SEC Form 8-K filed by BlackRock Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 20, 2026

 

BLACKROCK, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-42297		99-1116001
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

50 Hudson Yards, New York, New York		10001
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 810-5800

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of exchange on which registered
Common Stock, $.01 par value		BLK		New York Stock Exchange
3.750% Notes due 2025		BLK35		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

On May 20, 2026, BlackRock, Inc. (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”). The following are the voting results on each matter submitted to the Company’s shareholders at the Annual Meeting. All director nominees were elected (Item 1). The proposal to approve the compensation of the named executive officers as disclosed in the Company’s proxy statement, through a non-binding advisory vote, was approved (Item 2). Additionally, shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year 2026 (Item 3). Further, shareholders approved an amendment of the certificate of incorporation of the Company’s subsidiary, BlackRock Finance, Inc., to remove a provision regarding pass-through voting (Item 4).

Below are detailed voting results of the shares represented and entitled to vote at the Annual Meeting on each matter voted on and described in detail in the Company’s definitive proxy statement.

Item 1 – Election to the Company’s Board of Directors of the following 19 nominees:

 

		For				Against				Abstain				Broker Non-Vote
Pamela Daley			114,563,622				6,577,990				91,422				10,517,167
Laurence D. Fink			114,511,879				6,262,629				458,526				10,517,167
Gregory J. Fleming			119,674,854				1,460,949				97,231				10,517,167
William E. Ford			114,107,564				7,029,231				96,239				10,517,167
Fabrizio Freda			117,406,333				3,730,339				96,362				10,517,167
Murry S. Gerber			115,167,875				5,917,825				147,334				10,517,167
Margaret “Peggy” L. Johnson			119,690,349				1,450,755				91,930				10,517,167
Robert S. Kapito			119,197,887				1,940,035				95,112				10,517,167
Gregg R. Lemkau			119,850,063				1,282,130				100,841				10,517,167
Cheryl D. Mills			116,186,840				4,948,415				97,779				10,517,167
Kathleen Murphy			118,277,179				2,664,245				291,610				10,517,167
Amin H. Nasser			118,705,824				2,359,016				168,194				10,517,167
Gordon M. Nixon			114,122,841				7,012,916				97,277				10,517,167
Adebayo Ogunlesi			118,863,039				2,077,135				292,860				10,517,167
Kristin C. Peck			117,891,279				3,179,846				161,909				10,517,167
Charles H. Robbins			119,101,426				2,032,771				98,837				10,517,167
Hans E. Vestberg			119,629,719				1,507,057				96,258				10,517,167
Susan L. Wagner			117,031,499				4,109,720				91,815				10,517,167
Mark Wilson			118,658,954				2,476,790				97,290				10,517,167

Item 2 – Approval, in a non-binding advisory vote, of the compensation for named executive officers:

 

For		Against		Abstentions		Broker Non-Votes
78,657,599		42,362,921		212,514		10,517,167

Item 3 – Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year 2026:

 

For		Against		Abstentions		Broker Non-Votes
125,908,412		5,750,963		90,826		0

Item 4 – Amendment of the BlackRock Finance, Inc. certification of incorporation to remove the pass-through voting provision:

 

For		Against		Abstentions		Broker Non-Votes
120,975,330		118,819		138,885		10,517,167

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 hereunto duly authorized.

 

				BlackRock, Inc.
				(Registrant)
				By:		/s/ R. Andrew Dickson III
Date: May 22, 2026						R. Andrew Dickson III
						Corporate Secretary