BlackRock (NYSE: BLK) executive Kushel gains 6,272 shares via incentive award

Rhea-AI Filing Summary

BlackRock Senior Managing Director J. Richard Kushel reported equity award activity and related tax withholding. On January 31, 2026, he acquired 6,272 shares of BlackRock common stock at $0 under a 2022 BlackRock Performance Incentive Plan award that paid out at 116.6% of its original target based on company performance.

On January 30, 2026, 4,186 shares were withheld by BlackRock at $1,118.94 per share to cover tax obligations on vesting awards. After these transactions, he directly beneficially owned 63,980.34 shares, which include restricted stock units that vest over one to three years, and also reported indirect holdings through several family trusts with separate share amounts.

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^*

Kushel J. Richard

(Last) (First) (Middle)

BLACKROCK, INC.

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)
	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
Shares Of Common Stock (par Value $0.01 Per Share)	01/30/2026		F		4,186(1)	D	$1,118.94	57,708.34(2)	D
Shares Of Common Stock (par Value $0.01 Per Share)	01/31/2026		A		6,272(3)	A	$0	63,980.34(2)	D
Shares Of Common Stock (par Value $0.01 Per Share)								26,153	I	By Family Trust
Shares Of Common Stock (par Value $0.01 Per Share)								1,000	I	By Family Trust
Shares Of Common Stock (par Value $0.01 Per Share)								1,000	I	By Family Trust
Shares Of Common Stock (par Value $0.01 Per Share)								47,305	I	By The Kushel Family 2011 Dynasty Trust
Shares Of Common Stock (par Value $0.01 Per Share)								3,720	I	By The Kushel Family 2018 Trust

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 $3,999,878 converted to 5,379 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. The award was disclosed in the table on page 59 of BlackRock's 2023 Proxy Statement in the column headed "Long-Term Incentive Award (BPIP)." 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 J. Richard Kushel	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 did BlackRock (BLK) executive J. Richard Kushel report on this Form 4?

J. Richard Kushel reported vesting of an incentive equity award and related tax withholding. He received 6,272 BlackRock common shares at $0 and had 4,186 shares withheld to satisfy tax obligations tied to previously granted stock awards.

How many BlackRock (BLK) shares did Kushel acquire in the reported award vesting?

Kushel acquired 6,272 shares of BlackRock common stock at $0 as part of a 2022 Performance Incentive Plan award. The award payout equaled 116.6% of the original target based on performance metrics approved by BlackRock’s compensation committee.

Why were 4,186 BlackRock (BLK) shares withheld from J. Richard Kushel?

BlackRock withheld 4,186 common shares at $1,118.94 per share to cover Kushel’s tax obligations on the vesting of prior stock awards. This is a non-open-market transaction commonly used to satisfy withholding requirements on equity compensation.

What is the size and basis of Kushel’s performance-based BlackRock (BLK) award?

The performance award had an original value of $3,999,878, converted into 5,379 restricted stock units using a $743.61 reference price. Based on BlackRock’s performance, 116.6% of the original award vested, resulting in delivery of 6,272 common shares.

How many BlackRock (BLK) shares does Kushel report owning directly after these transactions?

After the reported transactions, Kushel directly beneficially owned 63,980.34 BlackRock common shares. This figure includes common stock and restricted stock units scheduled to vest over one to three years, each unit payable in an equal number of shares.

Does J. Richard Kushel report additional BlackRock (BLK) holdings through family trusts?

Yes. Kushel reports indirect beneficial ownership of BlackRock common stock through several family trusts, including 26,153 shares by a family trust, two additional 1,000-share family trust positions, 47,305 shares by the 2011 Dynasty Trust, and 3,720 shares by the 2018 Trust.