker an amount of cash equal to the daily
fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and,
if any, shown as variation margin receivable (or payable) on futures contracts in the Statement of Assets and Liabilities. When the contract is closed, a
realized gain or loss is recorded in the Statement of Operations equal to the difference between the notional amount of the contract at the time it was opened
and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures
contracts and interest rates, foreign currency exchange rates or underlying assets.
6.
INVESTMENT ADVISORY AGREEMENT AND OTHER
TRANSACTIONS WITH AFFILIATES
Investment Advisory: The Trust entered into an Investment Advisory Agreement
with the Manager, the Trust’s investment adviser and an indirect, wholly-owned subsidiary
of BlackRock, Inc. (“BlackRock”), to provide investment advisory and administrative services. The Manager is responsible for the management of the
Trust’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of the Trust.
For such services, the Trust pays the Manager a monthly fee at an annual rate equal to 0.55% of the average
daily value of the Trust’s managed assets.
Notes to Financial Statements
23
Notes
to Financial Statements (continued)
For purposes of calculating this fee, “managed assets” are determined as total
assets of the Trust (including any assets attributable to money borrowed for investment purposes) less the sum of its accrued liabilities (other than money borrowed for
investment purposes).
Distribution
Fees: BBN had entered into a Distribution Agreement with BlackRock
Investments, LLC (“BRIL”), an affiliate of the Manager, to provide for distribution of BBN common shares on a reasonable best efforts basis through an equity shelf offering (a
“Shelf Offering”) (the “Distribution Agreement”); however, as of February 10, 2024, BBN is no longer actively engaged in a Shelf
Offering and has no effective registration statement or current prospectus and the Distribution Agreement with BBN has been terminated. Pursuant to the
Distribution Agreement, BRIL received commissions with respect to sales of common shares at a commission rate of 1.00% of the gross proceeds of the sale
of BBN’s common shares and a portion of such commission is re-allowed to broker-dealers engaged by BRIL. The commissions retained by BRIL during the period ended
December 31, 2024 amounted to $0 since no sales of BBN’s common shares were made prior to termination of the Distribution Agreement.
Expense Waivers:
The Manager contractually agreed to waive its investment advisory fees by the amount of investment advisory fees the Trust pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”) through June 30, 2026. The contractual agreement may be
terminated upon 90 days’ notice by a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Trust.
This amount is included in fees waived and/or reimbursed by the Manager in the Statement of Operations. For the year ended December 31, 2024, the amount waived was
$8,994.
The Manager contractually agreed to
waive its investment advisory fee with respect to any portion of
the Trust’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through June 30, 2026. The agreement can be renewed for annual periods thereafter, and
may be terminated on 90 days’ notice, each subject to approval by a majority of the Trust’s Independent Trustees. For the year ended December 31, 2024, there were no fees waived by the Manager pursuant to this arrangement.
Trustees and Officers: Certain trustees and/or officers of the Trust are directors and/or officers of BlackRock or its affiliates. The Trust reimburses the Manager for a portion of the compensation paid to the Trust’s Chief Compliance Officer, which is included in Trustees and Officer in the Statement of Operations.
For the year ended December 31, 2024, purchases and sales of
investments, including paydowns/payups, and excluding short-term securities, were $268,592,331 and $274,206,542, respectively.
8.
INCOME TAX INFORMATION
It is
the Trust’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to
regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is
required.
The Trust files U.S. federal and various state and local tax returns. No income tax
returns are currently under examination. The statute of limitations on
the Trust’s U.S. federal
tax returns generally remains open for a period of three years after they are filed. The statutes of limitations on the Trust’
s state and local tax returns may remain open for an additional year depending upon the
jurisdiction.
Management has analyzed tax
laws and regulations and their application to the Trust as of December 31, 2024, inclusive of the open tax return years, and does not believe that there are
any uncertain tax positions that require recognition of a tax liability in the Trust’s
financial statements. Management’s analysis is based on the tax laws and judicial and administrative interpretations thereof in effect as of
the date of these financial statements, all of which are subject to change, possibly with retroactive effect which may impact the Trust’s NAV.
U.S. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax
reporting. These reclassifications have no effect on net assets or NAVs per share. As of period end, permanent differences attributable to nondeductible expenses were
reclassified to the following accounts:
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Accumulated earnings (loss) |
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The tax character of distributions paid was as follows:
24 2024 BlackRock
Annual Report to Shareholders
Notes
to Financial Statements (continued)
As of December 31, 2024, the tax components of accumulated earnings (loss) were as follows:
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Non-Expiring
Capital Loss
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Amounts available to offset future realized capital gains. |
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The difference between book-basis and tax-basis net unrealized gains (losses) was attributable primarily to the realization for tax purposes of unrealized gains(losses)
on certain futures contracts, amortization methods for premiums on fixed income
securities, the accrual of income on securities in default and the deferral of compensation to trustees. |
During the year ended December 31, 2024, the Trust utilized the following amount of its capital loss carryforward:
As of December 31,
2024, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes
were as follows:
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Gross Unrealized
Appreciation |
Gross Unrealized
Depreciation |
Net Unrealized
Appreciation
(Depreciation) |
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In the
normal course of business, the Trust invests in securities or other
instruments and may enter into certain transactions, and such activities subject the Trust to various risks, including among others, fluctuations in the market (market risk) or
failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without
limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation,
taxation or international tax treaties between various countries; or (iv) currency, interest rate and price fluctuations. Local, regional or global events such as war, acts
of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the Trust and its investments.
The Trust may hold a significant amount of bonds subject to
calls by the issuers at defined dates and prices. When bonds are called by issuers and the Trust reinvests the proceeds received, such investments may be
in securities with lower yields than the bonds originally held, and correspondingly, could adversely impact the yield and total return performance of the Trust.
The Build America Bonds (“BABs”) market is smaller,
less diverse and less liquid than other types of municipal securities. Since the BABs program expired on December 31, 2010 and was not extended, BABs may be less actively
traded, which may negatively affect the value of BABs held by the Trust.
The Trust may invest in BABs. Issuers of direct pay BABs held in the Trust’s portfolio receive a subsidy from the U.S. Treasury with respect to interest payment on
bonds. There is no assurance that an issuer will comply with the requirements to receive such subsidy or that such subsidy will not be reduced or terminated
altogether in the future. As of period end, the subsidy that issuers of direct payment BABs receive from the U.S. Treasury has been reduced as the result of
budgetary sequestration, which has resulted, and which may continue to result, in early redemptions of BABs at par value. The early redemption of BABs at par
value may result in a potential loss in value for investors of such BABs, including the Trust, who may have purchased the securities at prices above par, and
may require the Trust to reinvest redemption proceeds in lower-yielding securities which could reduce the Trust’s income and distributions. Moreover, the
elimination or reduction in subsidy from the federal government may adversely affect an issuer’s ability to repay or refinance BABs and the BABs’ credit ratings,
which, in turn, may adversely affect the value of the BABs held by the Trust and the Trust’s NAV.
Illiquidity Risk: The Trust may invest without limitation in illiquid
or less liquid investments or investments in which no secondary market is readily available or which are otherwise illiquid, including private placement
securities. The Trust may not be able to readily dispose of such investments at prices that approximate those at which the Trust could sell such
investments if they were more widely traded and, as a result of such illiquidity, the Trust may have to sell other investments or engage in borrowing transactions if necessary to raise funds to meet its obligations. Limited liquidity can also affect the market price of investments, thereby adversely affecting the Trust’s
NAV and ability to make dividend distributions. Privately issued debt securities are often of below investment grade quality, frequently are unrated and
present many of the same risks as investing in below investment grade public debt securities.
Market Risk: The Trust may be exposed to prepayment risk, which is the risk that borrowers may
exercise their option to prepay principal earlier than scheduled during periods of declining interest rates, which would force the Trust to reinvest in lower yielding securities. The Trust may also be exposed to reinvestment risk, which is the risk that income from the Trust’s portfolio will decline if the Trust invests the proceeds from matured, traded or called fixed-income securities at market interest rates that are below the Trust
portfolio’s current earnings rate.
Municipal securities are subject to the risk that litigation, legislation or other political events, local business or economic conditions, credit rating downgrades, or the
bankruptcy of the issuer could have a significant effect on an issuer’s ability to make payments of principal and/or interest or otherwise affect the
value of such securities. Municipal securities can be significantly affected by political or economic changes, including changes made in the law after issuance
of the securities, as well as uncertainties in the municipal market related to, taxation, legislative changes or the rights of municipal security holders,
including in connection with an issuer insolvency. Municipal securities backed by current or anticipated revenues from a specific project or specific assets
can be negatively affected by the discontinuance of the tax benefits supporting the project or assets or the inability to collect revenues for the project or
from the assets. Municipal securities may be less liquid than taxable bonds, and there may be less publicly available information on the financial condition of municipal
security issuers than for issuers of other securities.
Notes to Financial Statements
25
Notes
to Financial Statements (continued)
Counterparty Credit Risk: The Trust may be exposed to counterparty credit risk, or the risk that an entity may
fail to or be unable to perform on its commitments related to unsettled or open transactions, including making timely interest and/or principal payments or
otherwise honoring its obligations. The Trust manages counterparty credit risk by entering into transactions only with counterparties that the Manager believes
have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially
expose the Trust to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The
extent of the Trust’s exposure to market, issuer and counterparty credit risks with respect
to these financial assets is approximately their value recorded in the Statement of Assets and Liabilities, less any collateral held by the Trust.
A derivative contract may suffer a mark-to-market loss if the
value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not
perform under the contract.
With
exchange-traded futures, there is less counterparty credit risk to the Trust since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While
offset rights may exist under applicable law, the Trust does not have a contractual right of offset against a clearing broker or clearinghouse in the event of
a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures with respect to initial and variation margin
that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the
event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the
clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in
losses to the Trust.
Geographic/Asset Class Risk: A diversified portfolio, where this is appropriate and consistent with a fund’s
objectives, minimizes the risk that a price change of a particular investment will have a material impact on the NAV of a fund. The investment concentrations within
the Trust’s portfolio are disclosed in its Schedule of
Investments.
The Trust invests a significant portion of its assets in securities within a single or limited
number of market sectors. When a fund concentrates its investments in this manner, it assumes the risk that economic, regulatory, political and social
conditions affecting such sectors may have a significant impact on the Trust and could affect the income from, or the value or liquidity of, the Trust’s portfolio.
Investment percentages in specific sectors are presented in the Schedule of Investments.
The Trust invests a significant portion of its assets in fixed-income securities and/or uses derivatives tied to the fixed-income markets. Changes in market interest rates or economic conditions may affect the value and/or liquidity of such investments. Interest rate risk is the risk that prices of bonds and other fixed-income securities will
decrease as interest rates rise and increase as interest rates fall. The Trust may be subject to a greater risk of rising interest rates during a period of
historically low interest rates. Changing interest rates may have unpredictable effects on markets, may result in heightened market volatility, and could negatively
impact the Trust’s performance.
The Trust invests a significant portion of its assets in securities of issuers
located in the United States. A decrease in imports or exports, changes
in trade regulations, inflation and/or an economic recession in the United States may have a material adverse effect on the U.S. economy and the securities
listed on U.S. exchanges. Proposed and adopted policy and legislative changes in the United States may also have a significant effect on U.S. markets
generally, as well as on the value of certain securities. Governmental agencies project that the United States will continue to maintain elevated public debt
levels for the foreseeable future which may constrain future economic growth. Circumstances could arise that could prevent the timely payment of interest or
principal on U.S. government debt, such as reaching the legislative “debt ceiling.” Such non-payment would result in substantial negative
consequences for the U.S. economy and the global financial system. If U.S. relations with certain countries deteriorate, it could adversely affect issuers that
rely on the United States for trade. The United States has also experienced increased internal unrest and discord. If these trends were to continue, they may have an adverse
impact on the U.S. economy and the issuers in which the Trust invests.
10.
CAPITAL
SHARE TRANSACTIONS
The Trust is authorized to issue an unlimited number of shares,
all of which were initially classified as Common Shares. The par value
for the Trust’s Common Shares is $0.001.
The Board is authorized, however, to reclassify any unissued Common
Shares to Preferred Shares without the approval of Common Shareholders.
For the year ended December 31,2024, shares issued and outstanding remained constant. For the year ended December 31, 2023, shares issued and outstanding increased by 5,932 as a result of Shelf Offering.
The Trust participated in an open market share repurchase program (the “Repurchase Program”) through November 30, 2024. From December 1, 2023 through November
30, 2024, the Trust could repurchase up to 5% of its outstanding common shares under the Repurchase Program, based on common shares outstanding as of the close
of business on November 30, 2023, subject to certain conditions. The Repurchase Program had an accretive effect as shares were purchased at a discount to the
Trust’s NAV. The Repurchase Program expired on November 30, 2024 and was not renewed. During the year ended December 31, 2024, the Trust did not repurchase any
shares.
BBN filed a prospectus with the U.S.
Securities and Exchange Commission (“SEC”) allowing it to issue an additional 20,000,000 Common Shares, through an equity Shelf Offering. During
the year ended December 31, 2024, BBN did not issue any Common Shares through its Shelf Offering. Effective February 10, 2024, BBN is no longer actively engaged in a Shelf
Offering and has no effective registration statement or current prospectus for the sale of Common Shares.
Initial costs incurred by BBN in connection with its Shelf Offering were recorded as “Deferred offering costs” in the Statement of Assets and Liabilities. As
shares were sold, a portion of the costs attributable to the shares sold were charged against paid-in-capital. Any remaining deferred charges at the end of the
Shelf Offering period were charged to expense.
26 2024 BlackRock
Annual Report to Shareholders
Notes
to Financial Statements (continued)
Management’s evaluation of the impact of all subsequent
events on the Trust’s financial statements was completed through the date the financial statements were
issued and the following items were noted:
The Trust declared and paid or will pay distributions to Common Shareholders as
follows:
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Dividend Per
Common Share |
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Notes to Financial Statements
27
Report
of Independent Registered Public Accounting Firm
To the Shareholders and
the Board of Trustees of BlackRock Taxable Municipal Bond Trust:
Opinion on the Financial Statements and Financial Highlights
We have audited the accompanying statement of assets and liabilities of BlackRock Taxable Municipal Bond Trust (the “Fund”),
including the schedule of investments, as of December 31, 2024, the related statements of operations and cash flows for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended, the financial highlights for each of the three years in the period then ended, for
the period from August 1, 2021 through December 31, 2021, and for each of the two years in the period ended July 31, 2021, and the related notes. In our
opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31,
2024, and the results of its operations and cash flows for the year then ended, the changes in its net assets for each of the two years in the period then
ended and the financial highlights for each of the three years in the period then ended, for the period from August 1, 2021 through December 31, 2021, and for each of the two
years in the period ended July 31, 2021, in conformity with accounting principles generally accepted in the United States of America.
These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to
express an opinion on the Fund’s financial statements and financial highlights based on our audits. We are a public accounting firm registered with the
Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the
PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the
purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial
highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence
regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used
and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our
procedures included confirmation of securities owned as of December 31, 2024, by correspondence with custodians or counterparties; when replies were not
received, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
Deloitte & Touche LLP
Boston,
Massachusetts
February 25, 2025
We have served as the auditor of one or more BlackRock investment companies since 1992.
28 2024 BlackRock
Annual Report to Shareholders
Important Tax Information (unaudited)
The
Trust hereby designates the following amount, or maximum amount allowable by law, of distributions from direct federal obligation interest for the fiscal year ended
December 31, 2024:
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Federal Obligation
Interest |
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The law varies in
each state as to whether and what percent of ordinary income dividends attributable to federal obligations is exempt from state income tax. Shareholders are advised to check
with their tax advisers to determine if any portion of the dividends received is exempt from state income tax.
The Trust hereby designates the following amount, or maximum amount allowable by law, as interest income eligible to be treated as a Section 163(j) interest dividend for
the fiscal year ended December 31, 2024:
The Trust hereby
designates the following amount, or maximum amount allowable by law, as interest-related dividends eligible for exemption from U.S. withholding tax for nonresident aliens and
foreign corporations for the fiscal year ended December 31, 2024:
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Interest-
Related
Dividends |
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Important Tax Information
29
Investment Objectives, Policies and Risks
Recent Changes
The following information is a summary of certain changes since December 31, 2023. This information may not reflect all of the changes that have occurred
since you purchased the Trust..
During the Trust’s most recent fiscal year, there were no material changes in the Trust’s investment objectives or policies that have not been approved by
shareholders or in the principal risk factors associated with investment in the Trust.
Investment Objectives and Policies
The Trust’s primary investment objective is to seek high
current income, with a secondary objective of capital appreciation. There can be no assurance that the Trust will achieve its investment objectives. The Trust’s
investment objectives are not fundamental and may be changed by its Board of Trustees (the “Board”).
The Trust seeks to achieve its investment objectives by investing primarily in a portfolio of taxable municipal securities, including Build America Bonds
(“BABs”), issued by state and local governments to finance capital projects such as public schools, roads, transportation infrastructure, bridges,
ports and public buildings. BlackRock Advisors, LLC (the “Manager”) will use its in-depth expertise in the municipal securities market to
assemble the Trust’s portfolio. As market conditions permit and based upon the Manager’s assessment of the interest rate environment, the Trust may
opportunistically hedge its duration in an attempt to protect against the risk of rising interest rates, although no assurance can be given that this strategy
will be successful. Duration, in comparison to maturity (which is the date on which the issuer of a debt instrument is obligated to repay the principal
amount), is a measure of the price volatility of a debt instrument as a result in changes in market rates of interest, based on the weighted average timing of the instrument’s expected principal and interest payments. Duration differs from maturity in that it takes into account a security’s yield, coupon payments and its
principal payments in addition to the amount of time until the security finally matures. As the value of a security changes over time, so will its duration.
The Trust may invest in taxable municipal securities and
tax-exempt municipal securities, including municipal bonds and notes, certificates of participation, other securities issued to finance and refinance public
projects, and other related securities and derivative instruments creating exposure to municipal bonds, notes and securities. Under normal market conditions,
the Trust will invest at least 80% of its Managed Assets in taxable municipal securities, which include BABs. This investment policy may be changed by the
Board upon 60 days’ prior notice to shareholders. The Trust’s investments in derivatives will be counted towards the Trust’s 80% policy to the extent that they provide investment exposure to the securities included within that policy or to one or more market risk factors associated with such securities. The Trust may invest up to 20% of
its Managed Assets in securities other than taxable municipal securities. Such other securities include tax-exempt securities, U.S. Treasury securities,
obligations of the U.S. Government, its agencies and instrumentalities and corporate bonds issued by issuers that have, in the Manager’s view, typically
been associated with or sold in the municipal market. “Managed Assets” means the Trust’s net assets plus the amount of borrowings for
investment purposes. For the avoidance of doubt, assets attributable to money borrowed for investment purposes includes the portion of the Trust’s assets
in an issuer of tender option bonds of which the Trust owns the TOB Residual (as defined below).
Under normal market conditions, the Trust will invest at least
80% of its Managed Assets in securities that at the time of investment are investment grade quality. Investment grade quality securities are securities rated
within the four highest grades (“Baa” or “BBB” or better) by Moody’s Investor Service Inc. (“Moody’s”), S&P Global Ratings (“S&P”), Fitch Ratings, Inc. (“Fitch”) or securities that are unrated but judged to be of comparable quality by the Manager. The Trust may invest up to 20% of its
Managed Assets in securities that at the time of investment are rated below investment grade quality by Moody’s, S&P or Fitch or that are unrated but
judged to be of comparable quality by the Manager. Certain of the Trust’s investments may be illiquid.
BABs are taxable municipal securities issued by state and local
governments. Municipal securities include, among other things, bonds, notes, leases and certificates of participation. Municipal securities may be structured
as callable or non-callable, may have payment forms that include fixed-coupon, variable rate and zero coupon, and may include capital appreciation bonds,
floating rate securities, inverse floating rate securities (including TOB Residuals), inflation-linked securities and other derivative instruments that
replicate investment exposure to such securities. BABs, as municipal securities, may be structured in any of the foregoing ways and new versions of BABs may be offered in the future. The Trust may invest in any of these BABs or municipal securities, and may acquire them through investments in pooled vehicles, partnerships or other investment companies. The Trust may also purchase BABs and other municipal securities representing a wide range of sectors and purposes.
The Trust may purchase municipal securities that are additionally
secured by insurance, bank credit agreements or escrow accounts. The credit quality of companies which provide these credit enhancements will affect the value
of those securities. Although the insurance feature reduces certain financial risks, the premiums for insurance and the higher market price paid for insured
obligations may reduce the Trust’s income. Insurance generally will be obtained from insurers with a claims-paying ability rated Baa or BBB or better by
Moody’s, S&P or Fitch. The insurance feature does not guarantee the market value of the insured obligations or the net asset value of the common shares. The Trust
may purchase insured securities and may purchase insurance for bonds in its portfolio.
The credit quality policies noted above apply only at the time a security is purchased, and the Trust is not required to dispose of a security in the event that a rating
agency downgrades its assessment of the credit characteristics of a particular issue. In determining whether to retain or sell such a security, the Manager may
consider such factors as its assessment of the credit quality of the issuer of such security, the price at which such security could be sold and the rating, if
any, assigned to such security by other rating agencies.
The Trust may implement various temporary “defensive” strategies at times when the Manager determines that conditions in the
markets or the termination of the Trust makes pursuing the Trust’s basic investment strategy inconsistent with the best interests of its shareholders.
These strategies may include investing all or a portion of the Trust’s assets in U.S. Government obligations and high-quality, short-term debt securities that may be
either tax-exempt or taxable.
The Trust
originally sought to achieve its investment objectives by investing primarily in a portfolio of BABs, which are taxable municipal securities issued pursuant to the American Recovery and Reinvestment Act of 2009 (the “ARRA”). Under the terms of the ARRA, issuers of direct pay BABs are eligible to receive a subsidy
from the U.S. Treasury of up to 35% of the interest paid on the bonds. Given the uncertainty around the BABs program at the time of the Trust’s launch in
2010, the Trust’s initial public
30 2024 BlackRock
Annual Report to Shareholders
Investment Objectives, Policies and Risks (continued)
offering prospectus included a Contingent Review Provision. For any 24-month period, if there
were no new issuances of BABs or other analogous taxable municipal securities, the Board would undertake an evaluation of potential actions with respect to the
Trust (the “Contingent Review Provision”). Under the Contingent Review Provision, such potential action included changes to the Trust’s
non-fundamental investment policies to broaden its primary investment focus to include taxable municipal securities generally. The BABs program expired on
December 31, 2010 and was not renewed. Accordingly, there have been no new issuances of BABs since that date. Pursuant to the Contingent Review Provision, on
June 12, 2015, the Board approved a proposal to amend the Trust’s 80% investment policy to include all taxable municipal securities, including BABs, and to change the
name of the Trust, which changes became effective on August 25, 2015.
Leverage: The Trust may utilize leverage to seek to enhance the yield and net asset value of its common shares. However, this objective cannot be achieved in all interest rate environments. The Trust may leverage its assets through the use of residual interest municipal tender option bonds (“TOB Residuals”), which are derivative
interests in municipal bonds. The Trust may use combined leverage of up to 100% of its net assets (50% of its Managed Assets), all or a portion of which
may be effected through the use of TOB Residuals.
The Trust may enter into derivative securities transactions that have leverage embedded in them.
The Trust may utilize reverse repurchase agreements.
The Trust may borrow through a credit facility.
The Trust may also borrow money as a temporary measure for extraordinary or emergency purposes, including the payment of dividends and
the settlement of securities transactions which otherwise might require untimely dispositions of Trust securities.
This section contains a discussion of the general risks of
investing in the Trust. The net asset value and market price of, and dividends paid on, the common shares will fluctuate with and be affected by, among other
things, the risks more fully described below. As with any fund, there can be no guarantee that the Trust will meet its investment objective or that the Trust’s
performance will be positive for any period of time. The order of the below risk factors does not indicate significance of any particular risk factor.
Investment and Market Discount Risk: An
investment in the Trust’s common shares is subject to investment risk, including the possible loss of the entire amount that you invest. As with any
stock, the price of the Trust’s common shares will fluctuate with market conditions and other factors. If shares are sold, the price received may be more or less than the original investment. Common shares are designed for long-term investors and the Trust should not be treated as a trading vehicle. Shares of closed-end management investment companies frequently trade at a discount from their net asset value. This risk is separate and distinct from the risk that the Trust’s net asset
value could decrease as a result of its investment activities. At any point in time an investment in the Trust’s common shares may be worth less than the
original amount invested, even after taking into account distributions paid by the Trust. During periods in which the Trust may use leverage, the Trust’s
investment, market discount and certain other risks will be magnified.
Debt Securities Risk: Debt securities, such
as bonds, involve risks, such as credit risk, interest rate risk, extension risk, and prepayment risk, each of which are described in further detail below:
•Credit Risk — Credit risk refers to the possibility that the issuer of a debt security (i.e., the borrower) will not be able to make payments of interest and principal when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Trust’s investment in that
issuer. The degree of credit risk depends on both the financial condition of the issuer and the terms of the obligation.
•Interest Rate Risk — The market value of bonds and other fixed-income securities changes in response to interest rate changes and other factors. Interest rate risk is the risk that prices of bonds and other fixed-income securities will increase as interest rates fall and decrease as interest rates rise.
The Trust may be subject to a greater risk
of rising interest rates during a period of historically low interest rates. For example, if interest rates increase by 1%, assuming a current portfolio
duration of ten years, and all other factors being equal, the value of the Trust’s investments would be expected to decrease by 10%. (Duration is a
measure of the price sensitivity of a debt security or portfolio of debt securities to relative changes in interest rates.) The magnitude of these
fluctuations in the market price of bonds and other fixed-income securities is generally greater for those securities with longer maturities. Fluctuations
in the market price of the Trust’s investments will not affect interest income derived from instruments already owned by the Trust, but will be
reflected in the Trust’s net asset value. The Trust may lose money if short-term or long-term interest rates rise sharply in a manner not anticipated
by Trust management.
To the extent the Trust invests in debt securities that may be prepaid at the option of the obligor (such as mortgage-backed securities), the sensitivity of such
securities to changes in interest rates may increase (to the detriment of the Trust) when interest rates rise. Moreover, because rates on certain floating
rate debt securities typically reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be
expected to cause some fluctuations in the net asset value of the Trust to the extent that it invests in floating rate debt securities.
These basic principles of bond prices also
apply to U.S. Government securities. A security backed by the “full faith and credit” of the U.S. Government is guaranteed only as to its stated
interest rate and face value at maturity, not its current market price. Just like other fixed-income securities, government-guaranteed securities will
fluctuate in value when interest rates change.
A general rise in interest rates has the
potential to cause investors to move out of fixed-income securities on a large scale, which may increase redemptions from funds that hold large amounts of
fixed-income securities. Heavy redemptions could cause the Trust to sell assets at inopportune times or at a loss or depressed value and could hurt the
Trust’s performance.
Investment Objectives, Policies and Risks
31
Investment Objectives, Policies and Risks (continued)
•Extension
Risk — When interest rates rise, certain obligations will be paid off by the
obligor more slowly than anticipated, causing the value of these obligations to fall.
•Prepayment Risk — When interest rates fall, certain obligations will be paid off by the obligor more quickly
than originally anticipated, and the Trust may have to invest the proceeds in securities with lower yields.
Build America Bonds Risk: BABs involve similar risks as municipal bonds, including credit and market risk. In particular, should a BABs issuer fail to continue to meet the applicable requirements imposed on the bonds as provided by the American Recovery and Reinvestment Act of 2009, it is possible that such issuer may not receive federal
cash subsidy payments, impairing the issuer’s ability to make scheduled interest payments. The BAB program expired on December 31, 2010 and no further
issuance is permitted unless Congress renews the program. As a result, the number of available BABs is limited, which may negatively affect the value of the
BABs. While an active trading market for BABs has generally existed since the expiration of the BAB program, there can be no assurance that BABs will remain
actively traded. It is difficult to predict the extent to which a market for such bonds will continue, meaning that BABs may experience greater illiquidity
than other municipal obligations. The BABs outstanding as of December 31, 2010 will continue to be eligible for the federal interest rate subsidy, which
continues for the life of the BABs; however, no bonds issued following expiration of the BAB program will be eligible for the U.S. federal tax subsidy.
Pursuant to certain federal budget legislation adopted in August 2011, starting as of March 1, 2013, the government’s BAB subsidy payments were reduced
as part of a government-wide “sequestration” of many program expenditures. Such cuts may end earlier if rescinded by Congress. Due to continuing
uncertainty related to Congressional budget deficit reduction, there is a possibility that federal funds allocated to subsidize issuers of BABs for a portion
of the interest paid by such issuers could be further reduced or eliminated in the future. To the extent the federal subsidy is reduced or eliminated, there is a risk that issuers of BABs could redeem bonds prior to their stated maturities based on the redemption language applicable to specific issues of BABs. Once such redemption provisions
permit redemption of BABs because the subsidy is reduced or eliminated, issuers may be able to redeem BABs even after any reduction in the subsidy has ended.
The Trust cannot predict future reductions in the federal subsidy for BABs.
Municipal Securities Risks: Municipal
securities risks include the ability of the issuer to repay the obligation, the relative lack of information about certain issuers of municipal securities, and
the possibility of future legislative changes which could affect the market for and value of municipal securities. Budgetary constraints of local, state, and federal
governments upon which the issuers may be relying for funding may also impact municipal securities. These risks include:
•General Obligation Bonds Risks — Timely payments depend on the issuer’s credit quality, ability to raise tax revenues and ability to maintain an adequate tax base.
•Revenue Bonds Risks — These payments depend on the money earned by the particular facility or class of facilities, or the amount of revenues derived from another source.
•Private Activity Bonds Risks — Municipalities and other public authorities issue private activity bonds to finance
development of industrial facilities for use by a private enterprise. The private enterprise pays the principal and interest on the bond, and the issuer does not pledge its
full faith, credit and taxing power for repayment. The Trust’s investments may consist of private activity bonds that may subject certain shareholders to an alternative
minimum tax.
•Moral Obligation Bonds
Risks — Moral obligation bonds are generally issued by special purpose public
authorities of a state or municipality. If the issuer is unable to meet its obligations, repayment of these bonds becomes a moral commitment, but not a legal obligation, of
the state or municipality.
•Municipal Notes Risks — Municipal notes are shorter term municipal debt obligations. If there is a shortfall in the
anticipated proceeds, the notes may not be fully repaid and the Trust may lose money.
•Municipal Lease Obligations Risks — In a municipal lease obligation, the issuer agrees to make payments when due on the lease obligation. Although the issuer does not pledge its unlimited taxing power for payment of the lease obligation, the lease obligation is secured by the leased property.
•Tax-Exempt Status Risk — The Trust and its investment manager will rely on the opinion of issuers’ bond counsel and, in the case of derivative securities, sponsors’ counsel, on the tax-exempt status of interest on municipal bonds and payments under derivative securities. Neither the Trust nor its investment manager will independently review the bases for those tax opinions, which may ultimately be determined to be incorrect and subject the Trust and its shareholders to substantial tax liabilities.
Reinvestment Risk: Proceeds from a current investment of the Trust, both
interest payments and principal payments, may be reinvested in instruments that offer lower yields than the current investment due in part to market conditions
and the interest rate environment at the time of reinvestment. Reinvestment risk is greater on short- to intermediate-term loans.
Insurance Risk: Insurance guarantees that interest payments on a municipal security will be made on time and that the principal will be repaid when the security matures. However, insurance does not protect against losses caused by declines in a municipal security’s value. The Trust cannot be certain that any insurance company will
make the payments it guarantees. If a municipal security’s insurer fails to fulfill its obligations or loses its credit rating, the value of the security could
drop.
High Yield Bonds
Risk: Although junk bonds generally pay higher rates of interest than investment grade bonds, junk bonds are high risk investments that are considered speculative and may cause income and principal losses for the Trust.
Zero Coupon Securities Risk: While interest
payments are not made on such securities, holders of such securities are deemed to have received income (“phantom income”) annually,
notwithstanding that cash may not be received currently. The effect of owning instruments that do not make current interest payments is that a fixed yield is earned not only on the original investment but also, in effect, on all discount accretion during the life of the obligations. This implicit reinvestment of earnings at a fixed
rate eliminates the risk of being unable to invest distributions at a rate as high as the implicit yield on the zero coupon bond, but at the same time
eliminates the holder’s ability to reinvest at higher rates in the future. For this reason, some of these securities may be subject to substantially
greater price fluctuations during periods of changing market interest rates
32 2024 BlackRock
Annual Report to Shareholders
Investment Objectives, Policies and Risks (continued)
than
are comparable securities that pay interest currently. Longer term zero coupon bonds are more exposed to interest rate risk than shorter term zero coupon bonds. These investments benefit the issuer by mitigating its need for cash to meet debt service, but also require a higher rate of return to attract investors who are willing to defer
receipt of cash.
Variable and Floating Rate Instrument Risk: Variable and floating rate
securities provide for periodic adjustment in the interest rate paid on the securities. Securities with floating or variable interest rates can be less
sensitive to interest rate changes than securities with fixed interest rates, but may decline in value if their coupon rates do not reset as high, or as
quickly, as comparable market interest rates, and generally carry lower yields than fixed securities of the same maturity. These securities will not generally
increase in value if interest rates decline. A decline in interest rates may result in a reduction in income received from variable and floating rate
securities held by the Trust and may adversely affect the value of the Trust’s shares. These securities may be subject to greater illiquidity risk
than other fixed-income securities, meaning the absence of an active market for these securities could make it difficult for the Trust to dispose of them at
any given time. Floating rate securities generally are subject to legal or contractual restrictions on resale, may trade infrequently, and their value may be
impaired when the Trust needs to liquidate such loans. Benchmark interest rates may not accurately track market interest rates. Although floating rate
securities are less sensitive to interest rate risk than fixed-rate securities, they are subject to credit risk and default risk, which could impair their value.
Indexed and Inverse Securities
Risk: Indexed and inverse securities provide a potential return based on a particular index of value or interest rates. The Trust’s return on these securities will be subject to risk with respect to the value of the particular index. These securities are subject to leverage risk and correlation risk. Certain
indexed and inverse securities have greater sensitivity to changes in interest rates or index levels than other securities, and the Trust’s investment in
such instruments may decline significantly in value if interest rates or index levels move in a way Trust management does not anticipate.
U.S. Government Obligations Risk: Certain securities in which the Trust may invest, including securities issued by certain U.S. Government agencies and U.S. Government sponsored enterprises, are not guaranteed by the U.S. Government or supported by the full faith and credit of the United States. In addition, circumstances could arise that
could prevent the timely payment of interest or principal on U.S. Government obligations, such as reaching the legislative “debt ceiling.” Such
non-payment could result in losses to the Trust and substantial negative consequences for the U.S. economy and the global financial system.
Economic Sector and Geographic Risk: The Trust, as a fundamental policy, may not invest 25% or more of the value of its Managed Assets in any one industry. However, this limitation does not apply to securities of the U.S. Government, any state government or their respective agencies, or instrumentalities and securities backed by the
credit of any federal or state governmental entity. As such, the Trust may invest 25% of more of its Managed Assets in municipal securities of issuers in the
same state (or U.S. Territory) or in the same economic sector. If the Trust does so, this may make it more susceptible to adverse economic, political or
regulatory occurrences affecting a particular state or economic sector.
Leverage Risk: The Trust’s use of leverage may
increase or decrease from time to time in its discretion and the Trust may, in the future, determine not to use leverage.
The use of leverage creates an opportunity for increased common share net investment income dividends, but also creates risks for the holders of common shares. The Trust
cannot assure you that the use of leverage will result in a higher yield on the common shares. Any leveraging strategy the Trust employs may not be successful.
Leverage involves risks and special considerations for common shareholders,
including:
•the likelihood of greater volatility of net asset value, market price and dividend rate of the common shares than a comparable portfolio without leverage;
•the risk that fluctuations in interest rates or dividend rates on any leverage that the Trust must pay will reduce the return to the common
shareholders;
•the effect of leverage in a
declining market, which is likely to cause a greater decline in the net asset value of the common shares than if the Trust were not leveraged, which may result in a greater
decline in the market price of the common shares;
•leverage may increase operating costs, which may reduce total return.
Any decline in the net asset value of the Trust’s
investments will be borne entirely by the holders of common shares. Therefore, if the market value of the Trust’s portfolio declines, leverage will
result in a greater decrease in net asset value to the holders of common shares than if the Trust were not leveraged. This greater net asset value decrease will also tend to
cause a greater decline in the market price for the common shares.
Tender Option Bonds Risk: The Trust’s participation in tender option bond
transactions may reduce the Trust’s returns and/or increase volatility. Investments in tender option bond transactions expose the Trust to counterparty
risk and leverage risk. An investment in a tender option bond transaction typically will involve greater risk than an investment in a municipal fixed rate
security, including the risk of loss of principal. Distributions on TOB Residuals will bear an inverse relationship to short-term municipal security interest
rates. Distributions on TOB Residuals paid to the Trust will be reduced or, in the extreme, eliminated as short-term municipal interest rates rise and will
increase when short-term municipal interest rates fall. TOB Residuals generally will underperform the market for fixed rate municipal securities in a rising
interest rate environment. The Trust may invest in special purpose trusts formed for the purpose of holding municipal bonds contributed by one or more funds
(“TOB Trusts”) on either a non-recourse or recourse basis. If the Trust invests in a TOB Trust on a recourse basis, it could suffer losses in excess of the value
of its TOB Residuals.
Reverse Repurchase Agreements Risk: Reverse
repurchase agreements involve the sale of securities held by the Trust with an agreement to repurchase the securities at an agreed-upon price, date and
interest payment. Reverse repurchase agreements involve the risk that the other party may fail to return the securities in a timely manner or at all. The Trust
could lose money if it is unable to recover the securities and the value of the collateral held by the Trust, including the value of the investments made with cash collateral, is less than the value of the securities. These events could also trigger adverse tax consequences for the Trust. In addition, reverse repurchase agreements
involve the risk that the interest income earned in the investment of the proceeds will be less than the interest expense.
Investment Objectives, Policies and Risks
33
Investment Objectives, Policies and Risks (continued)
Illiquid Investments Risk: The Trust may invest without limitation in illiquid
or less liquid investments or investments in which no secondary market is readily available or which are otherwise illiquid, including private placement
securities. The Trust may not be able to readily dispose of such investments at prices that approximate those at which the Trust could sell such investments if
they were more widely traded and, as a result of such illiquidity, the Trust may have to sell other investments or engage in borrowing transactions if
necessary to raise cash to meet its obligations. Limited liquidity can also affect the market price of investments, thereby adversely affecting the Trust’s net asset value and ability to make dividend distributions. The financial markets in general, and certain segments of the mortgage-related securities markets in particular, have in
recent years experienced periods of extreme secondary market supply and demand imbalance, resulting in a loss of liquidity during which market prices were
suddenly and substantially below traditional measures of intrinsic value. During such periods, some investments could be sold only at arbitrary prices and with
substantial losses. Periods of such market dislocation may occur again at any time. Privately issued debt securities are often of below investment grade
quality, frequently are unrated and present many of the same risks as investing in below investment grade public debt securities.
Investment Companies and ETFs Risk: Subject to the limitations set forth in the Investment Company Act of 1940, as amended, and the rules thereunder, the Trust may acquire shares in other investment companies and in exchange-traded Trusts (“ETFs”), some of which may be affiliated investment companies. The market value of
the shares of other investment companies and ETFs may differ from their net asset value. As an investor in investment companies and ETFs, the Trust would bear
its ratable share of that entity’s expenses, including its investment advisory and administration fees, while continuing to pay its own advisory and
administration fees and other expenses (to the extent not offset by the Manager through waivers). As a result, shareholders will be absorbing duplicate levels
of fees with respect to investments in other investment companies and ETFs (to the extent not offset by the Manager through waivers).
The securities of other investment companies and ETFs in which
the Trust may invest may be leveraged. As a result, the Trust may be indirectly exposed to leverage through an investment in such securities. An investment in
securities of other investment companies and ETFs that use leverage may expose the Trust to higher volatility in the market value of such securities and the possibility that
the Trust’s long-term returns on such securities (and, indirectly, the long-term returns of shares of the Trust) will be diminished.
As with other investments, investments in other investment companies, including ETFs, are subject to market and selection risk. To the
extent the Trust is held by an affiliated Trust, the ability of the Trust itself to hold other investment companies may be limited.
Derivatives Risk: The Trust’s use of derivatives may increase its costs, reduce the Trust’s returns and/or increase volatility. Derivatives involve significant risks, including:
•Leverage Risk — The Trust’s use of derivatives can magnify the Trust’s gains and losses. Relatively small market movements may result in large changes in the value of a derivatives position and can result in losses that greatly exceed the amount originally invested.
•Market Risk — Some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The Trust could also suffer losses related to its derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. Finally, the Manager may not be able to predict correctly the direction of securities prices, interest rates and other economic factors, which could cause the Trust’s derivatives positions to lose value.
•Counterparty Risk — Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will be unable or unwilling to fulfill its contractual obligation, and the related risks of having concentrated exposure to such a counterparty.
•Illiquidity Risk — The possible lack of a liquid secondary market for derivatives and the resulting inability of the Trust to sell or otherwise close a derivatives position could expose the Trust to losses and could make derivatives more difficult for the Trust to value accurately.
•Operational Risk — The use of derivatives includes the risk of potential operational issues, including documentation issues, settlement issues, systems failures, inadequate controls and human error.
•Legal
Risk — The risk of insufficient documentation, insufficient capacity or authority
of counterparty, or legality or enforceability of a contract.
•Volatility and Correlation Risk — Volatility is defined as the characteristic of a security, an index or a market to
fluctuate significantly in price within a short time period. A risk of the Trust’s use of derivatives is that the fluctuations in their values may not correlate with
the overall securities markets.
•Valuation Risk — Valuation for derivatives may not be readily available in the market. Valuation may be more
difficult in times of market turmoil since many investors and market makers may be reluctant to purchase complex instruments or quote prices for them.
•Hedging Risk — Hedges are sometimes subject to imperfect matching between the derivative and the underlying security, and there can be no assurance that the Trust’s hedging transactions will be effective. The use of hedging may result in certain adverse tax consequences.
•Tax Risk — Certain aspects of the tax treatment of derivative instruments, including swap agreements and commodity-linked derivative instruments, are currently unclear and may be affected by changes in legislation, regulations or other legally binding authority. Such treatment may be less favorable than that given to a direct investment in an underlying asset and may adversely affect the timing, character and amount of income the Trust realizes from its investments.
Risk of Investing in the United States: Certain changes in the U.S. economy, such as when the U.S. economy weakens or when its financial markets decline, may have an adverse effect on the securities to which the Trust has exposure.
Market Risk and Selection Risk: Market risk is the risk that one or more markets
in which the Trust invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. The value of a security or
other asset may decline due to changes in general market conditions, economic trends or events that are not specifically related to the issuer of the security
or other asset, or factors that affect a particular issuer or issuers, exchange, country, group of countries, region, market, industry, group of industries,
sector or asset class. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues like
pandemics or epidemics, recessions, or other events could have a significant impact on the Trust and its investments. Selection risk is the risk that the
securities selected by
34
2024 BlackRock Annual Report to Shareholders
Investment Objectives, Policies and Risks (continued)
Trust
management will underperform the markets, the relevant indices or the securities selected by other funds with similar investment objectives and investment strategies. This
means you may lose money.
An outbreak of an
infectious coronavirus (COVID-19) that was first detected in December 2019 developed into a global pandemic that has resulted in numerous disruptions in the
market and has had significant economic impact leaving general concern and uncertainty. Although vaccines have been developed and approved for use by various
governments, the duration of the pandemic and its effects cannot be predicted with certainty. The impact of this coronavirus, and other epidemics and pandemics
that may arise in the future, could affect the economies of many nations, individual companies and the market in general ways that cannot necessarily be foreseen at the
present time.
Shareholder
Activism Risk: Shareholder activism involving closed-end funds has recently been increasing. Shareholder activism can take many forms, including engaging in public campaigns to demand that the Trust consider significant transactions such as a tender offer, merger or liquidation or to attempt to influence the Trust’s
corporate governance and/or management, commencing proxy contests to attempt to elect the activists’ representatives or others to the Trust’s Board
of Trustees, or to seek other actions such as a termination of the Trust’s investment advisory contract with its current investment manager or commencing
litigation. If the Trust becomes the subject of shareholder activism, then management and the Board may be required to divert significant resources and
attention to respond to the activist and the Trust may incur substantial costs defending against such activism if management and the Board determine that the
activist’s demands are not in the best interest of the Trust. Further, the Trust’s share price could be subject to significant fluctuation or otherwise be
adversely affected by the events, risks and uncertainties of any shareholder activism.
Investment Objectives, Policies and
Risks
35
Automatic Dividend Reinvestment Plan
Pursuant to
BBN’s Dividend Reinvestment Plan (the “Reinvestment Plan”), Common Shareholders
are automatically enrolled to have all distributions of dividends and capital gains and other distributions reinvested by Computershare Trust Company, N.A.
(the “Reinvestment Plan Agent”) in the Trust’s Common Shares pursuant to the
Reinvestment Plan. Shareholders who do not participate in the Reinvestment Plan will receive all distributions in cash paid by check and mailed directly to the
shareholders of record (or if the shares are held in street name or other nominee name, then to the nominee) by the Reinvestment Plan Agent, which serves as
agent for the shareholders in administering the Reinvestment Plan.
After BBN declares a dividend or determines to make a capital gain or other distribution, the Reinvestment Plan Agent will acquire shares
for the participants’ accounts, depending upon the following circumstances, either (i) through receipt of unissued but authorized shares from the Trust
(“newly issued shares”) or (ii) by purchase of outstanding shares on the open market or on the Trust’s primary exchange (“open-market purchases”). If, on the dividend payment date, the net asset
value (“NAV”) per share is equal to or less than the market price per share plus estimated brokerage commissions (such condition often referred to
as a “market premium”), the Reinvestment Plan Agent will invest the dividend amount in newly issued shares acquired on behalf of the participants.
The number of newly issued shares to be credited to each participant’s account will be determined by dividing the dollar amount of the dividend by the
NAV on the date the shares are issued. However, if the NAV is less than 95% of the market price on the dividend payment date, the dollar amount of the dividend
will be divided by 95% of the market price on the dividend payment date. If, on the dividend payment date, the NAV is greater than the market price per share
plus estimated brokerage commissions (such condition often referred to as a “market discount”), the Reinvestment Plan Agent will invest the
dividend amount in shares acquired on behalf of the participants in open-market purchases. If the Reinvestment Plan Agent is unable to invest the full dividend
amount in open-market purchases, or if the market discount shifts to a market premium during the purchase period, the Reinvestment Plan Agent will invest any
un-invested portion in newly issued shares. Investments in newly issued shares made in this manner would be made pursuant to the same process described above
and the date of issue for such newly issued shares will substitute for the dividend payment date.
You may elect not to participate in the Reinvestment Plan and to receive all
dividends in cash by contacting the Reinvestment Plan Agent, at the address set forth below.
Participation in the Reinvestment Plan is completely voluntary and may be terminated or resumed at any time without penalty by notice if received and processed by the
Reinvestment Plan Agent prior to the dividend record date. Additionally, the Reinvestment Plan Agent seeks to process notices received after the record date
but prior to the payable date and such notices often will become effective by the payable date. Where late notices are not processed by the applicable payable
date, such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution.
The Reinvestment Plan Agent’s fees for the handling of the
reinvestment of distributions will be paid by the Trust. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to
the Reinvestment Plan Agent’s open-market purchases in connection with the reinvestment of all distributions. The automatic reinvestment of all distributions will not
relieve participants of any U.S. federal, state or local income tax that may be payable on such dividends or distributions.
The Trust reserves the right to amend or terminate the Reinvestment Plan. There is no direct service charge to participants in the Reinvestment Plan; however, the Trust
reserves the right to amend the Reinvestment Plan to include a service charge payable by the participants. Participants in BBN that request a sale of shares
are subject to a $2.50 sales fee and a $0.15 per share sold fee. Per share fees include any applicable brokerage commissions the Reinvestment Plan Agent is
required to pay. All correspondence concerning the Reinvestment Plan should be directed to Computershare Trust Company, N.A. through the internet at
computershare.com/blackrock, or in writing to Computershare, P.O. Box 43006, Providence, RI 02940-3078, Telephone: (800) 699-1236. Overnight correspondence
should be directed to the Reinvestment Plan Agent at Computershare, 150 Royall Street, Suite 101, Canton, MA 02021.
36
2024 BlackRock Annual Report to Shareholders
Trustee and Officer Information
| |
| |
|
Principal Occupation(s) During Past 5 Years |
Number of BlackRock-Advised
Registered Investment Companies
(“RICs”) Consisting of Investment
Portfolios (“Portfolios”) Overseen |
Public Company and Other
Investment Company
Directorships Held During
Past 5 Years |
| |
Chair of the Board (Since
2022)
Trustee
(Since 2007) |
Dean, Columbia Business School from 2004 to 2019;
Faculty member, Columbia Business School since 1988. |
67 RICs consisting of 102 Portfolios |
ADP (data and information services) from 2004 to 2020; Metropolitan Life Insurance Company (insurance); TotalEnergies SE (multi-energy) |
| |
Vice Chair of the Board
(Since 2022)
Trustee
(Since 2007) |
Baker Foundation Professor and George Fisher Baker Jr.
Professor of Business Administration, Emeritus, Harvard
Business School since 2022; George Fisher Baker Jr.
Professor of Business Administration, Harvard Business
School from 2008 to 2022; Deputy Dean for Academic
Affairs from 2006 to 2010; Chairman of the Finance Unit,
from 2005 to 2006; Senior Associate Dean and Chairman
of the MBA Program from 1999 to 2005; Member of the
faculty of Harvard Business School since 1981. |
69 RICs consisting of 104 Portfolios |
|
| |
|
Advisor, U.S. Department of the Treasury from 2014 to
2015; President, Retirement Plan Services, for T. Rowe
Price Group, Inc. from 2007 to 2012; executive positions
within Fidelity Investments from 1989 to 2007. |
69 RICs consisting of 104 Portfolios |
Unum (insurance); The Hanover Insurance Group (Board Chair); Huntsman Corporation (Lead Independent Director and non-Executive Vice Chair of the Board) (chemical products) |
| |
|
Chief Financial Officer, Intel Foundry since 2024; Vice
Chairman, Kioxia, Inc. from 2019 to 2024; Chief Financial
Officer, Xilinx, Inc. from 2016 to 2019; Corporate
Controller, Xilinx, Inc. from 2008 to 2016. |
67 RICs consisting of 102 Portfolios |
|
| |
|
Lieutenant General, Inspector General of the United States
Air Force from 2017 to 2019; Lieutenant General, Assistant
Vice Chief of Staff and Director, Air Staff, United States Air
Force from 2016 to 2017; Major General, Commander,
22nd Air Force, AFRC, Dobbins Air Reserve Base, Georgia
from 2014 to 2016; Pilot, United Airlines from 1990 to
2020. |
67 RICs consisting of 102 Portfolios |
KULR Technology Group, Inc. in 2021; The Boeing Company (airplane manufacturer) |
| |
|
President and Chief Operating Officer, Cintas Corporation
from 2008 to 2018. |
67 RICs consisting of 102 Portfolios |
PulteGroup, Inc. (home construction); Vestis Corporation (uniforms and facilities services) |
| |
|
Chief Executive Officer, Chief Investment Officer and
various other positions, National Railroad Retirement
Investment Trust from 2003 to 2016; Associate Vice
President for Treasury Management, The George
Washington University from 1999 to 2003; Assistant
Treasurer, Episcopal Church of America from 1995 to
1999. |
69 RICs consisting of 104 Portfolios |
PennyMac Mortgage Investment Trust |
Trustee and Officer Information
37
Trustee and Officer Information (continued)
Independent Trustees(a) (continued) |
| |
Position(s) Held
(Length of Service)(c) |
Principal Occupation(s) During Past 5 Years |
Number of BlackRock-Advised
Registered Investment Companies
(“RICs”) Consisting of Investment
Portfolios (“Portfolios”) Overseen |
Public Company and Other Investment Company
Directorships Held
During Past 5 Years |
| |
|
Trustee of Denison University since 2020; Consultant,
Posit PBC (enterprise data science) since 2020; Director,
ScotiaBank (U.S.) from 2020 to 2023; Chairman, Chief
Executive Officer and President of OppenheimerFunds,
Inc. from 2015, 2014 and 2013, respectively to 2019;
Trustee, President and Principal Executive Officer of
104 OppenheimerFunds funds from 2014 to 2019;
Portfolio manager of various OppenheimerFunds fixed
income mutual funds from 1986 to 2014. |
69 RICs consisting of 104 Portfolios |
Trustee of 104 OppenheimerFunds funds from 2014 to 2019 |
Interested Trustees(a)(e) |
| |
|
Principal Occupation(s) During Past 5 Years |
Number of BlackRock-Advised
Registered Investment Companies
(“RICs”) Consisting of Investment
Portfolios (“Portfolios”) Overseen |
Public Company and Other
Investment Company
Directorships Held During
Past 5 Years |
| |
|
Vice Chairman of BlackRock, Inc. since 2019; Member of
BlackRock’s Global Executive and Global Operating
Committees; Co-Chair of BlackRock’s Human Capital
Committee; Senior Managing Director of BlackRock, Inc.
from 2010 to 2019; oversaw BlackRock’s Strategic Partner
Program and Strategic Product Management Group from
2012 to 2019; Member of the Board of Managers of
BlackRock Investments, LLC from 2011 to 2018; Global
Head of BlackRock’s Retail and iShares® businesses from
2012 to 2016. |
95 RICs consisting of 268 Portfolios |
|
| |
Trustee
(Since 2015)
President and Chief
Executive Officer
(Since 2010) |
Managing Director of BlackRock, Inc. since 2009; Head of
BlackRock Global Accounting and Product Services since
2009; Advisory Director of Family Resource Network
(charitable foundation) since 2009. |
97 RICs consisting of 270 Portfolios |
|
| |
The address of each Trustee is c/o BlackRock, Inc., 50 Hudson Yards, New York, New York 10001. |
| |
Each Independent Trustee holds office until his or her successor is duly elected and qualifies or until his or her earlier death, resignation, retirement or removal as
provided by the Trust’s by-laws or charter or statute, or until
December 31 of the year in which he or she turns 75. Trustees who are “interested persons,” as defined in the Investment Company Act serve until their successor
is duly elected and qualifies or until their earlier death, resignation, retirement or
removal as provided by the Trust’s by-laws or statute, or until December 31 of the year in which they turn 72. The Board may determine to extend the terms of Independent Trustees on a case-by-case basis, as appropriate. |
| |
Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. in September 2006, the various legacy MLIM and legacy
BlackRock fund boards were realigned and consolidated into three new fund
boards in 2007. Certain Independent Trustees first became members of the boards of other legacy MLIM or legacy BlackRock funds as follows: R. Glenn Hubbard, 2004 and W. Carl Kester, 1995. |
| |
Ms. Egan, Dr. Kester, Ms. Lynch, Mr. Steinmetz and Mr. Perlowski are also trustees of the BlackRock Credit Strategies Fund and BlackRock Private Investments
Fund. |
| |
Mr. Fairbairn and Mr. Perlowski are both “interested persons,” as defined in the 1940 Act, of the Trust based on their positions with BlackRock, Inc. and its
affiliates. Mr. Fairbairn and Mr. Perlowski are also board members of the BlackRock
Multi-Asset Complex. |
38
2024 BlackRock Annual Report to Shareholders
Trustee and Officer Information (continued)
Officers Who Are Not Trustees(a) |
| |
Position(s) Held
(Length of Service) |
Principal Occupation(s) During Past 5 Years |
| |
Vice President
(Since 2015) |
Member of BlackRock’s Global Operating Committee since 2023; Managing Director of BlackRock, Inc. since 2015. |
| |
Chief Financial Officer
(Since 2021) |
Managing Director of BlackRock, Inc. since 2019; Executive Vice President of PIMCO from 2016 to 2019. |
| |
|
Managing Director of BlackRock, Inc. since 2007. |
| |
Chief Compliance Officer
(Since 2023) |
Managing Director of BlackRock, Inc. since 2018; Chief Compliance Officer of the BlackRock-advised funds in the
BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Complex and the iShares Complex since
2023; Deputy Chief Compliance Officer for the BlackRock-advised funds in the
BlackRock Multi-Asset Complex, the BlackRock Fixed- Income Complex and the iShares
Complex from 2014 to 2023. |
| |
|
Managing Director of BlackRock, Inc. since 2018. |
| |
The address of each Officer is c/o BlackRock, Inc., 50 Hudson Yards, New York, New York 10001. |
| |
Officers of the Trust serve at the pleasure of the Board. |
Effective March 1, 2024, Peter Hayes is no longer a portfolio manager of BBN. |
Trustee and Officer Information
39
Proxy Results
The Annual Meeting of Shareholders was held on July 26, 2024 for
shareholders of record on May 28, 2024, to elect trustee nominees for BlackRock Taxable Municipal Bond Trust. There were no broker non-votes with regard to the
Trust.
Shareholders elected the Class II Trustees as
follows:
For the Trust listed above, Trustees whose term of office continued
after the Annual Meeting of Shareholders because they were not up for election are Cynthia L. Egan, Robert Fairbairn, Lorenzo A. Flores, Stayce D. Harris, R. Glenn Hubbard,
W. Carl Kester and John M. Perlowski.
The Trust is listed for trading on the NYSE and has filed with the NYSE its annual chief
executive officer certification regarding compliance with the NYSE’s listing standards. The Trust filed with the SEC the certification of its chief executive officer
and chief financial officer required by Section 302 of the Sarbanes-Oxley Act.
Environmental, Social and Governance (“ESG”) Integration
Although the Trust does not seek to implement a specific sustainability objective, strategy or process unless otherwise disclosed, Trust
management will consider ESG factors as part of the investment process for the Trust. Trust management views ESG integration as the practice of incorporating
financially material ESG data or information into investment processes with the objective of enhancing risk-adjusted returns. These ESG considerations will
vary depending on the Trust’s particular investment strategies and may include consideration of third-party research as well as consideration of proprietary BlackRock research across the ESG risks and opportunities regarding an issuer. The
ESG characteristics utilized in the Trust’s investment process are anticipated to evolve over time and one or more characteristics may not be relevant with respect to all issuers that are eligible for investment. Certain of these considerations may affect the
Trust’s exposure to certain companies or industries. While Trust management views ESG considerations as having the potential to contribute to the Trust’s long-term performance, there is no guarantee that such results will be achieved.
The Trust’s policy is to make monthly distributions to shareholders. In order to provide shareholders with a more stable level of
dividend distributions, the Trust employs a managed distribution plan (the "Plan"), the goal of which is to provide shareholders with consistent and
predictable cash flows by setting distribution rates based on expected long-term returns of the Trust.
The distributions paid by the Trust for any particular month
may be more or less than the amount of net investment income earned by the Trust during such month. Furthermore, the final tax characterization of
distributions is determined after the year-end of the Trust and is reported in the Trust’s annual report to shareholders. Distributions can be
characterized as ordinary income, capital gains and/or return of capital. The Trust’s taxable net investment income and net realized capital gains
(“taxable income”) may not be sufficient to support the level of distributions paid. To the extent that distributions exceed the Trust’s
current and accumulated earnings and profits, the excess may be treated as a non-taxable return of capital.
A return of capital is a return of a portion of an
investor’s original investment. A return of capital is not expected to be taxable, but it reduces a shareholder’s tax basis in his or her shares,
thus reducing any loss or increasing any gain on a subsequent disposition by the shareholder of his or her shares. It is possible that a substantial portion of the distributions paid during a calendar year may ultimately be classified as return of capital for U.S. federal income tax purposes when the final determination of the source
and character of the distributions is made.
Such distributions, under certain circumstances, may exceed the Trust’s total return performance. When total distributions exceed total return performance for
the period, the difference reduces the Trust’s total assets and net asset value (“NAV”) per share and, therefore, could have the effect
of increasing the Trust’s expense ratio and reducing the amount of assets the Trust has available for long term investment.
The following information is a summary of certain changes since
December 31, 2023. This information may not reflect all of the changes that have occurred since you purchased the Trust.
Except if noted otherwise herein, there were no changes to the
Trust’s charter or by-laws that would delay or prevent a change of control of the Trust that
were not approved by the shareholders. Except if noted otherwise herein, there have been no changes in the persons who are primarily responsible for the
day-to-day management of the Trust’s portfolios.
In accordance with Section 23(c) of the Investment Company Act of 1940, the Trust may from time to time purchase shares of its common stock in the open market or in private
transactions.
40 2024 BlackRock
Annual Report to Shareholders
Additional Information (continued)
General Information (continued)
Quarterly performance, shareholder reports, current net asset value and other information
regarding the Trust may be found on BlackRock’s website, which can be accessed at blackrock.com. Any reference to BlackRock’s website in this report is intended to allow
investors public access to information regarding the Trust and does not, and is not intended to, incorporate BlackRock’s website in this report.
Shareholders can sign up for e-mail notifications of quarterly
statements, annual and semi-annual shareholder reports by enrolling in the electronic delivery program. Electronic copies of shareholder reports are available on
BlackRock’s website.
To enroll in electronic
delivery:
Shareholders Who Hold Accounts with
Investment Advisers, Banks or Brokerages:
Please contact your
financial adviser. Please note that not all investment advisers, banks or brokerages may offer this service.
The Trust will mail only one copy of shareholder documents, annual and semi-annual reports, Rule 30e-3 notices and proxy statements, to shareholders with multiple accounts
at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of
shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing
of these documents to be combined with those for other members of your household, please call the Trust at (800) 882-0052.
Availability of Quarterly Schedule of Investments
The Trust files its complete schedule of portfolio
holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Trust’s Form N-PORT is available on the SEC’s website at sec.gov. Additionally, the Trust makes its portfolio holdings for the first and third quarters
of each fiscal year available at blackrock.com/fundreports.
Availability of Proxy Voting Policies, Procedures and Voting
Records
A description of the policies and
procedures that the Trust uses to determine how to vote proxies relating to portfolio securities and information about how the Trust voted proxies relating to
securities held in the Trust’s portfolio during the most recent 12-month period ended June 30
is available without charge, upon request (1) by calling (800) 882-0052; (2) on the BlackRock website at blackrock.com; and (3) on the SEC’s website at sec.gov.
Availability of Trust Updates
BlackRock will update performance and certain other data for the
Trust on a monthly basis on its website in the “Closed-end Funds” section of blackrock.com as well as certain other material information as necessary from time to time. Investors and
others are advised to check the website for updated performance information and the release of other material information about the Trust. This reference to
BlackRock’s website is intended to allow investors public access to information regarding the Trust and does not, and is not intended to, incorporate BlackRock’s
website in this report.
BlackRock Privacy
Principles
BlackRock is committed to
maintaining the privacy of its current and former fund investors and individual clients (collectively, “Clients”) and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in
certain cases we share such information with select parties.
If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or
different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.
BlackRock obtains or verifies personal non-public information
from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on
applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting
agency; and (iv) from visits to our websites.
BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as
permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated third parties are required to protect
the confidentiality and security of this information and to use it only for its intended purpose.
We may share information with our affiliates to service your
account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access
to non-public personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains
physical, electronic and procedural safeguards that are designed to protect the non-public personal information of its Clients, including procedures relating to the proper
storage and disposal of such information.
Additional Information
41
Additional Information (continued)
Trust
and Service Providers
Investment Adviser
BlackRock Advisors, LLC
Wilmington, DE 19809
Accounting Agent and Custodian
State Street Bank and Trust Company
Boston, MA 02114
Computershare Trust Company, N.A.
Canton, MA 02021
Independent Registered Public
Accounting Firm
Deloitte & Touche LLP
Boston, MA 02110
Willkie Farr & Gallagher LLP
New York, NY 10019
100 Bellevue Parkway
Wilmington, DE
19809
42
2024 BlackRock Annual Report to Shareholders
Glossary of Terms Used in this Report
| |
| |
Assured Guaranty Municipal Corp.
|
| |
AGM Insured Custodial Receipt
|
| |
|
| |
|
| |
|
| |
|
| |
Build America Mutual Assurance Co.
|
| |
Capital Appreciation Bonds
|
| |
Certificates of Participation
|
| |
Federal Home Loan Mortgage Corp.
|
| |
Federal National Mortgage
Association |
| |
Government National Mortgage
Association |
| |
|
| |
U.S. Department of Housing and Urban Development
Section 8 |
| |
|
| |
National Public Finance Guarantee
Corp. |
| |
|
| |
|
| |
Subject to Appropriations
|
| |
|
Glossary of Terms Used in this Report
43
Want to know
more?
blackrock.com |
800-882-0052
This report is intended for current holders. It is not a prospectus. Past performance results shown in this report should not be considered a representation of future performance. Statements and other information herein are as dated and are subject to change.
(b) Not Applicable
| Item 2 – |
Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end of
the period covered by this report, applicable to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. During the period covered by this
report, the code of ethics was amended to update certain information and to make other non-material changes. During the period covered by this report, there have been no waivers granted under the
code of ethics. The registrant undertakes to provide a copy of the code of ethics to any person upon request, without charge, who calls 1-800-882-0052, option 4.
|
| Item 3 – |
Audit Committee Financial Expert – The registrant’s board of trustees (the “board of
trustees”), has determined that (i) the registrant has the following audit committee financial experts serving on its audit committee and (ii) each audit committee financial expert is independent: |
Lorenzo A. Flores
Catherine A.
Lynch
Arthur P. Steinmetz
Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an “expert” for
any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an
audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of trustees in the
absence of such designation or identification. The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of
trustees.
| Item 4 – |
Principal Accountant Fees and Services |
The following table presents fees billed by Deloitte & Touche LLP (“D&T”) in each of the last two fiscal years for the
services rendered to the Fund:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
(a) Audit Fees |
|
(b) Audit-Related Fees1 |
|
(c) Tax Fees2 |
|
(d) All Other Fees |
| Entity Name |
|
Current
Fiscal
Year
End |
|
Previous
Fiscal
Year
End |
|
Current
Fiscal
Year
End |
|
Previous
Fiscal
Year
End |
|
Current
Fiscal
Year
End |
|
Previous
Fiscal
Year
End |
|
Current
Fiscal
Year
End |
|
Previous
Fiscal
Year
End |
| BlackRock Taxable Municipal Bond Trust |
|
$36,414 |
|
$36,414 |
|
$2,000 |
|
$2,000 |
|
$17,600 |
|
$17,576 |
|
$0 |
|
$407 |
The following table presents fees billed by D&T that were required to be approved by the registrant’s
audit committee (the “Committee”) for services that relate directly to the operations or financial reporting of the Fund and that are rendered on behalf of BlackRock Advisors, LLC (the “Investment Adviser” or
“BlackRock”) and entities controlling, controlled by, or under
1
common control with BlackRock (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen
by another investment adviser) that provide ongoing services to the Fund (“Affiliated Service Providers”):
|
|
|
|
|
| |
|
Current Fiscal Year End |
|
Previous Fiscal Year End |
| (b) Audit-Related Fees1 |
|
$0 |
|
$0 |
| (c) Tax Fees2 |
|
$0 |
|
$0 |
| (d) All Other Fees3 |
|
$2,149,000 |
|
$2,154,000 |
1 The nature of the services includes assurance
and related services reasonably related to the performance of the audit or review of financial statements not included in Audit Fees, including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.
2 The nature of the services includes tax compliance and/or tax preparation,
including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, taxable income and tax distribution calculations.
3 Non-audit fees of $2,149,000 and
$2,154,000 for the current fiscal year and previous fiscal year, respectively, were paid to the Fund’s principal accountant in their entirety by BlackRock, in connection with services provided to the Affiliated Service Providers of the Fund and
of certain other funds sponsored and advised by BlackRock or its affiliates for a service organization review and an accounting research tool subscription. These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund
basis.
(e)(1) Audit Committee Pre-Approval Policies and Procedures:
The Committee has adopted policies and procedures with regard to the pre-approval of
services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the Investment Adviser and Affiliated Service Providers that
relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the Committee believes are (a) consistent with the SEC’s auditor
independence rules and (b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis (“general pre-approval”). The term of any
general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period. Tax or other non-audit services provided to the registrant which have a direct impact on the operations or financial reporting of the registrant will only be
deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 per project. For this purpose, multiple projects will be aggregated to
determine if they exceed the previously mentioned cost levels.
Any proposed services exceeding
the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at
the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to the Committee
Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services
exceeding pre-approved cost levels.
2
(e)(2) None of the services described in each of Items 4(b) through (d) were approved by the
Committee pursuant to the de minimis exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not Applicable
(g) The aggregate non-audit fees, defined as the sum of the fees shown under “Audit-Related Fees,” “Tax Fees” and “All Other Fees,” paid to the accountant for services rendered by the
accountant to the registrant, the Investment Adviser and the Affiliated Service Providers were:
|
|
|
|
|
| Entity Name |
|
Current Fiscal Year End |
|
Previous Fiscal Year End |
| BlackRock Taxable Municipal Bond Trust |
|
$19,600 |
|
$19,983 |
Additionally, the amounts billed by D&T in connection with services provided to the Affiliated
Service Providers of the Fund and of other funds sponsored or advised by BlackRock or its affiliates during the current and previous fiscal years for a service organization review and an accounting research tool subscription were:
|
|
|
| Current Fiscal Year End |
|
Previous Fiscal Year End |
|
$2,149,000 |
|
$2,154,000 |
These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.
(h) The Committee has considered and determined that the provision of non-audit services
that were rendered to the Investment Adviser and the Affiliated Service Providers that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
(i) Not Applicable
(j) Not
Applicable
| Item 5 – |
Audit Committee of Listed Registrant |
(a) The following individuals are members of the registrant’s separately designated standing audit committee established in accordance
with Section 3(a)(58)(A) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(58)(A)):
Lorenzo A. Flores
J. Phillip Holloman
Catherine A.
Lynch
Arthur P. Steinmetz
(b) Not Applicable
(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1(a) of this
Form.
3
(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.
| Item 7 – |
Financial Statements and Financial Highlights for Open-End Management
Investment Companies – Not Applicable |
| Item 8 – |
Changes in and Disagreements with Accountants for Open-End Management
Investment Companies – Not Applicable |
| Item 9 – |
Proxy Disclosures for Open-End Management Investment Companies –
Not Applicable |
| Item 10 – |
Remuneration Paid to Directors, Officers, and Others of Open-End
Management Investment Companies – Not Applicable |
| Item 11 – |
Statement Regarding Basis for Approval of Investment Advisory Contract – Not Applicable
|
| Item 12 – |
Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies – The board of trustees has delegated the voting of proxies for the Fund’s portfolio securities to the Investment Adviser pursuant to the Closed-End Fund Proxy Voting
Policy. The Investment Adviser has adopted the BlackRock Active Investment Stewardship – Global Engagement and Voting Guidelines (the “BAIS Guidelines”) with respect to certain funds, including the Fund. Copies of the Closed-End Fund Proxy Voting Policy and the BAIS Guidelines are attached as Exhibit 99.PROXYPOL. Information on how the Fund voted proxies relating to portfolio securities
during the most recent 12-month period ended June 30 is available (i) without charge, upon request, by calling (800) 882-0052, (ii) at www.blackrock.com and
(iii) on the SEC’s website at http://www.sec.gov. |
| Item 13 – |
Portfolio Managers of Closed-End Management Investment
Companies |
(a)(1) As of the date of filing this Report:
The registrant is managed by a team of investment professionals comprised of Michael A. Kalinoski, CFA, Director at BlackRock, Christian
Romaglino, CFA, Director at BlackRock, Walter O’Connor, CFA, Managing Director at BlackRock, Kevin Maloney, CFA, Managing Director at BlackRock, Phillip Soccio, CFA, Director at BlackRock and Kristi Manidis, Director at BlackRock. Each is a
member of BlackRock’s municipal tax-exempt management group. Each is jointly responsible for the day-to-day management of
the registrant’s portfolio, which includes setting the registrant’s overall investment strategy, overseeing the management of the registrant and/or selection of its investments. Messrs. Kalinoski and Romaglino have been members of the
registrant’s portfolio management team since 2010 and 2017, respectively. Messrs. O’Connor, Maloney and Soccio and Ms. Manidis have been members of the registrant’s portfolio management team since 2023.
|
|
|
| |
|
| Portfolio Manager |
|
Biography
|
| |
|
|
Michael Kalinoski, CFA |
|
Director of BlackRock since 2006; Director of Merrill Lynch Investment Managers, L.P. (“MLIM”) from 1999 to 2006. |
| |
|
|
Christian Romaglino, CFA |
|
Director of BlackRock since 2017; Portfolio Manager for the Municipal Mutual Fund Desk within BlackRock’s Global Fixed Income Group
since 2017; Portfolio Manager of Brown Brothers Harriman from 2007 to 2017. |
4
|
|
|
| |
|
| Portfolio Manager |
|
Biography
|
| |
|
|
Walter O’Connor, CFA |
|
Managing Director of BlackRock since 2006; Managing Director of MLIM from 2003 to 2006; Director of MLIM from 1998 to 2003. |
| |
|
|
Kevin Maloney, CFA |
|
Managing Director of BlackRock since 2025; Director of BlackRock from 2021 to 2024; Vice President of BlackRock from 2018 to 2020;
Associate of BlackRock from 2014 to 2017; Analyst of BlackRock from 2011 to 2013. |
| |
|
|
Phillip Soccio, CFA |
|
Director of BlackRock since 2009; Vice President of BlackRock from 2005 to 2008. |
| |
|
|
Kristi Manidis |
|
Director of BlackRock, Inc. since 2016; Vice President of BlackRock, Inc. from 2011 to 2015; Associate of BlackRock, Inc. from 2006 to
2010. |
(a)(2) As of December 31, 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
(ii) Number of
Other Accounts Managed
and Assets by Account Type |
|
(iii) Number of Other Accounts and
Assets for Which Advisory Fee is
Performance-Based |
| (i) Name
of Portfolio Manager |
|
Other Registered
Investment
Companies |
|
Other Pooled
Investment
Vehicles |
|
Other
Accounts |
|
Other Registered
Investment
Companies |
|
Other Pooled
Investment
Vehicles |
|
Other
Accounts |
| Michael
Kalinoski, CFA |
|
34 |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
| |
|
$32.17 Billion |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
| Christian
Romaglino, CFA |
|
36 |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
| |
|
$15.58 Billion |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
| Walter
O’Connor, CFA |
|
33 |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
| |
|
$29.78 Billion |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
| Philip
Soccio, CFA |
|
34 |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
| |
|
$26.44 Billion |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
| Kevin
Maloney, CFA |
|
42 |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
| |
|
$39.78 Billion |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
|
$0 |
| Kristi
Manidis |
|
36 |
|
0 |
|
2 |
|
0 |
|
0 |
|
0 |
| |
|
$23.34 Billion |
|
$0 |
|
$774.4 Billion |
|
$0 |
|
$0 |
|
$0 |
(iv) Portfolio Manager Potential Material Conflicts of Interest
BlackRock has built a professional working environment, firm-wide compliance culture and compliance procedures and systems designed to protect
against potential incentives that may favor one account over another. BlackRock has adopted policies and procedures that address the allocation of investment opportunities, execution of portfolio transactions, personal trading by employees and other
potential conflicts of interest that are designed to ensure that all client accounts are treated equitably over time. Nevertheless, BlackRock furnishes investment management and advisory services to numerous clients in addition to the Fund, and
BlackRock may, consistent with applicable law, make investment recommendations to other clients or accounts (including accounts which are hedge funds or have performance or higher fees paid to BlackRock, or in which portfolio managers have a
personal interest in the receipt of such fees), which may be the same as or different from those made to the Fund. In addition, BlackRock, Inc., its affiliates and significant shareholders and any officer, director, shareholder or employee may or
may not have an interest in the securities whose purchase and sale BlackRock recommends to the Fund. BlackRock, Inc., or any of its affiliates or significant shareholders, or any officer, director, shareholder, employee or any member of their
families may take different actions than those recommended to the Fund by BlackRock with respect to the same securities. Moreover, BlackRock may refrain from rendering any advice or services concerning securities of companies of which any of
BlackRock, Inc.’s (or its affiliates’ or significant shareholders’) officers, directors or employees are directors or officers, or companies as to which BlackRock,
5
Inc. or any of its affiliates or significant shareholders or the officers, directors and employees of any of them has any substantial economic interest or possesses material non-public information. Certain portfolio managers also may manage accounts whose investment strategies may at times be opposed to the strategy utilized for a fund. It should also be noted that a portfolio manager
may be managing hedge fund and/or long only accounts, or may be part of a team managing hedge fund and/or long only accounts, subject to incentive fees. Currently, the portfolio managers of this fund are not entitled to receive a portion of
incentive fees of other accounts.
As a fiduciary, BlackRock owes a duty of loyalty to its clients and must treat each client
fairly. When BlackRock purchases or sells securities for more than one account, the trades must be allocated in a manner consistent with its fiduciary duties. BlackRock attempts to allocate investments in a fair and equitable manner among
client accounts, with no account receiving preferential treatment. To this end, BlackRock, Inc. has adopted policies that are intended to ensure reasonable efficiency in client transactions and provide BlackRock with sufficient flexibility to
allocate investments in a manner that is consistent with the particular investment discipline and client base, as appropriate.
(a)(3) As
of December 31, 2024:
Portfolio Manager Compensation Overview
The discussion below describes the portfolio managers’ compensation as of December 31, 2024.
BlackRock’s financial arrangements with its portfolio managers, its competitive compensation and its career path emphasis at all levels
reflect the value senior management places on key resources. Compensation may include a variety of components and may vary from year to year based on a number of factors. The principal components of compensation include a base salary, a
performance-based discretionary bonus, participation in various benefits programs and one or more of the incentive compensation programs established by BlackRock.
Base Compensation. Generally, portfolio managers receive base compensation based on their position with the firm.
Discretionary Incentive Compensation. Discretionary incentive compensation is a function of several components: the performance
of BlackRock, Inc., the performance of the portfolio manager’s group within BlackRock, the investment performance, including risk-adjusted returns, of the firm’s assets under management or supervision by that portfolio manager relative to
predetermined benchmarks, and the individual’s performance and contribution to the overall performance of these portfolios and BlackRock. In most cases, these benchmarks are the same as the benchmark or benchmarks against which the performance
of the Funds or other accounts managed by the portfolio managers are measured. Among other things, BlackRock’s Chief Investment Officers make a subjective determination with respect to each portfolio manager’s compensation based on the
performance of the Funds and other accounts managed by each portfolio manager relative to the various benchmarks. Performance of fixed income funds is measured on a pre-tax and/or after-tax basis over
various time periods including 1-, 3- and 5- year periods, as applicable. With respect to these portfolio managers, such benchmarks for the Fund and other accounts are: a combination of market-based
indices (e.g., Bloomberg Municipal Bond Index), certain customized indices and certain fund industry peer groups.
6
Distribution of Discretionary Incentive Compensation. Discretionary incentive
compensation is distributed to portfolio managers in a combination of cash, deferred BlackRock, Inc. stock awards, and/or deferred cash awards that notionally track the return of certain BlackRock investment products.
Portfolio managers receive their annual discretionary incentive compensation in the form of cash. Portfolio managers whose total compensation
is above a specified threshold also receive deferred BlackRock, Inc. stock awards annually as part of their discretionary incentive compensation. Paying a portion of discretionary incentive compensation in the form of deferred BlackRock, Inc. stock
puts compensation earned by a portfolio manager for a given year “at risk” based on BlackRock’s ability to sustain and improve its performance over future periods. In some cases, additional deferred BlackRock, Inc. stock may be
granted to certain key employees as part of a long-term incentive award to aid in retention, align interests with long-term shareholders and motivate performance. Deferred BlackRock, Inc. stock awards are generally granted in the form of BlackRock,
Inc. restricted stock units that vest pursuant to the terms of the applicable plan and, once vested, settle in BlackRock, Inc. common stock. The portfolio managers of this Fund have deferred BlackRock, Inc. stock awards.
For certain portfolio managers, a portion of the discretionary incentive compensation is also distributed in the form of deferred cash awards
that notionally track the returns of select BlackRock investment products they manage, which provides direct alignment of portfolio manager discretionary incentive compensation with investment product results. Deferred cash awards vest ratably over
a number of years and, once vested, settle in the form of cash. Only portfolio managers who manage specified products and whose total compensation is above a specified threshold are eligible to participate in the deferred cash award program.
Other Compensation Benefits. In addition to base salary and discretionary incentive compensation, portfolio managers may be
eligible to receive or participate in one or more of the following:
Incentive Savings Plans — BlackRock, Inc. has
created a variety of incentive savings plans in which BlackRock, Inc. employees are eligible to participate, including a 401(k) plan, the BlackRock Retirement Savings Plan (RSP), and the BlackRock Employee Stock Purchase Plan (ESPP). The employer
contribution components of the RSP include a company match equal to 50% of the first 8% of eligible pay contributed to the plan capped at $5,000 per year, and a company retirement contribution equal
to 3-5% of eligible compensation up to the Internal Revenue Service limit ($345,000 for 2024). The RSP offers a range of investment options, including registered investment companies and collective
investment funds managed by the firm. BlackRock, Inc. contributions follow the investment direction set by participants for their own contributions or, absent participant investment direction, are invested into a target date fund that corresponds
to, or is closest to, the year in which the participant attains age 65. The ESPP allows for investment in BlackRock, Inc. common stock at a 5% discount on the fair market value of the stock on the purchase date. Annual participation in the ESPP is
limited to the purchase of 1,000 shares of common stock or a dollar value of $25,000 based on its fair market value on the purchase date. All of the eligible portfolio managers are eligible to participate in these plans.
(a)(4) Beneficial Ownership of Securities – As of December 31, 2024.
7
|
|
|
| Portfolio Manager |
|
Dollar Range of Equity Securities
of the Fund Beneficially Owned |
| Michael A. Kalinoski, CFA |
|
$10,001 - $50,000 |
| Christian Romaglino, CFA |
|
$1 - $10,000 |
| Walter O’Connor, CFA |
|
$1 - $10,000 |
| Kevin Maloney, CFA |
|
$1 - $10,000 |
| Phillip Soccio, CFA |
|
None |
| Kristi Manidis |
|
None |
(b) Not Applicable
| Item 14 – |
Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers – Not Applicable due to no such purchases during the period covered by this report. |
| Item 15 – |
Submission of Matters to a Vote of Security Holders – There have been no material changes to these
procedures. |
| Item 16 – |
Controls and Procedures |
(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that
the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date
within 90 days of the filing date of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule
13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended.
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in
Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal
control over financial reporting.
| Item 17 – |
Disclosure of Securities Lending Activities
for Closed-End Management Investment Companies – Not Applicable |
| Item 18 – |
Recovery of Erroneously Awarded Compensation – Not Applicable |
| Item 19 – |
Exhibits attached hereto |
(a)(1) Code of Ethics – See Item 2
(a)(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange
Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed – Not Applicable
(a)(3) Section 302 Certifications are attached
(a)(4) Any written solicitation to purchase securities under Rule 23c-1 – Not
Applicable
(a)(5) Change in Registrant’s independent public accountant – Not Applicable
8
(b) Section 906 Certifications are attached
9
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company
Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BlackRock Taxable Municipal Bond Trust
|
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|
|
|
|
By: |
|
/s/ John M. Perlowski |
|
|
|
|
John M. Perlowski |
|
|
|
|
Chief Executive Officer (principal executive officer) of |
|
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|
|
BlackRock Taxable Municipal Bond Trust |
Date: February 26, 2025
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below
by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
|
|
|
|
|
|
|
By: |
|
/s/ John M.
Perlowski |
|
|
|
|
John M. Perlowski |
|
|
|
|
Chief Executive Officer (principal executive officer) of |
|
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|
BlackRock Taxable Municipal Bond Trust |
Date: February 26, 2025
|
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|
|
|
|
|
By: |
|
/s/ Trent
Walker |
|
|
|
|
Trent Walker |
|
|
|
|
Chief Financial Officer (principal financial officer) of |
|
|
|
|
BlackRock Taxable Municipal Bond Trust |
Date: February 26, 2025
10
EX-99. CERT
CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, John M. Perlowski, Chief Executive
Officer (principal executive officer) of BlackRock Taxable Municipal Bond Trust, certify that:
1. I have reviewed
this report on Form N-CSR of BlackRock Taxable Municipal Bond Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods
presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing
and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed
under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being
prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting
principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit
committee of the registrant’s board of trustees (or persons performing the equivalent functions):
a) all
significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report
financial information; and
b) any fraud, whether or not material, that involves management or other employees who
have a significant role in the registrant’s internal control over financial reporting.
Date: February 26, 2025
|
| /s/ John M. Perlowski |
| John M. Perlowski |
| Chief Executive Officer (principal executive officer) of |
| BlackRock Taxable Municipal Bond Trust |
EX-99. CERT
CERTIFICATION PURSUANT TO RULE 30a-2(a) UNDER THE 1940 ACT AND SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Trent Walker, Chief Financial Officer (principal
financial officer) of BlackRock Taxable Municipal Bond Trust, certify that:
1. I have reviewed this report on Form N-CSR of BlackRock Taxable Municipal Bond Trust;
2. Based on my
knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the
registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting
(as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed
under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being
prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting
principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit
committee of the registrant’s board of trustees (or persons performing the equivalent functions):
a) all
significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report
financial information; and
b) any fraud, whether or not material, that involves management or other employees who
have a significant role in the registrant’s internal control over financial reporting.
Date: February 26, 2025
|
| /s/ Trent Walker |
| Trent Walker |
| Chief Financial Officer (principal financial officer) of |
| BlackRock Taxable Municipal Bond Trust |
Exhibit 99.906CERT
Certification Pursuant to Rule 30a-2(b) under the 1940 Act and
Section 906 of the Sarbanes-Oxley Act of 2002
Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Taxable Municipal Bond Trust (the “Registrant”), hereby
certifies, to the best of his knowledge, that the Registrant’s Report on Form N-CSR for the period ended December 31, 2024 (the “Report”) fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
Date: February 26, 2025
|
| /s/ John M. Perlowski |
| John M. Perlowski |
| Chief Executive Officer (principal executive officer) of |
| BlackRock Taxable Municipal Bond Trust |
Pursuant to 18 U.S.C. § 1350, the undersigned officer of BlackRock Taxable Municipal Bond Trust (the
“Registrant”), hereby certifies, to the best of his knowledge, that the Registrant’s Report on Form N-CSR for the period ended December 31, 2024 (the “Report”) fully
complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of
operations of the Registrant.
Date: February 26, 2025
|
| /s/ Trent Walker |
| Trent Walker |
| Chief Financial Officer (principal financial officer) of |
| BlackRock Taxable Municipal Bond Trust |
This certification is being furnished pursuant to
Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. § 1350 and is not being filed as part of the
Form N-CSR with the Securities and Exchange Commission.
Closed-End Fund Proxy Voting Policy
August 1, 2021
|
| |
| Closed-End Fund Proxy Voting Policy |
| |
|
Procedures Governing Delegation of Proxy Voting to Fund Adviser
|
| |
| Effective Date: August 1, 2021 |
| Last Review Date: September 1,
2024 |
|
| |
| Applies to the following types of Funds registered under the 1940 Act: |
| ☐ Open-End Mutual Funds
(including money market funds) |
| ☐ Money Market Funds |
| ☐ Exchange-Traded Funds |
| ☒ Closed-End Funds |
| ☐ Other |
Objective and Scope
Set forth below is the
Closed-End Fund Proxy Voting Policy.
Policy / Document Requirements and Statements
The Boards of Trustees/Directors (the “Directors”) of the closed-end funds advised by BlackRock Advisors, LLC
(“BlackRock”), (the “Funds”) have the responsibility for the oversight of voting proxies relating to portfolio securities of the Funds, and have determined that it is in the best interests of the Funds and their shareholders to
delegate that responsibility to BlackRock as part of BlackRock’s authority to manage, acquire and dispose of account assets, all as contemplated by the Funds’ respective investment management agreements.
BlackRock has adopted guidelines and procedures (together and as from time to time amended, the “BlackRock proxy voting guidelines”) governing proxy voting by
accounts managed by BlackRock. BlackRock will cast votes on behalf of each of the Funds on specific proxy issues in respect of securities held by each such Fund in accordance with the BlackRock Proxy voting guidelines; provided, however, that in the
case of underlying closed-end funds (including business development companies and other similarly-situated asset pools) held by the Funds that have, or are proposing to adopt, a classified board structure,
BlackRock will typically (a) vote in favor of proposals to adopt classification and against proposals to eliminate classification, and (b) not vote against directors as a result of their adoption of a classified board structure.
BlackRock will report on an annual basis to the Directors on (1) a summary of the proxy voting process as applicable to the Funds in the preceding year together
with a representation that all votes were in accordance with the BlackRock proxy voting guidelines (as modified pursuant to the immediately preceding paragraph), and (2) any changes to the BlackRock proxy voting guidelines that have not
previously been reported.
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Public |
|
Page 1 of 1 |
BlackRock
Active
Investment
Stewardship
Global Engagement and Voting
Guidelines
Effective as of January 2025
Contents
|
|
|
| BlackRock Active Investment Stewardship |
|
Global Engagement and Voting Guidelines | 2 |
Overview
This document provides high level guidance on how BlackRock Active Investment Stewardship (BAIS) views corporate governance matters that are commonly put to a
shareholder vote, or on which investors engage with issuers. BAIS works in partnership with BlackRock’s investment teams, excluding index equity, providing expertise on investment stewardship, engaging with companies on behalf of those teams
when appropriate, and assisting in recommending, operationalizing and reporting on voting decisions. The guidance informs BAIS’ voting recommendations to BlackRock’s active portfolio managers. It applies to active equity holdings in
BlackRock’s fundamental equity, systematic equity and multi-asset solutions strategies. It also may apply to holdings in BlackRock’s index and active fixed income strategies, to the extent those strategies hold voting securities or conduct
issuer engagements. The guidelines are not prescriptive as active portfolio managers have discretion as to how they integrate these guidelines within their investment processes in light of their clients’ or funds’ investment objectives.
There are separate, independently developed principles and voting policies that are applied to BlackRock’s index equity investments by a distinct and independent function, BlackRock Investment Stewardship.
|
|
|
| BlackRock Active Investment Stewardship |
|
Global Engagement and Voting Guidelines | 3 |
Introduction to BlackRock
BlackRock’s purpose is to help more and more people experience financial well-being. We manage assets on behalf of institutional and individual clients, across a
full spectrum of investment strategies, asset classes, and regions. Our client base includes pension plans, endowments, foundations, charities, official institutions, insurers, and other financial institutions, as well as individuals around the
world.
About BlackRock Active Investment Stewardship
BlackRock Active Investment Stewardship (BAIS) is a specialist team within the Portfolio Management Group and manages BlackRock’s stewardship engagement and voting
on behalf of clients invested in active strategies globally. BAIS is also responsible for engagement with issuers in index fixed income strategies, where appropriate. Our activities are informed by these Global Engagement and Voting Guidelines
(“the Guidelines”) and insights from active investment analysts and portfolio managers, with whom we work closely in engaging companies and voting at shareholder meetings.
Engagement with public companies is the foundation of our approach to stewardship within fundamental active investing. Through direct dialogue with company leadership,
we seek to understand their businesses and how they manage risks and opportunities to deliver durable, risk adjusted financial returns. Generally, portfolio managers and stewardship specialists engage jointly on substantive matters. Our discussions
focus on topics relevant to a company’s success over time including governance and leadership, corporate strategy, capital structure and financial performance, operations and sustainability-related risks, as well as macro-economic, geopolitical
and sector dynamics. We aim to be constructive investors and are generally supportive of management teams that have a track record of financial value creation. We aim to build and maintain strong relationships with company leadership based on open
dialogue and mutual respect.
Different active equity strategies may implement these voting guidelines differently, as a result of the latitude the portfolio
manager has to make independent voting decisions aligned with their portfolio objectives and investment strategy. For example, BAIS will generally vote the holdings in Systematic Active Equity portfolios in accordance with these guidelines. We
provide voting recommendations to fundamental equity portfolio managers, who may determine to vote differently based on their portfolio investment objectives and strategy.
These guidelines discuss corporate governance topics on which we may engage with management teams and board directors1 and matters that routinely come to a shareholder
vote. We recognize that accepted corporate governance norms can differ across markets, and believe these guidelines represent globally applicable elements of governance that support a company’s ability to manage material risks and opportunities
and deliver financial returns to investors. Generally, we believe companies should observe accepted corporate governance norms within their local markets or, particularly in markets without well-established norms, aspire to widely recognized
international best practices. As one of many minority shareholders, BlackRock cannot – and does not try to – direct a company’s strategy or its implementation. We look to companies to provide disclosures that explain how their
approach to corporate governance best aligns with the financial interests of their investors.
1
References to the board, board directors or non-executive directors should be understood to include supervisory boards and their members, where relevant.
|
|
|
| BlackRock Active Investment Stewardship |
|
Global Engagement and Voting Guidelines | 4 |
Our approach to stewardship within active equities
As shareholders of public companies, BlackRock’s clients have certain fundamental rights, including the right to vote on proposals put forth by a company’s
management or its shareholders. The voting rights attached to these clients’ holdings are an important mechanism for investors to express support for, or concern about, a company’s performance. As a fiduciary, BlackRock is legally required
to make proxy voting determinations, on behalf of clients who have delegated voting authority to us, in a manner that is consistent with their investment objectives.
In general, we tend to support the recommendations of the board of directors and management. As indicated below, we may vote against management recommendations when we
have concerns about how companies are serving the financial interests of our clients as their shareholders. We take a globally consistent approach to voting but consider the different corporate governance regulations and norms in various markets.
Votes are determined on a case-by-case basis, in the context of a company’s situation and the investment mandate we have from clients. Please see page 16 for more
information about how we fulfil and oversee BlackRock’s non-index equity investment stewardship responsibilities.
Our approach to stewardship within fixed income
Although fixed income investors do not have the right to vote at shareholder meetings, issuer engagement is
a component of fixed income investment strategies at BlackRock, particularly those with sustainability objectives in addition to financial objectives. Most corporate governance-related fixed income engagements are undertaken in conjunction with the
active investment stewardship team, and often active equity investors. In addition to the topics listed below, engagement with fixed income investment teams can help inform an issuer’s approach to structuring specialist issuances, such as green
bonds, and the standard terms and information in bond documentation.
|
|
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| BlackRock Active Investment Stewardship |
|
Global Engagement and Voting Guidelines | 5 |
Boards of Directors
Roles and responsibilities
There is widespread consensus that the foundation
of good corporate governance is an effective board of directors that is able to advise and supervise management in an independent and objective manner. 2
We look to the board of directors (hereafter ‘the board’) to have an oversight role in the establishment and realization of a company’s strategy, purpose
and culture. These constructs are interdependent and, when aligned, can better position a company to be resilient in the face of a changing business environment, help reduce the risks of corporate or employee misconduct, and attract and retain the
caliber of workers necessary to deliver financial performance over time.
In promoting the success of the company, the board ensures the necessary resources,
policies and procedures are in place to help management meet its strategic objectives within an agreed risk tolerance.
One of the most important responsibilities
of the board is to appoint, and remove as necessary, the chief executive officer (CEO). In addition, the board plays a meaningful role in monitoring the performance of the CEO and other key executives, determining executive compensation, ensuring a
rigorous audit, overseeing strategy execution and risk management and engaging with shareholders, and other stakeholders, as necessary.
Composition and
effectiveness
Appointment process
A formal and transparent
process for identifying and appointing director candidates is critical to ensuring the board is composed of directors with the appropriate mix of skills and experience. The board or a sub-committee should
determine the general criteria given the company’s circumstances (e.g., sector, maturity, geographic footprint) and any additional criteria for a specific role being filled (e.g., financial expertise, industry track record). To inform the
process, we encourage companies to review the skills and experience of incumbent directors to identify any gaps and whether a director candidate’s characteristics would be additive. We welcome disclosures that explain how the board considered
different skills, backgrounds and experience to ensure the directors collectively can be effective in fulfilling their responsibilities. We assess a company’s board composition against that of its peer group and local market requirements.
Shareholders periodically vote to elect, remove and nominate directors to serve on the board. We may vote against the election of the most senior independent director,
or the chair of the relevant committee, where a company has not demonstrated it has an appointment process that results in a high functioning board with the appropriate complement of skills, backgrounds and experience amongst the directors to
support strong financial performance over time. We may vote against newly nominated directors who do not seem to have the appropriate skills or experience to contribute to the board’s effectiveness.
Independence
Director independence from management, significant
shareholders or other stakeholders (e.g., government or employees) is of paramount importance to the protection of the interests of minority shareholders such as BlackRock’s clients. At least half of the directors should be independent and free
2 See the Corporate Governance Codes of Germany, Japan, and the UK, as well as the corporate
governance principles of the US Business Roundtable as examples.
|
|
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| BlackRock Active Investment Stewardship |
|
Global Engagement and Voting Guidelines | 6 |
from conflicts of interest or undue influence. 3 This ensures
sufficient independent directors to have appropriately independent board committees. Companies domiciled in markets with a higher threshold for board independence should meet those requirements.
We may vote against the election of non-independent directors if the board does not have a sufficient balance of independence.
We may also vote against the election of the chair of the committee responsible for board composition if this is a perennial issue.
Independent board
leadership
Practices across markets differ, as do board structures, but we observe two main approaches to independent board leadership. One is a non-executive, independent chair of the board who is responsible for leading the board in the effective exercise of its duties. The other is a lead or senior independent director, who is responsible for coordinating
with the other non-executive directors and working closely with the executive chair on the board agenda and other board procedures. In this case, the executive chair and the lead independent director work
together to ensure the board is effectively fulfilling its responsibilities. In our view, the independent leader of the board, and/or the chair of a relevant committee, should be available to investors to discuss board governance matters such as CEO
succession, executive pay, and board performance. We look to boards to explain their independent board leadership model and how it serves the interests of shareholders.
We may vote against the election of the chair of the committee responsible for board composition if there is not an identified independent leader of the board with
clear responsibilities for board performance. We may vote against the most senior independent director if the board has a policy of not engaging with shareholders.
Tenure and succession
Boards should establish the length of time a
director would normally be expected to serve, in line with market norms where those exist. In such markets, we find it helpful when companies disclose their approach to director tenure particularly around the contributions of directors who have
served for longer periods than provided for in local practices. In our experience, long-serving directors could become less independent given their relationship with management and involvement in past board decisions.
Succession planning for board roles helps achieve the appropriate cadence of turnover that balances renewal through the regular introduction of directors with fresh
perspectives and expertise with continuity through the retention of directors with long-term knowledge of the board and company.
In markets where there is not
specific director tenure guidance, we may vote against the election of the chair of the committee responsible for board composition if there is not a clearly disclosed approach to director tenure and board renewal. We may vote against the election
of directors who have served for longer duration than typical in markets with specific guidance, where the case for their continued service is not evident.
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Common impediments to independence may include but are not limited to: current or recent employment at the company or a subsidiary; being, or representing, a shareholder with a substantial shareholding in the company; interlocking directorships;
lengthy tenure, and having any other interest, business, or other relationship which could, or could reasonably be perceived to, materially interfere with a director’s ability to act in the best interests of the company and shareholders.
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Capacity
To be
effective and engaged, directors must commit appropriate time and energy to the role. A board should assess the ability of its members to maintain an appropriate focus on board matters and the company taking into consideration competing
responsibilities. We recognize that board leadership roles vary across markets in responsibilities and required time commitment but note that they are generally more intensive than a standard directorship. We will take local norms and practices into
consideration when making our voting determinations across markets.
We may vote against the election of directors who do not seem to have sufficient capacity to
effectively fulfil their duties to the board and company.
Director elections
In support of director accountability to shareholders, directors should stand for election on a regular basis, ideally annually. A classified board structure may be
justified by a company when it needs consistency and stability during a time of transition, or on the basis of its business model, e.g., a non-operating company such as
closed-end funds.
Shareholders should have the opportunity to evaluate nominated directors individually rather than in
bundled slates. We look to companies to provide sufficient information on each director standing for election so that shareholders can assess their capabilities and suitability. We will not support the election of directors whose names and
biographical details have not been disclosed sufficiently in advance of the shareholder meeting.
Each director’s appointment should be dependent on receiving
a simple majority of the votes cast at the shareholder meeting. Where a company’s practices differ, we look to the board to provide a detailed explanation as to how its approach best serves investors’ interests.
We may vote for shareholder or management proposals seeking to establish annual election of directors and/or a simple majority vote standard for director elections. We
may vote against all the directors standing for election as part of a single slate if we have concerns about the profile or performance of an individual director.
Committees
Many boards establish committees to focus on specific
responsibilities of the board such as audit and risk, governance and human capital, and executive compensation, amongst other matters. We do not prescribe to companies what committees they should establish but we seek to understand the board’s
rationale for the committee structure it determines is appropriate. We note that, in some markets, regulation requires such committees. The responsibilities of each committee should be clear, and the board should ensure that all critical matters are
assigned either to the full board or to one of the committees. The board should disclose to shareholders the structure, membership, proportion of independent directors, and responsibilities of each committee. The responsibilities we typically see
assigned to the three most common committees include:
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Audit and risk – oversight responsibilities for the integrity of financial reporting, risk management and compliance
with legal and regulatory requirements; may also play an oversight role in relation to the internal audit function and whistleblowing mechanisms. |
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Nominating, governance and human capital – ensures appropriate corporate governance principles and practices including
the periodic review of board performance; responsible for succession planning for CEO and key board roles, as well as the director appointment process; may also have oversight responsibilities for human capital management strategies including
corporate culture and purpose. |
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Executive compensation – determines the compensation policies and programs for the CEO and other executive officers,
approves annual awards and payments under the policies; may also have oversight responsibilities for firm-wide compensation policies. |
We may vote
against the election of the chair of the committee or other directors serving as committee members to convey our concerns and provide feedback on how a committee has undertaken its responsibilities. We may vote against the election of the most
senior non-executive director if there is not a clearly disclosed approach to board committees.
Board and director
evaluation
We consider it best practice for companies to conduct an annual review of the performance of the board, the committees, the chair and individual
directors. Periodically, this review could be undertaken by an independent third party able to bring objective perspectives to the board on governance and performance. We encourage companies to disclose their approach to and objectives of
evaluations, including any changes made to the board’s approach as a result.
Access to independent advice
To support the directors in effectively fulfilling their duties to the company and shareholders, they should have access to independent advice. When circumstances
warrant, boards should be able to retain independent third parties to advise on critical matters. These might include new industry developments such as emergent and disruptive technology, operating events with material consequences for the
company’s reputation and/or performance, or significant transactions. Board committees may similarly retain third parties to advise them on specialist matters such as audit, compensation and succession planning.
Executive compensation
Boards should
establish compensation arrangements that enable the company to recruit, retain and reward the caliber of executive management necessary to lead and operate the company to deliver superior financial returns over time. We focus on alignment between
variable pay and a company’s financial performance.
Generally, executive compensation arrangements have four components: base salary, annual bonus that
rewards performance against short-term metrics, share-based incentives that reward performance against long-term metrics, and pensions and benefits. In our observation, base salary, pensions and benefits are largely set relative to market norms and
benchmarks. The annual bonus and share-based incentive, or variable pay plans, tend to be tailored to the company, its sector and long-term strategy, as well as the individuals the board is seeking to recruit and motivate.
Recognizing the unique circumstances of each company, we determine whether to support a company’s approach to executive compensation on a case-by-case basis. We rely on companies providing sufficient quantitative and qualitative information in their disclosures to enable shareholders to understand the
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compensation arrangements and assess the alignment with investors’ interests. Features we look for in compensation arrangements include:
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Fixed pay components, including base salary, benefits and prerequisites that are appropriate in the context of the
company’s size, sector and market. |
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Variable pay subject to performance metrics that are closely linked to the company’s short- and long-term strategic
objectives. |
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Long-term incentives that motivate sustained performance across a multi-year period. |
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A balance between fixed and variable pay, short- and long-term incentives, and specific instruments (cash and equity
awards) that promotes pay program durability and seldom necessitates one-off, discretionary payments. |
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Outcomes that are consistent with the returns to investors over the relevant time period. |
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Board discretion, if allowed within the variable pay arrangements, to be used sparingly, responsibly and transparently.
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A requirement, that participants in long-term share-based incentive plans build a meaningful shareholding in the company
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Change of control provisions that appropriately balance the interests of executives and shareholders.
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Clawback or malus provisions that allow the company to recoup or hold back variable compensation from individuals whose
awards were based on fraudulent activities, misstated financial reports, or executive misconduct. |
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Severance arrangements that protect the company’s interests but do not cost more than is contractual.
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We may vote against proposals to introduce new share-based incentives, approve existing policies or plans, or approve the compensation report
where we do not see alignment between executive compensation arrangements and our clients’ financial interests. When there is not an alternative, or where there have been multi-year issues with compensation misaligned with performance, we may
vote against the election of the chair of the responsible committee, or the most senior independent director.
Non-executive director compensation
Companies generally pay non-executive directors an
annual retainer or fee in cash, shares or a combination of the two. Some companies also pay additional fees for service on board committees or in board leadership roles. We do not support non-executive
directors participating in performance-based incentive plans as doing so may create a conflict of interest and undermine their independence from management, whom they oversee.
Capital structure
Boards are responsible for
ensuring senior executive leadership has established a capital strategy that achieves appropriate capital allocation and management in support of long-term financial resilience.
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Where company practices diverge from those set out below, we look for companies to disclose why they view these practices
to be aligned with shareholders’ interests. We may vote against management proposals seeking capital-related authorities or the election of the most senior independent director if we have concerns about a company’s approach. We may also
support a shareholder proposal seeking conversion of shares with differentiated voting rights to a one-share, one-vote standard.
Share issuance
We assess requests for share issuance for particular
transactions on a case-by-case basis. We will generally support authorities to issue shares when subject to pre-emptive rights,
and up to 20% absent pre-emptive rights. Companies should seek regular approval of these authorities to allow shareholders to take into consideration how prior authorities were used, as well as the current
circumstances of the company and the market environment.
Share buybacks
We assess share buyback proposals in the context of the company’s disclosed capital management strategy and management’s determination of the appropriate
balance between investment that supports the long-term growth of the company and returning cash to investors. We also take into consideration the effect of a buyback program on the company’s balance sheet and executive compensation arrangements
and the price at which shares are repurchased relative to market price. Companies should seek regular approval of these authorities to allow shareholders to take into consideration how prior authorities were used, as well as the current
circumstances of the company and the market environment.
We would normally expect companies to cancel repurchased shares. If a company plans to retain them as
treasury shares, management should provide a detailed rationale in the context of the disclosed capital management strategy.
Dividends
We generally defer to management and the board on dividend policy but may engage to seek further clarification where a proposed dividend appears out of line with the
company’s financial position.
Differentiated voting rights
We
prefer companies to adopt a one-share, one-vote structure for share classes with the same economic exposure. Certain companies, particularly those new to public markets,
could make the case to adopt a differentiated voting rights structure, or dual class stock. In those situations, we encourage companies to evaluate and seek approval for their capital structure on a periodic basis.
Transactions and special situations
We
monitor developments in transactions and special situations closely and undertake our own detailed analyses of proposals.
Mergers and acquisitions
We evaluate proposed mergers or acquisitions by assessing the financial outcome for our clients as minority shareholders. Management should provide an assessment of the
proposed transaction’s strategic and financial rationale, along with its execution and operational risks. We review each transaction independently based on these factors and the degree to which the transaction enhances
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shareholder value. The board should consider establishing an ad hoc transaction committee to undertake an independent assessment of a significant merger or acquisition, in advance of making its
recommendation to shareholders.
We will vote against transactions that, in our assessment, do not advance our clients’ financial interests.
Anti-takeover defenses
In principle, we do not support companies using
anti-takeover defenses, also known as poison pills or shareholder rights plans, as they can entrench management and boards which have not delivered long-term shareholder value. By exception, a poison pill may be supported if its purpose is to delay
a takeover that is considered sub-optimal and enable management to seek an improved offer. Similarly, management could make the case to use a poison pill to block a shareholder activism campaign that may be
counter to the interests of other investors. Defense mechanisms introduced in these circumstances should be limited in term and threshold, and also be closely monitored by the independent members of the board. We look for a shareholder vote for any
mechanisms expected to be in place for more than 12 months.
Shareholder activism
When companies are the focus of an activism campaign, we may engage with the activist to understand their analysis and objectives, once they have gone public. We will
also engage with company management and possibly board members, especially those the activist may be seeking to replace. In our assessment, we evaluate various factors, including the concerns raised by the activist and the case for change; the
quality of both the activist’s and management’s plans; and the qualifications of each party’s candidates. We evaluate each contested situation by assessing the potential financial outcome for our clients as minority shareholders.
We may support board candidates nominated by a shareholder activist if the activist has demonstrated that their case for change enhances shareholder value, or if the
incumbent board members do not demonstrate the relevant skills and expertise or have a poor track record of protecting shareholders’ interests.
Significant
shareholders and related party transactions
Boards of companies with affiliated shareholders or directors should be able to demonstrate that the interests of
all shareholders are given equitable consideration.
Transactions with related parties, such as significant shareholders or companies connected with the public
company, should be disclosed in detail and conducted on terms similar to what would objectively have been agreed with a non-related party. Such transactions should be reviewed and approved by the independent
members of the board, and if voted on, only disinterested shareholders should vote.
Corporate reporting, risk management and
audit
Investors depend on corporate reporting, both regulatory and voluntary, to understand a company’s strategy, its implementation and financial
performance, as well as to assess the quality of management and operations and potential for the company to create shareholder value over time. The board should oversee corporate reporting and the policies and procedures underpinning the internal
audit function and external audit.
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A company’s financial reporting should provide decision-useful information for investors and other stakeholders on its
financial performance and position. It should provide an accurate and balanced assessment of the risks and opportunities the company faces in realizing its long-term strategy. Accordingly, the assumptions made by management and reviewed by the
auditor in preparing the financial statements should be reasonable and justified. Financial statements should be prepared in accordance with globally developed reporting standards and any divergence from generally accepted accounting principles
should be explained in detail and justified. Accounting restatements should be explained in detail and any remedial actions, and the implications of these, disclosed.
In this context, audit committees play a vital role in a company’s financial reporting system by providing independent oversight of the accounts, material
financial and, where appropriate to the jurisdiction, nonfinancial information, internal control frameworks and Enterprise Risk Management systems. In our view, effective audit committee oversight strengthens the quality and reliability of a
company’s financial statements and provides an important level of reassurance to shareholders. Audit committees should have a procedure in place for assessing the independence of the auditor and the quality of the external audit process
annually.
Similarly, material sustainability-related factors that are integral to how a company manages risks or generates revenue should be disclosed. In our
view, the standards developed by the International Sustainability Standards Board, can be helpful to companies in preparing such reports. 4
Companies should establish robust risk management and internal control processes appropriate to the company’s business, risk tolerance, and regulatory environment.
A credible whistleblowing system for employees, and potentially other stakeholders, can be a useful mechanism for ensuring that senior management and the board are aware of potential misconduct or breaches in risk management and internal control
processes.
A comprehensive audit conducted by an independent audit firm contributes to investor confidence in the quality of corporate reporting. It is helpful
when the audit report gives some insight into the scope and focus of the audit, as well as any critical audit matters identified and how these were resolved. A comprehensive and effective audit is time and resource intensive, and the audit fee
should be commensurate. Fees paid to the audit firm for non-audit consulting should not exceed the audit fee to a degree that may prompt concerns about the independence of the audit. The audit committee should
explain its position on auditor tenure and how it confirmed that the auditor remained independent.
We may vote against the election of the responsible directors if
corporate reporting is insufficient or there are material misstatements in financial reports. In markets where relevant, we may vote against a proposal to approve the financial statements or the discharge of the board when we are concerned about the
quality of the reporting or the audit. We may vote against proposals to appoint the auditor, ratify the audit report, or approve the audit fee if we are concerned about the auditor’s independence, the quality of the audit, or there are material
misstatements in financial reports and the board has not established reasonable remediation plans.
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The objective of IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information is to require an entity to disclose information about its sustainability-related risks and opportunities that is useful to primary users of
general-purpose financial reports in making decisions relating to providing resources to the entity. The objective of IFRS S2 Climate-related Disclosures is to require an entity to disclose information about its climate-related risks and
opportunities that is useful to primary users of general-purpose financial reports in making decisions relating to providing resources to the entity.
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Shareholder rights and protections
General shareholder meetings
Companies normally have an annual general
meeting of shareholders at which routine and non-routine items of business are discussed and voted on by shareholders in attendance or submitting proxy votes. Companies should disclose materials relevant to
the shareholder meeting sufficiently in advance so that shareholders can take them into consideration in their voting decisions. Many companies offer shareholders the option of participating in the meeting virtually which, whilst welcome, should not
limit the rights of shareholders to participate as they would during an in-person meeting.
We may vote against directors
when materials related to the business of the shareholder meeting are not provided in a timely manner or do not provide sufficient information for us to take an informed voting decision. We may vote against directors if the format of the shareholder
meeting does not accommodate reasonable shareholder participation.
Bylaw amendments
We review bylaw amendments proposed by management on a case-by-case basis and will
generally support those that are aligned with the interests of minority shareholders. Any material changes to the bylaws should be explained in detail and put to a shareholder vote.
We may vote against bylaw amendments that reduce shareholder rights and protections. We may vote against directors if material changes are made to the bylaws without
shareholder approval.
If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a group, with a meaningful
shareholding the right to call a special meeting of shareholders. The shareholding required to exercise this right should balance its utility with the cost to the company of holding special meetings.
If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a group, with a meaningful shareholding the right to
nominate directors to the company’s board. The threshold for this right should be set so that shareholders can exercise it without being unduly disruptive to the board’s own nomination process.
Whilst we would not use either of these rights ourselves, we see them as important accountability mechanisms. We may vote for a shareholder proposal seeking the
addition of either of these provisions to a company’s bylaws.
Change of domicile
We generally defer to management on proposals to change a company’s domicile as long as the rationale for doing so is consistent with the company’s long-term
strategy and business model and the related costs are immaterial.
We may vote against directors or a proposal to change a company’s domicile where it does not
seem aligned with our clients’ financial interests.
Changes to a company’s purpose or the nature of its business
Plans to materially change the nature of a company’s business or its purpose should be disclosed and explained in the context of long-term strategy and business
dynamics. Such changes may significantly alter an investor’s views on the suitability of a company for their investment strategy or portfolio.
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Where relevant, we may vote against proposals to change a company’s purpose or the nature of its business if the board
has not provided a credible argument for change.
Shareholder proposals
Shareholders in many markets, who meet certain eligibility criteria, have the right to submit proposals to the general shareholder meeting asking a company to take a
particular course of action subject to the proposal being supported by a majority of votes cast at the meeting. The topics raised address a range of governance, social and environmental matters that may be relevant to a company’s business.
Shareholder proposals are considered by many investors to be an escalation tool when a company is unresponsive to their engagement.
We vote on these proposals on a
case-by-case basis. We assess the relevance of the topic raised to a company’s business and its current approach, whether the actions sought are consistent with
shareholders’ interests, and what impact the proposal being acted upon might have on financial performance.
Our general approach where we have concerns about
a company’s governance, disclosures or performance is to engage to understand the apparent difference in perspective. If we continue to believe the company is not acting in shareholders’ financial interests, we may vote against the
election of directors. We may support a relevant shareholder proposal if doing so reinforces the points made in our engagement or is aligned with our clients’ financial interests. We generally do not support shareholder proposals that are
legally binding on the company, seek to alter a company’s strategy or direct its operations, or are unrelated to how a company manages risk or generates financial returns.
BlackRock is subject to legal and regulatory requirements in the U.S. that place restrictions and limitations on how we can interact with the companies in which we
invest on behalf of our clients, including our ability to submit shareholder proposals. We can vote on behalf of clients who authorize us to do so, on proposals put forth by others.
Corporate political activities
We seek to
understand how companies ensure that their direct and indirect engagement in the policy making process is consistent with their public statements on policy matters important to the company’s long-term strategy. The board should be aware of the
approach taken to corporate political activities as there can be reputational risks arising from inconsistencies. Companies should, as a minimum, meet all regulatory disclosure requirements on political activities, and ideally, provide accessible
and clear disclosures to shareholders on policy positions, public policy engagement activities and political donations. To mitigate the risk of inconsistencies, companies can usefully assess the alignment between their policy priorities and the
policy positions of the trade associations of which they are active members and any engagements undertaken by trade associations on behalf of members.
Generally,
this is an engagement matter, although we may support a relevant shareholder proposal, or vote against directors, where a company’s disclosures are insufficient, or it becomes public that there is a material contradiction in a company’s
public policy positions and its policy engagement.
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Sustainability, or environmental and social, considerations
We seek to understand how companies manage the risks and opportunities inherent in their business operations. In our experience, sustainability-related factors5 that are relevant to a company’s business or material to its financial performance, are generally operational considerations embedded into day-to-day management systems. Certain sustainability issues may also inform long-term strategic planning, for example, investing in product innovation in anticipation of changing consumer demand or adapting
supply chains in response to changing regulatory requirements.
We recognize that the specific sustainability-related factors that may be financially material or
business relevant will vary by company business model, sector, key markets, and time horizon, amongst other considerations. From company disclosures and our engagement, we aim to understand how management is identifying, assessing and integrating
material sustainability-related risks and opportunities into their business decision-making and practices. Doing so helps us undertake a more holistic assessment of a company’s potential financial performance and the likely risk-adjusted
returns of an investment.
We may vote against directors or support a relevant shareholder proposal if we have concerns about how a company is managing or
disclosing its approach to material sustainability-related risks that may impact financial returns.
Key stakeholders
In our view, companies should understand and take into consideration the interests of the various parties on whom they depend for their success over time. It is for each
company to determine their key stakeholders based on what is material to their business and long-term financial performance. For many companies, key stakeholders include employees, business partners (such as suppliers and distributors), clients and
consumers, regulators, and the communities in which they operate. Companies that appropriately balance the interests of investors and other stakeholders are, in our experience, more likely to be financially resilient over time.
5 By material sustainability-related risks and opportunities, we mean the drivers of risk and financial value
creation in a company’s business model that have an environmental or social dependency or impact. Examples of environmental issues include, but are not limited to, water use, land use, waste management, and climate risk. Examples of social
issues include, but are not limited to, human capital management, impacts on the communities in which a company operates, customer loyalty, and relationships with regulators. It is our view that well-managed companies will effectively evaluate and
manage material sustainability-related risks and opportunities relevant to their businesses. Governance is the core means by which boards can oversee the creation of durable financial value over time. Appropriate risk oversight of business-relevant
and material sustainability-related considerations is a component of a sound governance framework.
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| Climate and decarbonization investment objectives
Certain active BlackRock funds have climate and decarbonization objectives in
addition to financial objectives. Consistent with the objectives of those investment strategies, our stewardship activity in relation to the holdings in those funds differs in some respects from BAIS’ benchmark guidelines, which are described
above. Specifically, for those funds’ holdings, we look to investee companies to demonstrate that they are aligned with a decarbonization pathway that means their business model would be viable in a
low-carbon economy, i.e., one in which global temperature rise is limited to 1.5°C above pre-industrial levels. This approach is only taken following BlackRock
receiving the explicit approval from the applicable fund board. |
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| The decarbonization stewardship guidelines focus on companies which produce goods and services that contribute to real world
decarbonization or have a carbon intensive business model and face outsized impacts from the low carbon transition, based on reported and estimated scopes 1, 2, and 3 greenhouse gas emissions. These companies should provide disclosures that set out
their governance, strategy, risk management processes and metrics and targets relevant to decarbonization. These disclosures should include an explanation of the decarbonization scenarios a company is using in its near- and long-term planning, as
well as its scope 1, scope 2 and material scope 3 greenhouse gas (GHG) emissions and reduction targets for scope 1 and 2 emissions. As with the BAIS benchmark policies, we consider the climate-risk reporting standard issued by the International
Sustainability Standards Board, IFRS S2, a useful reference for such reporting. |
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| Under these climate- and decarbonization-specific guidelines, BAIS may recommend a vote against directors or support for a
relevant shareholder proposal if a company does not appear to be adequately addressing or disclosing material climate-related risks. We may recommend supporting shareholder proposals seeking information relevant to a company’s stated low-carbon transition strategy and targets that the company does not currently provide and that would be helpful to investment decision-making. As under the BAIS benchmark approach, the active portfolio managers are
ultimately responsible for voting consistent with their investment mandate and fund objectives. |
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Appendix 1: How we fulfil and oversee our active investment stewardship responsibilities
Oversight
The Global Head of BAIS has primary oversight of and
responsibility for the team’s activities, including voting in accordance with the BlackRock Active Investment Stewardship Global Engagement and Voting Guidelines (“the Guidelines”), which require the application of professional
judgment and consideration of each company’s unique circumstances, as well as input from active investors. BAIS is independent from BlackRock Investment Stewardship in our engagement and voting activities, reporting lines, and oversight.
The Active Investment Stewardship Oversight Committee, comprised of senior representatives of the active investment, legal and risk teams, reviews and advises on
amendments to BAIS’ Global Engagement and Voting Guidelines. The Committee also considers developments in corporate governance, related public policy, and market norms and how these might influence BAIS’ policies and practices. The
Committee does not determine voting decisions, which are the responsibility of BAIS and the relevant active equity investors.
In addition, there is a standing
advisory group of senior active investors who counsel BAIS on complex or high-profile votes before a recommendation is finalized and escalated to the portfolio managers with holdings in the company under consideration. This group also formally
reviews any revisions to the Engagement and Voting Guidelines proposed by BAIS as part of its annual review.
BAIS carries out engagement with companies in
collaboration with active investment colleagues, executes proxy votes, and conducts vote operations (including maintaining records of votes cast) in a manner consistent with the Guidelines. BAIS also conducts research on corporate governance issues
and participates in industry discussions to contribute to and keep abreast of important developments in the corporate governance field. BAIS may use third parties for certain of the foregoing activities and performs oversight of those third parties
(see “Use and oversight of third-party vote services providers” below).
Voting guidelines and vote execution
BlackRock votes on proxy issues when our clients authorize us to do so. We carefully consider the voting items submitted to funds and other fiduciary account(s) (Fund or
Funds) for which we have voting authority. BlackRock votes (or refrains from voting) for each Fund for which we have voting authority based on our evaluation of the alignment of the voting items with the long-term economic interests of our clients,
in the exercise of our independent business judgment, and without regard to the relationship of the issuer (or any shareholder proponent or dissident shareholder) to the Fund, the Fund’s affiliates (if any), BlackRock or BlackRock’s
affiliates, or BlackRock employees (see “Conflicts management policies and procedures,” below).
When exercising voting rights, BAIS will normally vote on
specific proxy issues in accordance with the Guidelines, although portfolio managers have the right to vote differently on their holdings if they determine doing so is more aligned with the investment objective and financial interests of clients
invested in the funds they manage.
The Guidelines are not intended to be exhaustive. BAIS applies the Guidelines on a case-by-case basis, in the context of the individual circumstances of each company and the specific issue under review. As such, the Guidelines do not indicate how BAIS will vote in every instance. Rather,
they reflect our view about corporate governance issues generally, and provide insight into how we typically approach issues
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that commonly arise on corporate ballots. The Guidelines are reviewed annually and updated as necessary to reflect changes in market practices, developments in corporate governance and feedback
from companies and clients. In this way, BAIS aims to maintain policies that explain our approach to governance practices most aligned with clients’ long-term financial interests.
In certain markets, proxy voting involves logistical issues which can affect BAIS’ ability to vote such proxies, as well as the desirability of voting such
proxies. These issues include, but are not limited to: i) untimely notice of shareholder meetings; ii) restrictions on a foreigner’s ability to exercise votes; iii) requirements to vote proxies in person; iv) “share-blocking”
(requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some specified period in proximity to the shareholder meeting); v) potential difficulties in translating the proxy; vi) regulatory
constraints; and vii) requirements to provide local agents with unrestricted powers of attorney to facilitate voting instructions. We are not supportive of impediments to the exercise of voting rights such as share-blocking or overly burdensome
administrative requirements.
BlackRock votes proxies in these situations on a “best-efforts” basis. In addition, BAIS may determine that it is generally
in the interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs (including but not limited to opportunity costs associated with share-blocking constraints) associated with exercising a vote are
expected to outweigh the benefit the client would derive by voting on the proposal.
Voting Choice
BlackRock offers Voting Choice, a program that provides eligible clients with more opportunities to participate in the proxy voting process where legally and
operationally viable.
Voting Choice is currently available for eligible clients invested in certain institutional pooled funds in the U.S., UK, and Canada that use
systematic active equity (SAE) and multi-asset strategies. In addition, institutional clients in separately managed accounts (SMAs) are eligible for BlackRock Voting Choice regardless of their investment strategies.6
As a result, the shares attributed to BlackRock in company share registers may be voted differently depending on
whether our clients have authorized BAIS to vote on their behalf, have authorized BlackRock to vote in accordance with a third-party policy, or have elected to vote shares in accordance with their own policy. Our clients have greater control over
proxy voting because of Voting Choice. BlackRock does not disclose client information, including a client’s selection of proxy policy, without client consent.
Use and oversight of third-party vote services providers
Third-party vote
services providers – or proxy research firms – provide research and recommendations on proxy votes, as well as voting infrastructure. As mentioned previously, BlackRock contracts primarily with the vote services provider ISS and leverages
its online platform to supply research and support voting, record keeping, and reporting processes. We also use Glass Lewis’ research and analysis as an input into our voting process. It is important to note that, although proxy research firms
provide important data and analysis, BAIS does not rely solely on their information or follow their voting recommendations. A
6
With Voting Choice, SMAs have the ability to select from a set of voting policies from third-party proxy advisers the policy that best aligns with their views and preferences. BlackRock can then use its proxy voting infrastructure to cast votes
based on the client’s selected voting policy.
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company’s disclosures, our past engagements and voting, investment colleagues’ insights and our voting guidelines are important inputs into our voting decisions on behalf of clients.
Given the large universe of actively held companies, BAIS employs the proxy services provider to streamline the voting process by making voting recommendations
based on BAIS’ voting guidelines when the items on a shareholder meeting agenda are routine. Agenda items that are not routine are referred back to BAIS to assess, escalate as necessary to the relevant portfolio managers and vote. BAIS reviews
and can override the recommendations of the vote services provider at any time prior to the vote deadline. Both BAIS and the vote services provider actively monitor securities filings, research reports, company announcements, and direct
communications from companies to ensure awareness of supplemental disclosures and proxy materials that may require a modification of votes.
BAIS closely monitors
the third-party vote services providers we contract with to ensure that they are meeting our service level expectations and have effective policies and procedures in place to manage potential conflicts of interest. Our oversight of service providers
includes regular meetings with client service teams, systematic monitoring of vendor operations, as well as annual due diligence meetings in accordance with BlackRock’s firmwide policies.
Conflicts management policies and procedures
BAIS maintains policies and
procedures that seek to prevent undue influence on BlackRock’s proxy voting activity. Such influence might stem from any relationship between the investee company (or any shareholder proponent or dissident shareholder) and BlackRock,
BlackRock’s affiliates, a Fund or a Fund’s affiliates, or BlackRock employees. The following are examples of sources of perceived or potential conflicts of interest:
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BlackRock clients who may be issuers of securities or proponents of shareholder resolutions |
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BlackRock business partners or third parties who may be issuers of securities or proponents of shareholder resolutions
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BlackRock employees who may sit on the boards of public companies held in Funds managed by BlackRock |
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Significant BlackRock, Inc. investors who may be issuers of securities held in Funds managed by BlackRock
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Securities of BlackRock, Inc. or BlackRock investment funds held in Funds managed by BlackRock |
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BlackRock, Inc. board members who serve as senior executives or directors of public companies held in Funds managed by
BlackRock |
BlackRock has taken certain steps to mitigate perceived or potential conflicts including, but not limited to, the following:
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Adopted the Guidelines which are designed to advance our clients’ long-term economic interests in the companies in
which BlackRock invests on their behalf |
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Established a reporting structure that separates BAIS from employees with sales, vendor management, or business partnership
roles. In addition, BlackRock seeks to ensure that all engagements with corporate issuers, dissident shareholders or shareholder proponents are managed consistently and without regard to BlackRock’s relationship with such parties. Clients or
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Global Engagement and Voting Guidelines | 20 |
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business partners are not given special treatment or differentiated access. BAIS prioritizes engagements based on factors including, but not limited to, our need for additional information to
make a voting decision or our view on the likelihood that an engagement could lead to positive outcome(s) over time for the economic value of the company. Within the normal course of business, BAIS may engage directly with BlackRock clients,
business partners and/or third parties, and/or with employees with sales, vendor management, or business partnership roles, in discussions regarding our approach to stewardship, general corporate governance matters, client reporting needs, and/or to
otherwise ensure that proxy-related client service levels are met |
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Determined to engage, in certain instances, an independent third-party voting service provider to make proxy voting
recommendations as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance requirements, or as may be otherwise required by applicable law. In such circumstances, the independent third-party voting service
provider provides BlackRock with recommendations, in accordance with the Guidelines, as to how to vote such proxies. BlackRock uses an independent third-party voting service provider to make proxy voting recommendations for shares of BlackRock, Inc.
and companies affiliated with BlackRock, Inc. BlackRock may also use an independent third-party voting service provider to make proxy voting recommendations for: |
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public companies that include BlackRock employees on their boards of directors |
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public companies of which a BlackRock, Inc. board member serves as a senior executive or a member of the board of
directors |
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public companies that are the subject of certain transactions involving BlackRock Funds |
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public companies that are joint venture partners with BlackRock, and |
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public companies when legal or regulatory requirements compel BlackRock to use an independent third-party voting service
provider |
In selecting an independent third-party voting service provider, we assess several characteristics, including but not limited to:
independence, an ability to analyze proxy issues and make recommendations in the economic interest of our clients in accordance with the Guidelines, reputation for reliability and integrity, and operational capacity to accurately deliver the
assigned recommendations in a timely manner. We may engage more than one independent third-party voting service provider, in part to mitigate potential or perceived conflicts of interest at a single voting service provider. The Active Investment
Stewardship Oversight Committee appoints and reviews the performance of the independent third-party voting service providers, generally on an annual basis.
Securities lending
When so authorized, BlackRock acts as a securities
lending agent on behalf of Funds. Securities lending is a well-regulated practice that contributes to capital market efficiency. It also enables funds to generate additional returns while allowing fund providers to keep fund expenses lower.
With regard to the relationship between securities lending and proxy voting, BlackRock cannot vote shares on loan and may determine to recall them for voting, as guided
by our fiduciary duty as an asset manager to our clients in helping them achieve their investment goals. While this has occurred in a limited number of cases, the decision to recall securities on loan as part of BlackRock’s securities lending
program in order to vote is based on an evaluation of various factors that include, but are not limited to,
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Global Engagement and Voting Guidelines | 21 |
assessing potential securities lending revenue alongside the potential long-term financial value to clients of voting those securities (based on the information available at the time of recall
consideration). BAIS works with active portfolio managers, as well as colleagues in the Securities Lending and Risk and Quantitative Analysis teams, to evaluate the costs and benefits to clients of recalling shares on loan.
In almost all instances, BlackRock anticipates that the potential long-term financial value to clients of voting shares would not warrant recalling securities on loan.
However, in certain instances, BlackRock may determine, in our independent business judgment as a fiduciary, that the value of voting outweighs the securities lending revenue loss to clients and would therefore recall shares to be voted in those
instances.
Periodically, BlackRock reviews our process for determining whether to recall securities on loan in order to vote and may modify it as necessary.
Reporting and vote transparency
BAIS is committed to transparency in the
stewardship work we do on behalf of clients. We inform clients about our engagement and voting policies and activities through direct communication and disclosure on our website.
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Want to know more?
blackrock.com/stewardship | ContactActiveStewardship@blackrock.com
The document is provided for information purposes only and is subject to change. Reliance upon this information is at the sole discretion of the reader.
Prepared by BlackRock, Inc.
©2024 BlackRock, Inc. All rights reserved. BLACKROCK is a trademark of BlackRock, Inc., or its subsidiaries in
the United States and elsewhere. All other trademarks are those of their respective owners.
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