BlackRock (BLK) CFO Martin Small reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

BlackRock CFO and Senior Managing Director Martin Small reported equity award activity in BlackRock common stock. On January 31, 2026, he acquired 5,292 shares (code A) at $0 per share, representing vested Restricted Stock Units from a 2022 BlackRock Performance Incentive Plan award.

The award had an original value of $3,375,246, converted into 4,539 Restricted Stock Units using a $743.61 share price. Based on company performance, the units vesting equal 116.6% of the original award. On January 30, 2026, 3,756 shares were withheld (code F) at $1,118.94 per share to satisfy tax obligations upon vesting.

After these transactions, Small directly beneficially owned 12,093.4148 BlackRock shares, including common stock and Restricted Stock Units that will vest over one to three years, each unit payable in an equal number of common shares.

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^*

Small Martin

(Last) (First) (Middle)

50 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BlackRock, Inc. [ BLK ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO & Senior Managing Director

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		F		3,756(1)	D	$1,118.94	6,801.4148(2)	D
Common Stock	01/31/2026		A		5,292(3)	A	$0	12,093.4148(2)	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

Explanation of Responses:

1. Represents the withholding by BlackRock of common stock to satisfy tax obligations on the vesting of the reporting person's awards granted under the Third Amended and Restated BlackRock, Inc. 1999 Stock Award and Incentive Plan.

2. Includes Common Stock as well as Restricted Stock Units that will vest over a period of 1 to 3 years. Each Restricted Stock Unit is payable solely by delivery of an equal number of shares of Common Stock.

3. Reflects a 2022 BlackRock Performance Incentive Plan award value of $3,375,246 converted to 4,539 Restricted Stock Units by dividing the award value by $743.61, which was the average of the high and low price per share of Common Stock on January 17, 2023. As outlined in BlackRock's 2023 Proxy Statement, the award was subject to adjustment based on certain performance metrics approved by the Management Development and Compensation Committee at the time of the award. Based on the Company's performance, the Restricted Stock Units vesting represent 116.6% of the original award.

	/s/ R. Andrew Dickson III as Attorney-in-Fact for Martin Small	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did BlackRock (BLK) CFO Martin Small report in this Form 4 filing?

BlackRock CFO Martin Small reported vesting of equity awards and related tax share withholding. He received 5,292 BlackRock common shares from vested Restricted Stock Units and had 3,756 shares withheld by the company to cover tax obligations tied to those vesting awards.

How many BlackRock (BLK) shares does Martin Small own after these transactions?

After the reported transactions, Martin Small directly beneficially owned 12,093.4148 BlackRock shares. This total includes both common stock and Restricted Stock Units scheduled to vest over one to three years, each unit deliverable as one share of BlackRock common stock upon vesting.

What were the key share amounts and prices in Martin Small’s BlackRock (BLK) Form 4?

Martin Small had 3,756 BlackRock shares withheld at $1,118.94 per share to satisfy taxes and acquired 5,292 shares at $0 from vesting Restricted Stock Units. These transactions reflect equity compensation mechanics rather than open-market buying or selling of BlackRock stock.

How was Martin Small’s 2022 BlackRock (BLK) performance award calculated and adjusted?

The 2022 performance award was valued at $3,375,246 and converted into 4,539 Restricted Stock Units using a $743.61 share price. As described, the final units vesting represent 116.6% of the original award based on company performance metrics approved by BlackRock’s compensation committee.

What types of securities are included in Martin Small’s reported BlackRock (BLK) holdings?

Martin Small’s reported holdings include BlackRock common stock and Restricted Stock Units that will vest over one to three years. Each Restricted Stock Unit is payable solely in an equal number of BlackRock common shares, increasing his stock ownership as the units vest over time.