BlackRock Inc. is a fund company founded in New York City in 1988. With $7.4 trillion in assets under management, it is the largest asset manager in the world.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 2026
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to .
Commission file number 001-42297
BlackRock, Inc.
(Exact name of registrant as specified in its charter)
Delaware
99-1116001
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer Identification No.)
50 Hudson Yards, New York, NY 10001
(Address of Principal Executive Offices) (Zip Code)
(212) 810-5800
(Registrant’s Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, $.01 par value
BLK
New York Stock Exchange
3.750% Notes due 2035
BLK 35
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
X
No
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
As of October 31, 2026, there were 154,423,421 shares of the registrant’s common stock outstanding (162,030,348 on a fully diluted basis, including 7,606,927 Class B-2 common units of a consolidated subsidiary, BlackRock Saturn Subco, LLC, which are exchangeable on a one-for-one basis into common stock of the registrant).
Index to Form 10-Q
PART I
FINANCIAL INFORMATION
Page
Item 1.
Financial Statements (unaudited)
Condensed Consolidated Statements of Financial Condition
1
Condensed Consolidated Statements of Income
2
Condensed Consolidated Statements of Comprehensive Income
3
Condensed Consolidated Statements of Changes in Equity
4
Condensed Consolidated Statements of Cash Flows
6
Notes to Condensed Consolidated Financial Statements
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
38
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
72
Item 4.
Controls and Procedures
73
PART II
OTHER INFORMATION
Legal Proceedings
74
Item 1A.
Risk Factors
75
Unregistered Sales of Equity Securities and Use of Proceeds
76
Item 5.
Other Information
77
Item 6.
Exhibits
78
Signatures
79
i
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
(unaudited)
September 30,
December 31,
(in millions, except shares and per share data)
2026
2025
Assets
Cash and cash equivalents(1)
$
12,877
11,468
Accounts receivable
5,762
5,158
Investments(1)
15,384
13,271
Separate account assets
65,056
60,098
Separate account collateral held under securities lending agreements
5,465
7,922
Property and equipment (net of accumulated depreciation and amortization of $1,929 and $1,692 at September 30, 2026 and December 31, 2025, respectively)
1,306
1,256
Intangible assets (net of accumulated amortization of $2,235 and $1,482 at September 30, 2026 and December 31, 2025, respectively)
27,139
27,968
Goodwill
35,204
35,283
Operating lease right-of-use assets
1,844
1,874
Other assets(1)
7,861
5,700
Total assets
177,898
169,998
Liabilities
Accrued compensation and benefits
3,431
3,830
Accounts payable and accrued liabilities
1,982
1,740
Borrowings
12,740
12,768
Separate account liabilities
Separate account collateral liabilities under securities lending agreements
Contingent consideration liabilities
5,858
8,429
Deferred income tax liabilities
4,271
4,618
Operating lease liabilities
2,245
2,228
Other liabilities(1)
9,075
6,823
Total liabilities
110,123
108,456
Commitments and contingencies (Note 15)
Temporary equity
Redeemable noncontrolling interests ("NCI") - consolidated sponsored investment products ("CIPs")
3,850
2,636
Redeemable NCI - BlackRock Saturn Subco, LLC ("Subco")
—
2,791
Permanent equity
BlackRock, Inc. stockholders’ equity
Common stock, $0.01 par value;
Shares authorized: 500,000,000 at September 30, 2026 and December 31, 2025; Shares issued: 156,276,289 at both September 30, 2026 and December 31, 2025; Shares outstanding: 154,606,029 and 155,069,171 at September 30, 2026 and December 31, 2025, respectively
Additional paid-in capital
19,637
19,748
Retained earnings
40,976
37,899
Accumulated other comprehensive loss
(680
)
(545
Treasury stock, common, at cost (1,670,260 and 1,207,118 shares held at September 30, 2026 and December 31, 2025, respectively)
(1,804
(1,216
Total BlackRock, Inc. stockholders’ equity
58,131
55,888
Nonredeemable NCI - CIPs
354
227
Nonredeemable NCI - Subco
5,440
Total permanent equity
63,925
56,115
Total liabilities, temporary equity and permanent equity
See accompanying notes to condensed consolidated financial statements.
Three Months Ended
Nine Months Ended
(in millions, except per share data)
Revenue
Investment advisory, administration fees and securities lending revenue:
Investment advisory and administration fees
5,783
4,843
16,529
13,370
Securities lending revenue
253
203
671
531
Total investment advisory, administration fees and securities lending revenue
6,036
5,046
17,200
13,901
Investment advisory performance fees
630
516
1,207
670
Technology services and subscription revenue
588
515
1,684
1,450
Distribution fees
414
355
1,198
996
Advisory and other revenue
84
245
191
Total revenue
7,752
6,509
21,534
17,208
Expense
Employee compensation and benefits
2,440
2,357
6,939
5,862
Sales, asset and account expense:
Distribution and servicing costs
785
638
2,222
1,784
Direct fund expense
551
464
1,575
1,297
Sub-advisory and other
60
215
153
Total sales, asset and account expense
1,413
1,162
4,012
3,234
General and administration expense
731
689
2,125
1,917
Change in fair value of contingent consideration
564
93
26
265
Restructuring charge
39
Amortization of intangible assets
276
829
507
Total expense
5,424
4,554
13,931
11,824
Operating income
2,328
1,955
7,603
5,384
Nonoperating income (expense)
Net gain (loss) on investments
353
64
708
672
Interest and dividend income
97
113
296
430
Interest expense
(134
(135
(402
(474
Dividend income and net interest income (expense)
(37
(22
(106
(44
Total nonoperating income (expense)
316
42
602
628
Income before income taxes
2,644
1,997
8,205
6,012
Income tax expense
724
470
1,305
Net income
1,920
1,527
6,288
4,707
Less:
Net income (loss) attributable to NCI - CIPs
181
134
222
211
Net income (loss) attributable to NCI - Subco
80
70
281
Net income attributable to BlackRock, Inc.
1,659
1,323
5,785
4,426
Earnings per share attributable to BlackRock, Inc. common stockholders:
Basic
10.72
8.54
37.30
28.57
Diluted
10.57
8.43
36.82
28.21
Weighted-average common shares outstanding:
154.8
154.9
155.1
Diluted (including Subco Units)
164.5
165.2
164.7
159.4
(in millions)
Other comprehensive income (loss):
Foreign currency translation adjustments(1)
(27
(43
(138
620
Comprehensive income (loss)
1,893
1,484
6,150
5,327
Comprehensive income (loss) attributable to NCI - CIPs
Comprehensive income (loss) attributable to NCI - Subco
Comprehensive income attributable to BlackRock, Inc.
1,632
1,280
5,647
For the Nine Months Ended September 30, 2026
AdditionalPaid-inCapital(1)
RetainedEarnings
AccumulatedOtherComprehensiveIncome (Loss)
TreasuryStockCommon
TotalBlackRockStockholders’Equity
TotalPermanentEquity
Nonredeemable
Redeemable / Temporary Equity
NCI - CIPs
NCI - Subco
December 31, 2025
19,750
12
5,877
210
201
Dividends/distributions declared ($17.19 per share/Subco Unit)
(2,708
(2,751
(86
Reclassification - expiration of HPS cash settlement provision(2)
5,408
(2,828
Stock-based compensation
911
Issuance of common shares related to employee stock transactions
(939
1,088
149
Employee tax withholdings related to employee stock transactions
(389
Shares/Subco Units repurchased
(111
(1,287
(1,398
(52
Subscriptions (redemptions/distributions) — noncontrolling interest holders
3,709
Net consolidations (deconsolidations) of sponsored investment funds
22
(2,705
Other comprehensive income (loss)
Change in BlackRock, Inc.'s ownership interest
28
31
(5
(26
September 30, 2026
19,639
For the Three Months Ended September 30, 2026
June 30, 2026
19,416
40,205
(653
(1,355
57,613
57,840
3,872
2,828
5
1,744
176
Dividends/distributions declared ($5.73 per share/Subco Unit)
(888
(931
290
(72
119
47
(18
(550
100
1,166
(1,364
For the Nine Months Ended September 30, 2025
NonredeemableNCI - CIPs
RedeemableNCI /TemporaryEquity - CIPs
RedeemableNCI /TemporaryEquity - Subco
December 31, 2024
13,448
35,611
(1,178
(386
47,495
169
47,664
1,691
Dividends/distributions declared ($15.63 per share/Subco Unit)
(2,456
(41
886
(119
293
174
(312
Issuance of Subco Units/common shares in connection with acquisitions
5,734
2,981
(257
(750
(1,007
(118
2,998
45
(1,684
Other
September 30, 2025
19,651
37,581
(558
(1,155
55,519
216
55,735
3,216
2,904
For the Three Months Ended September 30, 2025
June 30, 2025
13,873
37,068
(515
(1,285
49,141
165
49,306
2,296
1,325
132
Dividends/distributions declared ($5.21 per share/Subco Unit)
(810
419
(77
139
62
(9
(492
Operating activities
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Depreciation and amortization
1,151
757
Noncash lease expense
130
104
Deferred income tax expense (benefit)
(229
(238
Other investment gains
(206
(360
Net (gains) losses within CIPs
(382
(419
Net (purchases) proceeds within CIPs
(3,886
(3,344
(Earnings) losses from equity method investees
(180
(48
Distributions of earnings from equity method investees
172
155
Changes in operating assets and liabilities:
(638
(265
Investments, trading
251
Other assets
(1,948
(2,666
(405
(391
230
(21
Other liabilities
1,668
2,389
Net cash provided by/(used in) operating activities
2,953
1,650
Investing activities
Purchases of investments
(1,214
(1,144
Proceeds from sales and maturities of investments
341
467
Distributions of capital from equity method investees
175
297
(68
(85
Acquisitions, net of cash acquired
(15
(3,496
Purchases of property and equipment
(316
(245
Net cash provided by/(used in) investing activities
(1,097
(4,206
Financing activities
Repayments of long-term borrowings
(796
Proceeds from long-term borrowings
1,080
Dividends/Subco distributions paid
(2,837
(2,497
Proceeds from stock options exercised
127
(1,839
(1,437
Net proceeds from (repayments of) borrowings by CIPs
403
Net subscriptions received/(redemptions/distributions paid) from noncontrolling interest holders
3,802
3,000
Other financing activities
(29
Net cash provided by/(used in) financing activities
(373
(539
Effect of exchange rate changes on cash, cash equivalents and restricted cash
(74
317
Net increase/(decrease) in cash, cash equivalents and restricted cash
1,409
(2,778
Cash, cash equivalents and restricted cash, beginning of period
11,490
12,779
Cash, cash equivalents and restricted cash, end of period
12,899
10,001
Supplemental schedule of noncash investing and financing transactions:
939
Increase (decrease) in noncontrolling interests due to net consolidation (deconsolidation) of sponsored investment funds
(2,683
(1,639
8,715
Established contingent consideration liabilities in connection with acquisitions
3,413
Notes to the Condensed Consolidated Financial Statements
1. Business Overview
BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the “Company”) is a leading publicly traded investment management firm providing a broad range of investment management and technology services to institutional and retail clients worldwide.
BlackRock’s diverse platform of alpha-seeking active, private markets, index and cash management investment strategies across asset classes enables the Company to offer choice and tailor investment and asset allocation solutions for clients. Product offerings include single- and multi-asset portfolios investing in equities, fixed income, private markets, liquid alternatives, digital assets, currencies and commodities, and money market instruments. Products are offered directly and through intermediaries in a variety of vehicles, including open-end and closed-end mutual funds, iShares® exchange-traded funds (“ETFs”), separate accounts, collective trust funds and other pooled investment vehicles. BlackRock also offers technology and subscription services, including the investment and risk management technology platform, Aladdin®, Aladdin WealthTM, eFront®, Preqin and Cachematrix®, as well as advisory services and solutions to a broad base of institutional and wealth management clients.
2. Significant Accounting Policies
Basis of Presentation
These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. Intercompany balances and transactions have been eliminated upon consolidation.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting periods. Actual results could differ from those estimates.
Certain financial information that normally is included in annual financial statements, including certain financial statement footnotes, is not required for interim reporting purposes and has been condensed or omitted herein. These condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements and footnotes related thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the Securities and Exchange Commission (“SEC”) on February 25, 2026 (“2025 Form 10-K”).
The interim financial information at September 30, 2026 and for the three and nine months ended September 30, 2026 and 2025 is unaudited. However, in the opinion of management, the interim information includes all normal recurring adjustments necessary for the fair presentation of the Company’s results for the periods presented. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year.
Certain prior period presentations were reclassified to ensure comparability with current period classifications.
Recent Accounting Pronouncements Not Yet Adopted
Disaggregation of Income Statement Expenses. In November 2024, the Financial Accounting Standards Board ("FASB") issued ASU 2024-03, Disaggregation of Income Statement Expenses ("ASU 2024-03"), which requires entities to disaggregate in a tabular presentation disclosures about specific types of expenses included in the expense captions presented on the face of the income statement, as well as disclosures about selling expenses. The requirements are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, and are required to be applied prospectively with the option for retrospective application. Early adoption is permitted. The Company does not expect the additional disclosure requirements to have a material impact on BlackRock's condensed consolidated financial statements.
Accounting for Internal-Use Software Costs. In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to Accounting for Internal-Use Software ("ASU 2025-06"), to better align the guidance (1) for development of software to be sold via software as a service and software to be sold via license by introducing new capitalization considerations and (2) with agile software development by eliminating the existing software project staging guidance. ASU 2025-06 is effective for annual and interim periods in fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company does not expect the adoption of ASU 2025-06 to have a material impact on BlackRock's condensed consolidated financial statements.
Investment Companies with Equity Securities Subject to Contractual Sale Restrictions. On September 9, 2026, the FASB issued ASU 2026-03, Investment Companies with Equity Securities Subject to Contractual Sale Restrictions ("ASU 2026-03"), which requires investment companies to consider the effect of a contractual sale restriction when measuring an equity security’s fair value. ASU 2026-03 is effective for annual reporting periods beginning after December 15, 2027, including interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company is evaluating the impact of ASU 2026-03 on its condensed consolidated financial statements.
Fair Value Measurements
Hierarchy of Fair Value Inputs. The Company uses a fair value hierarchy that prioritizes inputs to valuation approaches used to measure fair value. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. Assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories:
Level 1 Inputs:
Quoted prices (unadjusted) in active markets for identical assets or liabilities at the reporting date.
Level 2 Inputs:
Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; quotes from pricing services or brokers for which the Company can determine that orderly transactions took place at the quoted price or that the inputs used to arrive at the price are observable; and inputs other than quoted prices that are observable, such as models or other valuation methodologies.
Level 3 Inputs:
Unobservable inputs for the valuation of the asset or liability, which may include nonbinding broker quotes. Level 3 assets include investments for which there is little, if any, market activity. These inputs require significant management judgment or estimation.
8
Significance of Inputs. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument.
Valuation Approaches. The fair values of certain Level 3 assets and liabilities were determined using various valuation approaches as appropriate, including third-party pricing vendors, broker quotes and market and income approaches.
A significant number of inputs used to value equity and debt securities are sourced from third-party pricing vendors. Generally, prices obtained from pricing vendors are categorized as Level 1 inputs for identical securities traded in active markets and as Level 2 for other similar securities if the vendor uses observable inputs in determining the price.
In addition, quotes obtained from brokers generally are nonbinding and categorized as Level 3 inputs. However, if the Company is able to determine that market participants have transacted for the asset in an orderly manner near the quoted price or if the Company can determine that the inputs used by the broker are observable, the quote is classified as a Level 2 input.
Investments Measured at Net Asset Value. As a practical expedient, the Company uses net asset value (“NAV”) as the fair value for certain investments. The inputs to value these investments may include the Company’s capital accounts for its partnership interests in various alternative investments, including hedge funds, real assets and private equity funds. The various partnerships are investment companies, which record their underlying investments at fair value based on fair value policies established by management of the underlying fund. Fair value policies at the underlying fund generally require the fund to utilize pricing/valuation information from third-party sources, including independent appraisals. However, in some instances, current valuation information for illiquid securities or securities in markets that are not active may not be available from any third-party source or fund management may conclude that the valuations that are available from third-party sources are not reliable. In these instances, fund management may perform model-based analytical valuations that could be used as an input to value these investments.
Derivatives and Hedging Activities. The Company does not use derivative financial instruments for trading or speculative purposes. The Company uses derivative financial instruments primarily for purposes of hedging exposures to fluctuations in foreign currency exchange rates of certain assets and liabilities, and market price and interest rate exposures with respect to its total portfolio of seed investments in sponsored investment products. In addition, certain CIPs also utilize derivatives as a part of their investment strategies.
In addition, the Company uses derivatives and makes investments to economically hedge market valuation changes on certain deferred cash compensation plans, for which the final value of the deferred amount distributed to employees in cash upon vesting is determined based on the returns of specified investment funds. The Company recognizes compensation expense for the appreciation (depreciation) of the deferred cash compensation liability in proportion to the vested amount of the award during a respective period, while the gain (loss) to economically hedge these plans is immediately recognized in nonoperating income (expense). See Note 5, Investments, and Note 9, Derivatives and Hedging, for further information on the Company’s investments and derivatives, respectively, used to economically hedge these deferred cash compensation plans.
The Company records all derivative financial instruments as either assets or liabilities at fair value on a gross basis in the condensed consolidated statements of financial condition. Credit risks are managed through master netting and collateral support agreements. The amounts related to the right to reclaim or the obligation to return cash collateral may not be used to offset amounts due under the derivative instruments in the normal course of settlement. Therefore, such amounts are not offset against fair value amounts recognized for derivative instruments with the same counterparty and are included in other assets and other liabilities. Changes in the fair value of the Company’s derivative financial instruments are recognized in earnings and, where applicable, are offset by the corresponding gain or loss on the related foreign-denominated or hedged assets or liabilities, on the condensed consolidated statements of income.
The Company may also use financial instruments designated as net investment hedges for accounting purposes to hedge net investments in international subsidiaries, the functional currency of which is not United States ("US") dollars. The gain or loss from revaluing net investment hedges at the spot rate is deferred and reported within accumulated other comprehensive income (loss) (“AOCI”) on the condensed consolidated statements of financial condition. The Company reassesses the effectiveness of its net investment hedge at least quarterly.
9
Separate Account Assets and Liabilities. Separate account assets are maintained by BlackRock Life Limited, a wholly owned subsidiary of the Company, which is a registered life insurance company in the United Kingdom (“UK”), and represent segregated assets held for purposes of funding individual and group pension contracts. The life insurance company does not underwrite any insurance contracts that involve any insurance risk transfer from the insured to the life insurance company. The separate account assets primarily include equity securities, debt securities, money market funds and derivatives. The separate account assets are not subject to general claims of the creditors of BlackRock. These separate account assets and the related equal and offsetting liabilities are recorded as separate account assets and separate account liabilities on the condensed consolidated statements of financial condition.
The net investment income attributable to separate account assets supporting individual and group pension contracts accrues directly to the contract owner and is not reported on the condensed consolidated statements of income. While BlackRock has no economic interest in these separate account assets and liabilities, BlackRock earns policy administration and management fees associated with these products, which are included in investment advisory, administration fees and securities lending revenue on the condensed consolidated statements of income.
Separate Account Collateral Assets Held and Liabilities Under Securities Lending Agreements. The Company facilitates securities lending arrangements whereby securities held by separate accounts maintained by BlackRock Life Limited are lent to third parties under global master securities lending agreements. In exchange, the Company obtains either (1) the legal title, or (2) a first ranking priority security interest, in the collateral. The minimum collateral values generally range from approximately 102% to 112% of the value of the securities lent in order to reduce counterparty risk. The required collateral value is calculated on a daily basis. The global master securities lending agreements provide the Company with the right to request additional collateral or, in the event of borrower default, the right to liquidate collateral. The securities lending transactions entered into by the Company are accompanied by an agreement that entitles the Company to request the borrower to return the securities at any time; therefore, these transactions are not reported as sales.
In situations where the Company obtains the legal title to collateral under these securities lending arrangements, the Company records an asset on the condensed consolidated statements of financial condition in addition to an equal collateral liability for the obligation to return the collateral. Additionally, in situations where the Company obtains a first ranking priority security interest in the collateral, the Company does not have the ability to pledge or resell the collateral and therefore does not record the collateral on the condensed consolidated statements of financial condition. At September 30, 2026 and December 31, 2025, the fair value of loaned securities held by separate accounts was approximately $11.6 billion and $13.3 billion, respectively, and the fair value of the collateral under these securities lending agreements was approximately $12.5 billion and $14.4 billion, respectively, of which approximately $5.5 billion as of September 30, 2026 and $7.9 billion as of December 31, 2025 was recognized on the condensed consolidated statements of financial condition. During the nine months ended September 30, 2026 and 2025, the Company had not resold or repledged any of the collateral obtained under these arrangements. The securities lending revenue earned from lending securities held by the separate accounts is included in investment advisory, administration fees and securities lending revenue on the condensed consolidated statements of income.
Goodwill and Intangible Assets. Goodwill represents the cost of a business acquisition in excess of the fair value of the net assets acquired. The Company has determined that it has one reporting unit for goodwill impairment testing purposes, the consolidated BlackRock single operating segment, which is consistent with internal management reporting and management's oversight of operations. The Company performs an impairment assessment of its goodwill at least annually, as of July 31. In its assessment of goodwill for impairment, the Company considers such factors as the book value and market capitalization of the Company as well as other qualitative factors. See Note 10, Goodwill, for further information on the Company's goodwill.
Intangible assets are comprised of indefinite-lived intangible assets and finite-lived intangible assets acquired in a business acquisition. The value of contracts to manage assets in proprietary open-end funds and collective trust funds and certain other commingled products without a specified termination date is generally classified as indefinite-lived intangible assets. In addition, trade names/trademarks are considered indefinite-lived intangible assets when they are expected to generate cash flows indefinitely.
Indefinite-lived intangible assets and goodwill are not amortized. Finite-lived investor/customer relationships, technology-related assets, and management contracts, which relate to acquired separate accounts and funds, that are expected to contribute to the future cash flows of the Company for a specified period of time, are amortized over their estimated useful lives. On a quarterly basis, the Company considers whether the indefinite-lived and finite-lived classifications are still appropriate.
10
The Company performs assessments to determine if any intangible assets are potentially impaired at least annually, as of July 31. The carrying value of finite-lived assets and their remaining useful lives are reviewed to determine if circumstances exist which may indicate a potential impairment or revisions to the amortization period.
In evaluating whether it is more likely than not that the fair value of indefinite-lived intangibles is less than its carrying value, BlackRock assesses various significant quantitative factors, including assets under management (“AUM”), revenue basis points, projected AUM growth rates, operating margins, tax rates and discount rates. If an indefinite-lived intangible is determined to be more likely than not impaired, then the fair value of the asset is compared with its carrying value and any excess of the carrying value over the fair value would be recognized as an expense in the period in which the impairment occurs. See Note 11, Intangible Assets, for further information on the Company’s intangible assets.
For finite-lived intangible assets, if potential impairment circumstances are considered to exist, the Company will perform a recoverability test using an undiscounted cash flow analysis. If the carrying value of the asset is determined not to be recoverable based on the undiscounted cash flow test, the excess of the carrying value of the asset over its fair value would be recognized as an expense in the period in which the impairment occurs.
Noncontrolling Interests. NCI primarily consists of third-party ownership interests in the Company’s CIPs and Subco Units issued in connection with the HPS Transaction. See Note 3, Acquisitions, herein for more information on the HPS Transaction. NCI - Subco is measured based on the Subco Units' proportionate ownership in Subco except for the contingent consideration described below.
Nonredeemable NCI is classified as a component of permanent equity in the condensed consolidated statements of financial condition. NCI that is redeemable at the option of the holders is classified as temporary equity at estimated redemption value, or carrying value if it is not probable that it will become redeemable. Temporary equity is reclassified to permanent equity when (i) NCI is no longer redeemable at the option of the holders, or (ii) contractual provisions that may require the Company to settle an amount in cash expire. On July 1, 2026, a contractual provision that could have required cash settlement of the Subco Units expired. Accordingly, in the third quarter of 2026, the Company reclassified NCI - Subco from temporary equity (redeemable NCI) to permanent equity (nonredeemable NCI).
The Company reports net income (loss) attributable to redeemable and nonredeemable NCI holders in the condensed consolidated statements of income.
In addition, as a result of the expiration of the cash settlement provision for Subco Units on July 1, 2026, the Company reclassified to equity the portion of the HPS Transaction contingent consideration that is settleable in Subco Units, subject to the achievement of the specified post-closing conditions. This amount is presented as a component of nonredeemable NCI - Subco, and Subco's net income (loss) is not allocated to this component of NCI - Subco.
3. Acquisitions
HPS Investment Partners
On July 1, 2025, BlackRock completed the acquisition of 100% of the business and assets of HPS, a leading global credit investment manager, with substantially all consideration paid in Subco Units. Concurrent with the acquisition, BlackRock Finance, Inc., Global Infrastructure Management, LLC ("GIP"), HPS, and their respective subsidiaries became wholly owned subsidiaries of Subco. The HPS Transaction positioned the Company to provide an integrated private credit platform with both public and private income solutions for clients across their whole portfolios.
At close, approximately 8.5 million Subco Units were delivered to former equityholders of HPS and valued at $8.5 billion, based on the price of BlackRock's common stock on June 30, 2025 of approximately $1,049 and discounted for a one-year lack of marketability before exchange rights begin. Such Subco Units are exchangeable on a one-for-one basis into BlackRock common stock (accordingly, the value of each unit delivered was based on the price of a share of BlackRock’s common stock and the specific terms of the Subco Units). Subco Units are also eligible to receive distributions at an amount equal to the dividend amount paid on each share of BlackRock common stock.
11
In addition, as part of the purchase consideration, a contingent consideration payment, all in Subco Units, may be due subject to the achievement of certain post-closing conditions and financial performance milestones. The contingent consideration, if any, ranges from approximately 2.8 million to 4.4 million Subco Units and is expected to be payable approximately five years following the closing of the HPS Transaction. The fair value of the contingent consideration payment, which was determined using the income approach with the assistance of a third-party valuation specialist, was $3.4 billion at close, and was recorded within contingent consideration liabilities in the condensed consolidated statements of financial condition. Certain significant inputs were used to determine the fair value, including assumptions on discount rates as well as estimates of the timing and amounts of fundraising and fee-related earnings forecasts, cost of equity, and stock price performance (Level 3 inputs). On July 1, 2026, a contractual provision that could have required cash settlement of the contingent consideration associated with the HPS Transaction expired. Accordingly, during the third quarter of 2026, the Company reclassified a portion of the contingent consideration, consisting of a fixed amount of 2.8 million Subco Units (with a fair value of approximately $2.6 billion as of July 1, 2026), from liabilities to NCI (nonredeemable). The remaining contingent consideration remains classified within contingent consideration liabilities because the number of units to be delivered is contingent upon the achievement of financial performance milestones. See Note 2, Significant Accounting Policies, Note 8, Fair Value Disclosures, and Note 15, Commitments and Contingencies, for additional information on the contingent consideration related to HPS.
In addition, at the time of close, the Company granted incentive retention awards to certain employees of approximately 680,000 Restricted Stock Units ("RSUs") that vest in increasing yearly increments over five years valued at $675 million and approximately 270,000 RSUs valued at $260 million that cliff vested 100% at December 31, 2025. See Note 17, Stock-Based Compensation, for additional information on the incentive retention awards issued in connection with the HPS Transaction.
In general, if (i) the maximum amount of contingent consideration is achieved, (ii) all Subco Units are exchanged for shares of the Company’s common stock (including those issued on the closing date), and (iii) all RSUs vest and are settled in the form of shares of the Company’s common stock, the Company does not expect to issue more than approximately 13.8 million shares of common stock in the aggregate.
The HPS Transaction was accounted for as a business combination under the acquisition method of accounting. Accordingly, the purchase price of the HPS Transaction was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of the transaction. The goodwill recognized in connection with the acquisition is non-deductible for tax purposes and includes future benefits for BlackRock as a result of scale and anticipated synergies from combining the Company's and HPS's capabilities by creating one integrated private financing solutions platform.
The following table summarizes the consideration paid for HPS and the fair values of the assets acquired and liabilities assumed recognized at the acquisition date:
Fair Value
Investments
1,972
Finite-lived intangible assets:
Management contracts(1)
2,660
Investor relationships(1)
965
Indefinite-lived intangible assets - management contracts(2)
6,747
Operating lease right-of-use ("ROU") assets
178
(262
(162
(150
(1,485
Other liabilities assumed(3)
(1,880
Total consideration, net of cash acquired
12,221
Summary of consideration, net of cash acquired:
Closing consideration at fair value - Subco Units(4)
8,452
Cash acquired
(244
Deferred consideration at fair value - Subco Units(4)
3,400
Debt repayment
613
Preqin Holding Limited
On March 3, 2025, BlackRock completed the acquisition of 100% of the shares of Preqin Holding Limited (the "Preqin Transaction" or "Preqin"), a leading provider of private markets data, for £2.5 billion (or approximately $3.2 billion) in cash.
The purchase price for the Preqin Transaction was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of the transaction. The goodwill recognized in connection with the acquisition is non-deductible for tax purposes and includes anticipated synergies from incorporating Preqin data, insight and analytics into BlackRock’s investment technology, presenting an opportunity for Aladdin to bridge a transparency gap between public and private markets.
13
The following table summarizes the consideration paid for Preqin and the fair values of the assets acquired and liabilities assumed recognized at the acquisition date:
Customer relationships(1)
1,050
Technology-related(2)
125
Trade name
2,377
59
Deferred revenue
(104
(298
Other liabilities assumed
(93
3,123
Cash paid
3,219
(96
Unaudited Pro Forma Information
The following unaudited pro forma information presents combined results of operations of the Company as if the HPS Transaction had occurred on January 1, 2024. The unaudited pro forma financial information is not indicative of the actual results of operations that would have been achieved nor is it indicative of future results of operations of the combined Company. The pro forma combined provision for income taxes may not represent the amount that would have resulted had BlackRock and HPS filed consolidated tax returns during the years presented.
(Unaudited) (in millions)
17,976
4,353
Pro forma adjustments related to HPS include compensation expense for retention-related deferred compensation awards, amortization of finite-lived intangible assets, acquisition-related transaction costs, related tax effects, and the allocation of net income to NCI - Subco. See Note 3, Acquisitions, in the 2025 Form 10-K for more information regarding the Company’s pro forma adjustments.
Pro forma financial information for Preqin has not been presented, as the effects were not material to net income attributable to BlackRock, Inc.
4. Cash, Cash Equivalents, and Restricted Cash
The following table provides a reconciliation of cash and cash equivalents reported within the condensed consolidated statements of financial condition to the cash, cash equivalents, and restricted cash reported within the condensed consolidated statements of cash flows.
Cash and cash equivalents
Restricted cash included in other assets
Total cash, cash equivalents and restricted cash
14
5. Investments
A summary of the carrying value of total investments is as follows:
Debt securities:
Trading securities (including $3,330 and $2,782 held by CIPs at September 30, 2026 and December 31, 2025, respectively)(1)
3,330
2,789
Held-to-maturity investments
468
Total debt securities
3,798
3,296
Equity securities at FVTNI (including $2,200 and $1,681 held by CIPs at September 30, 2026 and December 31, 2025, respectively)(1)
3,181
2,282
Equity method investments:
Equity method investments(2)
2,114
1,833
Investments related to deferred cash compensation plans(1)
455
300
Total equity method investments
2,569
2,133
CLOs held at fair value
537
568
Federal Reserve Bank stock(3)
88
87
Carried interest(4)
3,690
3,710
Other investments (including $1,265 and $1,014 held by CIPs at September 30, 2026 and December 31, 2025, respectively)(5)
1,521
1,195
Total investments
Held-to-Maturity Investments
Held-to-maturity investments included certain investments in BlackRock sponsored CLOs. The amortized cost (carrying value) of these investments approximated fair value (primarily a Level 2 input). At September 30, 2026, $27 million mature between one and five years, $194 million mature between five and ten years and $247 million mature after ten years.
Trading Debt Securities and Equity Securities at FVTNI
A summary of the cost and carrying value of trading debt securities and equity securities at FVTNI is as follows:
Cost
CarryingValue
Trading debt securities:
Corporate debt
1,538
1,536
1,153
1,185
Government debt
676
Asset/mortgage-backed debt
1,124
1,174
Total trading debt securities
3,338
2,768
Equity securities at FVTNI:
Equity securities/mutual funds
2,928
2,049
15
6. Consolidated Sponsored Investment Products
In the normal course of business, the Company is the manager of various types of sponsored investment products, which may be considered VIEs or voting rights entities (“VREs”). The Company consolidates certain sponsored investment funds accounted for as VREs because it is deemed to control such funds. In addition, the Company may from time to time provide financial support to certain sponsored investment products. Capital support may be in the form of investments, derivatives, loan or contingent investment commitments, each of which are considered variable interests. The Company’s involvement in financing the operations of the VIEs is generally limited to its economic interest in the entity. The Company’s consolidated VIEs include certain sponsored investment products in which BlackRock has an economic interest and as the investment manager, is deemed to have both the power to direct the most significant activities of the products and the right to receive benefits (or the obligation to absorb losses) that could potentially be significant to these sponsored investment products. The assets of these VIEs are not available to creditors of the Company. In addition, the investors in these VIEs have no recourse to the general credit of the Company.
The following table presents the balances related to these CIPs accounted for as VIEs and VREs that were recorded on the condensed consolidated statements of financial condition, including BlackRock’s net interest in these products:
VIEs
VREs
Total
306
481
787
428
33
461
Investments:
Trading debt securities
2,310
1,020
2,350
432
2,782
Equity securities at FVTNI
1,968
232
2,200
1,537
144
1,681
Other investments
1,184
81
1,265
946
68
1,014
Carried interest
3,637
3,654
9,099
1,333
10,432
8,487
644
9,131
63
20
83
111
187
Other liabilities(2)
(3,769
(929
(4,698
(4,052
(60
(4,112
Noncontrolling interest - CIPs
(3,756
(351
(4,107
(2,521
(236
(2,757
BlackRock's net interest in CIPs
1,943
554
2,497
2,418
492
2,910
BlackRock’s total exposure to CIPs represents the value of its economic interest in these CIPs. Valuation changes associated with financial instruments held at fair value by these CIPs are reflected in nonoperating income (expense) and partially offset in net income (loss) attributable to NCI for the portion not attributable to BlackRock.
Net gain (loss) related to consolidated VIEs is presented in the following table:
Nonoperating net gain (loss) on consolidated VIEs
218
202
311
358
Net income (loss) attributable to NCI on consolidated VIEs
126
205
16
7. Variable Interest Entities
Nonconsolidated VIEs. At September 30, 2026 and December 31, 2025, the Company’s carrying value of assets and liabilities included on the condensed consolidated statements of financial condition pertaining to nonconsolidated VIEs and its maximum risk of loss related to VIEs in which it held a variable interest, but for which it was not the primary beneficiary, was as follows:
Advisory Fee
Other Net Assets
Maximum
Receivables
(Liabilities)
Risk of Loss(1)
Sponsored investment products
2,999
123
(12
3,139
2,325
101
2,443
The net assets of sponsored investment products that are nonconsolidated VIEs approximated $73 billion and $53 billion at September 30, 2026 and December 31, 2025, respectively.
17
8. Fair Value Disclosures
Fair Value Hierarchy
Assets and liabilities measured at fair value on a recurring basis
September 30, 2026(in millions)
Quoted Prices in ActiveMarkets forIdentical Assets(Level 1)
Significant OtherObservable Inputs(Level 2)
SignificantUnobservableInputs(Level 3)
InvestmentsMeasured atNAV(1)
Other(2)
Assets:
Trading securities
3,302
3,160
21
Equity method:
Equity, fixed income, and multi-asset mutual funds
229
160
389
Hedge funds/funds of hedge funds/other
423
Private equity funds
453
Real assets funds
849
Investments related to deferred cash compensation plans
Total equity method
2,180
476
61
Federal Reserve Bank stock
3,390
3,938
110
3,513
4,433
Other assets(3)
249
117
371
42,623
21,884
549
Separate account collateral held under securities lending agreements:
Equity securities
3,650
Debt securities
1,815
Total separate account collateral held under securities lending agreements
49,912
27,642
4,982
86,276
Liabilities:
Other liabilities(4)
485
2,300
11,808
18
December 31, 2025(in millions)
Investments Measured at NAV(1)
December 31,2025
2,146
136
148
446
510
524
1,780
495
1,078
2,351
3,425
2,858
4,421
151
274
38,688
20,895
4,194
3,728
45,346
28,058
367
4,936
81,565
3,741
16,364
Level 3 Assets. Level 3 assets predominantly include investments in CLOs and corporate minority private debt investments. Investments in CLOs were valued based on single-broker nonbinding quotes or quotes from pricing services which use significant unobservable inputs. BlackRock's corporate minority private debt investments were primarily valued using the income approach by discounting the expected cash flows to a single present value and other valuation techniques. For investments utilizing a discounted cash flow valuation technique, an increase (decrease) in the discount rate or risk premium in isolation could have resulted in a significantly lower (higher) fair value measurement as of September 30, 2026 and December 31, 2025.
Level 3 Liabilities. Level 3 liabilities include contingent consideration liabilities related to certain acquisitions, valued primarily using an income approach, which includes using unobservable market data inputs, or other valuation techniques.
19
At September 30, 2026 and December 31, 2025, the contingent consideration liability related to the acquisition of Global Infrastructure Management, LLC in October 2024 (the "GIP Transaction") was estimated using the income approach, with certain significant inputs including risk-free discount rates of approximately 4.9% and 3.5%, respectively, as well as current estimates of the timing and amounts of fundraising forecasts, stock and AUM volatility, and correlation between stock price and AUM (Level 3 inputs). At September 30, 2026 and December 31, 2025, the contingent consideration liability related to the HPS Transaction was estimated using the income approach, with certain significant inputs including a risk-free discount rate of approximately 5.0% and 3.7%, respectively, as well as estimates of the timing and amounts of fundraising and fee-related earnings forecasts, cost of equity, and future stock price performance (Level 3 inputs). Accordingly, changes in key inputs and assumptions described will impact the amount of contingent consideration expense recorded in a reporting period until the contingency is resolved.
Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Three Months Ended September 30, 2026
RealizedandUnrealizedGains(Losses)
Purchases
Sales andMaturities
Issuances andOtherSettlements
TransfersintoLevel 3
Transfersout ofLevel 3
Total NetUnrealizedGains (Losses)Included inEarnings(2)
46
24
(14
56
(7
(36
(4
(28
275
RealizedandUnrealized(Gains)Losses(2)
Issuances andOtherSettlements(1)
Total NetUnrealized(Gains) LossesIncluded inEarnings(2)(3)
7,875
563
(2,580
Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Nine Months Ended September 30, 2026
September 30,2026
(136
(1
(184
29
(6
RealizedandUnrealized(Gains)Losses
(2,593
Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Three Months Ended September 30, 2025
June 30,2025
September 30,2025
Loans
96
89
171
164
(16
150
335
(17
246
Total NetUnrealized(Gains) LossesIncluded inEarnings(2)
4,472
7,978
4,569
92
3,398
8,059
Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Nine Months Ended September 30, 2025
December 31,2024
135
(8
(142
(3
214
(145
363
4,302
3,402
129
4,431
270
3,358
Realized and Unrealized Gains (Losses) for Level 3 Assets and Liabilities. Realized and unrealized gains (losses) recorded for Level 3 assets and liabilities are reported in operating income, nonoperating income (expense) or AOCI for corporate minority private debt investments. A portion of net income (loss) related to securities held by CIPs is allocated to NCI - CIPs to reflect net income (loss) not attributable to the Company.
Transfers in and/or out of Levels. Transfers in and/or out of levels are reflected when significant inputs, including market inputs or performance attributes, used for the fair value measurement become observable/unobservable.
Disclosures of Fair Value for Financial Instruments Not Held at Fair Value. At September 30, 2026 and December 31, 2025, the fair value of the Company’s financial instruments not held at fair value are categorized in the table below:
CarryingAmount
EstimatedFair Value
Fair ValueHierarchy
Financial assets(1):
Level 1
(2)(3)
103
(2)(4)
Financial liabilities:
Long-term borrowings
11,735
12,546
Level 2
(5)
661
302
(6)
Investments in Certain Entities that Calculate NAV Per Share
As a practical expedient to value certain investments that do not have a readily determinable fair value and have attributes of an investment company, the Company uses NAV as the fair value. The following tables list information regarding all investments that use a fair value measurement to account for both their financial assets and financial liabilities in their calculation of a NAV per share (or equivalent).
Ref
TotalUnfundedCommitments
RedemptionFrequency
RedemptionNotice Period
Equity method(1):
(a)
Daily/Monthly (1%)Quarterly (13%)N/R (86%)
1 – 90 days
(b)
N/R
(c)
1,680
Quarterly (4%)N/R (96%)
60 days
(d)
Monthly
Other investments:
Private credit funds
Quarterly
30 days
Consolidated sponsored investment products:
601
(e)
266
Hedge funds/other
318
34
Quarterly (87%)N/R (13%)
60 – 90 days
2,216
Quarterly (12%)N/R (88%)
225
1,870
Quarterly (7%)N/R (93%)
140
372
385
48
Quarterly (89%)N/R (11%)
2,356
N/R – Not Redeemable
23
Fair Value Option
At September 30, 2026 and December 31, 2025, the Company elected the fair value option for certain investments in CLOs of approximately $537 million and $568 million, respectively, reported within investments on the condensed consolidated statements of financial condition.
9. Derivatives and Hedging
The Company maintains a program to enter into exchange-traded futures as a macro hedging strategy to hedge market price and interest rate exposures with respect to its total portfolio of seed investments in sponsored investment products. The Company had outstanding exchange-traded futures related to this macro hedging strategy with aggregate notional values of approximately $2.0 billion and $1.7 billion at September 30, 2026 and December 31, 2025, with expiration dates during the fourth and first quarter of 2026, respectively.
In addition, the Company enters into exchange-traded futures to economically hedge the exposure to market movements on certain deferred cash compensation plans. At September 30, 2026 and December 31, 2025, the Company had outstanding exchange-traded futures with aggregate notional values related to its deferred cash compensation hedging program of approximately $332 million and $231 million, with expiration dates during the fourth and first quarter of 2026, respectively.
Changes in the value of the futures contracts are recognized as gains or losses within nonoperating income (expense). Variation margin payments, which represent settlements of profit/loss, are generally received or made daily, and are reflected in other assets and other liabilities on the condensed consolidated statements of financial condition. These amounts were not material as of September 30, 2026 and December 31, 2025.
The Company executes forward foreign currency exchange contracts to mitigate the risk of certain foreign exchange movements. The Company had outstanding forward foreign currency exchange contracts with aggregate notional values of approximately $3.0 billion at both September 30, 2026 and December 31, 2025, with expiration dates during the fourth and first quarter of 2026, respectively.
At both September 30, 2026 and December 31, 2025, the Company had a derivative providing credit protection with a notional amount of approximately $17 million to a counterparty, representing the Company’s maximum risk of loss with respect to the derivative. The Company carries the derivative at fair value based on the expected discounted future cash outflows under the arrangement.
The following table presents the fair values of derivative instruments recognized in the condensed consolidated statements of financial condition at September 30, 2026 and December 31, 2025:
Statement ofFinancial ConditionClassification
Derivative instruments
Forward foreign currency exchange contracts
The following table presents realized and unrealized gains (losses) recognized in the condensed consolidated statements of income on derivative instruments:
Statement of Income
Classification
Gains (Losses)
Exchange-traded futures(1)
(97
(170
(34
(23
Total gain (loss) from derivative instruments
(24
(102
(120
The Company's CIPs may utilize derivative instruments as a part of the funds' investment strategies. The change in fair value of such derivatives, which is recorded in nonoperating income (expense), was not material for the three and nine months ended September 30, 2026 and 2025.
See Note 14, Borrowings in this filing and Note 15, Borrowings, in the 2025 Form 10-K, for more information on the Company’s net investment hedge.
10. Goodwill
Goodwill activity during the nine months ended September 30, 2026 was as follows:
Goodwill adjustment related to HPS(1)
(94
11. Intangible Assets
The carrying amounts of identifiable intangible assets are summarized as follows:
Indefinite-lived
Finite-lived
20,428
7,540
Amortization expense
(829
6,711
25
12. Leases
The following table presents components of lease cost included in general and administration expense on the condensed consolidated statements of income:
Lease cost:
Operating lease cost(1)
66
197
Variable lease cost(2)
65
51
Total lease cost
86
262
Supplemental information related to operating leases is summarized below:
Supplemental cash flow information:
Operating cash flows from operating leases included in the measurement of operating lease liabilities
Supplemental noncash information:
ROU assets in exchange for operating lease liabilities
128
478
Lease term and discount rate:
Weighted-average remaining lease term
years
Weighted-average discount rate
%
13. Other Assets
The Company records certain corporate investments, which exclude seed and co-investments in the Company's sponsored investment products, within other assets on the condensed consolidated statements of financial condition.
At both September 30, 2026 and December 31, 2025, the Company had $1.6 billion of corporate equity method investments, recorded within other assets. At September 30, 2026 and December 31, 2025, the Company's ownership interest in its minority investment in iCapital Network Inc. ("iCapital") was approximately 21% and 22%, respectively. The carrying value of the Company's interest at both September 30, 2026 and December 31, 2025 was $0.7 billion. In accordance with GAAP, certain equity method investees, including iCapital, do not account for both their financial assets and liabilities under fair value measures; therefore, the Company’s investment in such equity method investees may not represent fair value.
At September 30, 2026 and December 31, 2025, the Company had $1.2 billion and $0.8 billion, respectively, of other non-equity method corporate minority investments recorded within other assets. These investments include equity securities, generally measured at fair value or under the measurement alternative to fair value for nonmarketable securities, and corporate minority private debt investments measured at fair value. Changes in the value of the equity securities are recorded in nonoperating income (expense), and changes in value of the debt securities are recorded in AOCI, net of tax. See Note 2, Significant Accounting Policies, in the notes to the consolidated financial statements contained in the 2025 Form 10-K for further information.
14. Borrowings
Short-Term Borrowings
2026 Revolving Credit Facility. The Company maintains an unsecured revolving credit facility, which is available for working capital and general corporate purposes (the “2026 Credit Facility”). In March 2026, the 2026 Credit Facility was amended to, among other things, (1) increase the aggregate commitment amount by $400 million to $6.3 billion, (2) extend the maturity date to March 2031 for lenders pursuant to the Company's option to request extensions of the maturity date available under the 2026 Credit Facility and (3) remove the secured overnight financing rate ("SOFR") adjustment for all SOFR-based loans. The amended 2026 Credit Facility permits the Company to request up to an additional $1.4 billion of borrowing capacity, subject to lender credit approval, which could increase the overall size of the 2026 Credit Facility to an aggregate principal amount of up to $7.7 billion. Interest on outstanding borrowings accrues at an applicable benchmark rate for the denominated currency of the loan, plus a spread. The 2026 Credit Facility requires the Company not to exceed a maximum consolidated leverage ratio (ratio of net debt to earnings before interest, taxes, depreciation and amortization, where net debt equals total debt less unrestricted cash) of 3.5 to 1, which was satisfied with a ratio of less than 1 to 1 at September 30, 2026. At September 30, 2026, the Company had no amount outstanding under the 2026 Credit Facility.
Commercial Paper Program. The Company may issue short-term unsecured commercial paper notes (the “CP Notes”) on a private-placement basis up to a maximum aggregate amount outstanding at any time of $5 billion. The payments of the CP Notes have been unconditionally guaranteed by BlackRock Finance, Inc. (formerly known as BlackRock, Inc.) ("Old BlackRock") (the "CP Notes Guarantee"). The CP Notes will rank equal in right of payment with all of BlackRock's other unsubordinated indebtedness, and the obligations of Old BlackRock under the CP Notes Guarantee will rank equal in right of payment with all of Old BlackRock's other unsubordinated indebtedness. Net proceeds of issuances of the CP Notes are expected to be used for general corporate purposes. The commercial paper program is currently supported by the 2026 Credit Facility. At September 30, 2026, BlackRock had no CP Notes outstanding.
Subsidiary Credit Facility. BlackRock Investment Management (UK) Limited ("BIM UK"), a consolidated wholly owned subsidiary of the Company, maintains a revolving credit facility (the “Subsidiary Credit Facility”) in the amount of £25 million (or approximately $33 million based on the GBP/USD foreign exchange rate at September 30, 2026) with a rolling 364-day term structure. The Subsidiary Credit Facility is available for BIM UK's general corporate and working capital purposes. At September 30, 2026, there was no amount outstanding.
27
Long-Term Borrowings
The carrying value and fair value of long-term borrowings determined using market prices and EUR/USD foreign exchange rate at September 30, 2026 were as follows:
Maturity Amount
Unamortized Discount and Debt Issuance Costs(1)
Carrying Value
3.20% Notes due 2027(2)
700
695
4.60% Notes due 2027
800
799
798
4.70% Notes due 2029
500
499
494
3.25% Notes due 2029(2)
1,000
951
2.40% Notes due 2030(2)
(2
998
900
1.90% Notes due 2031(2)
1,250
1,245
2.10% Notes due 2032(2)
992
836
4.75% Notes due 2033(2)
(13
1,237
1,186
5.00% Notes due 2034
994
950
4.90% Notes due 2035
3.75% Notes due 2035
1,136
1,129
1,083
5.25% Notes due 2054
1,500
(30
1,470
1,268
5.35% Notes due 2055
1,200
1,028
Total long-term borrowings
12,836
Long-term borrowings at December 31, 2025 had a carrying value of $12.8 billion and a fair value of $12.5 billion, determined using market prices at the end of December 31, 2025.
See Note 15, Borrowings, in the 2025 Form 10-K for more information regarding the Company’s borrowings.
15. Commitments and Contingencies
Investment Commitments. At September 30, 2026, the Company had $2.6 billion of various capital commitments to fund sponsored investment products, including CIPs. These products include various private market products, including private equity funds, real assets funds and opportunistic funds. This amount excludes additional commitments made by consolidated funds of funds to underlying third-party funds as third-party NCI holders have the legal obligation to fund the respective commitments of such funds of funds. Generally, the timing of the funding of these commitments is unknown and the commitments are callable on demand at any time prior to the expiration of the commitment. These unfunded commitments are not recorded on the condensed consolidated statements of financial condition. These commitments do not include potential future commitments approved by the Company that are not yet legally binding. The Company intends to make additional capital commitments from time to time to fund additional investment products for, and with, its clients.
Contingencies
Contingent Consideration Liabilities. In connection with certain acquisitions, BlackRock is required to make contingent payments, subject to the achievement of specified performance targets or satisfaction of certain post-closing conditions. The fair value of any contingent consideration is estimated at the time of acquisition closing and is included in contingent consideration liabilities on the condensed consolidated statements of financial condition. The fair value of the remaining aggregate contingent payments at September 30, 2026 totaled $5.9 billion, including $4.75 billion and $0.9 billion related to the GIP and HPS Transactions, respectively. The contingent payments related to the GIP Transaction, if any, will be settled all in stock, for a number of shares ranging from 4.0 million to 5.2 million shares, subject to achieving certain performance targets. The contingent payments related to the HPS Transaction, if any, will be delivered all in Subco Units of approximately 2.8 million to 4.4 million, subject to achieving certain post-closing conditions and financial performance milestones. On July 1, 2026, a contractual provision that could have required cash settlement of the contingent consideration associated with the HPS Transaction expired. As a result, during the third quarter of 2026, the Company reclassified a portion of the contingent consideration, consisting of a fixed amount of 2.8 million Subco Units (with a fair value of approximately $2.6 billion), from liabilities to NCI (nonredeemable).
Legal Proceedings. From time to time, BlackRock receives subpoenas or other requests for information from various US federal and state governmental and regulatory authorities and international governmental and regulatory authorities in connection with industry-wide or other investigations or proceedings. It is BlackRock’s policy to cooperate fully with such matters. The Company, certain of its subsidiaries and employees have been named as defendants in various legal actions, including arbitrations and other litigations arising in connection with BlackRock’s activities. Additionally, BlackRock-advised investment portfolios may be subject to lawsuits, any of which potentially could harm the investment returns of the applicable portfolio or result in the Company being liable to the portfolios for any resulting damages.
BlackRock is currently defending a lawsuit filed by thirteen state Attorneys General in Federal Court in the Eastern District of Texas against BlackRock, State Street, and Vanguard, alleging antitrust violations on the theory that the three companies conspired to artificially suppress coal supply. Four states are also pursuing alleged violations of state consumer protection laws regarding statements on BlackRock fund websites. In 2025, the court largely denied defendants' motion to dismiss.
Management, after consultation with legal counsel, currently does not anticipate that the aggregate liability arising out of regulatory matters or lawsuits will have a material effect on BlackRock’s results of operations, financial position, or cash flows. However, there is no assurance as to whether any such pending or threatened matters will have a material effect on BlackRock’s results of operations, financial position or cash flows in any future reporting period. Due to uncertainties surrounding the outcome of these matters, management cannot reasonably estimate the possible loss or range of loss that may arise from these matters.
Indemnifications. In the ordinary course of business or in connection with certain acquisition agreements, BlackRock enters into contracts pursuant to which it may agree to indemnify third parties in certain circumstances. The terms of these indemnities vary from contract to contract and the amount of indemnification liability, if any, cannot be determined or the likelihood of any liability is considered remote. Consequently, no liability has been recorded on the condensed consolidated statements of financial condition.
In connection with securities lending transactions, BlackRock has agreed to indemnify certain securities lending clients against potential loss resulting from a borrower’s failure to fulfill its obligations under the securities lending agreement should the value of the collateral pledged by the borrower at the time of default be insufficient to cover the borrower’s obligation under the securities lending agreement. The amount of securities on loan as of September 30, 2026 and subject to this type of indemnification was approximately $441 billion. In the Company’s capacity as lending agent, cash and securities totaling approximately $474 billion were held as collateral for indemnified securities on loan at September 30, 2026. The fair value of these indemnifications was not material at September 30, 2026.
16. Revenue
The table below presents details of revenue for the three and nine months ended September 30, 2026 and 2025, and includes the product type mix of investment advisory, administration fees and securities lending revenue, and performance fees.
Equity:
Active
658
557
1,877
1,582
ETFs
2,134
1,597
5,916
4,347
Equity subtotal
2,792
2,154
7,793
5,929
Fixed income:
550
513
1,620
1,492
393
1,341
1,111
Fixed income subtotal
906
2,961
2,603
Active multi-asset
405
344
1,163
969
Alternatives:
Private markets
668
653
1,965
1,687
Liquid alternatives
240
649
Alternatives subtotal
908
831
2,614
2,172
Non-ETF index
399
1,126
973
Digital assets, commodities and multi-asset ETFs(1)
506
340
Long-term
5,682
4,728
16,163
12,986
Cash management
1,037
915
Total investment advisory, administration fees and securities lending revenue(2)
Investment advisory performance fees:
Equity
36
Fixed income
Multi-asset
298
560
361
409
247
600
1,076
608
Total investment advisory performance fees
Advisory and other revenue:
Advisory
30
152
Total advisory and other revenue
The tables below present the investment advisory, administration fees and securities lending revenue by client type and investment style:
By client type:
Retail
1,396
1,177
3,982
3,291
2,762
2,130
7,763
5,798
Institutional:
1,231
1,149
3,581
3,146
Index
272
837
751
Institutional subtotal
1,524
1,421
4,418
3,897
By investment style:
2,521
7,274
6,215
Investment Advisory and Administration Fees and Technology Services and Subscription Revenue – Remaining Performance Obligation
The tables below present estimated investment advisory and administration fees and technology services and subscription revenue expected to be recognized in the future related to the unsatisfied portion of performance obligations at September 30, 2026 and 2025:
Remainder of
2027
2028
2029
Thereafter
Investment advisory and administration fees:
Alternatives(1)(2)
114
236
50
41
871
Technology services and subscription revenue(2)(3)
219
99
621
133
488
458
43
1,351
167
94
52
450
In addition to amounts disclosed in the tables above, certain technology services and subscription contracts require fixed minimum fees, which are billed on a monthly or quarterly basis in arrears. The Company recognizes such revenue as services are performed. As of September 30, 2026, the estimated fixed minimum fees for the remainder of the year approximated $355 million. The term for these contracts, which are either in their initial or renewal period, generally ranges from one to five years.
Change in Deferred Carried Interest Liability
The table below presents changes in the deferred carried interest liability, which is included in other liabilities on the condensed consolidated statements of financial condition, for the three and nine months ended September 30, 2026 and 2025:
Beginning balance
3,521
2,100
3,515
1,860
Acquisition(1)
1,441
Net increase (decrease) in unrealized allocations
400
Performance fee revenue recognized
(114
(193
(277
(261
Ending balance
3,500
3,440
32
Change in Technology Services and Subscription Deferred Revenue Liability
The table below presents changes in the technology services and subscription deferred revenue liability for the three and nine months ended September 30, 2026 and 2025, which is included in other liabilities on the condensed consolidated statements of financial condition:
263
242
260
124
Additions(2)
67
189
156
Revenue recognized that was included in the beginning balance
(75
(182
(67
267
17. Stock-Based Compensation
Restricted Stock Units
Time-Based RSUs
RSU activity for the nine months ended September 30, 2026 is summarized below.
Outstanding at
RSUs
Weighted-AverageGrant DateFair Value
3,237,707
896.41
Granted
640,293
1,160.44
Converted
(631,414
816.25
Forfeited
(133,952
917.10
3,112,634
966.09
In January 2026, pursuant to the BlackRock, Inc. Third Amended and Restated 1999 Stock Award and Incentive Plan (the "Award Plan"), the Company granted as part of the 2025 annual incentive compensation approximately 342,000 RSUs to employees that vest ratably over three years from the grant date and approximately 183,000 RSUs to employees that cliff vest 100% on January 31, 2029. The Company values RSUs at their grant-date fair value as measured by BlackRock’s common stock price. For certain incentive retention RSUs, which were granted in connection with the HPS Transaction in July 2025, and which are subject to a mandatory holding period post vesting, the grant-date fair value was discounted for the lack of marketability. For certain incentive retention RSUs, which were granted in connection with the GIP Transaction in October of 2024, and which are not entitled to participate in dividends until they vest, the grant-date fair value was reduced by the present value of the dividends expected to be paid on the common shares during the vesting period (present value was determined using a risk-free interest rate). The grant-date fair market value of RSUs granted to employees during the nine months ended September 30, 2026 was $743 million.
At September 30, 2026, the intrinsic value of outstanding RSUs was $3.3 billion, reflecting a closing stock price of $1,058.
At September 30, 2026, total unrecognized stock-based compensation expense related to unvested RSUs was $1.3 billion. The unrecognized compensation cost is expected to be recognized over the remaining weighted-average period of 1.8 years.
Performance-Based RSUs
Performance-based RSU activity for the nine months ended September 30, 2026 is summarized below.
Performance-Based RSUs in Connection with the GIP Transaction
Total Performance-Based RSUs
478,236
848.08
199,744
845.89
677,980
847.43
137,429
1,170.18
Additional shares due to attainment of performance measures
24,996
743.60
(175,588
(3,790
914.57
(27,094
845.48
(30,884
853.96
461,283
977.60
172,650
845.95
633,933
941.75
In January 2026, the Company granted approximately 137,000 performance-based RSUs to certain employees that cliff vest 100% on January 31, 2029. These awards are amortized over a service period of three years. The number of shares distributed at vesting could be higher or lower than the original grant based on the level of attainment of predetermined Company performance measures. In January 2026, the Company granted 24,996 additional RSUs related to the original 2023 award based on the level of attainment of Company performance measures during the performance period.
The Company values performance-based RSUs at their grant-date fair value as measured by BlackRock’s common stock price. The incentive retention performance-based RSUs granted in connection with the GIP Transaction in October 2024 are not entitled to participate in dividends until they vest, hence the grant-date fair value of the awards was reduced by the present value of the dividends expected to be paid on the common shares during the vesting period (present value was determined using a risk-free interest rate). The total grant-date fair market value of performance-based RSUs granted (including impact of additional shares due to attainment of performance measures) to employees during the nine months ended September 30, 2026 was $179 million.
At September 30, 2026, the intrinsic value of outstanding performance-based RSUs was $671 million, reflecting a closing stock price of $1,058.
At September 30, 2026, total unrecognized stock-based compensation expense related to unvested performance-based awards was $319 million. The unrecognized compensation cost is expected to be recognized over the remaining weighted-average period of 1.7 years.
Stock Options
Stock option activity and ending balances for the nine months ended September 30, 2026 is summarized below.
2017 Performance-basedOptions
2023 Performance-basedOptions
2023 Time-basedOptions
SharesUnderOption
WeightedAverageExercisePrice
300,356
513.50
678,732
673.58
281,377
Exercised
(246,714
(13,575
53,642
665,157
Options Outstanding
Options Exercisable
Option Type
Exercise Prices
Weighted Average Remaining Life (years)
Aggregate Intrinsic Value(in millions)
2017 Performance-based
0.2
2023 Performance-based
5.7
256
2023 Time-based
108
1,000,176
5.4
At September 30, 2026, total unrecognized stock-based compensation expense related to unvested performance-based and time-based stock options was $50 million. The unrecognized compensation cost is expected to be recognized over the remaining weighted-average period of 1.9 years.
Performance-Based Stock Options
In 2017, pursuant to the Award Plan, the Company awarded performance-based stock options to certain employees ("2017 Performance-based Options"). Vesting of the 2017 Performance-based Options was contingent upon (i) the achievement of a stock price equal to at least 125% of the grant-date stock price, maintained for 20 trading days, within five years from the grant date and (ii) the attainment of a Company performance measure during the four-year performance period from January 1, 2018 to December 31, 2021. Both hurdles have been achieved, and each of the three tranches of the awards vested in equal installments at the end of 2022, 2023 and 2024, respectively. Vested 2017 Performance-based Options are exercisable for up to nine years following the grant date. The expense for each tranche has been amortized over the respective requisite service period. The aggregate intrinsic value of 2017 Performance-based Options exercised during the nine months ended September 30, 2026 was $149 million.
In 2023, pursuant to the Award Plan, the Company awarded performance-based stock options to certain employees ("2023 Performance-based Options"). Vesting of the 2023 Performance-based Options is contingent upon (i) the achievement of a stock price equal to at least 130% of the grant-date stock price, maintained for 60 calendar days, within four years from the grant date and (ii) the attainment of a predetermined Company performance measure during the three-year performance period from January 1, 2024 to December 31, 2026. As of September 30, 2026, the price hurdle was achieved and the Company assumes that the performance measure will be achieved. Accordingly, the awards are expected to vest in three tranches of 25%, 25% and 50% in May 2027, 2028 and 2029, respectively. Vested 2023 Performance-based Options will be exercisable for up to nine years following the grant date, and the awards are forfeited if the employee resigns before the respective vesting date. The expense for each tranche is amortized over the respective requisite service period.
Time-Based Stock Options
In 2023, pursuant to the Award Plan, the Company awarded time-based stock options to certain employees ("2023 Time-based Options"). These awards will vest in three tranches of 25%, 25% and 50% in May 2027, 2028 and 2029, respectively. Vested 2023 Time-based Options can be exercised up to nine years following the grant date, and the awards are forfeited if the employee resigns before the respective vesting date. The expense is amortized over the respective requisite service period.
See Note 18, Stock-Based Compensation, in the 2025 Form 10-K for more information on RSUs, performance-based RSUs and stock options.
18. Related Party Transactions
The Company derives a significant portion of its investment advisory, administration fees and investment advisory performance fees from investment products that it manages. In addition, equity method investments are considered related parties, due to the Company’s influence over the financial and operating policies of the investee. As a result, a majority of BlackRock's investment advisory, administration fees and investment advisory performance fees as well as accounts receivable related to such revenue are from related parties.
Due from Related Parties
Due from related parties, which is included within other assets on the condensed consolidated statements of financial condition, was $444 million and $377 million at September 30, 2026 and December 31, 2025, respectively, and represented receivables from certain investment products managed by BlackRock.
19. Net Capital Requirements
The Company is required to maintain net capital in certain regulated subsidiaries within a number of jurisdictions, which is partially maintained by retaining cash and cash equivalent investments in those subsidiaries or jurisdictions. As a result, such subsidiaries of the Company may be restricted in their ability to transfer cash between different jurisdictions and to their parents. Additionally, transfers of cash between international jurisdictions may have adverse tax consequences that could discourage such transfers.
At September 30, 2026, the Company was required to maintain approximately $2.2 billion in net capital in certain regulated subsidiaries, including BlackRock Institutional Trust Company, N.A. (a consolidated subsidiary of the Company, which is chartered as a national bank whose operations are limited to trust and other fiduciary activities and which is subject to regulatory capital requirements administered by the US Office of the Comptroller of the Currency), entities regulated by the Financial Conduct Authority and Prudential Regulation Authority in the UK, and the Company’s broker-dealers. The Company was in compliance with all applicable regulatory net capital requirements.
35
20. Accumulated Other Comprehensive Income (Loss)
The following table presents changes in AOCI for the three and nine months ended September 30, 2026 and 2025:
21. Capital Stock
Share Repurchases. In January 2026, the Company announced that the Board of Directors authorized the repurchase of an additional seven million shares under the Company's existing share repurchase program for a total of up to approximately 9.2 million shares of BlackRock common stock.
During the nine months ended September 30, 2026, under the Company’s existing share repurchase program, the Company repurchased an aggregate of 1.3 million shares and share equivalents for approximately $1.4 billion. At September 30, 2026, there were approximately 7.9 million shares still authorized to be repurchased under the program. The timing and actual number of shares repurchased will depend on a variety of factors, including legal limitations, price and market conditions.
22. Income Taxes
Income tax expense for the nine months ended September 30, 2026 includes a $72 million discrete tax benefit related to stock-based compensation awards that vested in 2026.
Income tax expense for the nine months ended September 30, 2025 included a $149 million discrete tax benefit from realized changes in the Company's organizational entity structure and a $62 million discrete tax benefit related to stock-based compensation awards that vested in 2025.
23. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share (“EPS”) for the three and nine months ended September 30, 2026 and 2025:
Basic net income attributable to BlackRock, Inc.
Add: Incremental net income from dilutive securities - NCI - Subco
Diluted net income attributable to BlackRock, Inc.
1,739
1,393
6,066
4,496
Basic weighted-average shares outstanding
Dilutive effect of:
Nonparticipating RSUs
1.7
1.5
1.6
1.2
Stock options
0.4
0.5
Subco Units
7.6
8.3
2.8
Total diluted weighted-average shares outstanding
Basic earnings per share
Diluted earnings per share
The Company applies the treasury stock method to determine the dilutive weighted-average common shares outstanding for RSUs and stock options. The Company applies the “if-converted” method to the Subco Units to determine the dilutive impact, if any, of the exchange right included in the Subco Units.
The amount of anti-dilutive shares was immaterial for the three and nine months ended September 30, 2026 and the nine months ended September 30, 2025. There were no anti-dilutive shares for the three months ended September 30, 2025. Certain performance-based awards, contingently issuable shares and Subco Units were excluded from the diluted EPS calculation because the designated contingencies were not met.
24. Segment Information
The Company’s management directs BlackRock’s operations as one business, the asset management business. As such, the Company operates in one asset management operating segment. The Company's chief operating decision maker ("CODM") is its Chairman and Chief Executive Officer, who reviews financial information presented, including significant expenses on a consolidated basis, as presented in the condensed consolidated statements of income. The CODM utilizes a consolidated approach to assess performance and allocates resources using key financial metrics, including total revenue, operating income and net income attributable to BlackRock, Inc. These financial metrics are used by the CODM to make key operating decisions, including capital allocation, determining annual and long-term compensation and managing costs in relation to revenue. Furthermore, these financial metrics are used to evaluate financial performance based on consolidated specific business objectives, contributions to the total firm operating margin and to evaluate the Company's relative performance against industry peers. See the condensed consolidated financial statements for key financial information and metrics used by the CODM. The measure of segment assets is reported on the condensed consolidated statements of financial condition as total consolidated assets.
The following table illustrates total revenue for the three and nine months ended September 30, 2026 and 2025 by geographic region. These amounts are aggregated on a legal entity basis and do not necessarily reflect where the customer resides, or affiliated services are provided.
Americas
4,940
4,181
14,006
11,221
Europe
2,469
2,065
6,482
5,226
Asia-Pacific
343
1,046
761
See Note 16, Revenue, for further information on the Company’s sources of revenue.
The following table illustrates long-lived assets that consist of goodwill and property and equipment at September 30, 2026 and December 31, 2025 by geographic region. These amounts are aggregated on a legal entity basis and do not necessarily reflect where the asset is physically located.
Long-lived Assets
32,441
32,492
3,924
3,921
145
Total long-lived assets
36,510
36,539
Americas is primarily comprised of the US, and also includes Latin America and Canada. Europe is primarily comprised of the UK, Luxembourg and the Netherlands, and also includes Switzerland, Ireland and France. Asia-Pacific is primarily comprised of Hong Kong, Japan, India, Singapore and Australia.
25. Subsequent Events
The Company conducted a review for additional subsequent events and determined that no subsequent events had occurred that would require accrual or additional disclosures.
37
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
FORWARD-LOOKING STATEMENTS
This report, and other statements that BlackRock may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions.
BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time and may contain information that is not purely historical in nature. Such information may include, among other things, projections and forecasts. There is no guarantee that any forecasts made will come to pass. Forward-looking statements speak only as of the date they are made, and BlackRock assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.
BlackRock has previously disclosed risk factors in its Securities and Exchange Commission reports. These risk factors and those identified elsewhere in this report, among others, could cause actual results to differ materially from forward-looking statements or historical performance and include: (1) the introduction, withdrawal, success and timing of business initiatives and strategies; (2) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for products or services or in the value of assets under management (“AUM”); (3) the relative and absolute investment performance of BlackRock’s investment products; (4) BlackRock’s ability to develop new products and services that address client preferences; (5) the impact of increased competition; (6) the impact of recent or future acquisitions or divestitures, including the acquisitions of Global Infrastructure Management, LLC (“GIP” or the “GIP Transaction”), Preqin Holding Limited (“Preqin” or the “Preqin Transaction”) and HPS Investment Partners (“HPS” or the “HPS Transaction” and together with the GIP Transaction and the Preqin Transaction, the “Transactions”); (7) BlackRock’s ability to integrate acquired businesses successfully, including the Transactions; (8) the unfavorable resolution of legal proceedings; (9) the extent and timing of any share repurchases; (10) the impact, extent and timing of technological changes and the adequacy of intellectual property, data, information and cybersecurity protection; (11) the failure to effectively manage the development and use of artificial intelligence; (12) attempts to circumvent BlackRock’s operational control environment or the potential for human error in connection with BlackRock’s operational systems; (13) the impact of legislative and regulatory actions and reforms, supervisory or enforcement actions of government agencies and governmental scrutiny relating to BlackRock; (14) changes in law and policy and uncertainty pending any such changes; (15) any failure to effectively manage conflicts of interest; (16) damage to BlackRock’s reputation; (17) increasing focus from stakeholders regarding environmental- and social-related matters; (18) geopolitical unrest, terrorist activities, civil or international hostilities, and other events outside BlackRock’s control, including wars, global trade tensions, tariffs, natural disasters and health crises, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; (19) climate-related risks to BlackRock’s business, products, operations and clients; (20) the ability to attract, train and retain highly qualified professionals; (21) fluctuations in the carrying value of BlackRock’s economic investments; (22) the impact of changes to tax legislation, including income, payroll and transaction taxes, and taxation on products, which could affect the value proposition to clients and, generally, the tax position of BlackRock; (23) BlackRock’s success in negotiating distribution arrangements and maintaining distribution channels for its products; (24) the failure by key third-party providers to fulfill their obligations to BlackRock; (25) operational, technological and regulatory risks associated with BlackRock’s major technology partnerships; (26) any disruption to the operations of third parties whose functions are integral to BlackRock’s exchange-traded products (“ETPs”) platform; (27) the impact of BlackRock electing to provide support to its products from time to time and any potential liabilities related to securities lending or other indemnification obligations; and (28) the impact of problems, instability or failure of other financial institutions or the failure or negative performance of products offered by other financial institutions.
OVERVIEW
BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the “Company”) is a leading publicly traded investment management firm with $15.5 trillion of AUM at September 30, 2026. With approximately 26,000 employees in more than 40 countries, BlackRock provides a broad range of investment management and technology and subscription services to institutional and retail clients in more than 100 countries across the globe.
BlackRock’s diverse platform of alpha-seeking active, private markets, index and cash management investment strategies across asset classes enables the Company to offer choice and tailor investment and asset allocation solutions for clients. Product offerings include single- and multi-asset portfolios investing in equities, fixed income, private markets, liquid alternatives, digital assets, currencies and commodities, and money market instruments. Products are offered directly and through intermediaries in a variety of vehicles, including open-end and closed-end mutual funds, iShares® exchange-traded funds (“ETFs”), separate accounts, collective trust funds and other pooled investment vehicles. BlackRock also offers technology and subscription services, including the investment and risk management technology platform, Aladdin®, Aladdin WealthTM, eFront®, Preqin and Cachematrix®, as well as advisory services and solutions to a broad base of institutional and wealth management clients. The Company is highly regulated and manages its clients’ assets as a fiduciary. The Company does not engage in proprietary trading activities that could conflict with the interests of its clients.
BlackRock serves a diverse mix of institutional and retail clients across the globe. Clients include tax-exempt institutions, such as defined benefit and defined contribution pension plans, charities, foundations and endowments; official institutions, such as central banks, sovereign wealth funds, supranationals and other government entities; taxable institutions, including insurance companies, financial institutions, corporations and third-party fund sponsors, and retail intermediaries.
BlackRock maintains a significant global sales and marketing presence that is focused on establishing and maintaining retail and institutional investment management and technology service relationships by marketing its services to investors directly and through third-party distribution relationships, including financial professionals and pension consultants.
EXECUTIVE SUMMARY
GAAP basis(1):
Operating margin
30.0
35.3
31.3
Nonoperating income (expense), less net income (loss) attributable to noncontrolling interests ("NCI") - consolidated sponsored investment products ("CIPs")
(92
380
417
Less: Net income (loss) attributable to NCI - Subco
Net income attributable to BlackRock
Diluted earnings per common share
Effective tax rate
29.4
25.2
24.0
22.5
As adjusted(2):
2,621
8,915
6,752
47.8
44.6
46.2
43.8
Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs
294
373
Net income attributable to BlackRock(3)
1,907
6,980
5,560
Diluted earnings per common share(3)
15.93
11.55
42.37
34.89
24.2
22.0
Other:
Assets under management (end of period)
15,488,263
13,463,625
Diluted weighted-average common shares outstanding (including Subco Units)
Shares outstanding including Subco Units(4)
162.2
163.2
Book value per share(5)
375.99
357.90
Cash dividends declared and paid per share
5.73
5.21
17.19
15.63
Three Months Ended September 30, 2026 Compared with Three Months Ended September 30, 2025
GAAP. Operating income of $2.3 billion increased $373 million from the three months ended September 30, 2025, while operating margin was 30.0% at both September 30, 2026 and 2025. Operating income growth was driven by higher revenue, reflecting the positive impact of markets, organic base fee growth, higher performance fees, and higher technology services and subscription revenue, partially offset by higher expenses, including the impact of a noncash change in fair value of contingent consideration associated with the HPS and GIP Transactions and higher sales, asset and account expense.
Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs increased $227 million from the three months ended September 30, 2025, driven primarily by noncash pre-tax gains in connection with the Company's minority investments in Securitize Corp. ("Securitize") and Circle Internet Group, Inc. ("Circle").
Earnings per diluted common share increased $2.14, or 25%, from the three months ended September 30, 2025, reflecting higher operating and nonoperating income, partially offset by a higher effective tax rate.
40
As Adjusted. Operating income of $3.3 billion increased $709 million and operating margin of 47.8% increased 320 bps from the three months ended September 30, 2025. The acquisition-related expenses, including the previously described noncash change in fair value of contingent consideration, have been excluded from as adjusted results. Earnings per diluted common share increased $4.38, or 38%, from the three months ended September 30, 2025, primarily reflecting higher operating and nonoperating income.
Nine Months Ended September 30, 2026 Compared with Nine Months Ended September 30, 2025
GAAP. Operating income of $7.6 billion increased $2.2 billion, while operating margin of 35.3% increased 400 bps from the nine months ended September 30, 2025. Operating income and operating margin reflected higher revenue, driven by the positive impact of markets, organic base fee growth, fees related to the HPS Transaction, higher performance fees and higher technology services and subscription revenue, partially offset by higher expenses, including higher employee compensation and benefits expense, and higher sales, asset and account expense. GAAP operating income and operating margin were also impacted by noncash acquisition-related expenses in connection with the HPS and GIP Transactions.
Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs decreased $37 million from the nine months ended September 30, 2025, driven by the $215 million noncash pre-tax gain related to Circle recorded in 2025 and lower net interest income (expense), partially offset by noncash gains on revaluation of investments and higher equity method earnings.
Income tax expense for the nine months ended September 30, 2026 and 2025, included $72 million and $62 million of discrete tax benefits, respectively, related to vested stock-based compensation awards. In addition, income tax expense for the nine months ended September 30, 2025, included a $149 million discrete tax benefit realized from changes in the Company's organizational entity structure.
Earnings per diluted common share increased $8.61, or 31%, from the nine months ended September 30, 2025, primarily reflecting higher operating income, partially offset by a higher effective tax rate, a higher diluted share count in connection with the HPS Transaction, and lower nonoperating income.
As Adjusted. Operating income of $8.9 billion increased $2.2 billion and operating margin of 46.2% increased 240 bps from the nine months ended September 30, 2025. The acquisition-related expenses described above have been excluded from as adjusted results. Earnings per diluted common share increased $7.48, or 21%, from the nine months ended September 30, 2025, reflecting higher operating income, partially offset by a higher effective tax rate, a higher diluted share count in connection with the HPS Transaction, and lower nonoperating income.
See Non-GAAP Financial Measures for further information on as adjusted items and the reconciliation to GAAP.
For further discussion of BlackRock’s revenue, expense, nonoperating results and income tax expense, see Discussion of Financial Results herein.
NON-GAAP FINANCIAL MEASURES
BlackRock reports its financial results in accordance with GAAP; however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. Adjustments to GAAP financial measures (“non-GAAP adjustments”) include certain items management deems nonrecurring or that occur infrequently, transactions that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow. Management reviews non-GAAP financial measures, in addition to GAAP financial measures, to assess ongoing operations and considers them to be helpful, for both management and investors, in evaluating BlackRock’s financial performance over time. Management also uses non-GAAP financial measures as a benchmark to compare its performance with other companies and to enhance comparability for the reporting periods presented. Non-GAAP financial measures may pose limitations because they do not include all of BlackRock’s revenue and expense. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Non-GAAP financial measures may not be comparable to other similarly titled measures of other companies.
Computations and reconciliations for all periods are derived from the condensed consolidated statements of income as follows:
(1) Operating income, as adjusted, and operating margin, as adjusted:
Operating income, GAAP basis
Non-GAAP expense adjustments:
Compensation expense related to appreciation (depreciation) on deferred cash compensation plans (a)
Amortization of intangible assets (b)
Acquisition-related compensation costs (b)
286
Acquisition-related general and administration expense (b)
44
Change in fair value of contingent consideration (b)
Restructuring charge (c)
Operating income, as adjusted
Revenue, GAAP basis
Non-GAAP adjustments:
(414
(355
(1,198
(996
Investment advisory fees
(371
(283
(1,024
(788
Revenue used for operating margin measurement
6,967
5,871
19,312
15,424
Operating margin, GAAP basis
Operating margin, as adjusted
(2) Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted:
Nonoperating income (expense), GAAP basis
Less: Net income (loss) attributable to NCI - CIPs
Nonoperating income (expense), net of NCI - CIPs
Less: Hedge gain (loss) on deferred cash compensation plans (a)
Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted
(3) Net income attributable to BlackRock, Inc., as adjusted:
Net income attributable to BlackRock, Inc., GAAP basis
Noncontrolling interest - Subco
Net income attributable to BlackRock, Inc., (for diluted EPS)
Non-GAAP adjustments(1):
Net impact of hedged deferred cash compensation plans (a)
207
378
198
217
55
71
556
Income tax matters
Net income attributable to BlackRock, Inc., as adjusted
Diluted weighted-average common shares outstanding
Diluted earnings per common share, GAAP basis
Diluted earnings per common share, as adjusted
(1) Operating income, as adjusted, and operating margin, as adjusted: Management believes operating income, as adjusted, and operating margin, as adjusted, are effective indicators of BlackRock’s financial performance over time, and, therefore, provide useful disclosure to investors. Management believes that operating margin, as adjusted, reflects the Company’s long-term ability to manage ongoing costs in relation to its revenues. The Company uses operating margin, as adjusted, to assess the Company’s financial performance, to determine the long-term and annual compensation of the Company’s senior-level employees and to evaluate the Company’s relative performance against industry peers. Furthermore, this metric eliminates margin variability arising from the accounting of revenues and expenses related to distributing different product structures in multiple distribution channels utilized by asset managers.
(2) Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted: Management believes nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating contribution to its results and provides comparability of this information among reporting periods. Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted, excludes the gain (loss) on the economic hedge of certain deferred cash compensation plans. As the gain (loss) on investments and derivatives used to hedge these compensation plans over time substantially offsets the compensation expense related to the market valuation changes on these deferred cash compensation plans, which is included in operating income, GAAP basis, management believes excluding the gain (loss) on the economic hedge of the deferred cash compensation plans when calculating nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted, provides a useful measure for both management and investors of BlackRock’s nonoperating results that impact book value.
For each period presented, the non-GAAP adjustments were tax effected at the respective blended rates applicable to the adjustments. The non-GAAP adjustments in 2025 and 2026 related to the change in fair value of contingent consideration are primarily not deductible for income tax purposes.
ASSETS UNDER MANAGEMENT
AUM for reporting purposes generally is based upon how investment advisory and administration fees are calculated for each portfolio. Net asset values, total assets, committed assets or other measures may be used to determine portfolio AUM.
AUM and Net Inflows (Outflows) by Product Type
AUM
Net inflows (outflows)
June 30,
Three Months EndedSeptember 30,
Nine Months EndedSeptember 30,
Twelve Months EndedSeptember 30,
8,983,974
8,888,234
7,793,875
7,459,075
52,446
195,886
321,939
3,353,313
3,390,161
3,272,021
3,178,965
78,213
204,622
288,394
1,338,519
1,347,299
1,223,625
1,161,957
5,051
39,660
76,529
335,994
329,083
322,624
320,886
15,311
39,820
52,527
130,282
120,312
100,990
97,448
8,925
21,072
23,934
466,276
449,395
423,614
418,334
24,236
60,892
76,461
Digital assets
79,632
48,839
78,435
103,965
7,907
5,726
6,305
Currency and commodities(1)
165,404
151,849
169,216
136,600
6,961
3,063
8,020
14,387,118
14,275,777
12,960,786
12,458,896
174,814
509,849
777,648
1,101,145
1,068,847
1,080,732
1,004,729
30,652
17,041
90,953
15,344,624
14,041,518
205,466
526,890
868,601
AUM and Net Inflows (Outflows) by Client Type and Product Type
1,406,186
1,396,257
1,278,732
1,173,568
23,295
57,389
139,149
6,358,457
6,246,070
5,467,710
5,193,314
134,509
444,136
625,619
2,689,184
2,687,174
2,518,170
2,475,614
44,454
111,960
128,084
3,933,291
3,946,276
3,696,174
3,616,400
(27,444
(103,636
(115,204
6,622,475
6,633,450
6,214,344
6,092,014
17,010
8,324
12,880
AUM and Net Inflows (Outflows) by Investment Style and Product Type
3,671,914
3,665,405
3,432,743
3,294,619
66,405
149,339
247,069
4,356,747
4,364,302
4,060,333
3,970,963
(26,100
(83,626
(95,040
Component Changes in AUM for the Three Months Ended September 30, 2026
The following table presents the component changes in AUM by product type for the three months ended September 30, 2026.
Netinflows
Market
FX
Average
(outflows)
Realizations(1)
change
impact(2)
AUM(3)
40,087
3,207
8,949,952
(632
(117,408
2,979
3,381,746
(12,622
(1,209
1,348,091
(5,363
(2,876
(161
333,849
1,024
125,475
(5,385
(1,852
459,324
22,889
63,598
Currency and commodities(4)
6,580
162,343
(6,017
(62,326
4,870
14,365,054
2,198
(552
1,095,086
(60,128
4,318
15,460,140
The following table presents the component changes in AUM by client type and product type for the three months ended September 30, 2026.
Retail:
713,748
16,545
2,030
(159
732,164
721,502
398,069
691
(11,331
(919
386,510
395,176
211,740
1,918
(2,872
(103
210,683
211,924
30,788
320
(432
(396
(31
30,249
30,581
41,912
3,821
843
46,580
43,952
Retail subtotal
(11,726
(1,208
1,403,135
ETFs:
4,722,557
50,864
(2,175
(1,266
4,769,980
4,751,061
1,308,627
66,090
(46,741
(762
1,327,214
1,320,309
21,767
2,773
(11
24,700
23,003
Commodities
144,280
6,875
5,813
156,931
154,181
ETFs subtotal
(20,043
(2,079
6,312,152
Active:
288,729
10,356
3,344
527
302,956
296,368
912,078
12,945
(27,653
321
897,059
903,711
1,109,672
1,058
(9,901
(1,107
1,099,722
1,109,413
298,295
14,991
(4,931
(2,480
(130
305,745
303,268
78,400
5,104
83,702
81,523
Active subtotal
(5,585
(36,509
(350
2,694,283
5,952
8,507
3,955,484
(30,557
8,157
6,649,767
The following table presents the component changes in AUM by investment style and product type for the three months ended September 30, 2026.
619,239
24,882
257
644,722
630,566
1,275,378
14,312
(37,968
(559
1,250,531
1,264,266
1,321,393
2,975
(12,772
(1,211
1,310,385
1,321,318
(52,335
(1,544
3,675,474
10,052
8,493
4,377,428
The following table presents the component changes in AUM by private markets product type for the three months ended September 30, 2026.
Private markets:
Infrastructure
113,488
7,583
(785
(500
119,762
117,762
Private equity
32,261
710
(1,045
(19
30,968
31,597
Private credit
150,937
5,012
(2,917
(669
(90
152,273
151,510
Real estate
21,953
1,924
(436
(772
22,648
22,585
Multi-alternatives
10,444
82
10,343
10,395
Total private markets
AUM increased $144 billion to $15.5 trillion at September 30, 2026 from $15.3 trillion at June 30, 2026, driven by net inflows, partially offset by net market depreciation.
Long-term net inflows of $175 billion were comprised of $135 billion, $23 billion and $17 billion from ETFs, retail and institutional clients, respectively. Net flows in long-term products are described below.
Cash management net inflows of $31 billion were driven by inflows into US government money market funds.
Net market depreciation of $60 billion was primarily driven by US and global fixed income market depreciation.
AUM increased $4 billion due to the impact of foreign exchange movements, primarily due to the weakening of the US dollar, largely against the Japanese yen, partially offset by the strengthening of the US dollar largely against the euro.
Component Changes in AUM for the Nine Months Ended September 30, 2026
The following table presents the component changes in AUM by product type for the nine months ended September 30, 2026.
1,027,741
(33,528
8,484,314
(2,503
(104,902
(15,925
3,343,909
84,332
(9,098
1,301,014
(5,335
(1,072
327,426
(787
8,792
115,530
(20,830
3,457
(857
442,956
(4,516
66,176
(6,598
176,934
(23,333
999,514
(59,698
13,815,303
7,542
(4,170
1,082,801
1,007,056
(63,868
14,898,104
The following table presents the component changes in AUM by client type and product type for the nine months ended September 30, 2026.
629,081
31,971
74,284
(3,172
682,906
384,887
12,832
(10,014
(1,195
391,596
199,655
581
10,732
(285
207,386
30,681
1,667
(965
(955
(179
31,006
34,428
10,338
2,036
40,065
(1,158
76,083
(4,860
1,352,959
4,006,014
249,012
527,621
(12,667
4,455,169
1,205,953
177,917
(51,573
(5,083
1,276,520
14,402
9,209
1,327
18,828
162,906
2,272
(7,998
(249
169,290
464,861
(18,250
5,985,983
247,993
16,824
39,356
(1,217
277,365
905,566
16,045
(18,839
(3,210
904,442
1,006,106
30,204
71,974
(8,562
1,070,989
291,943
38,153
(19,078
(4,380
(893
296,420
66,562
10,734
(594
6,756
244
75,465
(22,175
94,867
(13,638
2,624,681
363,703
(22,950
3,851,680
458,570
(36,588
6,476,361
49
The following table presents the component changes in AUM by investment style and product type for the nine months ended September 30, 2026.
546,028
30,137
71,466
(2,909
596,431
1,257,358
27,525
(27,941
(3,908
1,261,843
1,205,743
30,785
82,705
(8,848
1,278,357
129,687
(16,522
3,579,587
404,966
(24,926
4,249,733
The following table presents the component changes in AUM by private markets product type for the nine months ended September 30, 2026.
112,116
14,050
(4,110
(2,051
(243
114,289
30,623
3,786
(2,394
(954
31,228
145,385
17,636
(8,655
(1,565
(528
149,105
25,062
2,616
(4,064
(812
(154
22,879
9,438
1,732
(820
(54
9,925
AUM increased $1.4 trillion to $15.5 trillion at September 30, 2026 from $14.0 trillion at December 31, 2025, driven by net market appreciation and net inflows, partially offset by the negative impact of foreign exchange movements.
Long-term net inflows of $510 billion were comprised of $444 billion, $57 billion and $8 billion from ETFs, retail and institutional clients, respectively. Net flows in long-term products are described below.
Cash management net inflows of $17 billion were driven by net inflows into US government and prime money market funds.
Net market appreciation of $1.0 trillion was primarily driven by US and global equity market appreciation.
AUM decreased $64 billion due to the impact of foreign exchange movements, primarily due to the strengthening of the US dollar, largely against the euro, the British pound and the Canadian dollar.
Component Changes in AUM for the Twelve Months Ended September 30, 2026
The following table presents the component changes in AUM by product type for the twelve months ended September 30, 2026.
1,246,229
(43,269
8,274,472
(2,728
(86,907
(24,411
3,310,384
108,434
(8,401
1,271,561
(30,749
(5,651
(1,019
325,633
(924
9,579
111,515
(31,673
3,928
(774
437,148
(30,629
73,276
21,141
(357
169,239
(34,401
1,262,196
(77,221
13,536,080
9,789
(4,326
1,068,840
1,271,985
(81,547
14,604,920
The following table presents the component changes in AUM by client type and product type for the twelve months ended September 30, 2026.
597,262
47,201
91,118
(3,417
664,308
344,651
50,408
(7,962
(587
380,913
168,883
26,619
15,444
(263
199,111
29,770
2,957
(1,536
(761
(181
30,813
33,002
11,964
(222
1,871
(35
38,494
(1,758
99,710
(4,483
1,313,639
3,788,431
371,781
622,404
(12,636
4,317,980
1,157,582
229,836
(55,248
(4,956
1,254,166
13,111
10,279
(160
17,601
130,225
7,418
19,508
(220
161,894
557,505
(17,981
5,824,917
242,002
12,568
50,345
(1,959
269,930
901,576
13,954
(11,363
903,036
976,474
40,022
91,173
(7,947
1,051,116
291,116
49,570
(29,213
(4,890
(838
294,820
64,446
11,970
(702
7,708
280
73,021
(32,643
132,973
(14,844
2,591,923
472,008
(39,913
3,805,601
604,981
(54,757
6,397,524
The following table presents the component changes in AUM by investment style and product type for the twelve months ended September 30, 2026.
517,176
41,265
90,116
(3,835
579,507
1,213,771
62,701
(18,754
(4,459
1,250,164
1,145,338
66,642
106,615
(8,210
1,250,209
181,905
(17,278
3,517,028
522,786
(41,962
4,194,135
The following table presents the component changes in AUM by private markets product type for the twelve months ended September 30, 2026.
110,101
19,036
(7,108
(2,054
(213
113,180
34,033
4,209
(6,174
(1,009
(91
31,639
141,974
24,906
(12,227
(1,849
(531
147,634
25,525
2,427
(4,318
(129
23,394
9,253
1,949
(922
118
(55
9,786
53
AUM increased $2.0 trillion to $15.5 trillion at September 30, 2026 from $13.5 trillion at September 30, 2025, driven by net market appreciation and net inflows, partially offset by the negative impact of foreign exchange movements.
Long-term net inflows of $778 billion were comprised of net inflows of $626 billion, $139 billion and $13 billion from ETFs, retail and institutional clients, respectively. Net flows in long-term products are described below.
Cash management net inflows of $91 billion were largely due to net inflows into US government and prime money market funds.
Net market appreciation of $1.3 trillion was primarily driven by US and global equity market appreciation.
AUM decreased $82 billion due to the impact of foreign exchange movements, primarily due to the strengthening of the US dollar, largely against the euro, Japanese yen and the British pound.
54
DISCUSSION OF FINANCIAL RESULTS
The Company’s results of operations for the three and nine months ended September 30, 2026 and 2025 are discussed below. For a further description of the Company’s revenue and expense, see the Company's Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the Securities and Exchange Commission on February 25, 2026 ("2025 Form 10-K").
The table below presents detail of revenue for the three and nine months ended September 30, 2026 and 2025 and includes the product type mix of base fees and securities lending revenue and performance fees.
The table below lists a percentage breakdown of base fees and securities lending revenue and average AUM by product type:
Three Months Ended September 30,
Nine Months Ended September 30,
Percentage of Base Fees and Securities LendingRevenue
Percentage of Average AUM by Product Type(1)
Percentage of Average AUM by Product Type(2)
Digital assets, commodities and multi-asset ETFs(3)
Total AUM
Revenue increased $1.2 billion, or 19%, from the three months ended September 30, 2025, reflecting the positive impact of markets, organic base fee growth, higher performance fees and higher technology services and subscription revenue.
Investment advisory, administration fees (collectively "base fees") and securities lending revenue of $6.0 billion increased $990 million from $5.0 billion for the three months ended September 30, 2025, primarily driven by organic base fee growth and the positive impact of market beta on average AUM. Securities lending revenue of $253 million increased from $203 million for the three months ended September 30, 2025, primarily reflecting higher spreads and higher average balances of securities on loan.
Investment advisory performance fees of $630 million increased $114 million from $516 million for the three months ended September 30, 2025, primarily reflecting higher revenue from liquid alternative products, largely related to a single hedge fund with an annual performance measurement period that ends in the third quarter, partially offset by lower revenue from private markets products.
Technology services and subscription revenue of $588 million increased $73 million from $515 million for the three months ended September 30, 2025, reflecting the sustained demand for Aladdin and multi-product solutions.
Distribution fees of $414 million increased $59 million from $355 million for the three months ended September 30, 2025, primarily reflecting higher average AUM.
Revenue increased $4.3 billion, or 25%, from the nine months ended September 30, 2025, primarily driven by organic base fee growth, the positive impact of market beta on average AUM, fees related to the HPS Transaction, higher performance fees and higher technology services and subscription revenue.
Investment advisory, administration fees and securities lending revenue of $17.2 billion increased $3.3 billion from $13.9 billion for the nine months ended September 30, 2025, primarily driven by organic base fee growth and the positive impact of market beta on average AUM, and fees related to the HPS Transaction, which was completed in July of 2025. Securities lending revenue of $671 million increased from $531 million for the nine months ended September 30, 2025, primarily reflecting higher spreads and higher average balances of securities on loan.
Investment advisory performance fees of $1.2 billion increased $537 million from $670 million for the nine months ended September 30, 2025, primarily reflecting higher revenue from alternative products, including the impact of the HPS Transaction, which was completed in July of 2025, and higher revenue from long-only products.
Technology services and subscription revenue of $1.7 billion increased $234 million from $1.5 billion for the nine months ended September 30, 2025, reflecting the sustained demand for Aladdin, multi-product solutions and the impact related to the Preqin Transaction, which was completed in March of 2025.
Distribution fees of $1.2 billion increased $202 million from $996 million for the nine months ended September 30, 2025, primarily reflecting higher average AUM.
The following table presents expense for the three and nine months ended September 30, 2026 and 2025.
General and administration expense:
Marketing and promotional
277
Occupancy and office related
184
137
484
Portfolio services
69
195
Technology
237
213
Professional services
226
228
Communications
Foreign exchange remeasurement
Other general and administration
234
Total general and administration expense
Expense increased $870 million, or 19%, from the three months ended September 30, 2025, driven by higher noncash change in fair value of contingent consideration associated with the HPS and GIP Transactions, and higher sales, asset and account expense.
Employee compensation and benefits expense of $2.4 billion increased $83 million from the three months ended September 30, 2025, primarily reflecting the impact of higher operating income and performance fees, partially offset by lower nonrecurring retention-related deferred compensation expense(1).
Sales, asset and account expense of $1.4 billion increased $251 million from $1.2 billion for the three months ended September 30, 2025, primarily driven by higher distribution and servicing costs and direct fund expense, primarily reflecting higher average AUM.
57
General and administration expense of $731 million increased $42 million from $689 million for the three months ended September 30, 2025, primarily driven by occupancy and office related expense, including the impact of acquisition-related expenses(1) and higher technology expense, partially offset by lower acquisition-related(1) professional services expense.
Change in fair value of contingent consideration(1) of $564 million increased $471 million as compared to the change in the three months ended September 30, 2025, primarily in connection with the fair value of contingent consideration for the GIP Transaction and HPS Transaction, which is impacted by the share price of BlackRock common stock at the end of the period.
Expense increased $2.1 billion, or 18%, from the nine months ended September 30, 2025, reflecting higher employee compensation and benefits expense, sales, asset and account expense, and general and administration expense. Expense for the nine months ended September 30, 2026 was impacted by the HPS, GIP and Preqin Transactions(1).
Employee compensation and benefits expense of $6.9 billion increased $1.1 billion from $5.9 billion for the nine months ended September 30, 2025, primarily reflecting the impact of higher operating income and performance fees and the impact of the HPS and Preqin Transactions(1).
Sales, asset and account expense of $4.0 billion increased $778 million from $3.2 billion for the nine months ended September 30, 2025, driven by higher distribution and servicing costs and direct fund expense, primarily reflecting higher average AUM.
General and administration expense of $2.1 billion increased $208 million from $1.9 billion for the nine months ended September 30, 2025, primarily driven by occupancy and office related expense, including the impact of acquisition-related expenses(1) and higher technology expense.
Change in fair value of contingent consideration(1) decreased $239 million as compared to the change in the nine months ended September 30, 2025, primarily in connection with the fair value of contingent consideration for the GIP Transaction and HPS Transaction, which is impacted by the share price of BlackRock common stock at the end of the period.
Amortization of intangible assets(1) of $829 million increased $322 million from $507 million for the nine months ended September 30, 2025, primarily reflecting amortization of intangible assets acquired in the HPS and Preqin Transactions.
58
Nonoperating Results
The summary of nonoperating income (expense), less net income (loss) attributable to NCI - CIPs for the three and nine months ended September 30, 2026 and 2025 was as follows:
Less: Hedge gain (loss) on deferred cash compensation plans(1)
Nonoperating income (expense), net of NCI - CIPs, as adjusted(2)
Net gain (loss) on investments, net of NCI - CIPs
Real assets
Other alternatives(3)
Other investments(4)
(10
Hedge gain (loss) on deferred cash compensation plans(1)
Subtotal
Other income/gain (expense/loss)(5)
(107
269
309
Total net gain (loss) on investments, net of NCI - CIPs
(70
486
Income Tax Expense
GAAP
As Adjusted(1)
Total nonoperating income (expense)(2)
Income before income taxes(2)
2,463
1,863
7,983
5,801
2,515
7,125
2,229
1,565
2026. Income tax expense for the nine months ended September 30, 2026 includes a $72 million discrete tax benefit related to stock-based compensation awards that vested in 2026.
2025. Income tax expense for the nine months ended September 30, 2025 included a $149 million discrete tax benefit from realized changes in the Company's organizational entity structure and a $62 million discrete tax benefit related to stock-based compensation awards that vested in 2025.
STATEMENT OF FINANCIAL CONDITION OVERVIEW
As Adjusted Statement of Financial Condition
The following table presents a reconciliation of the condensed consolidated statement of financial condition presented on a GAAP basis to the condensed consolidated statement of financial condition, excluding the impact of separate account assets and separate account collateral held under securities lending agreements (directly related to lending separate account securities) and separate account liabilities and separate account collateral liabilities under securities lending agreements and CIPs.
The Company presents the as adjusted statement of financial condition as additional information to enable investors to exclude certain assets that have equal and offsetting liabilities or NCI - CIPs that ultimately do not have an impact on stockholders’ equity or cash flows. Management views the as adjusted statement of financial condition, which contains non-GAAP financial measures, as an economic presentation of the Company’s total assets and liabilities; however, it does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.
Separate Account Assets and Liabilities and Separate Account Collateral Held under Securities Lending Agreements
Separate account assets are maintained by BlackRock Life Limited, a consolidated wholly owned subsidiary of the Company that is a registered life insurance company in the UK, and represent segregated assets held for purposes of funding individual and group pension contracts. The Company records equal and offsetting separate account liabilities. The separate account assets are not available to creditors of the Company and the holders of the pension contracts have no recourse to the Company’s assets. The net investment income attributable to separate account assets accrues directly to the contract owners and is not reported on the condensed consolidated statements of income. While BlackRock has no economic interest in these assets or liabilities, BlackRock earns an investment advisory fee for the service of managing these assets on behalf of its clients.
In addition, the Company records on its condensed consolidated statements of financial condition the separate account collateral obtained under BlackRock Life Limited securities lending arrangements for which it has legal title as its own asset in addition to an equal and offsetting separate account collateral liability for the obligation to return the collateral. The collateral is not available to creditors of the Company, and the borrowers under the securities lending arrangements have no recourse to the Company’s assets.
Consolidated Sponsored Investment Products
The Company consolidates certain sponsored investment products accounted for as variable interest entities (“VIEs”) and voting rights entities (“VREs”). See Note 2, Significant Accounting Policies, in the notes to the consolidated financial statements contained in the 2025 Form 10-K for more information on the Company’s consolidation policy.
The Company cannot readily access cash and cash equivalents, or other assets held by CIPs to use in its operating activities. In addition, the Company cannot readily sell investments held by CIPs in order to obtain cash for use in the Company’s operations.
GAAPBasis
SeparateAccountAssets/Collateral(1)
CIPs(2)
AsAdjusted
12,090
4,298
11,086
Separate account assets and collateral held under securities lending agreements
70,521
9,167
9,084
115,555
5,168
39,866
Goodwill and intangible assets, net
62,343
102,209
Separate account liabilities and collateral liabilities under securities lending agreements
Deferred income tax liabilities(4)
1,061
8,014
38,541
Noncontrolling interests
9,644
4,107
5,537
Total equity
67,775
63,668
Total liabilities and equity
The following discussion summarizes the significant changes in assets and liabilities on a GAAP basis. Please see the condensed consolidated statements of financial condition as of September 30, 2026 and December 31, 2025 contained in Part I, Item 1 of this filing. The discussion does not include changes related to assets and liabilities that are equal and offsetting and have no impact on BlackRock’s stockholders’ equity.
Assets. Cash and cash equivalents at September 30, 2026 included $787 million of cash held by CIPs (see Liquidity and Capital Resources for details on the change in cash and cash equivalents during the nine months ended September 30, 2026). Accounts receivable at September 30, 2026 increased $604 million from December 31, 2025, primarily due to higher base and performance fee receivables, as well as technology services and subscriptions receivables. Investments at September 30, 2026 increased $2.1 billion from December 31, 2025 (for more information see Investments herein). Goodwill and intangible assets at September 30, 2026 decreased $908 million from December 31, 2025, primarily due to amortization of intangible assets. Other assets at September 30, 2026 increased $2.2 billion from December 31, 2025, primarily related to an increase in unit trust receivables (substantially offset by an increase in unit trust payables recorded within other liabilities) and an increase in certain minority investments.
Liabilities. Accrued compensation and benefits at September 30, 2026 decreased $399 million from December 31, 2025, primarily due to 2025 incentive compensation cash payments in the first quarter of 2026, partially offset by 2026 incentive compensation accruals. Accounts payable and accrued liabilities at September 30, 2026 increased $242 million from December 31, 2025, primarily due to increased accruals. Contingent consideration liabilities at September 30, 2026 decreased $2.6 billion from December 31, 2025, largely due to the reclassification of a portion of contingent consideration liability in connection with the HPS Transaction to NCI as a result of an expiration of a contractual provision that could have required cash settlement. See Critical Accounting Policies and Estimates herein for details on this reclassification. Other liabilities at September 30, 2026 increased $2.3 billion from December 31, 2025, primarily due to higher unit trust payables (substantially offset by an increase in unit trust receivables recorded within other assets) and borrowings of a consolidated CIP. Net deferred income tax liabilities at September 30, 2026 decreased $347 million from December 31, 2025, primarily due to the effects of temporary differences associated with the HPS transaction, acquired intangible assets, stock-based compensation and capitalized costs.
The Company’s investments were $15.4 billion and $13.3 billion at September 30, 2026 and December 31, 2025, respectively. Investments include CIPs accounted for as VIEs and VREs. Management reviews BlackRock’s investments on an “economic” basis, which eliminates the NCI - CIPs portion of investments that does not impact BlackRock’s book value or net income attributable to BlackRock. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.
The Company presents investments, as adjusted, to enable investors to understand the economic portion of investments that is owned by the Company as a gauge to measure the impact of changes in net nonoperating income (expense) on investments to net income (loss) attributable to BlackRock.
The Company further presents net “economic” investment exposure, net of deferred cash compensation investments and hedged exposures, to reflect another helpful measure for investors. The economic impact of investments held pursuant to deferred cash compensation plans is substantially offset by a change in associated compensation expense, and the impact of the portfolio of seed investments is mitigated by futures entered into as part of the Company's macro hedging strategy. Carried interest capital allocations are excluded as there is no impact to BlackRock’s stockholders’ equity until such amounts are realized as performance fees. Finally, the Company’s regulatory investment in Federal Reserve Bank stock, which is not subject to market or interest rate risk, is excluded from the Company’s net economic investment exposure.
Investments, GAAP
Investments held by CIPs
(10,432
(9,131
Net interest in CIPs(1)
6,134
6,564
Investments, as adjusted
10,704
(495
(337
Hedged exposures
(1,962
(1,682
(88
(87
(3,690
(3,710
Total “economic” investment exposure(2)
4,851
4,888
The following table represents the carrying value of the Company’s economic investment exposure, by asset type, at September 30, 2026 and December 31, 2025:
Equity/Fixed income/Multi-asset(1)
4,080
4,212
678
1,112
687
Other alternatives(2)
943
910
2,733
2,358
Total “economic” investment exposure
As adjusted investment activity for the nine months ended September 30, 2026 was as follows:
Nine Months EndedSeptember 30, 2026
Investments, as adjusted, beginning balance
Purchases/capital contributions
1,846
Sales/maturities
(1,321
Distributions(1)
(361
Market appreciation(depreciation)/earnings from equity method investments
Carried interest capital allocations/(distributions)
(20
Investments, as adjusted, ending balance
LIQUIDITY AND CAPITAL RESOURCES
BlackRock Cash Flows Excluding the Impact of CIPs
The condensed consolidated statements of cash flows include the cash flows of the CIPs. The Company uses an adjusted cash flow statement, which excludes the impact of CIPs, as a supplemental non-GAAP measure to assess liquidity and capital requirements. The Company believes that its cash flows, excluding the impact of the CIPs, provide investors with useful information on the cash flows of BlackRock relating to its ability to fund additional operating, investing and financing activities. BlackRock’s management does not advocate that investors consider such non-GAAP measures in isolation from, or as a substitute for, its cash flows presented in accordance with GAAP.
The following table presents a reconciliation of the condensed consolidated statements of cash flows presented on a GAAP basis to the condensed consolidated statements of cash flows, excluding the impact of the cash flows of CIPs:
Impact onCash Flowsof CIPs
Cash FlowsExcludingImpact ofCIPs
Cash, cash equivalents and restricted cash, December 31, 2025
11,029
(3,962
6,915
(1,181
4,204
(4,577
326
Cash, cash equivalents and restricted cash, September 30, 2026
12,112
Sources of BlackRock’s operating cash primarily include base fees and securities lending revenue, performance fees, technology services and subscription revenue, advisory and other revenue and distribution fees. BlackRock uses its cash to pay all operating expenses, interest and principal on borrowings, income taxes, dividends/Subco distributions and repurchases of shares and share equivalents, acquisitions, capital expenditures and purchases of co-investments and seed investments.
For details of the Company’s GAAP cash flows from operating, investing and financing activities, see the condensed consolidated statements of cash flows contained in Part I, Item 1 of this filing.
Cash flows provided by/(used in) operating activities, excluding the impact of CIPs, primarily include the receipt of base fees, securities lending revenue, performance fees and technology services and subscription revenue, offset by the payment of operating expenses incurred in the normal course of business, including year-end incentive and deferred cash compensation accrued during prior years, and income tax payments.
Cash flows used in investing activities, excluding the impact of CIPs, for the nine months ended September 30, 2026 were $1.2 billion, primarily reflecting $1 billion of net purchases of investments and $316 million of purchases of property and equipment, partially offset by $175 million of distributions of capital from equity method investees.
Cash flows used in financing activities, excluding the impact of CIPs, for the nine months ended September 30, 2026 were $4.6 billion, primarily resulting from $2.8 billion of dividends/Subco distributions, $1.8 billion worth of share and share equivalents repurchases, including $0.4 billion of employee tax withholdings related to employee stock transactions, partially offset by $127 million from stock options exercised.
The Company manages its financial condition and funding to maintain appropriate liquidity for the business. Management believes that the Company’s liquid assets, continuing cash flows from operations, borrowing capacity under the Company’s existing revolving credit facility and uncommitted commercial paper private placement program, provide sufficient resources to meet the Company’s short-term and long-term cash needs, including operating, debt and other obligations as they come due and anticipated future capital requirements. Liquidity resources at September 30, 2026 and December 31, 2025 were as follows:
Cash and cash equivalents held by CIPs(2)
(461
Subtotal(3)
11,007
Credit facility – undrawn(4)
6,300
5,900
Total liquidity resources
18,390
16,907
Total liquidity resources increased $1.5 billion during the nine months ended September 30, 2026, primarily reflecting cash flows from operating activities and a $400 million increase in the aggregate commitment amount under the credit facility, partially offset by dividends/distributions of $2.8 billion, share and share equivalent repurchases of $1.8 billion, and $1 billion of net purchases of investments.
A significant portion of the Company’s $11.1 billion of investments, as adjusted, is illiquid in nature and, as such, cannot be readily convertible to cash.
Net Capital Requirements. The Company is required to maintain net capital in certain regulated subsidiaries within a number of jurisdictions, which is partially maintained by retaining cash and cash equivalent investments in those subsidiaries or jurisdictions. As a result, such subsidiaries of the Company may be restricted in their ability to transfer cash between different jurisdictions and to their parents. Additionally, transfers of cash between international jurisdictions may have adverse tax consequences that could discourage such transfers.
BlackRock Institutional Trust Company, N.A. (“BTC”) is chartered as a national bank that does not accept deposits or make commercial loans and whose operations are limited to trust and other fiduciary activities. BTC provides investment management and other fiduciary services, including investment advisory and securities lending agency services, to institutional clients. BTC is subject to regulatory capital and liquid asset requirements administered by the US Office of the Comptroller of the Currency.
At both September 30, 2026 and December 31, 2025, the Company was required to maintain approximately $2.2 billion in net capital in certain regulated subsidiaries, including BTC, entities regulated by the Financial Conduct Authority and Prudential Regulation Authority in the UK, and the Company’s broker-dealers. The Company was in compliance with all applicable regulatory net capital requirements.
At September 30, 2026, the principal amount of long-term notes outstanding was $12.8 billion. See Note 15, Borrowings, in the 2025 Form 10-K for more information on overall borrowings outstanding as of December 31, 2025.
During the nine months ended September 30, 2026, the Company paid approximately $446 million of interest on long-term notes. Future principal repayments and interest requirements at September 30, 2026 were as follows:
Year
Principal
Interest
Total Payments
Remainder of 2026
493
1,993
445
2030
377
1,377
2031
1,603
Thereafter(1)
7,586
3,767
11,353
5,910
18,746
Supplemental Guarantor Information
BlackRock, Inc. (“New BlackRock”) is the issuer of 4.6% Notes due 2027, 4.7% Notes due 2029, 5.0% Notes due 2034, 4.9% Notes due 2035, 3.75% Notes due 2035, 5.25% Notes due 2054 and 5.35% Notes due 2055 (collectively the "New BlackRock Notes"), which are fully and unconditionally guaranteed on a senior unsecured basis by Old BlackRock ("Notes Guarantees"). The New BlackRock Notes and the Notes Guarantees rank equally in right of payment with all of BlackRock's and Old BlackRock's other unsubordinated indebtedness, respectively. No other subsidiary of New BlackRock or Old BlackRock guarantees the New BlackRock Notes. The Notes Guarantees will be automatically and unconditionally released and discharged, and Old BlackRock will be released from all obligations under the indenture in its capacity as guarantor, in certain circumstances as described in the separate indentures governing the New BlackRock Notes. See Note 14, Borrowings, in the notes to the condensed consolidated financial statements and Note 15, Borrowings, in the 2025 Form 10-K for further information on New BlackRock Notes.
In October 2024, in connection with the closing of the GIP Transaction, New BlackRock also entered into a guarantee (the “New BlackRock Guarantee”) pursuant to which New BlackRock fully and unconditionally guaranteed, on a senior unsecured basis, the remaining obligations of Old BlackRock with respect to its previously issued senior unsecured notes. The New BlackRock Guarantee ranks equally in right of payment with all of New BlackRock's other unsubordinated indebtedness. In certain circumstances as described in the New BlackRock Guarantee, the New BlackRock Guarantee will be automatically and unconditionally released and discharged, and New BlackRock will be released from all obligations under the New BlackRock Guarantee.
The following presents unaudited summarized financial information of New BlackRock and Old BlackRock (together with New BlackRock, the "Obligor Group") on a combined basis as of September 30, 2026 and December 31, 2025 and for the three and nine months ended September 30, 2026. Intercompany balances and transactions between New BlackRock and Old BlackRock have been eliminated, and balances and transactions with subsidiaries, which are not part of the Obligor Group, have been separately presented, and investments in and equity in earnings related to subsidiaries of New BlackRock and Old BlackRock, which are not members of the Obligor Group, have been excluded.
Summarized Balance Sheet (unaudited)
Receivables from non-guarantor subsidiaries
2,655
Goodwill and intangible assets
27,016
27,274
1,287
1,228
28,310
31,157
12,769
Payables to non-guarantor subsidiaries
3,364
5,485
3,796
3,806
19,900
22,060
Summarized Income Statement (unaudited)
For the three months ended September 30, 2026, net loss of the Obligor Group was $610 million, primarily comprised of a noncash loss of $450 million related to a change in fair value of contingent consideration, $130 million of interest expense and $86 million of intangible amortization expense. Revenue during this period was not material.
For the nine months ended September 30, 2026, net loss of the Obligor Group was $446 million, primarily comprised of $391 million of interest expense and $257 million of intangible amortization expense. Revenue during this period was not material.
Commitments and Contingencies
Contingent Consideration Liabilities. In connection with certain acquisitions, BlackRock is required to make contingent payments, subject to the achievement of specified performance targets or satisfaction of certain post-closing conditions. The fair value of any contingent consideration is estimated at the time of acquisition closing and is included in contingent consideration liabilities on the condensed consolidated statements of financial condition. The fair value of the remaining aggregate contingent payments at September 30, 2026 totaled $5.9 billion, including $4.8 billion and $900 million related to the GIP and HPS Transactions, respectively. The contingent payments related to the GIP Transaction, if any, will be settled all in stock, for a number of shares ranging from 4.0 million to 5.2 million shares, subject to achieving certain performance targets. The contingent payments related to the HPS Transaction, if any, will be delivered all in Subco Units of approximately 2.8 million to 4.4 million, subject to achieving certain post-closing conditions and financial performance milestones. On July 1, 2026, a contractual provision that could have required cash settlement of the contingent consideration associated with the HPS Transaction expired. As a result, during the third quarter of 2026, the Company reclassified a portion of the contingent consideration, consisting of 2.8 million Subco Units (with a fair value of approximately $2.6 billion) and subject to the achievement of specified post-closing conditions, from liabilities to NCI (nonredeemable).
Critical Accounting Policies and Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expense during the reporting periods. Actual results could differ significantly from those estimates. These estimates, judgments and assumptions are affected by the Company’s application of accounting policies. Management considers the following accounting policies and estimates critical to understanding the condensed consolidated financial statements. These policies and estimates are considered critical because they had a material impact, or are reasonably likely to have a material impact on the Company’s condensed consolidated financial statements and because they require management to make significant judgments, assumptions or estimates. For a summary of these and additional accounting policies as well as recent accounting developments, see Note 2, Significant Accounting Policies, in the notes to the condensed consolidated financial statements. In addition, see Critical Accounting Policies and Estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 2, Significant Accounting Policies, in the 2025 Form 10-K for further information.
Consolidation. The Company consolidates entities in which the Company has a controlling financial interest. The Company has a controlling financial interest when it owns a majority of the VRE or is a primary beneficiary (“PB”) of a VIE. Assessing whether an entity is a VIE or a VRE involves judgment and analysis on a structure-by-structure basis. Factors considered in this assessment include the entity’s legal organization, the entity’s capital structure, the rights of equity investment holders, the Company’s contractual involvement with and economic interest in the entity and any related party or de facto agent implications of the Company’s involvement with the entity. Entities that are determined to be VREs are consolidated if the Company can exert absolute control over the financial and operating policies of the investee, which generally exists if there is greater than 50% voting interest. Entities that are determined to be VIEs are consolidated if the Company is the PB of the entity. BlackRock is deemed to be the PB of a VIE if it (1) has the power to direct the activities that most significantly impact the entities’ economic performance and (2) has the obligation to absorb losses or the right to receive benefits that potentially could be significant to the VIE. There is judgment involved in assessing whether the Company is the PB of a VIE. In addition, the Company’s ownership interest in VIEs is subject to variability and is impacted by actions of other investors such as ongoing redemptions and contributions. The Company generally consolidates VIEs in which it holds an economic interest of 10% or greater and deconsolidates such VIEs once its economic interest falls below 10%. As of September 30, 2026, the Company was deemed to be the PB of approximately 140 VIEs, which are BlackRock sponsored investment products. See Note 6, Consolidated Sponsored Investment Products, in the notes to the condensed consolidated financial statements for more information.
Fair Value Measurements. The Company’s assessment of the significance of a particular input to the fair value measurement according to the fair value hierarchy (i.e., Level 1, 2 and 3 inputs, as defined) in its entirety requires judgment and considers factors specific to the financial instrument. See Note 2, Significant Accounting Policies, and Note 8, Fair Value Disclosures, in the notes to the condensed consolidated financial statements for more information on fair value measurements.
Goodwill and Intangible Assets. The Company accounts for business combinations using the acquisition method of accounting, where the purchase price is allocated to the assets acquired and liabilities assumed based on their fair values at the date of the transaction. Any excess purchase consideration over the fair value of net assets acquired is recorded as goodwill.
The Company determines the fair value of identifiable intangible assets acquired using the best available information which incorporates various estimates and assumptions, including, but not limited to, future expected cash flows, fundraising assumptions, useful lives, and discount rates. These estimates are based on historical data, internal estimates, or external sources. Changes in economic conditions, capital markets, client behavior, regulatory environments, or other factors could cause actual results to differ materially from these estimates and assumptions.
Contingent Consideration Liabilities. In connection with certain acquisitions, BlackRock is required to make contingent payments, subject to the achievement of specified performance targets or satisfaction of certain post-closing conditions. The fair value of this contingent consideration is estimated at the time of acquisition closing and is included in contingent consideration liabilities on the condensed consolidated statements of financial condition. The fair value of the remaining aggregate contingent payments at September 30, 2026 totaled $5.9 billion, including $4.8 billion and $900 million related to the GIP and HPS Transactions, respectively.
The contingent payments related to the GIP Transaction, if any, will be settled all in stock, ranging from 4.0 million to 5.2 million shares, subject to achieving certain performance targets. The fair value of the GIP Transaction contingent consideration is estimated using the income approach, which included certain significant inputs such as a risk-free discount rate of approximately 4.9% as of September 30, 2026, as well as current estimates of the timing and amounts of fundraising forecasts, stock and AUM volatility, and correlation between stock price and AUM (Level 3 inputs).
The payments related to the HPS Transaction, if any, will be delivered all in Subco Units of approximately 2.8 million to 4.4 million, subject to achieving certain post-closing conditions and financial performance milestones. The fair value of the HPS Transaction contingent consideration is estimated using the income approach, which included certain significant inputs such as a risk-free discount rate of approximately 5.0% as of September 30, 2026, as well as estimates of the timing and amounts of fundraising and fee-related earnings forecasts, cost of equity, and stock price performance (Level 3 inputs).
Subsequent changes of estimated fair value of contingent consideration are recorded within change in fair value of contingent consideration expense on the condensed consolidated statements of income. Accordingly, changes in the key inputs and assumptions described will impact the amount of contingent consideration expense recorded in a reporting period. A portion of the contingent consideration is subject to reclassification to equity when certain contingencies are resolved or when triggers that may require the Company to settle an amount in cash expire. On July 1, 2026, a contractual provision that could have required cash settlement of the contingent consideration associated with the HPS Transaction expired. Accordingly, during the third quarter of 2026, the Company reclassified a portion of the contingent consideration, consisting of 2.8 million Subco Units (with a fair value of approximately $2.6 billion as of July 1, 2026) and subject to the achievement of specified post-closing conditions, from liabilities to NCI (nonredeemable).
Investment Advisory Performance Fees / Carried Interest. The Company receives investment advisory performance fees, including incentive allocations (carried interest) from certain actively managed investment funds and certain SMAs. These performance fees are dependent upon exceeding specified relative or absolute investment return thresholds, which vary by product or account, and include monthly, quarterly, annual or longer measurement periods.
Performance fees, including carried interest, are generated on certain management contracts when performance hurdles are achieved. Such performance fees are recognized when the contractual performance criteria have been met and when it is determined that they are no longer probable of significant reversal. Given the unique nature of each fee arrangement, contracts with customers are evaluated on an individual basis to determine the timing of revenue recognition. Significant judgment is involved in making such determination. Performance fees typically arise from investment management services that began in prior reporting periods. Consequently, a portion of the fees the Company recognizes may be partially related to the services performed in prior periods that meet the recognition criteria in the current period. At each reporting date, the Company considers various factors in estimating performance fees to be recognized, including carried interest. These factors include but are not limited to whether: (1) the amounts are dependent on the financial markets and, thus, are highly susceptible to factors outside the Company’s influence; (2) the ultimate payments have a large number and a broad range of possible amounts; and (3) the funds or SMAs have the ability to (a) invest or reinvest their sales proceeds or (b) distribute their sales proceeds and determine the timing of such distributions.
The Company is allocated/distributed carried interest from certain alternative investment products upon exceeding performance thresholds. The Company may be required to reverse/return all, or part, of such carried interest allocations/distributions depending upon future performance of these products. Carried interest subject to such clawback provisions is recorded in investments or cash and cash equivalents to the extent that it is distributed, on its condensed consolidated statements of financial condition. The Company records a liability for deferred carried interest to the extent it receives cash or capital allocations related to carried interest prior to meeting the revenue recognition criteria. At both September 30, 2026 and December 31, 2025, the Company had $3.5 billion of deferred carried interest recorded in other liabilities on the condensed consolidated statements of financial condition. A portion of the deferred carried interest may also be paid to certain employees and other third parties. The ultimate timing of the recognition of performance fee revenue and related compensation expense, if any, is unknown. See Note 16, Revenue, in the notes to the condensed consolidated financial statements for detailed changes in the deferred carried interest liability balance for the three and nine months ended September 30, 2026 and 2025.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
AUM Market Price Risk. BlackRock’s investment advisory and administration fees are primarily comprised of fees based on a percentage of the value of AUM and, in some cases, performance fees expressed as a percentage of the returns realized on AUM. At September 30, 2026, the majority of the Company’s investment advisory and administration fees were based on average or period end AUM of the applicable investment funds or separate accounts. Movements in equity market prices, interest rates/credit spreads, foreign exchange rates or all three could cause the value of AUM to decline, which would result in lower investment advisory and administration fees.
Corporate Investments Portfolio Risks. As a leading investment management firm, BlackRock devotes significant resources across all of its operations to identifying, measuring, monitoring, managing and analyzing market and operating risks, including the management and oversight of its own investment portfolio. The Board of Directors of the Company has adopted guidelines for the review of investments (or commitments to invest) to be made by the Company, requiring, among other things, that certain investments be referred to the Board of Directors, depending on the circumstances, for notification or approval.
In the normal course of its business, BlackRock is exposed to equity market price risk, interest rate/credit spread risk and foreign exchange rate risk associated with its corporate investments.
BlackRock has investments primarily in sponsored investment products that invest in a variety of asset classes, including real assets, private equity and hedge funds. Investments generally are made for co-investment purposes, to establish a performance track record, to hedge exposure to certain deferred cash compensation plans or for regulatory purposes. The Company has a seed capital hedging program in which it enters into futures to hedge market and interest rate exposure with respect to its total portfolio of seed investments in sponsored investment products. The Company had outstanding futures related to its seed capital hedging program with an aggregate notional value of approximately $2.0 billion and $1.7 billion at September 30, 2026 and December 31, 2025, respectively.
At September 30, 2026, approximately $10.4 billion of BlackRock's investments were held in consolidated sponsored investment products accounted for as variable interest entities or voting rights entities. Excluding the impact of the Federal Reserve Bank stock, carried interest, investments made to hedge exposure to certain deferred cash compensation plans and certain investments that are hedged via the seed capital hedging program, the Company’s economic exposure to its investment portfolio is $4.9 billion. See Statement of Financial Condition Overview - Investments in Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations for further information on the Company’s investments.
Equity Market Price Risk. At September 30, 2026, the Company’s net exposure to equity market price risk in its investment portfolio was approximately $1.3 billion of the Company’s total economic investment exposure. Investments subject to market price risk include public and private equity and real assets investments, hedge funds and funds of funds as well as mutual funds. The Company estimates that a hypothetical exposure to a 10% adverse change in market prices would result in a decrease of approximately $128 million in the carrying value of such investments.
Interest Rate/Credit Spread Risk. At September 30, 2026, the Company was exposed to interest rate risk and credit spread risk as a result of approximately $3.6 billion of investments in debt securities and sponsored investment products that invest primarily in debt securities. Management considered a hypothetical exposure to an adverse 100 basis point fluctuation in interest rates or credit spreads and estimates that the impact of such a fluctuation on these investments, in the aggregate, would result in a decrease, or increase, of approximately $80 million in the carrying value of such investments.
Foreign Exchange Rate Risk. As discussed above, the Company invests in sponsored investment products that invest in a variety of asset classes. The carrying value of the total economic investment exposure denominated in foreign currencies, primarily based in the British pound and euro, was approximately $1.2 billion at September 30, 2026. A hypothetical exposure to a 10% adverse change in the applicable foreign exchange rates would result in approximately a $125 million decline in the carrying value of such investments.
Other Market Risks. The Company executes forward foreign currency exchange contracts to mitigate the risk of certain foreign exchange risk movements. At September 30, 2026, the Company had outstanding forward foreign currency exchange contracts with an aggregate notional value of approximately $3.0 billion, with expiration dates primarily during the fourth quarter of 2026. In addition, the Company entered into futures to hedge economically the exposure to market movements on certain deferred cash compensation plans. At September 30, 2026, the Company had outstanding exchange-traded futures with aggregate notional values related to its deferred cash compensation hedging program of approximately $332 million, with expiration dates during the fourth quarter of 2026.
Item 4. Controls and Procedures
Disclosure Controls and Procedures. Under the direction of BlackRock’s Chief Executive Officer and Chief Financial Officer, BlackRock evaluated the effectiveness of its disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report on Form 10-Q. Based on this evaluation, BlackRock’s Chief Executive Officer and Chief Financial Officer have concluded that BlackRock’s disclosure controls and procedures were effective.
Internal Control over Financial Reporting. There were no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2026 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.
PART II – OTHER INFORMATION
Item 1. Legal Proceedings
For a discussion of the Company’s legal proceedings, see Note 15, Commitments and Contingencies, in the notes to the condensed consolidated financial statements of this Form 10-Q.
Item 1A. Risk Factors
In addition to the other information set forth in this report, the risks discussed in BlackRock's Annual Report on Form 10-K for the year ended December 31, 2025 could materially affect our business, financial condition, operating results and nonoperating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
During the three months ended September 30, 2026, the Company made the following purchases of its common stock, which is registered pursuant to Section 12(b) of the Exchange Act.
Total Number of SharesPurchased(1)
AveragePrice Paidper Share
Total Numberof Shares Purchased as Part of PubliclyAnnounced Plans or Programs
MaximumNumber ofShares that May Yet Be Purchased Under the Plans orPrograms(1)
July 1, 2026 through July 31, 2026
179,537
1,068.84
176,038
8,232,124
August 1, 2026 through August 31, 2026
291,817
1,152.82
285,968
7,946,156
September 1, 2026 through September 30, 2026
29,824
1,130.06
27,875
7,918,281
501,178
1,121.38
489,881
Item 5. Other Information
Section 13(r) Disclosure
Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of the Exchange Act, the Company hereby incorporates by reference herein Exhibit 99.1 of this report, which includes information provided to us by Malaysia Airports Holdings Berhad.
Item 6. Exhibits
Exhibit No.
Description
31.1
Section 302 Certification of Chief Executive Officer
31.2
Section 302 Certification of Chief Financial Officer
32.1
Section 906 Certification of Chief Executive Officer and Chief Financial Officer
99.1
101.INS
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH
Inline XBRL Taxonomy Extension Schema with Embedded Linkbases Document
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
BLACKROCK, INC.
(Registrant)
By:
/s/ Martin S. Small
Date: November 4, 2026
Martin S. Small
Senior Managing Director & Chief Financial Officer
(Principal Financial Officer)