BlackRock (NYSE: BLK) executive reports stock unit vesting and tax share withholding

Rhea-AI Filing Summary

BlackRock Senior Managing Director Rachel Lord reported routine equity compensation activity. On January 30, 2026, BlackRock withheld 2,787 shares of common stock at $1,118.94 per share to cover tax obligations tied to vesting awards.

On January 31, 2026, Lord acquired 6,308 shares of common stock at $0, reflecting the vesting of restricted stock units under a 2022 BlackRock Performance Incentive Plan award. After these transactions, she beneficially owned 13,065 shares, including restricted stock units scheduled to vest over one to three years.

The vested units stem from a $4,022,930 award originally converted into 5,410 restricted stock units at a share price of $743.61. Based on company performance metrics approved by the compensation committee, the units vesting represent 116.6% of the original award.

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^*

Lord Rachel

(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)
	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		2,787(1)	D	$1,118.94	6,757(2)	D
Common Stock	01/31/2026		A		6,308(3)	A	$0	13,065(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 $4,022,930 converted to 5,410 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 Rachel Lord	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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FAQ

What insider transactions did BlackRock (BLK) executive Rachel Lord report on this Form 4?

Rachel Lord reported two transactions: 2,787 BlackRock common shares withheld on January 30, 2026 to satisfy tax obligations, and 6,308 shares acquired at $0 on January 31, 2026 from vesting restricted stock units under a performance-based incentive award.

How many BlackRock (BLK) shares does Rachel Lord beneficially own after these transactions?

After the reported transactions, Rachel Lord beneficially owned 13,065 BlackRock common shares. This total includes both currently held common stock and restricted stock units scheduled to vest over a one- to three-year period, each unit payable in an equal number of common shares.

Why were 2,787 BlackRock (BLK) shares withheld from Rachel Lord on January 30, 2026?

The 2,787 withheld shares represent BlackRock common stock retained by the company to satisfy tax obligations arising from the vesting of Lord’s equity awards under the Third Amended and Restated 1999 Stock Award and Incentive Plan, rather than an open-market discretionary sale.

What is the background of the 6,308 BlackRock (BLK) shares Rachel Lord acquired at $0?

The 6,308 shares reflect vesting of restricted stock units from a 2022 BlackRock Performance Incentive Plan award. The original award value of $4,022,930 was converted into 5,410 units at $743.61 per share, later adjusted to 116.6% of the original award based on performance.

How were Rachel Lord’s BlackRock (BLK) performance stock units determined and adjusted?

Her 2022 award started at $4,022,930, converted into 5,410 restricted stock units using a $743.61 average share price. As outlined in BlackRock’s 2023 proxy, the award was subject to performance metrics, leading to vesting at 116.6% of the original unit amount.

Are Rachel Lord’s BlackRock (BLK) restricted stock units settled in cash or shares?

Each restricted stock unit held by Rachel Lord is payable solely in an equal number of BlackRock common shares. The units vest over one to three years, and upon vesting, they deliver the corresponding number of common shares rather than cash payments.