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 | Name of exchange on | ||
| 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 | ||||||