BlackRock Enhanced Equity Dividend Trust (BDJ) manager reports phantom share grant and stock sale

Rhea-AI Filing Summary

BlackRock Enhanced Equity Dividend Trust portfolio manager Zhao David reported routine compensation-related transactions in common stock and phantom shares. On January 30, 2026, he exercised phantom share awards into 5,533.5762 shares of common stock and then disposed of the same amount at $9.61 per share, leaving no directly held common stock.

On the same date, he was granted 4,877.7315 phantom shares, which are cash-settled units economically equivalent to common stock and subject to vesting over three years. Additional phantom share movements reflect vesting and conversion from prior grants made in 2023, 2024, and 2025.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Zhao David

(Last) (First) (Middle)

50 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BlackRock Enhanced Equity Dividend Trust [ BDJ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Portfolio Manager

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/30/2026		M		5,533.5762	A	(1)(2)(3)(4)	5,533.5762	D
Common Stock	01/30/2026		D		5,533.5762	D	$9.61(1)(2)(3)(4)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Shares	(1)(5)	01/30/2026		A		4,877.7315		(1)(5)	(1)(5)	Common Stock	4,877.7315	$9.61	4,877.7315	D
Phantom Shares	(1)(2)	01/30/2026		M			1,438.5314	(1)(2)	(1)(2)	Common Stock	1,438.5314	(1)(2)	2,877.0629	D
Phantom Shares	(1)(3)	01/30/2026		M			2,180.3804	(1)(3)	(1)(3)	Common Stock	2,180.3804	(1)(3)	2,180.3804	D
Phantom Shares	(1)(4)	01/30/2026		M			1,914.6644	(1)(4)	(1)(4)	Common Stock	1,914.6644	(1)(4)	0.0000	D

Explanation of Responses:

1. A phantom share is the economic equivalent of one share of common stock and, subject to the applicable vesting requirements, becomes payable in cash.

2. As previously reported on a Form 4 dated February 4, 2025, the Reporting Person was granted phantom shares on January 31, 2025 payable in cash on vesting, which occurs in equal installments on each of the first three anniversaries of the grant date.

3. As previously reported on a Form 4 dated February 2, 2024, the Reporting Person was granted phantom shares on January 31, 2024 payable in cash on vesting, which occurs in equal installments on each of the first three anniversaries of the grant date.

4. As previously reported on a Form 4 dated February 2, 2023, the Reporting Person was granted phantom shares on January 31, 2023 payable in cash on vesting, which occurs in equal installments on each of the first three anniversaries of the grant date.

5. These phantom shares vest in equal installments on each of the first three anniversaries of the award.

	/s/ Gladys Chang as Attorney-in-Fact	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider activity did Zhao David report for BDJ on January 30, 2026?

Zhao David reported exercising phantom share awards into 5,533.5762 shares of BDJ common stock and then selling the same 5,533.5762 shares at $9.61 per share. These transactions reflect routine management of equity-based compensation rather than a new strategic development.

How many BDJ common shares did the portfolio manager sell and at what price?

The portfolio manager disposed of 5,533.5762 BDJ common shares at $9.61 per share. Those shares came from the exercise of phantom share awards earlier the same day, and the transactions were reported as directly owned, non-derivative holdings under Form 4.

What new phantom share grant did BDJ’s portfolio manager receive?

He received a grant of 4,877.7315 phantom shares, economically equivalent to BDJ common stock. These units are payable in cash, not stock, and vest in equal installments on each of the first three anniversaries of the award date, subject to the plan’s requirements.

What are phantom shares in the context of BDJ’s insider filing?

Phantom shares are compensation units that mirror one BDJ common share economically but are settled in cash. They become payable only after vesting conditions are met, typically in equal installments over three years from the original grant date, as described in the footnotes.

Did the BDJ portfolio manager hold any common stock after these transactions?

After the reported transactions, the filing shows 0 BDJ common shares directly owned by the portfolio manager. His remaining economic exposure is through phantom shares, which are cash-settled awards that track the value of BDJ common stock subject to vesting schedules.

How do prior BDJ phantom share grants factor into this Form 4?

The Form 4 references phantom share grants originally awarded in 2023, 2024, and 2025. Each grant vests in three equal annual installments, and portions of these earlier awards were converted or adjusted on January 30, 2026 as part of the reported derivative transactions.