BLACKROCK LARGE CAP SERIES FUNDS, INC.

N-CSR 1 d300852dncsr.htm BLACKROCK LARGE CAP SERIES FUNDS, INC. BLACKROCK LARGE CAP SERIES FUNDS, INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number: 811-09637

Name of Fund:

BlackRock Large Cap Series Funds, Inc.

BlackRock Advantage Large Cap Value Fund

Fund Address:

100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock Large Cap Series Funds, Inc.,
50 Hudson Yards, New York, NY 10001

Registrant’s telephone number, including area code: (800) 441-7762

Date of fiscal year end: 05/31/2023

Date of reporting period: 05/31/2023

Item 1 – Report to Stockholders

(a) The Report to Shareholders is attached herewith.


		MAY 31, 2023



		2023 Annual Report

BlackRock Funds^SM

BlackRock Advantage International Fund

BlackRock Advantage Large Cap Growth Fund

BlackRock Advantage Small Cap Core Fund

BlackRock Large Cap Series Funds, Inc.

BlackRock Advantage Large Cap Core Fund

BlackRock Advantage Large Cap Value Fund

Not FDIC Insured • May Lose Value • No Bank Guarantee

The Markets in Review

Dear Shareholder,

Investors faced an uncertain economic landscape during the 12-month reporting period ended May 31, 2023, amid mixed indicators and rapidly changing market conditions. The U.S. economy returned to modest growth beginning in the third quarter of 2022, although the pace of growth slowed thereafter. Inflation was elevated, reaching a 40-year high as labor costs grew rapidly and unemployment rates reached the lowest levels in decades. However, inflation moderated as the period continued, while continued strength in consumer spending backstopped the economy.

Equity returns varied substantially, as large-capitalization U.S. stocks gained for the period amid a rebound in big tech stocks, whereas small-capitalization U.S. stocks declined. International equities from developed markets advanced, while emerging market stocks declined substantially, pressured by higher interest rates and falling commodities prices.

The 10-year U.S. Treasury yield rose during the reporting period, driving its price down, as investors reacted to elevated inflation and attempted to anticipate future interest rate changes. The corporate bond market also faced inflationary headwinds, although high-yield corporate bond prices fared better than investment-grade bonds as demand from yield-seeking investors remained strong.

The U.S. Federal Reserve (the “Fed”), acknowledging that inflation has been more persistent than expected, raised interest rates eight times. Furthermore, the Fed wound down its bond-buying programs and incrementally reduced its balance sheet by not replacing securities that reach maturity. In addition, the Fed added liquidity to markets amid the failure of prominent regional banks.

Restricted labor supply kept inflation elevated even as other inflation drivers, such as goods prices and energy costs, moderated. While economic growth was modest in the last year, we believe that stickiness in services inflation and continued wage growth will keep inflation above central bank targets for some time. Although the Fed has decelerated the pace of interest rate hikes and most recently opted for a pause, we believe that the Fed is likely to keep rates high for an extended period to get inflation under control. With this in mind, we believe the possibility of a U.S. recession in the near term is high, but the dimming economic outlook has not yet been fully reflected in current market prices. We believe investors should expect a period of higher volatility as markets adjust to the new economic reality and policymakers attempt to adapt. Resolution of the debt ceiling standoff late in the period eliminated one source of uncertainty, but the relatively modest spending cuts won’t move the needle on the government’s substantial debt burden.

While we favor an overweight to equities in the long term, we prefer an underweight stance on equities overall in the near term. Expectations for corporate earnings remain elevated, which seems inconsistent with the possibility of a recession. Nevertheless, we are overweight on emerging market stocks as we believe a weakening U.S. dollar could provide a supportive backdrop. While we are neutral on credit overall amid tightening credit and financial conditions, there are selective opportunities in the near term. For fixed income investing with a six- to twelve-month horizon, we see the most attractive investments in short-term U.S. Treasuries, global inflation-linked bonds, and emerging market bonds denominated in local currency.

Overall, our view is that investors need to think globally, position themselves to be prepared for a decarbonizing economy, and be nimble as market conditions change. We encourage you to talk with your financial advisor and visit blackrock.com for further insight about investing in today’s markets.

Sincerely,

LOGO

Rob Kapito

President, BlackRock Advisors, LLC

LOGO

Rob Kapito

President, BlackRock Advisors, LLC


Total Returns as of May 31, 2023
	6-Month			12-Month
U.S. large cap equities (S&P 500^® Index)		3.33	%		2.92	%
U.S. small cap equities (Russell 2000^® Index)		(6.53	)		(4.68	)
International equities (MSCI Europe, Australasia, Far East Index)		6.89			3.06
Emerging market equities (MSCI Emerging Markets Index)		(0.37	)		(8.49	)
3-month Treasury bills (ICE BofA 3-Month U.S. Treasury Bill Index)		2.16			3.16
U.S. Treasury securities (ICE BofA 10-Year U.S. Treasury Index)		1.78			(3.65	)
U.S. investment grade bonds (Bloomberg U.S. Aggregate Bond Index)		2.00			(2.14	)
Tax-exempt municipal bonds (Bloomberg Municipal Bond Index)		1.94			0.49
U.S. high yield bonds (Bloomberg U.S. Corporate High Yield 2% Issuer Capped Index)		3.01			0.05



Past performance is not an indication of future results. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.


2		T H I S P A G E I S N O T P A R T O F Y O U R F U N D R E P O R T

Table of Contents


	Page
The Markets in Review		2
Annual Report:
Fund Summary		4
About Fund Performance		19
Disclosure of Expenses		19
Derivative Financial Instruments		20
Financial Statements:
Schedules of Investments		21
Statements of Assets and Liabilities		53
Statements of Operations		55
Statements of Changes in Net Assets		57
Financial Highlights		60
Notes to Financial Statements		84
Report of Independent Registered Public Accounting Firm		99
Important Tax Information		100
Disclosure of Investment Advisory Agreement		101
Director and Officer Information		105
Additional Information		109
Glossary of Terms Used in this Report		111

LOGO


		3


Fund Summary as of May 31, 2023		BlackRock Advantage International Fund

Investment Objective

BlackRock Advantage International Fund’s (the “Fund”) investment objective is to provide long-term capital appreciation.

Portfolio Management Commentary

How did the Fund perform?

For the 12-month period ended May 31, 2023, the Fund outperformed its benchmark, the MSCI EAFE^® Index.

What factors influenced performance?

The period was highlighted by market volatility as investors weighed the trajectory of monetary policy amid stubbornly high inflation and an evolving economic backdrop. While goods inflation moderated, services inflation remained well above expectations, leading to aggressive policy tightening by the Fed. This resulted in a persistently inverted yield curve, often a precursor to an imminent recession. Despite the headwinds and volatility seen during the period, large-cap equities ended the 12 months in positive territory. This was highlighted by the strong recovery seen in 2023 despite cracks appearing in financial stability as the banking sector came under pressure. What began in March accelerated into April 2023 with the second largest U.S. bank failure in history. While the turmoil took a toll on consumer confidence, with spending data demonstrating signs of weakness, the market focused on the measures taken to support banks and depositors, which appeared to have prevented a widespread crisis. While traditional measures of economic activity slowed, online job postings continued to point to labor market strength and stubbornly high inflation, corroborated by a rising Employment Cost Index. Equity markets struggled late in the period despite the rally seen across technology stocks on hopes that the latest evolution in Artificial Intelligence (“AI”) could drive a new paradigm in profitability.

Stock selection sentiment-based measures provided persistent gains during the period. These faster moving insights were able to correctly capture the emerging and evolving market trends. In particular, insights evaluating informed investor sentiment proved additive within industrial companies. Additionally, insights capturing both management and analyst views drove gains as the market’s focus shifted towards growth and the outlook for earnings. These, alongside other consumer sentiment measures, helped position the Fund around the China consumer reopening theme by motivating a successful overweight to luxury names.

Elsewhere, defensive positioning was rewarded later in the period. Fundamental quality insights evaluating accruals as a measure of company overspending drove gains, most notably through overweights to healthcare and defense stocks.

On the downside, select fundamental valuation measures were challenged during the period, given the rapidly shifting market style preferences. Traditional metrics evaluating sales, research expenditures, and other financial statement metrics all detracted from performance. Measures that look toward informed investor positioning and avoid highly shorted stocks detracted as well amid the market volatility. Broader macro positioning also detracted from performance, most notably an overweight to Italian equities and an underweight to the financials sector.

Describe recent portfolio activity.

Over the course of the period, the portfolio maintained a balanced allocation of risk across all major return drivers. There were, however, several new signals added within the stock selection group of insights. The Fund built upon its alternative data capabilities with enhanced data sets that capture informed investor positioning as well as news flow. Additionally, the Fund added to its complex of consumer intent insights with a measure that looks towards social media activity as a measure of potential revenue growth. Finally, the Fund built upon its company employee-related measures by adding an insight that identifies organizations at risk for emerging labor disputes.

Given the dynamism of the current environment, the Fund built upon its alternative data capabilities and instituted enhanced signal constructs to best identify emerging trends, such as sentiment around supply chain disruptions and wage inflation. Additionally, the Fund developed a new bank quality insight to better identify firms with less exposure to uninsured deposits and commercial real estate amid the emerging industry crisis in March 2023. Finally, an insight identifying companies likely to benefit from the emerging theme related to the AI revolution was also implemented.

Describe portfolio positioning at period end.

At period-end, the Fund’s positioning with respect to sector allocation was essentially neutral relative to the MSCI EAFE^® Index. The Fund had slight overweights to the industrials and consumer staples sectors and slight underweights to the financials and consumer discretionary sectors.

The views expressed reflect the opinions of BlackRock as of the date of this report and are subject to change based on changes in market, economic or other conditions. These views are not intended to be a forecast of future events and are no guarantee of future results.


4		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage International Fund

GROWTH OF $10,000 INVESTMENT

LOGO

^(a)	Assuming maximum sales charges, if any, transaction costs and other operating expenses, including investment advisory fees and administration fees, if any. Institutional Shares do not have a sales charge.

^(b)

Under normal circumstances, the Fund seeks to invest at least 80% of its net assets plus the amount of any borrowings for investment purposes in non-U.S. equity securities and equity-like instruments of companies that are components of, or have characteristics similar to, the companies included in the MSCI EAFE^® Index and derivatives that are tied economically to securities of the MSCI EAFE^® Index. The Fund’s total returns prior to June 12, 2017 are the returns of the Fund when it followed different investments strategies under the name BlackRock Global Opportunities Portfolio.

^(c)	An equity index which captures large- and mid-cap representation across certain developed markets countries around the world, excluding the United States and Canada. The index covers approximately 85% of the free float adjusted market capitalization in each country.

Performance


	Average Annual Total Returns^(a)(b)
	1 Year						5 Years						10 Years
	Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge
Institutional		5.10	%		N/A			3.35	%		N/A			5.31	%		N/A
Investor A		4.82			(0.69	)%		3.09			1.98	%		5.04			4.48	%
Investor C		4.04			3.04			2.32			2.32			4.38			4.38
Class K		5.16			N/A			3.39			N/A			5.34			N/A
Class R		4.54			N/A			2.82			N/A			4.71			N/A
MSCI EAFE^® Index		3.06			N/A			3.21			N/A			4.56			N/A

^(a)

Assuming maximum sales charges, if any. Average annual total returns with and without sales charges reflect reductions for distribution and service fees. See “About Fund Performance” for a detailed description of share classes, including any related sales charges and fees, and how performance was calculated for certain share classes.

^(b)

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not an indication of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual							Hypothetical 5% Return
		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)	Annualized Expense Ratio
Institutional	$	1,000.00	$	1,063.30	$	2.57		$	1,000.00	$	1,022.44	$	2.52		0.50	%
Investor A		1,000.00		1,062.00		3.86			1,000.00		1,021.19		3.78		0.75
Investor C		1,000.00		1,057.80		7.70			1,000.00		1,017.45		7.54		1.50
Class K		1,000.00		1,063.60		2.32			1,000.00		1,022.69		2.27		0.45
Class R		1,000.00		1,060.50		5.14			1,000.00		1,019.95		5.04		1.00

^(a)	For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period shown).

See “Disclosure of Expenses” for further information on how expenses were calculated.


F U N D S U M M A R Y		5


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage International Fund

Portfolio Information

TEN LARGEST HOLDINGS


Security^(a)	Percent of Net Assets
Nestlé SA, Registered Shares		3.0	%
ASML Holding NV		2.7
Novartis AG, Registered Shares		2.2
Novo Nordisk A/S, Class B		2.0
SAP SE		1.8
Shell PLC		1.7
Siemens AG, Registered Shares		1.7
BHP Group Ltd.		1.6
LVMH Moet Hennessy Louis Vuitton SE		1.6
AstraZeneca PLC		1.4

^(a)	Excludes short-term securities.

GEOGRAPHIC ALLOCATION


Country	Percent of Net Assets
Japan		20.0	%
France		11.5
United Kingdom		10.2
Switzerland		10.1
Germany		9.8
Australia		8.6
Netherlands		7.1
United States		3.5
Spain		3.0
Denmark		2.8
Sweden		2.6
Hong Kong		2.2
Italy		2.0
Norway		1.6
Belgium		1.5
Singapore		1.0
Luxembourg		1.0
Other (each representing less than 1%)		1.4
Other Assets Less Liabilities		0.1


6		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023		BlackRock Advantage Large Cap Growth Fund

Investment Objective

BlackRock Advantage Large Cap Growth Fund’s (the “Fund”) investment objective is to seek long-term capital appreciation.

Portfolio Management Commentary

How did the Fund perform?

For the 12-month period ended May 31, 2023, all of the Fund’s share classes underperformed its benchmark, the Russell 1000^® Growth Index.

What factors influenced performance?

The Fund’s macro-related insights struggled as performance leadership oscillated between defensive and growth stocks during the period. Insights that identify industries likely to benefit from central bank policy normalization performed poorly. Specifically, these insights motivated positioning within information technology and industrial companies that ran against the broader investor shift to pro-growth exposures during the third quarter of 2022. Later, industry insights motivated positioning that ultimately ran against the market’s “peak inflation” narrative during the fourth quarter of 2022. Inflation data ultimately moved the Fund to a “higher for longer” posture with respect to interest rates in March 2023 which constrained performance as bond yields plummeted in anticipation of a more dovish Fed in the wake of the banking crisis.

Elsewhere, non-traditional quality measures, such as those looking at employee benefits, detracted as they ran against the market’s style preferences for the period.

On the positive side, certain sentiment and fundamental valuation measures provided ballast to the Fund’s performance. An insight capturing bond market sentiment and analyzing company credit data proved additive as it correctly positioned the portfolio during a period of high volatility in interest rate markets. Earlier in the period, valuation measures were aligned with the market’s cyclical tone, most notably measures evaluating levels of research spending and revenue.

Describe recent portfolio activity.

Over the course of the period, the portfolio maintained a balanced allocation of risk across all major return drivers. There were, however, several new signals added within the stock selection group of insights. The Fund built upon its alternative data capabilities with enhanced data sets that capture informed investor positioning as well as news flow. Additionally, the Fund developed a new bank quality insight to better identify firms with less exposure to uninsured deposits and commercial real estate amid the emerging industry crisis in March 2023. Finally, an insight identifying companies likely to benefit from the emerging theme related to the AI revolution was also implemented.

Describe portfolio positioning at period end.

Relative to the Russell 1000^® Growth Index, the Fund was positioned essentially neutrally from a sector perspective. The Fund had slight overweight positions in the information technology and industrials sectors and slight underweight positions in the financials and energy sectors.


F U N D S U M M A R Y		7


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Large Cap Growth Fund

GROWTH OF $10,000 INVESTMENT

LOGO

^(a)	Assuming maximum sales charges, if any, transaction costs and other operating expenses, including investment advisory fees and administration fees, if any. Institutional Shares do not have a sales charge.

^(b)

Under normal circumstances, the Fund seeks to invest at least 80% of its net assets plus the amount of any borrowings for investment purposes in large cap equity securities of U.S. issuers and derivatives that have similar economic characteristics to such securities. The Fund’s total returns prior to June 12, 2017 are the returns of the Fund when it followed different investment strategies under the name BlackRock Flexible Equity Fund.

^(c)	An index that measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values.

Performance


	Average Annual Total Returns^(a)(b)
	1 Year						5 Years						10 Years
	Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge
Institutional		5.62	%		N/A			11.26	%		N/A			11.09	%		N/A
Investor A		5.28			(0.24	)%		10.98			9.79	%		10.77			10.18	%
Investor C		4.50			3.50			10.15			10.15			10.10			10.10
Class K		5.63			N/A			11.31			N/A			10.95			N/A
Class R		5.03			N/A			10.70			N/A			10.45			N/A
Russell 1000^® Growth Index		9.55			N/A			13.84			N/A			14.76			N/A

^(a)

^(b)

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not an indication of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual							Hypothetical 5% Return
		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)	Annualized Expense Ratio
Institutional	$	1,000.00	$	1,089.80	$	3.20		$	1,000.00	$	1,021.87	$	3.07		0.61	%
Investor A		1,000.00		1,087.90		4.53			1,000.00		1,020.59		4.38		0.87
Investor C		1,000.00		1,083.80		8.42			1,000.00		1,016.85		8.15		1.62
Class K		1,000.00		1,090.00		2.97			1,000.00		1,022.09		2.87		0.57
Class R		1,000.00		1,087.00		5.83			1,000.00		1,019.35		5.64		1.12

^(a)	For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period shown).

See “Disclosure of Expenses” for further information on how expenses were calculated.


8		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Large Cap Growth Fund

Portfolio Information

TEN LARGEST HOLDINGS


Security^(a)	Percent of Net Assets
Apple Inc.		11.2	%
Microsoft Corp.		10.7
NVIDIA Corp.		5.6
Amazon.com, Inc.		4.9
Alphabet, Inc., Class C, NVS		2.7
UnitedHealth Group, Inc.		2.4
Alphabet, Inc., Class A		2.2
PepsiCo, Inc.		2.2
Tesla, Inc.		1.9
Adobe, Inc.		1.9

^(a)	Excludes short-term securities.

SECTOR ALLOCATION


Sector^(a)	Percent of Net Assets
Information Technology		44.8	%
Consumer Discretionary		14.2
Health Care		11.6
Industrials		8.8
Communication Services		6.9
Consumer Staples		6.3
Financials		4.7
Materials		1.2
Other (each representing less than 1%)		0.6
Short-Term Securities		1.9
Liabilities in Excess of Other Assets		(1.0	)

^(a)

For Fund compliance purposes, the Fund’s sector classifications refer to one or more of the sector sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such sector sub-classifications for reporting ease.


F U N D S U M M A R Y		9


Fund Summary as of May 31, 2023		BlackRock Advantage Small Cap Core Fund

Investment Objective

BlackRock Advantage Small Cap Core Fund’s (the “Fund”) investment objective is to seek capital appreciation over the long term.

Portfolio Management Commentary

How did the Fund perform?

For the 12-month period ended May 31, 2023, the Fund underperformed the benchmark Russell 2000^® Index.

What factors influenced performance?

The Fund’s non-traditional quality measures, which tend to have a growth orientation, weighed most heavily on performance for the period. These included a measure evaluating corporate culture which struggled within biotechnology companies, especially during the final months of the period. In addition, a measure evaluating company benefits struggled within healthcare.

Elsewhere, macro thematic measures were challenged to navigate the market’s shifting preferences between defensive and growth stocks during the period. In particular, insights that identify industries likely to benefit from central bank policy normalization weighed on performance within the information technology sector.

In the final months of the period, trending sentiment measures struggled to find their footing. These included measures that analyze informed investor positioning and company conference calls, which performed poorly across information technology and industrial companies, respectively.

Certain trend-based sentiment measures proved additive as they correctly captured the evolving economic backdrop, before becoming a source of underperformance toward period-end. Most notably strong performance was seen across insights that analyze text from market participants and measures that look at retail investor flows. Elsewhere, a notable performer was a stability insight that preferred lower-risk securities that performed well against the backdrop of elevated market volatility.

Finally, traditional valuation measures, such as those looking at sales relative to enterprise value and book value relative to stock price were additive earlier in the period as they were aligned with the cyclical tone of the market in motivating an overweight to industrial companies.

Describe recent portfolio activity.

Over the course of the period, the portfolio maintained a balanced allocation of risk across all major return drivers. There were, however, several new signals added within the stock selection group of insights. The Fund built upon its alternative data capabilities with enhanced data sets that capture informed investor positioning as well as news flow. Additionally, the Fund developed a new bank quality insight to better identify firms with less exposure to uninsured deposits and commercial real estate amid the emerging industry crisis in March 2023. Finally, an insight identifying companies likely to benefit from the emerging theme related to the AI revolution was also implemented.

Describe portfolio positioning at period end.

Relative to the Russell 2000^® Index, the Fund remained largely sector-neutral at period end. The Fund ended the period with slight overweight allocations to the industrials and healthcare sectors, and slight underweights to the financials and materials sectors.


10		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Small Cap Core Fund

GROWTH OF $10,000 INVESTMENT

LOGO

^(a)	Assuming maximum sales charges, if any, transaction costs and other operating expenses, including investment advisory fees and administration fees, if any. Institutional Shares do not have a sales charge.

^(b)	Under normal circumstances, the Fund seeks to invest at least 80% of its net assets plus any borrowings for investment purposes in equity securities or other financial instruments that are components of, or have market capitalizations similar to, the securities included in the Russell 2000^® Index.

^(c)

An index that measures the performance of the small-cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2,000 of the smallest securities based on a combination of their market cap and current index membership.

Performance


	Average Annual Total Returns^(a)
	1 Year						5 Years						10 Years
	Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge
Institutional		(5.75	)%		N/A			3.60	%		N/A			8.16	%		N/A
Investor A		(5.98	)		(10.91	)%		3.34			2.23	%		7.88			7.30	%
Investor C		(6.70	)		(7.61	)		2.56			2.56			7.24			7.24
Class K		(5.70	)		N/A			3.64			N/A			8.19			N/A
Russell 2000^® Index		(4.68	)		N/A			2.74			N/A			7.36			N/A

^(a)

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not an indication of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual							Hypothetical 5% Return
		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)	Annualized Expense Ratio
Institutional	$	1,000.00	$	919.30	$	2.39		$	1,000.00	$	1,022.44	$	2.52		0.50	%
Investor A		1,000.00		918.00		3.59			1,000.00		1,021.19		3.78		0.75
Investor C		1,000.00		914.50		7.16			1,000.00		1,017.45		7.54		1.50
Class K		1,000.00		919.60		2.15			1,000.00		1,022.69		2.27		0.45

^(a)	For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period shown).

See “Disclosure of Expenses” for further information on how expenses were calculated.


F U N D S U M M A R Y		11


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Small Cap Core Fund

Portfolio Information

TEN LARGEST HOLDINGS


Security^(a)	Percent of Net Assets
Insperity, Inc.		1.4	%
EMCOR Group, Inc.		1.1
Merit Medical Systems, Inc.		0.9
Commercial Metals Co.		0.8
Sanmina Corp.		0.8
Heartland Financial U.S.A., Inc.		0.8
Franklin Electric Co., Inc.		0.8
Rush Enterprises, Inc., Class A		0.8
UFP Industries, Inc.		0.8
Hancock Whitney Corp.		0.8

^(a)	Excludes short-term securities.

SECTOR ALLOCATION


Sector^(a)	Percent of Net Assets
Health Care		18.8	%
Industrials		17.6
Financials		13.6
Information Technology		13.4
Consumer Discretionary		11.7
Real Estate		6.0
Energy		5.7
Consumer Staples		3.6
Materials		3.1
Communication Services		2.9
Utilities		2.7
Short-Term Securities		3.8
Liabilities in Excess of Other Assets		(2.9	)

^(a)


12		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023		BlackRock Advantage Large Cap Core Fund

Investment Objective

BlackRock Advantage Large Cap Core Fund’s (the “Fund”) investment objective is to seek long-term capital growth. In other words, the Fund tries to choose investments that will increase in value.

Portfolio Management Commentary

How did the Fund perform?

For the 12-month period ended May 31, 2023, the Fund underperformed its benchmark, the Russell 1000^® Index.

What factors influenced performance?

Elsewhere, non-traditional quality measures, such as those looking at employee benefits and company news controversies, detracted as they ran against the market’s style preferences for the period. The Fund’s use of derivatives marginally detracted from performance.

On the positive side, certain sentiment and fundamental valuation measures provided ballast to the Fund’s performance. Within sentiment measures, a bond market insight proved additive as it correctly positioned the portfolio within the financials sector during a period of high volatility in interest rate markets driven by the banking crisis. Earlier in the period, contrarian quality and valuation measures were aligned with the market’s cyclical tone, most notably measures evaluating levels of external financing and research spending.

Describe recent portfolio activity.

Over the course of the period, the portfolio maintained a balanced allocation of risk across all major return drivers. There were, however, several new signals added within the stock selection group of insights. The Fund built upon its alternative data capabilities with enhanced data sets that capture informed investor positioning as well as news flow. Additionally, the Fund developed a new bank quality insight to better identify firms with less exposure to uninsured deposits and commercial real estate amid the emerging industry crisis in March 2023. Finally, an insight identifying companies likely to benefit from the emerging theme related to the AI revolution was also implemented.

Describe portfolio positioning at period end.

Relative to the Russell 1000^® Index, the Fund was positioned essentially neutrally from a sector perspective. The Fund had slight overweight positions in the information technology and consumer staples sectors and slight underweight positions in the financials and utilities sectors.


F U N D S U M M A R Y		13


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Large Cap Core Fund

GROWTH OF $10,000 INVESTMENT

LOGO

^(a)	Assuming maximum sales charges, if any, transaction costs and other operating expenses, including investment advisory fees and administration fees, if any. Institutional Shares do not have a sales charge.

^(b)	The Fund invests primarily in a diversified portfolio consisting primarily of common stock of U.S. companies that Fund management believes have exhibited above-average growth rates in earnings over the long term.

^(c)

An index that measures the performance of the large-cap segment of the U.S. equity universe. It is a subset of the Russell 3000^® Index and includes approximately 1,000 of the largest securities based on a combination of their market capitalization and current index membership. The index represents approximately 93% of the U.S. market.

Performance


	Average Annual Total Returns^(a)
	1 Year						5 Years						10 Years
	Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge
Institutional		0.63	%		N/A			9.49	%		N/A			11.05	%		N/A
Investor A		0.34			(4.93	)%		9.21			8.04	%		10.76			10.17	%
Investor C		(0.42	)		(1.34	)		8.39			8.39			10.06			10.06
Class K		0.63			N/A			9.53			N/A			11.07			N/A
Class R		0.14			N/A			8.94			N/A			10.47			N/A
Russell 1000^® Index		2.45			N/A			10.61			N/A			11.76			N/A

^(a)

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not an indication of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual							Hypothetical 5% Return
		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)	Annualized Expense Ratio
Institutional	$	1,000.00	$	1,017.00	$	2.41		$	1,000.00	$	1,022.54	$	2.42		0.48	%
Investor A		1,000.00		1,015.50		3.67			1,000.00		1,021.29		3.68		0.73
Investor C		1,000.00		1,011.70		7.42			1,000.00		1,017.55		7.44		1.48
Class K		1,000.00		1,017.00		2.16			1,000.00		1,022.79		2.17		0.43
Class R		1,000.00		1,014.40		4.92			1,000.00		1,020.05		4.94		0.98

^(a)	For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period shown).

See “Disclosure of Expenses” for further information on how expenses were calculated.


14		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Large Cap Core Fund

Portfolio Information

TEN LARGEST HOLDINGS


Security^(a)	Percent of Net Assets
Microsoft Corp.		7.3	%
Apple Inc.		7.0
NVIDIA Corp.		3.5
Alphabet, Inc., Class A		2.6
Amazon.com, Inc.		2.4
PepsiCo, Inc.		1.8
Chevron Corp.		1.8
Walmart, Inc.		1.7
Meta Platforms, Inc., Class A		1.7
Alphabet, Inc., Class C, NVS		1.7

^(a)	Excludes short-term investments.

SECTOR ALLOCATION


Sector^(a)	Percent of Net Assets
Information Technology		28.5	%
Health Care		14.4
Financials		11.2
Consumer Discretionary		10.9
Industrials		10.5
Consumer Staples		7.9
Communication Services		7.7
Energy		3.1
Real Estate		2.2
Materials		1.4
Utilities		1.2
Short-Term Securities		0.9
Other Assets Less Liabilities		0.1

^(a)


F U N D S U M M A R Y		15


Fund Summary as of May 31, 2023		BlackRock Advantage Large Cap Value Fund

Investment Objective

BlackRock Advantage Large Cap Value Fund’s (the “Fund”) investment objective is to seek long-term capital growth. In other words, the Fund tries to choose investments that will increase in value.

Portfolio Management Commentary

How did the Fund perform?

For the 12-month period ended May 31, 2023, the Fund underperformed its benchmark, the Russell 1000^® Value Index.

What factors influenced performance?

The Fund’s macro-related insights struggled as performance leadership oscillated between defensive and growth stocks during the period. Insights that identify industries likely to benefit from central bank policy normalization performed poorly. Specifically, these insights motivated an unsuccessful underweight to consumer discretionary, most notably hotel and leisure companies. Later, industry insights motivated positioning that ultimately ran against the market’s “peak inflation” narrative during the fourth quarter of 2022. Inflation data ultimately moved the Fund to a “higher for longer” posture with respect to interest rates in March 2023 which constrained performance as bond yields plummeted in anticipation of a more dovish Fed in the wake of the banking crisis.

Elsewhere, non-traditional quality measures which tend to have a growth orientation, such as those looking at employee benefits, detracted as they ran against the market’s style preferences for the period.

On the positive side, certain sentiment and fundamental measures provided ballast to the Fund’s performance. An insight capturing bond market sentiment and informed investor flows proved additive as it correctly positioned the portfolio during a period of high volatility in interest rate markets. Traditional fundamental measures evaluating research spending, alongside quality related insights with a preference for lower volatility names and looking at equity issuance, were also among the top performers.

Describe recent portfolio activity.

Over the course of the period, the portfolio maintained a balanced allocation of risk across all major return drivers. There were, however, several new signals added within the stock selection group of insights. The Fund built upon its alternative data capabilities with enhanced data sets that capture informed investor positioning as well as news flow. Additionally, the Fund developed a new bank quality insight to better identify firms with less exposure to uninsured deposits and commercial real estate amid the emerging industry crisis in March 2023. Finally, an insight identifying companies likely to benefit from the emerging theme related to the AI revolution was also implemented.

Describe portfolio positioning at period end.

Relative to the Russell 1000^® Value Index, the Fund was positioned essentially neutrally from a sector perspective. The Fund had slight overweight positions in the information technology and consumer staples sectors and slight underweight positions in the materials and utilities sectors.


16		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Large Cap Value Fund

GROWTH OF $10,000 INVESTMENT

LOGO

^(a)	Assuming maximum sales charges, if any, transaction costs and other operating expenses, including investment advisory fees and administration fees, if any. Institutional Shares do not have a sales charge.

^(b)

^(c)	An index that measures the performance of the large-cap value segment of the U.S. equity universe. It includes those Russell 1000^® companies with lower price-to-book ratios and lower expected growth values.

Performance


	Average Annual Total Returns^(a)(b)
	1 Year						5 Years						10 Years
	Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge			Without Sales Charge			With Sales Charge
Institutional		(4.97	)%		N/A			6.47	%		N/A			8.59	%		N/A
Investor A		(5.22	)		(10.19	)%		6.21			5.07	%		8.29			7.71	%
Investor C		(5.89	)		(6.78	)		5.42			5.42			7.64			7.64
Class K		(4.91	)		N/A			6.53			N/A			8.62			N/A
Class R		(5.43	)		N/A			5.94			N/A			8.01			N/A
Russell 1000^® Value Index		(4.55	)		N/A			6.78			N/A			8.42			N/A

^(a)

^(b)

N/A - Not applicable as share class and index do not have a sales charge.

Past performance is not an indication of future results.

Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles.

Expense Example


	Actual							Hypothetical 5% Return
		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)		Beginning Account Value (12/01/22)		Ending Account Value (05/31/23)		Expenses Paid During the Period	^(a)	Annualized Expense Ratio
Institutional	$	1,000.00	$	946.00	$	2.62		$	1,000.00	$	1,022.24	$	2.72		0.54	%
Investor A		1,000.00		944.50		3.83			1,000.00		1,020.99		3.98		0.79
Investor C		1,000.00		941.30		7.45			1,000.00		1,017.25		7.75		1.54
Class K		1,000.00		946.40		2.38			1,000.00		1,022.49		2.47		0.49
Class R		1,000.00		943.80		5.04			1,000.00		1,019.75		5.24		1.04

^(a)	For each class of the Fund, expenses are equal to the annualized expense ratio for the class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period shown).

See “Disclosure of Expenses” for further information on how expenses were calculated.


F U N D S U M M A R Y		17


Fund Summary as of May 31, 2023 (continued)		BlackRock Advantage Large Cap Value Fund

Portfolio Information

TEN LARGEST HOLDINGS


Security^(a)	Percent of Net Assets
Chevron Corp.		2.7	%
Meta Platforms, Inc., Class A		2.6
Walmart, Inc.		2.4
Berkshire Hathaway, Inc., Class B		2.1
Bristol-Myers Squibb Co.		1.8
CVS Health Corp.		1.7
Johnson & Johnson		1.6
Boston Scientific Corp.		1.6
Honeywell International, Inc.		1.6
JPMorgan Chase & Co.		1.6

^(a)	Excludes short-term securities.

SECTOR ALLOCATION


Sector^(a)	Percent of Net Assets
Financials		18.8	%
Health Care		17.3
Industrials		12.3
Information Technology		9.1
Consumer Staples		9.0
Communication Services		7.8
Consumer Discretionary		6.9
Energy		6.5
Real Estate		4.6
Utilities		4.0
Materials		2.7
Short-Term Securities		1.1
Liabilities in Excess of Other Assets		(0.1	)

^(a)


18		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

About Fund Performance

Institutional and Class K Shares are not subject to any sales charge. These shares bear no ongoing distribution or service fees and are available only to certain eligible investors. BlackRock Advantage International Fund’s, BlackRock Advantage Large Cap Core Fund’s and BlackRock Advantage Large Cap Value Fund’s Class K Shares performance shown prior to the Class K Shares inception date of January 25, 2018 is that of Institutional Shares. BlackRock Advantage Large Cap Growth Fund’s Class K Shares performance shown prior to the Class K Shares inception date of January 25, 2018 is that of Investor A Shares. BlackRock Advantage Small Cap Core Fund’s Class K Shares performance shown prior to the Class K Shares inception date of March 28, 2016 is that of Institutional Shares. The performance of each Fund’s Class K Shares would be substantially similar to Investor A Shares or Institutional Shares, as applicable, because Investor A Shares or Institutional Shares, as applicable, of a Fund invest in the same portfolio of securities and performance would only differ to the extent that Class K Shares and Investor A Shares or Institutional Shares, as applicable, have different expenses. The actual returns of Class K Shares would have been higher than those of Investor A Shares or Institutional Shares, as applicable, because Class K Shares have lower expenses than Investor A Shares and Institutional Shares.

Investor A Shares are subject to a maximum initial sales charge (front-end load) of 5.25% and a service fee of 0.25% per year (but no distribution fee). Certain redemptions of these shares may be subject to a contingent deferred sales charge (“CDSC”) where no initial sales charge was paid at the time of purchase. These shares are generally available through financial intermediaries. On July 6, 2021, BlackRock Advantage Large Cap Growth Fund’s issued and outstanding Service Shares converted into Investor A Shares with the same relative aggregate net asset value (“NAV”).

Investor C Shares are subject to a 1.00% CDSC if redeemed within one year of purchase. In addition, these shares are subject to a distribution fee of 0.75% per year and a service fee of 0.25% per year. These shares are generally available through financial intermediaries. These shares automatically convert to Investor A Shares after approximately eight years.

Class R Shares (available only in BlackRock Advantage International Fund, BlackRock Advantage Large Cap Growth Fund, BlackRock Advantage Large Cap Core Fund and BlackRock Advantage Large Cap Value Fund) are not subject to any sales charge. These shares are subject to a distribution fee of 0.25% per year and a service fee of 0.25% per year. These shares are available only to certain employer-sponsored retirement plans.

Past performance is not an indication of future results. Financial markets have experienced extreme volatility and trading in many instruments has been disrupted. These circumstances may continue for an extended period of time and may continue to affect adversely the value and liquidity of each Fund’s investments. As a result, current performance may be lower or higher than the performance data quoted. Refer to blackrock.com to obtain performance data current to the most recent month-end. Performance results do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Figures shown in the performance tables assume reinvestment of all distributions, if any, at NAV on the ex-dividend date or payable date, as applicable. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Distributions paid to each class of shares will vary because of the different levels of service, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders.

BlackRock Advisors, LLC (the “Manager”), each Fund’s investment adviser, has contractually and/or voluntarily agreed to waive and/or reimburse a portion of each Fund’s expenses. Without such waiver(s) and/or reimbursement(s), each Fund’s performance would have been lower. With respect to each Fund’s voluntary waiver(s), if any, the Manager is under no obligation to waive and/or reimburse or to continue waiving and/or reimbursing its fees and such voluntary waiver(s) may be reduced or discontinued at any time. With respect to each Fund’s contractual waiver(s), if any, the Manager is under no obligation to continue waiving and/or reimbursing its fees after the applicable termination date of such agreement. See the Notes to Financial Statements for additional information on waivers and/or reimbursements.

Disclosure of Expenses

Shareholders of each Fund may incur the following charges: (a) transactional expenses, such as sales charges; and (b) operating expenses, including investment advisory fees, administration fees, service and distribution fees, including 12b-1 fees, acquired fund fees and expenses, and other fund expenses. The expense examples shown (which are based on a hypothetical investment of $1,000 invested at the beginning of the period and held through the end of the period) are intended to assist shareholders both in calculating expenses based on an investment in each Fund and in comparing these expenses with similar costs of investing in other mutual funds.

The expense examples provide information about actual account values and actual expenses. Annualized expense ratios reflect contractual and voluntary fee waivers, if any. In order to estimate the expenses a shareholder paid during the period covered by this report, shareholders can divide their account value by $1,000 and then multiply the result by the number corresponding to their Fund and share class under the heading entitled “Expenses Paid During the Period.”

The expense examples also provide information about hypothetical account values and hypothetical expenses based on a Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses. In order to assist shareholders in comparing the ongoing expenses of investing in these Funds and other funds, compare the 5% hypothetical examples with the 5% hypothetical examples that appear in shareholder reports of other funds.

The expenses shown in the expense examples are intended to highlight shareholders’ ongoing costs only and do not reflect transactional expenses, such as sales charges, if any. Therefore, the hypothetical examples are useful in comparing ongoing expenses only and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher.


A B O U T F U N D P E R F O R M A N C E / D I S C L O S U R E O F E X P E N S E S		19

Derivative Financial Instruments

The Funds may invest in various derivative financial instruments. These instruments are used to obtain exposure to a security, commodity, index, market, and/or other assets without owning or taking physical custody of securities, commodities and/or other referenced assets or to manage market, equity, credit, interest rate, foreign currency exchange rate, commodity and/or other risks. Derivative financial instruments may give rise to a form of economic leverage and involve risks, including the imperfect correlation between the value of a derivative financial instrument and the underlying asset, possible default of the counterparty to the transaction or illiquidity of the instrument. Pursuant to Rule 18f-4 under the 1940 Act, among other things, the Fund must either use derivative financial instruments with embedded leverage in a limited manner or comply with an outer limit on fund leverage risk based on value-at-risk. The Funds’ successful use of a derivative financial instrument depends on the investment adviser’s ability to predict pertinent market movements accurately, which cannot be assured. The use of these instruments may result in losses greater than if they had not been used, may limit the amount of appreciation a Fund can realize on an investment and/or may result in lower distributions paid to shareholders. The Funds’ investments in these instruments, if any, are discussed in detail in the Notes to Financial Statements.


20		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments

May 31, 2023

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks

Australia — 8.6%
Ampol Ltd.		14,616	$	298,580
ANZ Group Holdings Ltd.		170,455		2,535,445
Aristocrat Leisure Ltd.		480,369		11,601,546
Bank of Queensland Ltd.		347,005		1,233,401
Beach Energy Ltd.		234,298		211,610
BHP Group Ltd.		722,349		19,765,714
Brambles Ltd.		11,195		99,954
Charter Hall Group		23,032		167,666
Cochlear Ltd.		352		55,708
Commonwealth Bank of Australia		22,631		1,422,648
CSL Ltd.		34,461		6,863,130
Flight Centre Travel Group Ltd.^(a)		134,440		1,846,315
Fortescue Metals Group Ltd.		625,501		7,832,193
GPT Group		36,235		98,704
Lottery Corp. Ltd.		217,698		704,470
Macquarie Group Ltd.		107,188		11,888,950
National Australia Bank Ltd.		273,041		4,598,787
Newcrest Mining Ltd.		12,128		204,588
Rio Tinto Ltd.		48,583		3,385,460
Rio Tinto PLC		165,608		9,786,036
Rocketboots Ltd.^(a)(b)		1,389		72
Santos Ltd.		119,155		564,047
Sonic Healthcare Ltd.		106,166		2,428,142
Steadfast Group Ltd.		52,925		204,027
Telstra Group Ltd.		863,838		2,449,712
Transurban Group		21,640		208,739
Westpac Banking Corp.		600,165		8,056,403
Woodside Energy Group Ltd.		85,202		1,885,268
Worley Ltd.		409,925		4,338,597

				104,735,912

Austria — 0.5%
ams-OSRAM AG^(a)(b)		156,391		1,152,394
ANDRITZ AG		42,564		2,287,320
BAWAG Group AG^(c)		21,926		957,257
Raiffeisen Bank International AG^(a)		147,154		2,163,782

				6,560,753

Belgium — 1.5%
Anheuser-Busch InBev SA/NV		153,741		8,201,313
Elia Group SA/NV		2,757		333,660
Groupe Bruxelles Lambert NV		6,280		484,597
KBC Group NV		31,423		2,064,465
Sofina SA		355		73,467
Solvay SA		69,537		7,275,307

				18,432,809

Denmark — 2.8%
DSV A/S		294		56,848
Genmab A/S^(a)		6,630		2,609,946
H Lundbeck A/S, Class B		66,737		351,280
Jyske Bank A/S, Registered Shares^(a)		987		68,065
Novo Nordisk A/S, Class B		153,031		24,627,438
Novozymes A/S, B Shares		118,396		5,722,167
Pandora A/S		584		46,613
Tryg A/S		24,269		552,411

				34,034,768

Finland — 0.0%
Metso Oyj		23,102		253,268


France — 11.5%
Aeroports de Paris^(a)		221		33,684
Air Liquide SA		2,174		364,260


Security	Shares		Value

France (continued)
Airbus SE		3,084	$	405,007
ALD SA^(c)		19		205
Amundi SA^(c)		8,803		496,791
Arkema SA		25,634		2,239,115
BNP Paribas SA		28,454		1,654,267
Bureau Veritas SA		79,405		2,017,901
Capgemini SE		33,019		5,760,369
Carrefour SA		216,373		3,982,213
Danone SA		4,570		270,493
Dassault Aviation SA		30,660		5,200,586
Dassault Systemes SE		243,809		10,748,892
Edenred		719		46,281
Engie SA		359,697		5,408,625
EssilorLuxottica SA		2,810		508,900
Eurazeo SE		886		60,602
Hermes International		7,771		15,851,465
Kering SA		808		432,007
La Francaise des Jeux SAEM, Class A^(c)		3,246		125,494
Legrand SA		711		67,397
L’Oreal SA		27,820		11,911,029
LVMH Moet Hennessy Louis Vuitton SE		21,790		19,051,612
Pernod Ricard SA		23,723		5,138,849
Rexel SA		109,484		2,247,571
Safran SA		72,065		10,467,057
Sanofi		110,996		11,324,594
Schneider Electric SE		81,568		14,111,171
Société Générale SA		11,960		278,435
Thales SA		19,462		2,712,681
TotalEnergies SE		27,803		1,568,946
Ubisoft Entertainment SA^(a)		132,245		3,761,427
Vallourec SA^(a)		13,138		137,817
Veolia Environnement SA		51,743		1,527,615
Vinci SA		1,906		217,126
Wendel SE		359		37,875

				140,168,359

Germany — 9.4%
Allianz SE, Registered Shares		2,994		641,161
BASF SE		6,423		305,466
Bayer AG, Registered Shares		33,831		1,888,120
Bayerische Motoren Werke AG		47,338		5,162,461
Beiersdorf AG		22,531		2,875,173
Covestro AG^(a)(c)		23,025		889,175
Deutsche Post AG, Registered Shares		204,155		9,206,136
Deutsche Telekom AG, Registered Shares		179,728		3,987,365
DWS Group GmbH & Co. KGaA^(c)		2,650		85,697
E.ON SE, Class N		118,435		1,435,824
Evonik Industries AG		217,875		4,376,171
Freenet AG, Class N		127,319		3,129,772
Fresenius SE & Co. KGaA		11,997		328,983
GEA Group AG		61,115		2,575,746
HUGO BOSS AG		3,521		239,829
Infineon Technologies AG, Class N		151,445		5,638,148
Knorr-Bremse AG		11,215		769,446
Mercedes-Benz Group AG, Class N		207,128		15,483,558
Merck KGaA		7,282		1,271,888
Muenchener Rueckversicherungs-Gesellschaft AG, Registered Shares		4,982		1,782,023
Nemetschek SE		31,705		2,488,408
SAP SE		163,465		21,434,471
Scout24 SE^(c)		84,691		5,440,558
Siemens AG, Registered Shares		124,671		20,516,221
Siemens Energy AG^(a)		58,981		1,500,331


S C H E D U L E S O F I N V E S T M E N T S		21

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Germany (continued)
TeamViewer SE^(a)(c)		42,856	$	672,588
Zalando SE^(a)(c)		19,476		566,358

				114,691,077

Hong Kong — 2.2%
AIA Group Ltd.		1,556,000		14,958,139
CK Asset Holdings Ltd.		143,000		770,793
CK Infrastructure Holdings Ltd.		62,000		342,891
Henderson Land Development Co. Ltd.		21,000		66,630
Jardine Matheson Holdings Ltd.		103,500		4,962,937
Kerry Properties Ltd.^(b)		263,000		574,304
New World Development Co. Ltd.		1,132,000		2,704,404
Sino Land Co. Ltd.		362,000		470,866
Sun Hung Kai Properties Ltd.		62,000		789,918
Swire Properties Ltd.^(b)		366,800		874,395

				26,515,277

India — 0.0%
AceVector Ltd. (Acquired 05/07/14, cost $804,375)^(a)(d)(e)		172,800		127,493


Ireland — 0.1%
CRH PLC		3,199		151,385
Kingspan Group PLC		9,472		630,567

				781,952

Israel — 0.2%
Bank Hapoalim BM		97,693		786,424
Bank Leumi Le-Israel BM		41,496		291,004
Bezeq The Israeli Telecommunication Corp. Ltd.		409,716		512,317
Elbit Systems Ltd.		977		199,840
Israel Discount Bank Ltd., Class A		19,891		95,827
Nice Ltd.^(a)		665		136,364
Teva Pharmaceutical Industries Ltd.^(a)(b)		86,375		618,364

				2,640,140

Italy — 2.0%
Assicurazioni Generali SpA		86,537		1,643,943
Banca Generali SpA		16,209		501,586
Banca Monte dei Paschi di Siena SpA^(a)		17,886		40,542
Buzzi SpA		89,917		2,059,907
Enel SpA		268,341		1,688,939
Ferrari NV		1,535		439,382
Intesa Sanpaolo SpA		1,276,129		2,963,752
Italgas SpA		40,279		229,926
Mediobanca Banca di Credito Finanziario SpA		199,831		2,208,862
MFE-MediaForEurope NV, Class A		119		56
MFE-MediaForEurope NV, Class B		11		8
Moncler SpA		8,683		590,940
Poste Italiane SpA^(c)		187,064		1,944,494
Recordati Industria Chimica e Farmaceutica SpA		24,260		1,058,041
Snam SpA		1,295,709		6,792,053
Terna - Rete Elettrica Nazionale		12,342		103,701
UniCredit SpA		92,080		1,775,512

				24,041,644

Japan — 20.0%
Acom Co. Ltd.		66,000		148,914
Aeon Co. Ltd.		1,900		37,578
Aisin Corp.		3,300		94,691
Amada Co. Ltd.		149,400		1,425,017
ANA Holdings, Inc.^(a)		1,100		24,400
Asahi Kasei Corp.		79,500		539,164
Astellas Pharma, Inc.		678,500		10,735,332
Benesse Holdings, Inc.		115,800		1,462,613
Bridgestone Corp.		4,900		199,204


Security	Shares		Value

Japan (continued)
Canon, Inc.		9,000	$	223,082
Central Japan Railway Co.		51,200		6,227,407
Coca-Cola Bottlers Japan Holdings, Inc.		1,600		17,750
Concordia Financial Group Ltd.		23,400		90,465
Cosmos Pharmaceutical Corp.		600		57,012
Dai-ichi Life Holdings, Inc.		149,500		2,557,009
Daito Trust Construction Co. Ltd.		20,700		1,966,000
Daiwa House Industry Co. Ltd.		183,000		4,772,462
DMG Mori Co. Ltd.		114,000		1,903,412
East Japan Railway Co.		700		38,589
ENEOS Holdings, Inc.		24,300		80,707
FANUC Corp.		23,900		817,472
Fast Retailing Co. Ltd.		27,100		6,335,405
Fuji Electric Co. Ltd.		5,600		234,902
FUJIFILM Holdings Corp.		64,900		3,966,314
Fukuoka Financial Group, Inc.		1,800		33,362
Hino Motors Ltd.^(a)		30,700		136,211
Hitachi Ltd.		143,800		8,276,051
Honda Motor Co. Ltd.		182,000		5,178,761
Hoya Corp.		500		62,685
ITOCHU Corp.		37,500		1,265,925
Itochu Techno-Solutions Corp.		6,700		174,239
J Front Retailing Co. Ltd.		19,500		190,722
Japan Airport Terminal Co. Ltd.		1,900		88,611
Japan Exchange Group, Inc.		39,200		640,112
Japan Post Bank Co. Ltd.		160,100		1,195,240
Japan Post Holdings Co. Ltd.		59,500		419,543
Japan Tobacco, Inc.		578,800		12,620,464
JGC Holdings Corp.		36,300		441,004
Kakaku.com, Inc.		64,500		936,567
Kandenko Co. Ltd.		1,800		13,001
Kao Corp.		45,800		1,596,070
KDDI Corp.		328,300		10,121,992
Kirin Holdings Co. Ltd.		34,200		510,437
Kobayashi Pharmaceutical Co. Ltd.		19,700		1,115,054
Kose Corp.		700		70,162
Kubota Corp.		46,900		644,822
Kyocera Corp.		3,900		221,248
Lawson, Inc.		244,500		10,665,592
Mitsubishi Chemical Group Corp.		145,500		815,510
Mitsubishi Corp.		363,600		14,536,735
Mitsubishi Electric Corp.		61,000		794,009
Mitsubishi Gas Chemical Co., Inc.		308,800		4,304,013
Mitsubishi HC Capital, Inc.		11,300		61,297
Mitsubishi UFJ Financial Group, Inc.		931,300		6,192,948
Mitsui & Co. Ltd.		82,900		2,612,181
Mitsui Fudosan Co. Ltd.		123,900		2,362,450
Mizuho Financial Group, Inc.		35,900		527,726
MS&AD Insurance Group Holdings, Inc.		178,200		6,106,226
Murata Manufacturing Co. Ltd.		800		46,757
Nabtesco Corp.		2,700		60,020
NEC Corp.		20,300		952,694
Nexon Co. Ltd.		29,800		607,329
Nidec Corp.		74,400		3,686,896
Nikon Corp.		58,700		650,308
Nippon Express Holdings, Inc.		36,600		2,052,169
Nippon Paint Holdings Co. Ltd.		5,000		38,288
Nippon Steel Corp.		31,200		607,444
Nippon Telegraph & Telephone Corp.		6,800		193,193
Nisshin Seifun Group, Inc.		2,500		31,368
Nissin Foods Holdings Co. Ltd.		1,500		127,994
Nitto Denko Corp.		45,700		3,249,513


22		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Japan (continued)
Nomura Holdings, Inc.		73,200	$	257,259
Nomura Research Institute Ltd.		7,600		191,207
Obic Co. Ltd.		6,600		1,067,593
Olympus Corp.		19,000		287,742
Omron Corp.		60,500		3,645,814
Ono Pharmaceutical Co. Ltd.		7,100		132,764
Oracle Corp. Japan^(a)		13,400		1,025,216
Oriental Land Co. Ltd.		20,800		779,017
ORIX Corp.		73,200		1,244,273
Otsuka Holdings Co. Ltd.		156,800		5,817,555
Pola Orbis Holdings, Inc.		12,100		163,727
Recruit Holdings Co. Ltd.		379,100		11,597,535
Resona Holdings, Inc.		103,000		467,231
Ricoh Co. Ltd.		66,200		552,252
Santen Pharmaceutical Co. Ltd.		163,100		1,484,009
SBI Holdings, Inc.		2,000		37,388
SCSK Corp.		5,500		86,982
Sega Sammy Holdings, Inc.		55,500		1,077,562
Sekisui House Ltd.		36,900		720,169
Seven & i Holdings Co. Ltd.		22,900		958,644
Shimadzu Corp.		4,100		126,796
Shimamura Co. Ltd.		2,000		180,803
Shionogi & Co. Ltd.		92,500		4,155,666
Shiseido Co. Ltd.		3,400		154,398
Skylark Holdings Co. Ltd.^(a)		2,900		38,325
SoftBank Corp.		222,300		2,368,888
SoftBank Group Corp.		94,100		3,702,646
Sompo Holdings, Inc.		55,600		2,260,265
Subaru Corp.		113,400		1,945,058
Sumitomo Chemical Co. Ltd.		760,900		2,265,761
Sumitomo Mitsui Financial Group, Inc.		40,200		1,631,383
Sumitomo Mitsui Trust Holdings, Inc.		17,300		609,554
Sumitomo Realty & Development Co. Ltd.		42,100		1,015,330
Suzuki Motor Corp.		46,300		1,524,611
T&D Holdings, Inc.		207,100		2,812,191
Takeda Pharmaceutical Co. Ltd.		113,500		3,612,261
Terumo Corp.		114,700		3,489,396
Toho Co. Ltd.		1,500		58,993
Tokio Marine Holdings, Inc.		305,200		6,832,457
Tokyo Electron Ltd.		700		95,204
Toshiba Corp.		30,200		974,207
Toyota Motor Corp.		525,300		7,155,535
Trend Micro, Inc.		36,200		1,721,460
Tsuruha Holdings, Inc.		68,500		4,731,093
Unicharm Corp.		29,900		1,135,546
Yakult Honsha Co. Ltd.		1,500		97,439
Yamada Holdings Co. Ltd.		848,900		2,515,390
Yamato Holdings Co. Ltd.		1,700		31,099
ZOZO, Inc.		174,100		3,543,918

				243,569,456

Luxembourg — 1.0%
ArcelorMittal SA		459,444		11,460,236
SES SA		9		53

				11,460,289

Macau — 0.0%
Galaxy Entertainment Group Ltd.^(a)		27,000		167,523


Netherlands — 7.1%
ABN AMRO Bank NV, CVA^(c)		29,346		428,736
Argenx SE^(a)		2,852		1,110,858
ASML Holding NV		45,945		33,233,237
ASR Nederland NV		60,527		2,579,464


Security	Shares		Value

Netherlands (continued)
ING Groep NV		561,402	$	6,917,083
Koninklijke KPN NV		568,113		1,954,449
Koninklijke Philips NV		194,797		3,680,222
Koninklijke Vopak NV		16,003		562,473
NN Group NV		3,635		131,141
QIAGEN NV^(a)		3,958		179,266
Shell PLC		749,321		20,601,075
Signify NV^(c)		69,086		1,762,977
Wolters Kluwer NV, Class C		113,006		12,908,027

				86,049,008

New Zealand — 0.0%
Xero Ltd.^(a)		5,002		357,108


Norway — 1.6%
Aker BP ASA		64,485		1,398,087
DNB Bank ASA		395,255		6,621,287
Equinor ASA		239,047		6,067,746
Gjensidige Forsikring ASA		148,776		2,500,925
Kongsberg Gruppen ASA		23,575		944,907
Telenor ASA		91,246		938,268
Var Energi ASA		312,039		698,791

				19,170,011

Portugal — 0.5%
EDP - Energias de Portugal SA		979,758		4,786,015
Jeronimo Martins SGPS SA		31,873		770,256

				5,556,271

Singapore — 1.0%
Jardine Cycle & Carriage Ltd.		227,800		5,445,083
Singapore Airlines Ltd.		690,800		3,273,170
Singapore Telecommunications Ltd.		12,800		23,545
STMicroelectronics NV		61,567		2,679,801
United Overseas Bank Ltd.		53,400		1,103,291

				12,524,890

South Africa — 0.1%
Anglo American PLC		57,570		1,585,955


Spain — 3.0%
Acciona SA		25,539		4,139,270
ACS Actividades de Construccion y Servicios SA		29,941		999,160
Amadeus IT Group SA^(a)		64,283		4,613,272
Banco Bilbao Vizcaya Argentaria SA		1,011,851		6,652,605
Banco Santander SA		1,518,480		4,960,919
Bankinter SA		288,530		1,653,896
CaixaBank SA		792,853		2,913,998
EDP Renovaveis SA		16,670		331,468
Ferrovial SA		22,632		702,216
Grifols SA, Class A^(a)		51,246		596,291
Indra Sistemas SA		8,317		102,170
Industria de Diseno Textil SA		70,448		2,356,892
Mapfre SA		425,388		837,567
Repsol SA		74,965		1,015,958
Telefonica SA		1,002,487		4,269,355

				36,145,037

Sweden — 2.6%
Assa Abloy AB, Class B		326,962		7,271,296
Boliden AB		21,961		670,947
Elekta AB, B Shares		71,910		528,082
Evolution AB^(c)		17,808		2,350,808
Industrivarden AB, A Shares		45,301		1,221,164
Industrivarden AB, C Shares		191,333		5,125,366
Investor AB, A Shares		41,110		847,793


S C H E D U L E S O F I N V E S T M E N T S		23

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage International Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Sweden (continued)
Investor AB, B Shares		429,278	$	8,751,565
L E Lundbergforetagen AB, B Shares		11,672		487,012
Saab AB, Class B		75,921		4,139,624
Swedish Orphan Biovitrum AB^(a)		22,523		453,132

				31,846,789

Switzerland — 10.1%
ABB Ltd., Registered Shares		419,603		15,326,898
Chocoladefabriken Lindt & Spruengli AG, NVS		506		6,063,601
Chocoladefabriken Lindt & Spruengli AG, Registered Shares		14		1,694,228
Cie Financiere Richemont SA, Registered Shares		36,548		5,819,007
Clariant AG, Registered Shares		74,001		1,066,733
Flughafen Zurich AG, Registered Shares		739		142,870
Givaudan SA, Registered Shares		1,847		6,087,680
Helvetia Holding AG, Registered Shares		9,150		1,301,954
Holcim AG		3,844		237,497
Kuehne + Nagel International AG, Registered Shares		122		34,781
Logitech International SA, Registered Shares		5,340		341,567
Medmix AG^(c)		2		44
Nestlé SA, Registered Shares		303,130		35,931,910
Novartis AG, Registered Shares		279,204		26,760,789
Roche Holding AG		3,822		1,293,821
Roche Holding AG, NVS		53,483		17,034,811
Sika AG, Registered Shares		2,792		763,951
Sonova Holding AG, Registered Shares		167		42,890
Swatch Group AG		3,963		1,181,073
Temenos AG, Registered Shares		23,256		1,966,984

				123,093,089

United Kingdom — 10.2%
AstraZeneca PLC		119,284		17,373,789
Auto Trader Group PLC^(c)		244,924		1,922,169
Aviva PLC		68,551		336,535
BAE Systems PLC		55,743		644,252
Barclays PLC		1,177,687		2,224,150
Bellway PLC		17,527		493,742
BP PLC		2,389,735		13,425,592
British American Tobacco PLC		454,737		14,394,515
Bunzl PLC		1,597		62,520
Burberry Group PLC		1,043		27,972
Centrica PLC		2,272,326		3,331,301
Close Brothers Group PLC		15		169
ConvaTec Group PLC^(c)		110,413		279,731
Croda International PLC		4,559		346,050
Diageo PLC		48,429		2,013,317
Diploma PLC		2,612		98,617
Direct Line Insurance Group PLC		219,470		454,381
DS Smith PLC		6,826		25,817
Dunelm Group PLC		24		325
Experian PLC		199,350		7,033,568
GSK PLC		393,091		6,597,726
Halma PLC		14,955		448,840
HSBC Holdings PLC		866,149		6,348,271
IG Group Holdings PLC		50,796		424,982
IMI PLC		34,631		688,230
Intertek Group PLC		88,963		4,600,631
Just Eat Takeaway.com NV^(a)(c)		10,210		154,418
Lloyds Banking Group PLC		4,450,690		2,452,193
London Stock Exchange Group PLC		30,568		3,258,691
Ocado Group PLC^(a)		8,659		39,862
Pearson PLC		2,556		25,361
Pennon Group PLC		13,010		125,276


Security	Shares		Value

United Kingdom (continued)
Reckitt Benckiser Group PLC		53,374	$	4,150,447
RELX PLC		72,854		2,278,484
Rightmove PLC		310,825		2,029,998
Rotork PLC		8,681		34,710
Sage Group PLC		46,017		498,682
Smiths Group PLC		256,049		5,123,199
Spectris PLC		45,022		2,061,004
Spirax-Sarco Engineering PLC		2,695		367,347
SSE PLC		129,457		3,036,399
Standard Chartered PLC		398,068		3,137,067
Subsea 7 SA		63,028		638,895
Tesco PLC		1,013,152		3,292,148
Travis Perkins PLC		11,624		126,436
Unilever PLC		119,965		6,002,454
United Utilities Group PLC		1,725		21,754
Vodafone Group PLC		2,338,292		2,223,555

				124,675,572

United States — 0.1%
Tenaris SA		90,382		1,121,967


Total Common Stocks — 96.1% (Cost: $1,048,906,748)				1,170,306,417


Preferred Securities

Preferred Stocks — 0.4%

Germany — 0.4%
Bayerische Motoren Werke AG, , 8.52%		236		24,297
FUCHS PETROLUB SE, , NVS, , 1.07%		637		22,639
Volkswagen AG, , Preference Shares, , NVS		32,273		4,043,217

				4,090,153


Total Preferred Securities — 0.4% (Cost: $4,264,457)				4,090,153


Rights

Spain — 0.0%
EDP Renovaveis SA I-2023 Shares^(a)		222		4,414


Total Rights — 0.0% (Cost: $4,837)				4,414


Total Long-Term Investments — 96.5% (Cost: $1,053,176,042)				1,174,400,984


Short-Term Securities

Money Market Funds — 3.4%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 5.00%^(f)(g)		39,104,394		39,104,394
SL Liquidity Series, LLC, Money Market Series, 5.32%^(f)(g)(h)		2,613,380		2,613,380


Total Short-Term Securities — 3.4% (Cost: $41,717,581)				41,717,774

Total Investments — 99.9% (Cost: $1,094,893,623)				1,216,118,758

Other Assets Less Liabilities — 0.1%				1,728,298


Net Assets — 100.0%			$	1,217,847,056

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration to qualified institutional investors.


24		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage International Fund

^(d)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(e)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $127,493, representing 0.0% of its net assets as of period end, and an original cost of $804,375.

^(f)	Affiliate of the Fund.

^(g)	Annualized 7-day yield as of period end.

^(h)	All or a portion of this security was purchased with the cash collateral from loaned securities.

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the year ended May 31, 2023 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliated Issuer	Value at 05/31/22		Purchases at Cost			Proceeds from Sale			Net Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)			Value at 05/31/23		Shares Held at 05/31/23		Income			Capital Gain Distributions from Underlying Funds
BlackRock Liquidity Funds, T-Fund, Institutional Class	$	20,534,364	$	18,570,030	^(a)	$	—		$	—	$	—		$	39,104,394		39,104,394	$	756,782		$	—
SL Liquidity Series, LLC, Money Market Series		6,246,194		—			(3,632,146	)		19		(687	)		2,613,380		2,613,380		59,267	^(b)		—

									$	19	$	(687	)	$	41,717,774			$	816,049		$	—

^(a)

Represents net amount purchased (sold).

^(b)

All or a portion represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts


Description	Number of Contracts		Expiration Date		Notional Amount (000)		Value/ Unrealized Appreciation (Depreciation)
Long Contracts
MSCI EAFE Index		405		06/16/23	$	41,581	$	(1,276,343	)

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Liabilities — Derivative Financial Instruments
Futures contracts
Unrealized depreciation on futures contracts^(a)	$	—	$	—	$	1,276,343	$	—	$	—	$	—	$	1,276,343

^(a)

Net cumulative unrealized appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, are reported in the Schedule of Investments. In the Statements of Assets and Liabilities, only current day’s variation margin is reported in receivables or payables and the net cumulative unrealized appreciation (depreciation) is included in accumulated earnings (loss).


S C H E D U L E S O F I N V E S T M E N T S		25

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage International Fund

For the period ended May 31, 2023, the effect of derivative financial instruments in the Statements of Operations was as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Realized Gain (Loss) from
Futures contracts	$	—	$	—	$	735,413		$	—	$	—	$	—	$	735,413


Net Change in Unrealized Appreciation (Depreciation) on
Futures contracts	$	—	$	—	$	(1,491,530	)	$	—	$	—	$	—	$	(1,491,530	)

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts
Average notional value of contracts — long	$	27,166,610

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of financial instruments. For a description of the input levels and information about the Fund’s policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s financial instruments categorized in the fair value hierarchy. The breakdown of the Fund’s financial instruments into major categories is disclosed in the Schedule of Investments above.


	Level 1		Level 2		Level 3		Total
Assets
Investments
Long-Term Investments
Common Stocks
Australia	$	72	$	104,735,840	$	—	$	104,735,912
Austria		—		6,560,753		—		6,560,753
Belgium		—		18,432,809		—		18,432,809
Denmark		—		34,034,768		—		34,034,768
Finland		—		253,268		—		253,268
France		—		140,168,359		—		140,168,359
Germany		—		114,691,077		—		114,691,077
Hong Kong		—		26,515,277		—		26,515,277
India		—		—		127,493		127,493
Ireland		—		781,952		—		781,952
Israel		—		2,640,140		—		2,640,140
Italy		—		24,041,644		—		24,041,644
Japan		—		243,569,456		—		243,569,456
Luxembourg		—		11,460,289		—		11,460,289
Macau		—		167,523		—		167,523
Netherlands		—		86,049,008		—		86,049,008
New Zealand		—		357,108		—		357,108
Norway		—		19,170,011		—		19,170,011
Portugal		—		5,556,271		—		5,556,271
Singapore		—		12,524,890		—		12,524,890
South Africa		—		1,585,955		—		1,585,955
Spain		—		36,145,037		—		36,145,037
Sweden		—		31,846,789		—		31,846,789
Switzerland		—		123,093,089		—		123,093,089
United Kingdom		325		124,675,247		—		124,675,572
United States		—		1,121,967		—		1,121,967
Preferred Securities		—		4,090,153		—		4,090,153
Rights		—		4,414		—		4,414
Short-Term Securities
Money Market Funds		39,104,394		—		—		39,104,394

	$	39,104,791	$	1,174,273,094	$	127,493		1,213,505,378

Investments valued at NAV^(a)								2,613,380

							$	1,216,118,758


26		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage International Fund

Fair Value Hierarchy as of Period End (continued)


	Level 1			Level 2		Level 3		Total
Derivative Financial Instruments^(b)
Liabilities
Equity Contracts	$	(1,276,343	)	$	—	$	—	$	(1,276,343	)

^(a)

Certain investments of the Fund were fair valued using NAV as a practical expedient as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(b)

Derivative financial instruments are futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.

See notes to financial statements.


S C H E D U L E S O F I N V E S T M E N T S		27

Schedule of Investments

May 31, 2023

BlackRock Advantage Large Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks

Aerospace & Defense — 0.4%
Axon Enterprise, Inc.^(a)		17,441	$	3,364,543
Lockheed Martin Corp.		633		281,059

				3,645,602

Automobiles — 1.9%
Tesla, Inc.^(a)		89,222		18,195,042


Beverages — 2.6%
Coca-Cola Co.		51,928		3,098,024
PepsiCo, Inc.		116,054		21,162,447

				24,260,471

Biotechnology — 2.0%
AbbVie, Inc.		20,585		2,839,906
Amgen, Inc.		26,331		5,809,935
Horizon Therapeutics PLC^(a)		9,466		946,884
Incyte Corp.^(a)		63,660		3,918,273
Neurocrine Biosciences, Inc.^(a)		5,748		514,618
Regeneron Pharmaceuticals, Inc.^(a)		3,219		2,367,768
Seagen, Inc.^(a)		4,464		873,605
Ultragenyx Pharmaceutical, Inc.^(a)		31,391		1,549,460

				18,820,449

Broadline Retail — 6.0%
Amazon.com, Inc.^(a)		390,088		47,036,811
Coupang, Inc., Class A^(a)		53,129		828,813
eBay, Inc.		135,567		5,767,020
Etsy, Inc.^(a)		23,562		1,909,700
MercadoLibre, Inc.^(a)		1,060		1,313,340

				56,855,684

Building Products — 0.9%
Allegion PLC		51,610		5,405,632
Trane Technologies PLC		21,145		3,451,498

				8,857,130

Chemicals — 1.2%
Cabot Corp.		1		69
Ecolab, Inc.		68,227		11,260,866

				11,260,935

Commercial Services & Supplies — 0.7%
Cintas Corp.		14,412		6,804,482


Communications Equipment — 0.0%
Arista Networks, Inc.^(a)		651		108,287


Construction & Engineering — 0.3%
AECOM		34,898		2,723,789


Consumer Finance — 0.6%
American Express Co.		36,315		5,758,106


Consumer Staples Distribution & Retail — 1.2%
Walmart, Inc.		78,588		11,542,220


Electrical Equipment — 0.1%
AMETEK, Inc.		4,883		708,377


Electronic Equipment, Instruments & Components — 1.0%
Flex Ltd.^(a)		380,456		9,659,778


Entertainment — 0.1%
Electronic Arts, Inc.		827		105,856
ROBLOX Corp., Class A^(a)		16,963		710,071
Spotify Technology SA^(a)		3,046		453,550

				1,269,477


Security	Shares		Value

Financial Services — 3.6%
Block, Inc., Class A^(a)		19,912	$	1,202,486
Mastercard, Inc., Class A		40,418		14,753,378
PayPal Holdings, Inc.^(a)		65,544		4,063,072
Visa, Inc., Class A		64,462		14,248,036

				34,266,972

Food Products — 1.2%
Archer-Daniels-Midland Co.		5,535		391,048
Hershey Co.		41,658		10,818,582

				11,209,630

Ground Transportation — 0.3%
Lyft, Inc., Class A^(a)		113,199		1,021,055
Uber Technologies, Inc.^(a)		47,850		1,814,950

				2,836,005

Health Care Equipment & Supplies — 2.2%
Abbott Laboratories		48,622		4,959,444
Boston Scientific Corp.^(a)		232,625		11,975,535
IDEXX Laboratories, Inc.^(a)		7,556		3,511,802
Stryker Corp.		1,208		332,901

				20,779,682

Health Care Providers & Services — 4.6%
Cigna Group		32,155		7,955,469
CVS Health Corp.		88,342		6,009,906
Elevance Health, Inc.		14,233		6,373,822
UnitedHealth Group, Inc.		47,112		22,954,851

				43,294,048

Health Care Technology — 0.0%
Teladoc Health, Inc.^(a)		11,046		255,715


Hotels, Restaurants & Leisure — 1.3%
Caesars Entertainment, Inc.^(a)		60,514		2,481,679
Darden Restaurants, Inc.		10,841		1,718,515
DraftKings, Inc., Class A^(a)		10,099		235,711
MGM Resorts International		12,858		505,191
Starbucks Corp.		13,905		1,357,684
Travel + Leisure Co.		91,289		3,329,310
Wingstop, Inc.		997		198,762
Yum! Brands, Inc.		22,777		2,931,172

				12,758,024

Household Durables — 0.2%
TopBuild Corp.^(a)		10,019		2,020,431


Household Products — 1.4%
Kimberly-Clark Corp.		60,781		8,161,673
Procter & Gamble Co.		35,074		4,998,045

				13,159,718

Industrial Conglomerates — 1.0%
Honeywell International, Inc.		51,530		9,873,148


Insurance — 0.5%
Marsh & McLennan Cos., Inc.		15,222		2,636,146
MetLife, Inc.		50,287		2,491,721

				5,127,867

Interactive Media & Services — 6.6%
Alphabet, Inc., Class A^(a)(b)		172,628		21,210,802
Alphabet, Inc., Class C, NVS^(a)		209,477		25,843,177
Match Group, Inc.^(a)		62,474		2,155,353
Meta Platforms, Inc., Class A^(a)		38,646		10,230,369
Pinterest, Inc., Class A^(a)		73,034		1,748,434
Snap, Inc., Class A, NVS^(a)		153,783		1,568,587

				62,756,722


28		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

IT Services — 2.3%
Accenture PLC, Class A		25,068	$	7,668,803
Gartner, Inc.^(a)		17,840		6,116,622
VeriSign, Inc.^(a)		36,461		8,142,470
Wix.com Ltd.^(a)		4,686		357,167

				22,285,062

Life Sciences Tools & Services — 1.8%
Agilent Technologies, Inc.		96,891		11,207,382
Danaher Corp.		23,806		5,466,334
Mettler-Toledo International, Inc.^(a)		347		458,689

				17,132,405

Machinery — 3.1%
Caterpillar, Inc.		6,130		1,261,248
Cummins, Inc.		5,413		1,106,471
Deere & Co.		38,916		13,464,158
Illinois Tool Works, Inc.		40,147		8,781,353
Xylem, Inc.		46,746		4,683,949

				29,297,179

Media — 0.2%
Fox Corp., Class A, NVS		68,835		2,147,652


Oil, Gas & Consumable Fuels — 0.0%
ConocoPhillips		1,592		158,086


Pharmaceuticals — 1.1%
Bristol-Myers Squibb Co.		159,956		10,307,565


Professional Services — 0.8%
Automatic Data Processing, Inc.		19,674		4,111,669
Insperity, Inc.		7,320		810,471
Paychex, Inc.		7,071		741,960
Paycom Software, Inc.		7,903		2,213,867

				7,877,967

Real Estate Management & Development — 0.0%
Zillow Group, Inc., Class A^(a)		163		7,301


Retail REITs — 0.1%
Simon Property Group, Inc.		10,989		1,155,493


Semiconductors & Semiconductor Equipment — 9.7%
Advanced Micro Devices, Inc.^(a)		8,034		949,699
Analog Devices, Inc.		35,148		6,245,448
Applied Materials, Inc.		126,167		16,818,061
Intel Corp.		122,107		3,839,044
Lattice Semiconductor Corp.^(a)		64,926		5,279,133
MaxLinear, Inc.^(a)		18,206		531,798
NVIDIA Corp.		140,136		53,019,054
NXP Semiconductors NV		9,732		1,743,001
QUALCOMM, Inc.		35,553		4,032,066

				92,457,304

Software — 19.5%
Adobe, Inc.^(a)		42,750		17,860,523
Autodesk, Inc.^(a)		13,991		2,789,666
Box, Inc., Class A^(a)		14,325		403,535
Cadence Design Systems, Inc.^(a)		6,897		1,592,586
Fortinet, Inc.^(a)		115,354		7,882,139
FreedomPay, Inc.^(a)(c)		43,051		—
Intuit, Inc.		15,040		6,303,565
Manhattan Associates, Inc.^(a)		35,760		6,487,579
Microsoft Corp.		311,518		102,299,396
Palo Alto Networks, Inc.^(a)		4,410		941,050
RingCentral, Inc., Class A^(a)		70,439		2,444,233
Salesforce, Inc.^(a)		40,766		9,106,309


Security	Shares		Value

Software (continued)
ServiceNow, Inc.^(a)		23,253	$	12,667,769
Splunk, Inc.^(a)		47,477		4,713,991
Synopsys, Inc.^(a)		5,307		2,414,473
Teradata Corp.^(a)		52,159		2,444,171
VMware, Inc., Class A^(a)		4,788		652,557
Workday, Inc., Class A^(a)		15,519		3,289,873
Zoom Video Communications, Inc., Class A^(a)		21,657		1,453,834

				185,747,249

Specialized REITs — 0.4%
SBA Communications Corp.		18,736		4,155,270


Specialty Retail — 3.1%
AutoZone, Inc.^(a)		74		176,626
Best Buy Co., Inc.		12,897		937,225
Dick’s Sporting Goods, Inc.		19,339		2,465,916
Five Below, Inc.^(a)		13,241		2,284,337
Home Depot, Inc.		2,147		608,567
Lowe’s Cos., Inc.		26,924		5,415,224
Penske Automotive Group, Inc.		11,799		1,630,858
TJX Cos., Inc.		191,863		14,733,160
Wayfair, Inc., Class A^(a)		31,515		1,270,685

				29,522,598

Technology Hardware, Storage & Peripherals — 12.3%
Apple Inc.		599,959		106,342,733
Dell Technologies, Inc., Class C		12,667		567,608
Hewlett Packard Enterprise Co.		558,760		8,057,319
HP, Inc.		69,414		2,017,171

				116,984,831

Textiles, Apparel & Luxury Goods — 1.7%
Crocs, Inc.^(a)		13,189		1,480,861
Lululemon Athletica, Inc.^(a)		30,684		10,184,940
NIKE, Inc., Class B		40,785		4,293,029

				15,958,830

Trading Companies & Distributors — 1.1%
WW Grainger, Inc.		16,622		10,788,010


Total Long-Term Investments — 99.1% (Cost: $632,033,704)				944,790,593


Short-Term Securities

Money Market Funds — 1.9%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 5.00%^(d)(e)		6,109,397		6,109,397
SL Liquidity Series, LLC, Money Market Series, 5.32%^(d)(e)(f)		12,171,918		12,171,918


Total Short-Term Securities — 1.9% (Cost: $18,282,497)				18,281,315

Total Investments — 101.0% (Cost: $650,316,201)				963,071,908

Liabilities in Excess of Other Assets — (1.0)%				(9,956,619	)


Net Assets — 100.0%			$	953,115,289

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Affiliate of the Fund.

^(e)	Annualized 7-day yield as of period end.

^(f)	All or a portion of this security was purchased with the cash collateral from loaned securities.


S C H E D U L E S O F I N V E S T M E N T S		29

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Growth Fund

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the year ended May 31, 2023 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliated Issuer	Value at 05/31/22		Purchases at Cost			Proceeds from Sale			Net Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)			Value at 05/31/23		Shares Held at 05/31/23		Income			Capital Gain Distributions from Underlying Funds
BlackRock Liquidity Funds, T-Fund, Institutional Class	$	8,039,456	$	—		$	(1,930,059	)^(a)	$	—	$	—		$	6,109,397		6,109,397	$	294,631		$	—
SL Liquidity Series, LLC, Money Market Series		1,498,897		10,670,948	^(a)		—			3,300		(1,227	)		12,171,918		12,171,918		7,555	^(b)		—

									$	3,300	$	(1,227	)	$	18,281,315			$	302,186		$	—

^(a)

Represents net amount purchased (sold).

^(b)

For Fund compliance purposes, the Fund’s industry classifications refer to one or more of the industry sub-classifications used by one or more widely recognized market indexes or rating group indexes, and/or as defined by the investment adviser. These definitions may not apply for purposes of this report, which may combine such industry sub-classifications for reporting ease.

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of
Contracts

Expiration
Date

Notional
Amount
(000)

Value/
Unrealized
Appreciation
(Depreciation)

Long Contracts

NASDAQ 100 E-Mini Index

06/16/23

9,438

407,128

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Assets — Derivative Financial Instruments
Futures contracts
Unrealized appreciation on futures contracts^(a)	$	—	$	—	$	407,128	$	—	$	—	$	—	$	407,128

(a)

Net cumulative unrealized appreciation (depreciation) on futures contracts, if any, are reported in the Schedule of Investments. In the Statements of Assets and Liabilities, only current day’s variation margin is reported in receivables or payables and the net cumulative unrealized appreciation (depreciation) is included in accumulated earnings (loss).

For the period ended May 31, 2023, the effect of derivative financial instruments in the Statements of Operations was as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Realized Gain (Loss) from
Futures contracts	$	—	$	—	$	222,696	$	—	$	—	$	—	$	222,696


Net Change in Unrealized Appreciation (Depreciation) on
Futures contracts	$	—	$	—	$	727,458	$	—	$	—	$	—	$	727,458


30		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Growth Fund

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts
Average notional value of contracts — long	$	9,819,101

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End


	Level 1		Level 2		Level 3		Total
Assets
Investments
Long-Term Investments
Common Stocks	$	944,790,593	$	—	$	—	$	944,790,593
Short-Term Securities
Money Market Funds		6,109,397		—		—		6,109,397

	$	950,899,990	$	—	$	—		950,899,990

Investments valued at NAV^(a)								12,171,918

							$	963,071,908

Derivative Financial Instruments^(b)
Assets
Equity Contracts	$	407,128	$	—	$	—	$	407,128

^(a)

Certain investments of the Fund were fair valued using NAV as a practical expedient as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(b)

Derivative financial instruments are futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.

See notes to financial statements.


S C H E D U L E S O F I N V E S T M E N T S		31

Schedule of Investments

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks

Aerospace & Defense — 0.9%
Ducommun, Inc.^(a)		12,607	$	516,383
HEICO Corp., Class A		7,477		911,073
Kratos Defense & Security Solutions, Inc.^(a)		130,030		1,708,594
Moog, Inc., Class A		179,080		17,408,367
Parsons Corp.^(a)		212,364		9,490,547
V2X, Inc.^(a)(b)		42,269		1,743,596

				31,778,560

Air Freight & Logistics — 0.4%
Hub Group, Inc., Class A^(a)		175,760		12,928,906


Automobile Components — 1.9%
Adient PLC^(a)		349,344		11,769,399
Cooper-Standard Holdings, Inc.^(a)(b)		87,633		952,571
Dana, Inc.		311,556		4,009,726
Fox Factory Holding Corp.^(a)(b)		31,817		2,829,168
Gentherm, Inc.^(a)		889		48,859
Goodyear Tire & Rubber Co.^(a)		329,461		4,523,499
Modine Manufacturing Co.^(a)		448,813		12,248,107
Patrick Industries, Inc.		57,331		3,756,900
Standard Motor Products, Inc.		29,740		1,050,417
Stoneridge, Inc.^(a)		23,646		386,849
Visteon Corp.^(a)		182,159		24,332,799

				65,908,294

Automobiles — 0.2%
Winnebago Industries, Inc.		148,732		8,275,448


Banks — 6.2%
Amalgamated Financial Corp.		179,252		2,548,963
Ameris Bancorp		3,934		124,157
Bank of Marin Bancorp		26,500		428,505
BankFinancial Corp.		46,408		343,419
Bar Harbor Bankshares		7,222		170,656
Business First Bancshares, Inc.		81,282		1,184,279
Capital Bancorp, Inc.		416		7,068
Capital City Bank Group, Inc.		190,044		5,714,623
Capstar Financial Holdings, Inc.		88,382		1,065,003
Carter Bankshares, Inc.^(a)		32,813		462,663
Central Valley Community Bancorp		2,206		31,833
Colony Bankcorp, Inc.		2,188		20,348
Community Trust Bancorp, Inc.		47,201		1,590,674
ConnectOne Bancorp, Inc.		103,963		1,411,818
Enterprise Bancorp, Inc.		5,658		150,390
Enterprise Financial Services Corp.		163,614		6,646,001
FB Financial Corp.		223,642		5,962,296
Financial Institutions, Inc.		74,698		1,173,506
First Bancshares, Inc.		121,896		3,174,172
First Bank		23,460		240,700
First Busey Corp.		94,248		1,762,438
First Business Financial Services, Inc.		45,180		1,209,469
First Community Bankshares, Inc.		70,421		1,877,424
First Financial Corp.		62,192		2,017,508
First Financial Northwest, Inc.		119,721		1,215,168
First Foundation, Inc.		79,525		308,557
First Internet Bancorp		18,541		227,683
First Interstate BancSystem, Inc., Class A		109,587		2,416,393
First Merchants Corp.		2,472		65,384
First United Corp.		31,812		414,192
FS Bancorp, Inc.		1,488		42,259
Fulton Financial Corp.		676,673		7,551,671
Great Southern Bancorp, Inc.		2,297		111,703
Hancock Whitney Corp.		707,847		25,857,651


Security	Shares		Value

Banks (continued)
HBT Financial, Inc.		166,056	$	2,922,586
Heartland Financial U.S.A., Inc.		1,008,255		27,817,755
Heritage Commerce Corp.		323,494		2,355,036
Heritage Financial Corp.		15,039		245,888
HomeTrust Bancshares, Inc.		129,741		2,541,626
Horizon Bancorp, Inc.		588,054		5,227,800
Independent Bank Corp.		123,859		2,025,095
Independent Bank Group, Inc.		4,264		142,290
Lakeland Bancorp, Inc.		318,353		4,141,773
Mercantile Bank Corp.		59,438		1,547,171
Meridian Corp.		440		4,242
Mid Penn Bancorp, Inc.		67,390		1,494,710
Midland States Bancorp, Inc.		315,119		6,094,401
MidWestOne Financial Group, Inc.		18,659		352,282
National Bank Holdings Corp., Class A		44,769		1,339,936
Northrim BanCorp, Inc.		121,150		4,592,796
OceanFirst Financial Corp.		1,023,190		14,529,298
Old National Bancorp		191,523		2,378,716
Origin Bancorp, Inc.		120,680		3,433,346
PacWest Bancorp		153,403		989,449
Peapack-Gladstone Financial Corp.		70,467		1,859,624
Ponce Financial Group, Inc.^(a)		3,824		28,986
Premier Financial Corp.		265,726		3,704,220
Primis Financial Corp.		5,858		43,173
Republic Bancorp, Inc., Class A		34,469		1,452,524
Republic First Bancorp, Inc.^(a)(b)		1,239,066		1,635,567
Riverview Bancorp, Inc.		220,282		1,030,920
Sandy Spring Bancorp, Inc.		205,830		4,310,080
Seacoast Banking Corp. of Florida		30,580		632,394
Shore Bancshares, Inc.		95,427		1,074,508
Sierra Bancorp		89,351		1,428,722
SmartFinancial, Inc.		45,577		961,675
South Plains Financial, Inc.		80,440		1,782,550
Southern First Bancshares, Inc.^(a)		30,541		701,527
Summit Financial Group, Inc.		17,069		325,335
Timberland Bancorp, Inc.		1,505		35,458
Towne Bank		209,236		4,862,645
UMB Financial Corp.		89,755		5,083,723
United Bankshares, Inc.		46,720		1,374,502
Univest Financial Corp.		193,368		3,428,415
Veritex Holdings, Inc.		70,210		1,212,527
Washington Trust Bancorp, Inc.		105,662		2,690,155
WesBanco, Inc.		420,631		10,154,032
Western New England Bancorp, Inc.		6,620		37,469
Wintrust Financial Corp.		25,468		1,619,001

				213,174,502

Beverages — 1.2%
Celsius Holdings, Inc.^(a)		8,749		1,098,262
Coca-Cola Consolidated, Inc.		6,349		4,201,387
Duckhorn Portfolio, Inc.^(a)		21,147		275,545
MGP Ingredients, Inc.		178,811		16,997,774
Primo Water Corp.		1,475,149		18,985,168
Vita Coco Co., Inc.^(a)		5,762		153,730

				41,711,866

Biotechnology — 8.6%
2seventy bio, Inc.^(a)		61,019		726,736
4D Molecular Therapeutics, Inc.^(a)		84,325		1,548,207
ACADIA Pharmaceuticals, Inc.^(a)		90,534		2,127,549
ACELYRIN, Inc.^(a)		58,888		1,065,873
Agenus, Inc.^(a)		829,374		1,293,823
Agios Pharmaceuticals, Inc.^(a)		128,322		3,243,980
Alector, Inc.^(a)(b)		705,447		5,248,526


32		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Biotechnology (continued)
Alkermes PLC^(a)		544,977	$	15,766,185
Allakos, Inc.^(a)(b)		222,789		1,109,489
Allogene Therapeutics, Inc.^(a)(b)		370,992		1,947,708
ALX Oncology Holdings, Inc.^(a)		15,983		106,607
Amicus Therapeutics, Inc.^(a)		113,806		1,281,456
Anika Therapeutics, Inc.^(a)		27,066		733,218
Annexon, Inc.^(a)(b)		41,893		125,260
Apellis Pharmaceuticals, Inc.^(a)		123,286		10,584,103
Applied Molecular Transport, Inc.^(a)		65,272		17,375
Arcus Biosciences, Inc.^(a)		225,984		4,641,711
Arrowhead Pharmaceuticals, Inc.^(a)		67,961		2,338,538
ARS Pharmaceuticals, Inc.^(a)		65		452
Atara Biotherapeutics, Inc.^(a)		356,845		545,973
Atossa Therapeutics, Inc.^(a)		340,502		316,667
Avidity Biosciences, Inc.^(a)		74,332		789,406
Beam Therapeutics, Inc.^(a)		239,376		7,636,094
BioAtla, Inc.^(a)		109,863		346,068
Blueprint Medicines Corp.^(a)(b)		249,406		14,096,427
Bridgebio Pharma, Inc.^(a)		159,905		2,193,897
C4 Therapeutics, Inc.^(a)		90,727		307,565
CareDx, Inc.^(a)		107,164		855,169
Catalyst Pharmaceuticals, Inc.^(a)		343,351		3,965,704
Coherus Biosciences, Inc.^(a)		819,930		3,353,514
Crinetics Pharmaceuticals, Inc.^(a)		55,834		1,218,856
Cyteir Therapeutics, Inc.^(a)		2,314		5,322
Cytokinetics, Inc.^(a)		58,196		2,193,407
Day One Biopharmaceuticals, Inc.^(a)		32,601		433,593
Deciphera Pharmaceuticals, Inc.^(a)		385,321		5,201,834
Denali Therapeutics, Inc.^(a)(b)		410,368		12,401,321
Dyne Therapeutics, Inc.^(a)		123,535		1,609,661
Editas Medicine, Inc.^(a)		463,285		4,252,956
Emergent BioSolutions, Inc.^(a)(b)		400,790		3,418,739
Enanta Pharmaceuticals, Inc.^(a)		87,409		2,052,363
Fate Therapeutics, Inc.^(a)(b)		1,222,317		6,172,701
FibroGen, Inc.^(a)(b)		247,931		4,276,810
Foghorn Therapeutics, Inc.^(a)		601		3,780
G1 Therapeutics, Inc.^(a)		5,173		13,139
Halozyme Therapeutics, Inc.^(a)		283,790		9,203,310
Heron Therapeutics, Inc.^(a)(b)		631,869		720,331
Homology Medicines, Inc.^(a)		191,198		186,743
Ideaya Biosciences, Inc.^(a)		37,320		852,389
ImmunoGen, Inc.^(a)		127,306		1,736,454
Insmed, Inc.^(a)		49,950		950,549
Intellia Therapeutics, Inc.^(a)(b)		324,844		12,103,687
Intercept Pharmaceuticals, Inc.^(a)		268,150		2,826,301
Iovance Biotherapeutics, Inc.^(a)		14,192		124,038
Ironwood Pharmaceuticals, Inc., Class A^(a)		1,059,529		11,527,676
iTeos Therapeutics, Inc.^(a)		105,814		1,722,652
IVERIC bio, Inc.^(a)		118,095		4,458,086
Jounce Therapeutics, Inc., CVR^(a)(c)		10,334		310
Karuna Therapeutics, Inc.^(a)		33,535		7,597,354
Karyopharm Therapeutics, Inc.^(a)		660,486		1,492,698
Kiniksa Pharmaceuticals Ltd., Class A^(a)		368,603		5,108,838
Kinnate Biopharma, Inc.^(a)		9,740		41,882
Kodiak Sciences, Inc.^(a)		478,909		2,839,930
Kronos Bio, Inc.^(a)(b)		43,065		71,919
Krystal Biotech, Inc.^(a)		2,778		327,387
Kura Oncology, Inc.^(a)		112,091		1,493,052
Kymera Therapeutics, Inc.^(a)(b)		77,727		2,288,283
MacroGenics, Inc.^(a)		382,803		1,787,690
Madrigal Pharmaceuticals, Inc.^(a)		6,840		1,904,324
MeiraGTx Holdings PLC^(a)		31,227		214,842


Security	Shares		Value

Biotechnology (continued)
MiMedx Group, Inc.^(a)(b)		9,827	$	57,586
Mirum Pharmaceuticals, Inc.^(a)		39,602		1,038,760
Myriad Genetics, Inc.^(a)(b)		180,956		3,991,889
NextCure, Inc.^(a)		169,789		292,037
Nkarta, Inc.^(a)		128,764		594,890
Nurix Therapeutics, Inc.^(a)		124,287		1,257,784
Olema Pharmaceuticals, Inc.^(a)(b)		159,827		826,306
Passage Bio, Inc.^(a)		143,703		136,662
PMV Pharmaceuticals, Inc.^(a)(b)		266,837		1,427,578
Poseida Therapeutics, Inc.^(a)		82,181		186,551
Precigen, Inc.^(a)		121,854		145,006
Prometheus Biosciences, Inc.^(a)		35,634		7,080,476
Protagonist Therapeutics, Inc.^(a)		4,610		120,183
Prothena Corp. PLC^(a)		10,875		722,426
PTC Therapeutics, Inc.^(a)(b)		234,413		9,838,314
Puma Biotechnology, Inc.^(a)		228,047		763,957
Recursion Pharmaceuticals, Inc., Class A^(a)		167,395		1,468,054
REGENXBIO, Inc.^(a)		491,474		8,468,097
Relay Therapeutics, Inc.^(a)		435,024		4,846,167
Replimune Group, Inc.^(a)		61,004		1,158,466
Rigel Pharmaceuticals, Inc.^(a)		800,655		1,120,917
Sage Therapeutics, Inc.^(a)(b)		13,112		649,044
Sana Biotechnology, Inc.^(a)(b)		132,361		796,813
Sangamo Therapeutics, Inc.^(a)		1,413,433		1,583,045
Scholar Rock Holding Corp.^(a)		87,436		508,878
Seres Therapeutics, Inc.^(a)(b)		89,697		444,000
Shattuck Labs, Inc.^(a)		4,414		11,521
Surface Oncology, Inc.^(a)		58,721		46,102
Sutro Biopharma, Inc.^(a)(b)		372,079		1,670,635
TG Therapeutics, Inc.^(a)		75,160		2,001,511
Travere Therapeutics, Inc.^(a)		349,741		6,256,866
Twist Bioscience Corp.^(a)(b)		584,044		8,848,267
Ultragenyx Pharmaceutical, Inc.^(a)		53,540		2,642,734
UroGen Pharma Ltd.^(a)		20,705		204,980
Vaxcyte, Inc.^(a)		53,247		2,636,791
Veracyte, Inc.^(a)(b)		365,566		9,460,848
Vericel Corp.^(a)		59,888		1,923,603
Vir Biotechnology, Inc.^(a)		217,682		5,805,579
Vor BioPharma, Inc.^(a)(b)		2,295		10,787
Voyager Therapeutics, Inc.^(a)(b)		52,831		601,745
Xencor, Inc.^(a)(b)		74,904		2,029,898

				296,824,240

Building Products — 1.3%
AAON, Inc.		25,656		2,222,066
Apogee Enterprises, Inc.		63,446		2,341,792
Builders FirstSource, Inc.^(a)		6,138		711,701
Caesarstone Ltd.		37,444		173,740
Gibraltar Industries, Inc.^(a)		115,933		6,063,296
Janus International Group, Inc.^(a)		390,457		3,447,735
JELD-WEN Holding, Inc.^(a)		187,127		2,449,493
PGT Innovations, Inc.^(a)(b)		86,136		2,142,202
UFP Industries, Inc.		338,765		26,457,547

				46,009,572

Capital Markets — 1.9%
Artisan Partners Asset Management, Inc., Class A		116,923		3,741,536
AssetMark Financial Holdings, Inc.^(a)		109,215		3,066,757
Avantax, Inc.^(a)		33,186		702,216
Cohen & Steers, Inc.		52,866		2,876,439
Federated Hermes, Inc., Class B		79,064		2,722,174
GCM Grosvenor, Inc., Class A		4,323		29,829
Greenhill & Co., Inc.		4,987		72,212
Hamilton Lane, Inc., Class A		116,686		7,924,146


S C H E D U L E S O F I N V E S T M E N T S		33

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Capital Markets (continued)
Houlihan Lokey, Inc., Class A		281,837	$	24,607,188
Moelis & Co., Class A		104,676		3,964,080
StepStone Group, Inc., Class A		87,777		1,888,083
Stifel Financial Corp.		138,500		7,696,445
Victory Capital Holdings, Inc., Class A		236,654		7,329,174

				66,620,279

Chemicals — 1.2%
Alto Ingredients, Inc.^(a)		20,776		41,760
Cabot Corp.		127,343		8,720,449
Ecovyst, Inc.^(a)		75,394		756,956
HB Fuller Co.		51,656		3,251,229
Ingevity Corp.^(a)(b)		55,616		2,624,519
Innospec, Inc.		46,332		4,279,223
Livent Corp.^(a)		99,286		2,288,542
Quaker Chemical Corp.		38,824		7,369,183
Sensient Technologies Corp.		79,670		5,738,630
Stepan Co.		60,617		5,573,733

				40,644,224

Commercial Services & Supplies — 0.4%
ACCO Brands Corp.		129,287		625,749
BrightView Holdings, Inc.^(a)		529,298		3,493,367
CECO Environmental Corp.^(a)		64,924		698,582
CoreCivic, Inc.^(a)		225,721		1,945,715
Healthcare Services Group, Inc.		278,266		3,759,374
Interface, Inc., Class A		66,937		463,873
Li-Cycle Holdings Corp.^(a)(b)		38,087		179,771
Steelcase, Inc., Class A		500,171		3,246,110

				14,412,541

Communications Equipment — 0.5%
Calix, Inc.^(a)		209,487		9,764,189
Digi International, Inc.^(a)		23,183		833,429
Extreme Networks, Inc.^(a)		305,467		6,292,620
NETGEAR, Inc.^(a)		68,837		965,783

				17,856,021

Construction & Engineering — 2.9%
API Group Corp.^(a)(b)		324,473		7,333,090
Comfort Systems U.S.A., Inc.^(b)		114,541		16,949,777
Concrete Pumping Holdings, Inc.^(a)		14,948		103,739
Dycom Industries, Inc.^(a)(b)		94,693		9,604,711
EMCOR Group, Inc.		221,894		36,577,007
Fluor Corp.^(a)		55,753		1,480,799
Matrix Service Co.^(a)		86,768		469,415
MYR Group, Inc.^(a)		102,404		13,056,510
Primoris Services Corp.		230,116		6,167,109
Sterling Infrastructure, Inc.^(a)		162,886		7,504,158
Tutor Perini Corp.^(a)(b)		230,142		1,242,767

				100,489,082

Construction Materials — 0.1%
Summit Materials, Inc., Class A^(a)		119,761		3,788,040


Consumer Finance — 0.9%
Enova International, Inc.^(a)		241,153		11,218,438
EZCORP, Inc., Class A, NVS^(a)		102,164		852,048
FirstCash Holdings, Inc.		89,155		8,785,334
LendingClub Corp.^(a)		162,385		1,331,557
LendingTree, Inc.^(a)		170,831		3,124,499
Oportun Financial Corp.^(a)		49,135		281,543
PROG Holdings, Inc.^(a)(b)		101,127		3,299,774
Regional Management Corp.		102,343		2,676,269

				31,569,462


Security	Shares		Value

Consumer Staples Distribution & Retail — 0.0%
SpartanNash Co.		23,694	$	542,593


Containers & Packaging — 0.0%
Pactiv Evergreen, Inc.		6,382		44,802


Diversified Consumer Services — 1.1%
2U, Inc.^(a)		34,561		138,244
American Public Education, Inc.^(a)		75,029		375,895
Chegg, Inc.^(a)		335,632		3,013,975
Duolingo, Inc., Class A^(a)		35,350		5,287,300
Frontdoor, Inc.^(a)		293,470		9,047,680
Laureate Education, Inc., Class A		1,365,427		16,521,667
OneSpaWorld Holdings Ltd.^(a)		168,791		1,760,490

				36,145,251

Diversified REITs — 0.4%
Alexander & Baldwin, Inc.		100,108		1,833,979
American Assets Trust, Inc.		493,757		9,406,071
Armada Hoffler Properties, Inc.		150,856		1,665,450
Empire State Realty Trust, Inc., Class A		208,150		1,284,285

				14,189,785

Diversified Telecommunication Services — 0.5%
Bandwidth, Inc., Class A^(a)(b)		237,914		2,831,177
EchoStar Corp., Class A^(a)		271,141		4,275,894
IDT Corp., Class B^(a)		36,501		1,109,265
Iridium Communications, Inc.		50,621		3,039,285
Liberty Latin America Ltd., Class A^(a)		41,610		304,585
Liberty Latin America Ltd., Class C, NVS^(a)		69,012		503,788
Ooma, Inc.^(a)		427,083		5,688,745

				17,752,739

Electric Utilities — 0.3%
Portland General Electric Co.		201,945		9,840,780


Electrical Equipment — 1.0%
Allied Motion Technologies, Inc.		349		11,842
Atkore, Inc.^(a)(b)		210,068		24,529,640
Bloom Energy Corp., Class A^(a)(b)		493,890		6,776,171
EnerSys		1,690		164,386
LSI Industries, Inc.		69,858		812,449
Shoals Technologies Group, Inc., Class A^(a)		40,524		951,909
SunPower Corp.^(a)(b)		99,378		1,053,407
Sunrun, Inc.^(a)		39,732		700,872
Thermon Group Holdings, Inc.^(a)		14,667		336,461

				35,337,137

Electronic Equipment, Instruments & Components — 3.0%
Advanced Energy Industries, Inc.		5,144		504,884
Badger Meter, Inc.		654		90,167
Belden, Inc.		146,091		12,781,501
Benchmark Electronics, Inc.		197,688		4,667,414
ePlus, Inc.^(a)		187,006		9,236,226
Fabrinet^(a)		74,931		8,483,688
Insight Enterprises, Inc.^(a)		135,149		18,274,848
Itron, Inc.^(a)		3,927		265,976
Napco Security Technologies, Inc.		26,185		973,820
OSI Systems, Inc.^(a)		51,405		6,117,709
PC Connection, Inc.		196,486		8,835,975
Plexus Corp.^(a)		6,985		633,400
Sanmina Corp.^(a)		546,905		29,007,841
ScanSource, Inc.^(a)		134,514		3,868,623

				103,742,072

Energy Equipment & Services — 1.9%
Archrock, Inc.		512,848		4,615,632
Borr Drilling Ltd.^(a)(b)		982,945		6,733,173


34		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Energy Equipment & Services (continued)
ChampionX Corp.		146,860	$	3,709,684
Forum Energy Technologies, Inc.^(a)		1,255		26,769
Helix Energy Solutions Group, Inc.^(a)		279,762		1,756,905
Helmerich & Payne, Inc.		243,149		7,508,441
Liberty Energy, Inc., Class A		1,296,447		15,220,288
Nabors Industries Ltd.^(a)		21,936		1,836,043
Newpark Resources, Inc.^(a)		2,233		7,726
Oil States International, Inc.^(a)		349,620		2,223,583
Patterson-UTI Energy, Inc.		926,728		9,026,331
ProPetro Holding Corp.^(a)		1,361,507		9,081,252
Solaris Oilfield Infrastructure, Inc., Class A		147,456		1,080,852
U.S. Silica Holdings, Inc.^(a)		283,923		3,216,848

				66,043,527

Entertainment — 0.1%
Cinemark Holdings, Inc.^(a)		107,196		1,716,208
Eros Media World PLC, Class A^(a)		23,977		5,035
IMAX Corp.^(a)		6,824		118,328
Lions Gate Entertainment Corp., Class A^(a)(b)		93,518		963,236
Marcus Corp.		32,975		503,858
Sciplay Corp., Class A^(a)		62,608		1,213,969

				4,520,634

Financial Services — 2.2%
Burford Capital Ltd.		35,022		464,392
Essent Group Ltd.		453,541		20,032,906
Federal Agricultural Mortgage Corp., Class C, NVS		116,025		15,525,305
Marqeta, Inc., Class A^(a)		774,455		3,709,640
Merchants Bancorp		40,606		928,253
MoneyGram International, Inc.^(a)		87,484		961,449
NMI Holdings, Inc., Class A^(a)		378,542		9,520,331
Paysafe Ltd.^(a)		185,991		1,796,673
Radian Group, Inc.		75,658		1,932,305
Repay Holdings Corp., Class A^(a)		328,432		2,078,975
Star Holdings^(a)		18,592		288,176
StoneCo Ltd., Class A^(a)		1,345,061		16,853,614

				74,092,019

Food Products — 1.2%
Cal-Maine Foods, Inc.		126,749		6,026,915
Hostess Brands, Inc., Class A^(a)(b)		447,114		11,124,196
Lancaster Colony Corp.		55,358		10,882,276
Seneca Foods Corp., Class A^(a)		12,659		585,352
Sovos Brands, Inc.^(a)(b)		271,642		5,158,482
SunOpta, Inc.^(a)		493,670		3,322,399
Vital Farms, Inc.^(a)(b)		399,684		5,791,421
Whole Earth Brands, Inc., Class A^(a)		21,862		63,181

				42,954,222

Gas Utilities — 0.9%
Brookfield Infrastructure Corp., Class A		249,351		11,495,081
New Jersey Resources Corp.		342,984		16,617,575
Spire, Inc.		70,261		4,536,753

				32,649,409

Ground Transportation — 0.3%
Covenant Logistics Group, Inc., Class A		141,404		5,397,391
Saia, Inc.^(a)		14,799		4,205,284
Universal Logistics Holdings, Inc.		42		1,115

				9,603,790

Health Care Equipment & Supplies — 3.7%
Accuray, Inc.^(a)		351,839		1,298,286
Alphatec Holdings, Inc.^(a)		3,610		54,728
AngioDynamics, Inc.^(a)		166,150		1,571,779
Artivion, Inc.^(a)(b)		122,441		1,834,166


Security	Shares		Value

Health Care Equipment & Supplies (continued)
AtriCure, Inc.^(a)		78,329	$	3,522,455
Atrion Corp.		4,256		2,214,652
Axogen, Inc.^(a)(b)		14,860		126,310
Axonics, Inc.^(a)		3,241		156,832
Cerus Corp.^(a)		258,159		552,460
Glaukos Corp.^(a)		19,401		1,106,245
Haemonetics Corp.^(a)		44,866		3,795,664
Heska Corp.^(a)		14,997		1,795,591
Inari Medical, Inc.^(a)		4,595		277,538
Inogen, Inc.^(a)		20,646		217,402
Inspire Medical Systems, Inc.^(a)		49,715		14,541,140
iRadimed Corp.		1,215		57,141
Lantheus Holdings, Inc.^(a)		54,152		4,689,022
LeMaitre Vascular, Inc.		30,240		1,900,282
LivaNova PLC^(a)		227,087		10,055,412
Merit Medical Systems, Inc.^(a)(b)		394,709		32,524,022
Neogen Corp.^(a)		51,379		898,619
NeuroPace, Inc.^(a)		911		4,054
Nevro Corp.^(a)		125,592		3,461,315
NuVasive, Inc.^(a)		133,971		5,112,333
Omnicell, Inc.^(a)		65,699		4,823,621
OraSure Technologies, Inc.^(a)		567,337		2,853,705
Orthofix Medical, Inc.^(a)		20,496		383,070
Paragon 28, Inc.^(a)		21,469		386,013
Shockwave Medical, Inc.^(a)		50,449		13,878,015
SI-BONE, Inc.^(a)		28,215		710,454
STAAR Surgical Co.^(a)		59,696		3,463,562
Tactile Systems Technology, Inc.^(a)		269,889		5,673,067
Varex Imaging Corp.^(a)		214,678		4,731,503

				128,670,458

Health Care Providers & Services — 2.3%
23andMe Holding Co., Class A^(a)		37,161		71,349
Accolade, Inc.^(a)(b)		92,820		1,117,553
Addus HomeCare Corp.^(a)		11,427		1,030,144
Alignment Healthcare, Inc.^(a)		83,916		492,587
Aveanna Healthcare Holdings, Inc.^(a)		142,707		168,394
Brookdale Senior Living, Inc.^(a)		280,102		966,352
CorVel Corp.^(a)		10,005		1,955,377
Cross Country Healthcare, Inc.^(a)(b)		32,718		834,309
Ensign Group, Inc.		190,832		16,909,624
HealthEquity, Inc.^(a)		216,778		11,879,434
Hims & Hers Health, Inc., Class A^(a)		54,817		490,064
Joint Corp.^(a)		29,560		419,161
National HealthCare Corp.		7,356		446,509
NeoGenomics, Inc.^(a)		174,819		3,003,390
OPKO Health, Inc.^(a)(b)		771,912		1,072,958
Option Care Health, Inc.^(a)		617,172		17,003,089
Pediatrix Medical Group, Inc.^(a)		1,990		26,467
PetIQ, Inc., Class A^(a)(b)		49,355		628,289
Privia Health Group, Inc.^(a)(b)		286,121		7,138,719
Progyny, Inc.^(a)(b)		307,060		11,437,985
Viemed Healthcare, Inc.^(a)		191,743		1,827,311

				78,919,065

Health Care REITs — 0.0%
Diversified Healthcare Trust		321,411		437,119


Health Care Technology — 0.9%
American Well Corp., Class A^(a)		1,209,527		2,673,055
Evolent Health, Inc., Class A^(a)		276,208		8,048,701
Health Catalyst, Inc.^(a)		236,147		2,659,015
HealthStream, Inc.		31,481		724,693
NextGen Healthcare, Inc.^(a)		115,752		1,802,259


S C H E D U L E S O F I N V E S T M E N T S		35

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Health Care Technology (continued)
Phreesia, Inc.^(a)		113,839	$	3,417,447
Sharecare, Inc., Class A^(a)		71,693		106,822
Veradigm, Inc.^(a)		868,772		10,234,134

				29,666,126

Hotel & Resort REITs — 1.1%
Apple Hospitality REIT, Inc.		444,991		6,465,719
Braemar Hotels & Resorts, Inc.		2,078,595		8,501,454
Chatham Lodging Trust		147,940		1,389,157
Hersha Hospitality Trust, Class A		198,072		1,146,837
RLJ Lodging Trust		994,253		10,220,921
Ryman Hospitality Properties, Inc.		121,028		11,101,898
Summit Hotel Properties, Inc.		24,848		162,754

				38,988,740

Hotels, Restaurants & Leisure — 2.9%
Accel Entertainment, Inc., Class A^(a)		225,297		2,102,021
Bally’s Corp.^(a)(b)		217,542		2,956,396
BJ’s Restaurants, Inc.^(a)		150,735		4,488,888
Carrols Restaurant Group, Inc.^(a)		133,550		734,525
Chuy’s Holdings, Inc.^(a)		963		35,477
Dave & Buster’s Entertainment, Inc.^(a)(b)		219,154		7,045,801
El Pollo Loco Holdings, Inc.		145,520		1,330,053
Everi Holdings, Inc.^(a)(b)		110,074		1,530,029
Fiesta Restaurant Group, Inc.^(a)		710		5,105
Hilton Grand Vacations, Inc.^(a)(b)		400,987		17,142,194
Monarch Casino & Resort, Inc.		78,987		5,125,467
Noodles & Co., Class A^(a)		5,195		17,403
Papa John’s International, Inc.		90,358		6,334,999
PlayAGS, Inc.^(a)		117,959		629,901
Red Rock Resorts, Inc., Class A		4,677		213,224
Ruth’s Hospitality Group, Inc.		4,749		101,771
Shake Shack, Inc., Class A^(a)		43,746		2,894,673
Texas Roadhouse, Inc.		199,299		21,504,362
Wingstop, Inc.		123,663		24,653,456

				98,845,745

Household Durables — 1.6%
Century Communities, Inc.		49,545		3,152,548
Ethan Allen Interiors, Inc.		167,391		4,189,797
GoPro, Inc., Class A^(a)		235,993		991,171
Hooker Furnishings Corp.		29,218		433,887
Installed Building Products, Inc.		184,075		19,243,201
iRobot Corp.^(a)		40,925		1,450,791
La-Z-Boy, Inc.		90,532		2,419,015
Skyline Champion Corp.^(a)		21,737		1,263,572
Taylor Morrison Home Corp., Class A^(a)		378,338		16,052,881
Tri Pointe Homes, Inc.^(a)(b)		155,491		4,541,892
Universal Electronics, Inc.^(a)		2,657		21,442

				53,760,197

Household Products — 0.3%
Central Garden & Pet Co.^(a)		15,079		547,368
Central Garden & Pet Co., Class A, NVS^(a)		240,842		8,272,923
Oil-Dri Corp. of America		1,758		66,751

				8,887,042

Independent Power and Renewable Electricity Producers — 1.3%
Brookfield Renewable Corp., Class A		161,541		5,424,547
Clearway Energy, Inc., Class A		605,422		16,636,996
Clearway Energy, Inc., Class C		800,102		22,986,930
Spruce Power Holding Corp.^(a)		883		663
Sunnova Energy International, Inc.^(a)		30,509		538,789

				45,587,925


Security	Shares		Value

Industrial REITs — 0.8%
First Industrial Realty Trust, Inc.		115,739	$	6,016,113
Industrial Logistics Properties Trust		199,166		360,491
Terreno Realty Corp.		350,055		21,468,873

				27,845,477

Insurance — 2.0%
Ambac Financial Group, Inc.^(a)		209,580		2,919,449
Argo Group International Holdings Ltd.		48,496		1,421,418
CNO Financial Group, Inc.		387,564		8,414,014
Crawford & Co., Class A, NVS		2,074		20,491
Donegal Group, Inc., Class A		115,034		1,654,189
eHealth, Inc.^(a)		165,028		1,104,037
Enstar Group Ltd.^(a)		548		128,988
Genworth Financial, Inc., Class A^(a)(b)		537,380		2,874,983
Goosehead Insurance, Inc., Class A^(a)		31,069		1,714,387
Heritage Insurance Holdings, Inc.		132,072		583,758
Kinsale Capital Group, Inc.		84,571		25,623,322
MBIA, Inc.^(a)		68,505		545,300
Mercury General Corp.		403,020		12,094,630
NI Holdings, Inc.^(a)		208		2,850
Oscar Health, Inc., Class A^(a)		794,337		5,830,434
Selective Insurance Group, Inc.		10,763		1,041,105
Selectquote, Inc.^(a)		228,116		364,986
Tiptree, Inc.		11,778		155,352
United Fire Group, Inc.		33,775		725,487
Universal Insurance Holdings, Inc.		20,547		294,849

				67,514,029

Interactive Media & Services — 1.8%
Bumble, Inc., Class A^(a)		676,724		10,353,877
Cargurus, Inc., Class A^(a)		147,447		2,770,529
DHI Group, Inc.^(a)		13,808		50,537
Eventbrite, Inc., Class A^(a)		692,160		5,025,082
EverQuote, Inc., Class A^(a)(b)		97,431		887,596
Shutterstock, Inc.		419,001		20,853,680
TrueCar, Inc.^(a)		239,959		542,307
Vimeo, Inc.^(a)		1,100,723		4,039,653
Yelp, Inc.^(a)		440,899		14,770,117
ZipRecruiter, Inc., Class A^(a)(b)		152,597		2,360,676

				61,654,054

IT Services — 0.5%
Backblaze, Inc., Class A^(a)		3,087		12,935
Brightcove, Inc.^(a)		31,017		129,651
DigitalOcean Holdings, Inc.^(a)		98,837		3,869,469
Fastly, Inc., Class A^(a)		338,122		5,504,626
Grid Dynamics Holdings, Inc., Class A^(a)		59,385		570,096
Hackett Group, Inc.		260,848		5,057,843
Information Services Group, Inc.		7,597		38,745
Perficient, Inc.^(a)(b)		16,054		1,227,649
PFSweb, Inc.		2,866		12,381
Rackspace Technology, Inc.^(a)		62,574		97,615
Squarespace, Inc., Class A^(a)		48,810		1,434,526
Unisys Corp.^(a)		41,411		162,745

				18,118,281

Leisure Products — 0.1%
Escalade, Inc.		103		1,197
MasterCraft Boat Holdings, Inc.^(a)		58,247		1,543,546
Topgolf Callaway Brands Corp.^(a)		131,563		2,245,780

				3,790,523

Life Sciences Tools & Services — 0.8%
AbCellera Biologics, Inc.^(a)(b)		482,297		3,361,610
Adaptive Biotechnologies Corp.^(a)		1,019,513		7,095,810


36		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Life Sciences Tools & Services (continued)
Alpha Teknova, Inc.^(a)		665	$	2,553
BioLife Solutions, Inc.^(a)		2,845		66,431
Codexis, Inc.^(a)		408,209		902,142
CryoPort, Inc.^(a)		25,348		466,657
Medpace Holdings, Inc.^(a)		21,888		4,530,159
NanoString Technologies, Inc.^(a)		315,312		1,857,188
Pacific Biosciences of California, Inc.^(a)(b)		298,615		3,696,854
Personalis, Inc.^(a)(b)		719,541		1,295,174
PhenomeX, Inc.^(a)		270,366		189,256
Quanterix Corp.^(a)		34,175		670,172
Quantum-Si, Inc., Class A^(a)		94,983		143,424
Seer, Inc., Class A^(a)		290,598		1,069,401
Singular Genomics Systems, Inc.^(a)		130,459		137,634
SomaLogic, Inc., Class A^(a)		165,038		500,065

				25,984,530

Machinery — 3.4%
Albany International Corp., Class A		1,410		119,737
Astec Industries, Inc.		114,588		4,223,714
CIRCOR International, Inc.^(a)		18,407		533,435
Columbus McKinnon Corp.		17,243		629,025
Energy Recovery, Inc.^(a)		44,194		1,052,259
EnPro Industries, Inc.		4,496		454,456
Federal Signal Corp.		2,760		146,252
Franklin Electric Co., Inc.		305,101		27,751,987
Gorman-Rupp Co.		1,130		27,041
John Bean Technologies Corp.		40,101		4,275,168
Kadant, Inc.		11,557		2,192,594
Kennametal, Inc.		298,847		7,447,267
Lindsay Corp.		20,590		2,425,502
Luxfer Holdings PLC		3,143		45,133
Manitowoc Co., Inc.^(a)		490,002		7,031,529
Mueller Industries, Inc.		1,514		112,430
NN, Inc.^(a)		1,027		1,807
SPX Technologies, Inc.^(a)		136,757		10,442,764
Tennant Co.		1,592		116,375
Terex Corp.		316,042		14,654,868
Trinity Industries, Inc.		86,567		1,830,892
Wabash National Corp.		73,557		1,724,912
Watts Water Technologies, Inc., Class A		147,369		23,350,618
Xylem, Inc.		49,606		4,970,521

				115,560,286

Marine Transportation — 0.4%
Matson, Inc.		185,304		12,661,822


Media — 0.4%
Cardlytics, Inc.^(a)		134,047		693,023
Clear Channel Outdoor Holdings, Inc.^(a)		21,414		26,339
Entravision Communications Corp., Class A		330,956		1,366,848
EW Scripps Co., Class A, NVS^(a)		198,653		1,565,386
Gray Television, Inc.		48,110		338,213
iHeartMedia, Inc., Class A^(a)(b)		134,263		318,203
PubMatic, Inc., Class A^(a)		4,708		82,625
TEGNA, Inc.		339,947		5,265,779
Thryv Holdings, Inc.^(a)		141,725		3,302,193
Townsquare Media, Inc., Class A		77		742
WideOpenWest, Inc.^(a)		21,344		162,215

				13,121,566

Metals & Mining — 1.8%
Arconic Corp.^(a)		37,868		1,094,764
ATI, Inc.^(a)		3,572		123,520
Atlas Lithium Corp.^(a)(b)		5,904		125,991
Coeur Mining, Inc.^(a)		1,752,026		5,256,078


Security	Shares		Value

Metals & Mining (continued)
Commercial Metals Co.		679,945	$	29,067,649
Constellium SE, Class A^(a)		540,048		8,046,715
Hecla Mining Co.^(b)		179,071		954,448
Kaiser Aluminum Corp.		15,159		915,603
Materion Corp.		7,615		764,089
Novagold Resources, Inc.^(a)(b)		692,220		3,564,933
Olympic Steel, Inc.		18,702		782,118
Perpetua Resources Corp.^(a)		2,158		9,862
PolyMet Mining Corp.^(a)		25,026		34,286
Ryerson Holding Corp.		28,083		954,541
Schnitzer Steel Industries, Inc., Class A		271,081		7,457,438
SunCoke Energy, Inc.		80,059		543,601
Warrior Met Coal, Inc.		68,992		2,261,558

				61,957,194

Mortgage Real Estate Investment Trusts (REITs) — 0.5%
Arbor Realty Trust, Inc.^(b)		1,037,928		13,088,272
BrightSpire Capital, Inc., Class A		12,653		74,906
Great Ajax Corp.		186,759		1,027,174
Hannon Armstrong Sustainable Infrastructure Capital, Inc.		5,879		138,333
Ladder Capital Corp., Class A		194,856		1,856,978
Nexpoint Real Estate Finance, Inc.		3,180		42,262

				16,227,925

Multi-Utilities — 0.1%
Black Hills Corp.		20,053		1,222,230
Unitil Corp.		27,840		1,466,890

				2,689,120

Office REITs — 1.0%
Brandywine Realty Trust		272,474		1,062,649
Corporate Office Properties Trust		732,043		16,705,221
Hudson Pacific Properties, Inc.		289,324		1,351,143
Orion Office REIT, Inc.		106,198		589,399
Paramount Group, Inc.		2,524,005		10,954,182
Piedmont Office Realty Trust, Inc., Class A		389,631		2,427,401

				33,089,995

Oil, Gas & Consumable Fuels — 3.8%
Ardmore Shipping Corp.		389,893		4,565,647
California Resources Corp.		83,345		3,128,771
Callon Petroleum Co.^(a)(b)		29,569		905,698
Chord Energy Corp.		36,087		5,161,885
Civitas Resources, Inc.		145,247		9,702,500
CVR Energy, Inc.		12,001		280,943
DHT Holdings, Inc.		616,165		4,738,309
Energy Fuels, Inc.^(a)		122,348		719,406
Equitrans Midstream Corp.		6,811		58,098
Evolution Petroleum Corp.		225,547		1,768,289
International Seaways, Inc.		53,086		1,913,750
Magnolia Oil & Gas Corp., Class A		1,131,345		21,868,899
Matador Resources Co.		196,741		8,650,702
Murphy Oil Corp.		546,059		19,002,853
Navigator Holdings Ltd.^(a)(b)		4,014		51,459
Nordic American Tankers Ltd.		580,694		2,038,236
Ovintiv, Inc.		92,935		3,073,360
PBF Energy, Inc., Class A		118,058		4,345,715
Scorpio Tankers, Inc.		85,130		3,896,400
SFL Corp. Ltd.		34,956		299,923
SM Energy Co.		793,309		20,856,094
Teekay Tankers Ltd., Class A		66,402		2,399,104
World Fuel Services Corp.		480,172		10,981,534

				130,407,575


S C H E D U L E S O F I N V E S T M E N T S		37

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Passenger Airlines — 0.2%
Allegiant Travel Co.^(a)(b)		10,902	$	1,062,836
Hawaiian Holdings, Inc.^(a)		146,006		1,169,508
SkyWest, Inc.^(a)		100,238		2,998,119
Spirit Airlines, Inc.		167,053		2,540,876

				7,771,339

Personal Care Products — 0.8%
BellRing Brands, Inc.^(a)		49,614		1,816,865
elf Beauty, Inc.^(a)		227,854		23,701,373
Nature’s Sunshine Products, Inc.^(a)		1,259		14,076
USANA Health Sciences, Inc.^(a)		19,817		1,202,297

				26,734,611

Pharmaceuticals — 2.6%
Aclaris Therapeutics, Inc.^(a)		70,403		587,865
Amphastar Pharmaceuticals, Inc.^(a)(b)		111,639		4,953,422
Arvinas, Inc.^(a)(b)		164,039		3,580,971
Atea Pharmaceuticals, Inc.^(a)		572,478		2,284,187
Collegium Pharmaceutical, Inc.^(a)		123,836		2,733,061
Corcept Therapeutics, Inc.^(a)(b)		497,240		11,680,168
Edgewise Therapeutics, Inc.^(a)		46,540		470,985
Endo International PLC^(a)		724,513		25,358
Harmony Biosciences Holdings, Inc.^(a)		253,885		8,779,343
Intra-Cellular Therapies, Inc.^(a)		115,545		6,861,062
Ligand Pharmaceuticals, Inc.^(a)		15,740		1,103,059
Marinus Pharmaceuticals, Inc.^(a)		22,422		159,420
Mind Medicine MindMed, Inc.^(a)		16,675		59,030
Nektar Therapeutics^(a)(b)		1,114,105		646,292
NGM Biopharmaceuticals, Inc.^(a)		269,818		817,549
Nuvation Bio, Inc., Class A^(a)		520,442		843,116
Pacira BioSciences, Inc.^(a)(b)		130,291		4,954,967
Prestige Consumer Healthcare, Inc.^(a)		351,003		20,087,902
Revance Therapeutics, Inc.^(a)		41,242		1,260,356
Scilex Holding Co. (Acquired 03/05/21 - 01/09/23, cost $9,826,744), NVS^(a)(b)(d)		430,177		2,493,431
Supernus Pharmaceuticals, Inc.^(a)(b)		382,387		12,672,305
Tarsus Pharmaceuticals, Inc.^(a)		46,878		785,207
Xeris Biopharma Holdings, Inc.^(a)(b)		201,668		516,270

				88,355,326

Professional Services — 3.4%
ASGN, Inc.^(a)		19,545		1,278,829
Conduent, Inc.^(a)		1,042,091		3,157,536
CSG Systems International, Inc.		122,883		5,895,926
ExlService Holdings, Inc.^(a)		164,534		24,834,762
Exponent, Inc.		139,300		12,720,876
Franklin Covey Co.^(a)		85,261		3,147,836
Insperity, Inc.		421,834		46,705,461
KBR, Inc.		126,380		7,458,948
Kelly Services, Inc., Class A, NVS		158,609		2,772,485
Kforce, Inc.		152,159		8,762,837
Paylocity Holding Corp.^(a)(b)		6,091		1,052,220
ShiftPixy, Inc.^(a)		56		115

				117,787,831

Real Estate Management & Development — 0.4%
Compass, Inc., Class A^(a)		236,904		876,545
eXp World Holdings, Inc.		38,744		596,270
FRP Holdings, Inc.^(a)		30,057		1,587,310
Marcus & Millichap, Inc.		247,795		7,272,783
RMR Group, Inc., Class A		212,921		4,584,189

				14,917,097

Residential REITs — 0.4%
Bluerock Homes Trust, Inc., Class A^(a)		4,196		67,136


Security	Shares		Value

Residential REITs (continued)
Elme Communities		136,486	$	2,062,303
Independence Realty Trust, Inc.		329,522		5,690,845
NexPoint Residential Trust, Inc.		115,916		4,757,193

				12,577,477

Retail REITs — 1.3%
Acadia Realty Trust		722,377		9,296,992
Kite Realty Group Trust		1,283,719		24,955,497
Macerich Co.		323,282		3,116,438
Phillips Edison & Co., Inc.		132,261		3,836,892
RPT Realty		208,486		1,943,090

				43,148,909

Semiconductors & Semiconductor Equipment — 3.1%
Ambarella, Inc.^(a)		114,830		8,304,506
Amkor Technology, Inc.		486,028		12,043,774
Axcelis Technologies, Inc.^(a)		117,586		18,525,674
FormFactor, Inc.^(a)		114,712		3,589,338
Ichor Holdings Ltd.^(a)		66,431		2,012,859
inTEST Corp.^(a)		2,850		58,710
Lattice Semiconductor Corp.^(a)(b)		212,642		17,289,921
MaxLinear, Inc.^(a)		272,472		7,958,907
Photronics, Inc.^(a)		144,013		3,057,396
Power Integrations, Inc.		50,353		4,350,499
Rambus, Inc.^(a)		42,918		2,745,035
Semtech Corp.^(a)(b)		433,632		9,427,160
Silicon Laboratories, Inc.^(a)		93,733		13,185,421
Synaptics, Inc.^(a)		40,816		3,511,809

				106,061,009

Software — 5.7%
8x8, Inc.^(a)		356,485		1,454,459
ACI Worldwide, Inc.^(a)		494,123		11,270,946
Alarm.com Holdings, Inc.^(a)		74,128		3,722,708
Appfolio, Inc., Class A^(a)		48,137		6,890,812
Asana, Inc., Class A^(a)(b)		241,201		5,759,880
BlackLine, Inc.^(a)		105,192		5,477,347
Box, Inc., Class A^(a)(b)		409,694		11,541,080
Cerence, Inc.^(a)		37,444		1,067,903
Cleanspark, Inc.^(a)		3,805		16,323
Clear Secure, Inc., Class A		72,224		1,784,655
CommVault Systems, Inc.^(a)		9,827		684,844
Domo, Inc., Class B^(a)		303,396		4,080,676
eGain Corp.^(a)		1,996		14,471
EngageSmart, Inc.^(a)		331,238		6,286,897
Everbridge, Inc.^(a)		245,021		5,885,404
Expensify, Inc., Class A^(a)		71,449		494,427
Intapp, Inc.^(a)		44,021		1,860,768
Kaleyra, Inc.^(a)(b)		5,344		14,856
LivePerson, Inc.^(a)(b)		630,275		2,319,412
LiveRamp Holdings, Inc.^(a)		249,139		6,064,043
MicroStrategy, Inc., Class A^(a)		7,672		2,314,105
Model N, Inc.^(a)		253,541		8,093,029
PagerDuty, Inc.^(a)		455,043		12,381,720
PowerSchool Holdings, Inc., Class A^(a)		49,534		938,174
PROS Holdings, Inc.^(a)		216,103		6,552,243
Q2 Holdings, Inc.^(a)		514,583		14,984,657
Rapid7, Inc.^(a)		284,609		13,581,541
SEMrush Holdings, Inc., Class A^(a)(b)		179,547		1,366,353
Sprout Social, Inc., Class A^(a)(b)		106,523		4,613,511
SPS Commerce, Inc.^(a)(b)		27,161		4,231,684
Stronghold Digital Mining, Inc., Class A^(a)		3,728		23,337
Telos Corp.^(a)		15,975		51,280
Tenable Holdings, Inc.^(a)(b)		387,245		15,873,173


38		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Software (continued)
Upland Software, Inc.^(a)		73,172	$	205,613
Varonis Systems, Inc.^(a)		546,898		14,372,479
Verint Systems, Inc.^(a)(b)		190,601		6,838,764
Vertex, Inc., Class A^(a)		9,368		205,909
Workiva, Inc., Class A^(a)		32,454		3,143,494
Yext, Inc.^(a)		648,608		5,960,708
Zeta Global Holdings Corp., Class A^(a)		116,036		1,046,645
Zuora, Inc., Class A^(a)		299,575		3,232,414

				196,702,744

Specialized REITs — 0.6%
Outfront Media, Inc.		1,525,757		21,848,840


Specialty Retail — 3.4%
1-800-Flowers.com, Inc., Class A^(a)		384,080		3,118,730
Aaron’s Co., Inc.		185,251		2,267,472
Abercrombie & Fitch Co., Class A^(a)		102,372		3,176,603
Academy Sports & Outdoors, Inc.		88,812		4,348,235
American Eagle Outfitters, Inc.		763,984		7,769,717
Arko Corp., Class A		9,398		68,135
Chico’s FAS, Inc.^(a)(b)		843,619		3,830,030
Conn’s, Inc.^(a)(b)		363,327		1,475,108
Container Store Group, Inc.^(a)		88,112		216,756
Foot Locker, Inc.		229,119		5,801,293
Group 1 Automotive, Inc.		90,948		20,327,787
Haverty Furniture Cos., Inc.		86,417		2,280,545
Lulu’s Fashion Lounge Holdings, Inc.^(a)		163		396
Murphy U.S.A., Inc.^(b)		64,835		17,921,691
Overstock.com, Inc.^(a)		421,153		7,888,196
Signet Jewelers Ltd.		112,328		7,131,705
Sonic Automotive, Inc., Class A		87,607		3,630,434
Stitch Fix, Inc., Class A^(a)(b)		747,600		2,683,884
Urban Outfitters, Inc.^(a)(b)		690,124		21,269,622
Warby Parker, Inc., Class A^(a)(b)		87,759		966,227
Winmark Corp.		654		213,197

				116,385,763

Technology Hardware, Storage & Peripherals — 0.5%
Avid Technology, Inc.^(a)		69,345		1,664,280
Super Micro Computer, Inc.^(a)(b)		45,452		10,178,975
Xerox Holdings Corp.		381,369		5,365,862

				17,209,117

Textiles, Apparel & Luxury Goods — 0.5%
Crocs, Inc.^(a)		141,684		15,908,280
Ermenegildo Zegna NV		75,128		854,957
Fossil Group, Inc.^(a)		2,105		4,273
Oxford Industries, Inc.		20,925		2,091,244

				18,858,754

Tobacco — 0.1%
Turning Point Brands, Inc.		105,255		2,204,040


Trading Companies & Distributors — 2.9%
Applied Industrial Technologies, Inc.		121,266		14,910,867
Boise Cascade Co.		76,714		5,509,600
GATX Corp.		110,984		13,197,107
Global Industrial Co.		16,918		420,920
GMS, Inc.^(a)		60,125		3,807,716
H&E Equipment Services, Inc.		70,594		2,538,560
Herc Holdings, Inc.		152,703		15,487,138
McGrath RentCorp.		152,109		13,508,800


Security	Shares		Value

Trading Companies & Distributors (continued)
MRC Global, Inc.^(a)		145,117	$	1,261,066
NOW, Inc.^(a)		134,730		1,197,750
Rush Enterprises, Inc., Class A		529,029		27,652,346
Rush Enterprises, Inc., Class B		188		10,940
Titan Machinery, Inc.^(a)		73,299		1,850,800

				101,353,610

Water Utilities — 0.1%
California Water Service Group		31,929		1,817,079


Wireless Telecommunication Services — 0.1%
Telephone & Data Systems, Inc.		232,082		1,550,308
United States Cellular Corp.^(a)(b)		20,334		290,776

				1,841,084


Total Common Stocks — 99.1% (Cost: $3,661,998,796)				3,409,409,221


Rights

Biotechnology — 0.0%
Flexion Therapeutics, Inc., CVR^(a)(c)		73,745		38,347
Radius Health, Inc., CVR^(a)(c)		72,193		5,776

				44,123

Paper & Forest Products — 0.0%
Resolute Forest Products, Inc.,, CVR^(a)(c)		72,036		102,291


Pharmaceuticals — 0.0%
Ipsen SA, CVR^(a)(b)(c)		28,456		88,498


Total Rights — 0.0% (Cost: $ —)				234,912


Total Long-Term Investments — 99.1% (Cost: $3,661,998,796)				3,409,644,133


Short-Term Securities

Money Market Funds — 3.8%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 5.00%^(e)(f)		32,705,335		32,705,335
SL Liquidity Series, LLC, Money Market Series, 5.32%^(e)(f)(g)		99,134,034		99,134,034


Total Short-Term Securities — 3.8% (Cost: $131,787,718)				131,839,369


Total Investments — 102.9% (Cost: $3,793,786,514)				3,541,483,502

Liabilities in Excess of Other Assets — (2.9)%				(99,307,719	)


Net Assets — 100.0%			$	3,442,175,783

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(d)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $2,493,431, representing 0.1% of its net assets as of period end, and an original cost of $9,826,744.

^(e)	Affiliate of the Fund.

^(f)	Annualized 7-day yield as of period end.

^(g)	All or a portion of this security was purchased with the cash collateral from loaned securities.


S C H E D U L E S O F I N V E S T M E N T S		39

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the year ended May 31, 2023 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliated Issuer	Value at 05/31/22		Purchases at Cost		Proceeds from Sale			Net Realized Gain (Loss)			Change in Unrealized Appreciation (Depreciation)		Value at 05/31/23		Shares Held at 05/31/23		Income			Capital Gain Distributions from Underlying Funds
BlackRock Liquidity Funds, T-Fund, Institutional Class	$	80,626,304	$	—	$	(47,920,969	)^(a)	$	—		$	—	$	32,705,335		32,705,335	$	1,202,928		$	—
SL Liquidity Series, LLC, Money Market Series		161,949,528		—		(62,822,974	)^(a)		(2,082	)		9,562		99,134,034		99,134,034		1,158,211	^(b)		—

								$	(2,082	)	$	9,562	$	131,839,369			$	2,361,139		$	—

^(a)

Represents net amount purchased (sold).

^(b)

Futures Contracts


Description	Number of Contracts		Expiration Date		Notional Amount (000)		Value/ Unrealized Appreciation (Depreciation)
Long Contracts
Russell 2000 E-Mini Index		430		06/16/23	$	37,664	$	(271,500	)

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Liabilities — Derivative Financial Instruments
Futures contracts
Unrealized depreciation on futures contracts^(a)	$	—	$	—	$	271,500	$	—	$	—	$	—	$	271,500

^(a)

For the period ended May 31, 2023, the effect of derivative financial instruments in the Statements of Operations was as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Realized Gain (Loss) from
Futures contracts	$	—	$	—	$	(4,805,742	)	$	—	$	—	$	—	$	(4,805,742	)


Net Change in Unrealized Appreciation (Depreciation) on
Futures contracts	$	—	$	—	$	(3,130,512	)	$	—	$	—	$	—	$	(3,130,512	)


40		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts
Average notional value of contracts — long	$	40,870,778

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End


	Level 1		Level 2		Level 3		Total
Assets
Investments
Long-Term Investments
Common Stocks
Aerospace & Defense	$	31,778,560	$	—	$	—	$	31,778,560
Air Freight & Logistics		12,928,906		—		—		12,928,906
Automobile Components		65,908,294		—		—		65,908,294
Automobiles		8,275,448		—		—		8,275,448
Banks		213,174,502		—		—		213,174,502
Beverages		41,711,866		—		—		41,711,866
Biotechnology		296,823,930		310		—		296,824,240
Building Products		46,009,572		—		—		46,009,572
Capital Markets		66,620,279		—		—		66,620,279
Chemicals		40,644,224		—		—		40,644,224
Commercial Services & Supplies		14,412,541		—		—		14,412,541
Communications Equipment		17,856,021		—		—		17,856,021
Construction & Engineering		100,489,082		—		—		100,489,082
Construction Materials		3,788,040		—		—		3,788,040
Consumer Finance		31,569,462		—		—		31,569,462
Consumer Staples Distribution & Retail		542,593		—		—		542,593
Containers & Packaging		44,802		—		—		44,802
Diversified Consumer Services		36,145,251		—		—		36,145,251
Diversified REITs		14,189,785		—		—		14,189,785
Diversified Telecommunication Services		17,752,739		—		—		17,752,739
Electric Utilities		9,840,780		—		—		9,840,780
Electrical Equipment		35,337,137		—		—		35,337,137
Electronic Equipment, Instruments & Components		103,742,072		—		—		103,742,072
Energy Equipment & Services		66,043,527		—		—		66,043,527
Entertainment		4,520,634		—		—		4,520,634
Financial Services		74,092,019		—		—		74,092,019
Food Products		42,954,222		—		—		42,954,222
Gas Utilities		32,649,409		—		—		32,649,409
Ground Transportation		9,603,790		—		—		9,603,790
Health Care Equipment & Supplies		128,670,458		—		—		128,670,458
Health Care Providers & Services		78,919,065		—		—		78,919,065
Health Care REITs		437,119		—		—		437,119
Health Care Technology		29,666,126		—		—		29,666,126
Hotel & Resort REITs		38,988,740		—		—		38,988,740
Hotels, Restaurants & Leisure		98,845,745		—		—		98,845,745
Household Durables		53,760,197		—		—		53,760,197
Household Products		8,887,042		—		—		8,887,042
Independent Power and Renewable Electricity Producers		45,587,925		—		—		45,587,925
Industrial REITs		27,845,477		—		—		27,845,477
Insurance		67,514,029		—		—		67,514,029
Interactive Media & Services		61,654,054		—		—		61,654,054
IT Services		18,118,281		—		—		18,118,281
Leisure Products		3,790,523		—		—		3,790,523
Life Sciences Tools & Services		25,984,530		—		—		25,984,530
Machinery		115,560,286		—		—		115,560,286
Marine Transportation		12,661,822		—		—		12,661,822
Media		13,121,566		—		—		13,121,566
Metals & Mining		61,957,194		—		—		61,957,194


S C H E D U L E S O F I N V E S T M E N T S		41

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Small Cap Core Fund

Fair Value Hierarchy as of Period End (continued)


	Level 1			Level 2		Level 3		Total
Common Stocks (continued)
Mortgage Real Estate Investment Trusts (REITs)	$	16,227,925		$	—	$	—	$	16,227,925
Multi-Utilities		2,689,120			—		—		2,689,120
Office REITs		33,089,995			—		—		33,089,995
Oil, Gas & Consumable Fuels		130,407,575			—		—		130,407,575
Passenger Airlines		7,771,339			—		—		7,771,339
Personal Care Products		26,734,611			—		—		26,734,611
Pharmaceuticals		85,861,895			2,493,431		—		88,355,326
Professional Services		117,787,831			—		—		117,787,831
Real Estate Management & Development		14,917,097			—		—		14,917,097
Residential REITs		12,577,477			—		—		12,577,477
Retail REITs		43,148,909			—		—		43,148,909
Semiconductors & Semiconductor Equipment		106,061,009			—		—		106,061,009
Software		196,702,744			—		—		196,702,744
Specialized REITs		21,848,840			—		—		21,848,840
Specialty Retail		116,385,763			—		—		116,385,763
Technology Hardware, Storage & Peripherals		17,209,117			—		—		17,209,117
Textiles, Apparel & Luxury Goods		18,858,754			—		—		18,858,754
Tobacco		2,204,040			—		—		2,204,040
Trading Companies & Distributors		101,353,610			—		—		101,353,610
Water Utilities		1,817,079			—		—		1,817,079
Wireless Telecommunication Services		1,841,084			—		—		1,841,084
Rights		—			5,776		229,136		234,912
Short-Term Securities
Money Market Funds		32,705,335			—		—		32,705,335

	$	3,439,620,815		$	2,499,517	$	229,136		3,442,349,468

Investments valued at NAV^(a)									99,134,034

								$	3,541,483,502

Derivative Financial Instruments^(b)
Liabilities
Equity Contracts	$	(271,500	)	$	—	$	—	$	(271,500	)

^(a)

Certain investments of the Fund were fair valued using NAV as a practical expedient or its equivalent as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

^(b)

Derivative financial instruments are futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.

See notes to financial statements.


42		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments

May 31, 2023

BlackRock Advantage Large Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks

Aerospace & Defense — 1.2%
Axon Enterprise, Inc.^(a)		42,262	$	8,152,763
General Dynamics Corp.		78,668		16,062,432
HEICO Corp., Class A		18,580		2,263,973
Lockheed Martin Corp.		15,415		6,844,414

				33,323,582

Automobile Components — 0.2%
Lear Corp.		34,526		4,234,959


Automobiles — 1.3%
General Motors Co.		526,737		17,071,546
Tesla, Inc.^(a)		97,813		19,947,005

				37,018,551

Banks — 2.0%
Bank of America Corp.		997,952		27,733,086
Citigroup, Inc.		394,285		17,474,711
JPMorgan Chase & Co.		54,101		7,342,047
U.S. Bancorp		44,413		1,327,949
Wells Fargo & Co.		28,369		1,129,370

				55,007,163

Beverages — 2.2%
Coca-Cola Co.		145,945		8,707,079
PepsiCo, Inc.		284,789		51,931,274

				60,638,353

Biotechnology — 2.0%
AbbVie, Inc.		14,419		1,989,245
Amgen, Inc.		95,989		21,179,973
Gilead Sciences, Inc.		72,519		5,579,612
Horizon Therapeutics PLC^(a)		16,087		1,609,183
Incyte Corp.^(a)		109,594		6,745,511
Neurocrine Biosciences, Inc.^(a)		15,395		1,378,314
Regeneron Pharmaceuticals, Inc.^(a)		13,742		10,108,065
Seagen, Inc.^(a)		5,392		1,055,214
Ultragenyx Pharmaceutical, Inc.^(a)		141,377		6,978,369

				56,623,486

Broadline Retail — 3.3%
Amazon.com, Inc.^(a)		566,891		68,355,717
Coupang, Inc., Class A^(a)		22,992		358,675
eBay, Inc.		484,090		20,593,188
Etsy, Inc.^(a)		64,293		5,210,948

				94,518,528

Building Products — 0.8%
Allegion PLC		120,107		12,580,007
Trane Technologies PLC		53,925		8,802,178

				21,382,185

Capital Markets — 1.8%
Bank of New York Mellon Corp.		460,488		18,511,618
Cboe Global Markets, Inc.		15,429		2,043,108
Intercontinental Exchange, Inc.		24,817		2,629,361
Nasdaq, Inc.		71,327		3,947,950
S&P Global, Inc.		62,087		22,812,626
Tradeweb Markets, Inc., Class A		13,512		904,628

				50,849,291

Chemicals — 1.2%
Ecolab, Inc.		208,868		34,473,663
LyondellBasell Industries NV, Class A		2,989		255,679

				34,729,342


Security	Shares		Value

Commercial Services & Supplies — 0.5%
Cintas Corp.		32,178	$	15,192,521


Communications Equipment — 0.1%
Juniper Networks, Inc.		75,802		2,302,107


Construction & Engineering — 0.7%
AECOM		231,121		18,038,994
Valmont Industries, Inc.		10,687		2,802,879

				20,841,873

Construction Materials — 0.0%
Vulcan Materials Co.		3,452		674,866


Consumer Finance — 1.4%
American Express Co.		222,917		35,345,719
Synchrony Financial		160,653		4,973,817

				40,319,536

Consumer Staples Distribution & Retail — 1.7%
Walmart, Inc.		334,172		49,079,842


Electric Utilities — 0.3%
IDACORP, Inc.		10,705		1,114,069
PPL Corp.		82,894		2,171,823
Xcel Energy, Inc.		73,773		4,816,639

				8,102,531

Electrical Equipment — 0.8%
AMETEK, Inc.		46,801		6,789,421
Eaton Corp. PLC		95,194		16,744,625

				23,534,046

Electronic Equipment, Instruments & Components — 0.8%
Flex Ltd.^(a)		864,365		21,946,227


Energy Equipment & Services — 0.0%
Halliburton Co.		28,307		810,996


Entertainment — 0.1%
Electronic Arts, Inc.		10,021		1,282,688
Warner Bros Discovery, Inc., Class A^(a)		67,202		758,039

				2,040,727

Financial Services — 2.6%
Berkshire Hathaway, Inc., Class B^(a)		28,068		9,012,073
Block, Inc., Class A^(a)		81,694		4,933,501
Mastercard, Inc., Class A		50,395		18,395,183
PayPal Holdings, Inc.^(a)		300,511		18,628,677
Visa, Inc., Class A		101,566		22,449,133
WEX, Inc.^(a)		2,771		459,570

				73,878,137

Food Products — 2.2%
Archer-Daniels-Midland Co.		293,027		20,702,357
Hershey Co.		128,268		33,311,200
J M Smucker Co.		63,718		9,340,422

				63,353,979

Ground Transportation — 0.1%
Lyft, Inc., Class A^(a)		181,949		1,641,180
Ryder System, Inc.		3,538		278,900
Schneider National, Inc., Class B		50,703		1,314,222
Uber Technologies, Inc.^(a)		17,615		668,137

				3,902,439

Health Care Equipment & Supplies — 2.6%
Abbott Laboratories		204,702		20,879,604
Boston Scientific Corp.^(a)		772,237		39,754,761


S C H E D U L E S O F I N V E S T M E N T S		43

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Health Care Equipment & Supplies (continued)
IDEXX Laboratories, Inc.^(a)		15,399	$	7,156,993
Stryker Corp.		21,406		5,899,065

				73,690,423

Health Care Providers & Services — 4.9%
Cigna Group		129,262		31,980,711
CVS Health Corp.		548,127		37,289,080
Elevance Health, Inc.		69,662		31,196,037
UnitedHealth Group, Inc.		79,275		38,625,951

				139,091,779

Health Care Technology — 0.3%
Teladoc Health, Inc.^(a)		374,958		8,680,278


Hotel & Resort REITs — 0.0%
RLJ Lodging Trust		56		576


Hotels, Restaurants & Leisure — 1.7%
Caesars Entertainment, Inc.^(a)		256,681		10,526,488
Darden Restaurants, Inc.		53,117		8,420,107
McDonald’s Corp.		22,803		6,501,363
MGM Resorts International		61,616		2,420,893
Starbucks Corp.		11,095		1,083,316
Travel + Leisure Co.		379,512		13,840,802
Yum! Brands, Inc.		37,378		4,810,175

				47,603,144

Household Durables — 0.2%
Taylor Morrison Home Corp., Class A^(a)		20,061		851,188
TopBuild Corp.^(a)		10,339		2,084,963
Whirlpool Corp.		17,454		2,256,628

				5,192,779

Household Products — 1.8%
Kimberly-Clark Corp.		226,591		30,426,639
Procter & Gamble Co.		144,186		20,546,505

				50,973,144

Industrial Conglomerates — 1.3%
Honeywell International, Inc.		186,202		35,676,303


Industrial REITs — 0.2%
Prologis, Inc.		35,309		4,397,736


Insurance — 3.4%
Allstate Corp.		40,919		4,437,666
American Financial Group, Inc.		4,404		494,437
Everest Re Group Ltd.		9,099		3,093,842
Marsh & McLennan Cos., Inc.		175,456		30,385,470
MetLife, Inc.		721,142		35,732,586
Travelers Cos., Inc.		129,474		21,912,180

				96,056,181

Interactive Media & Services — 6.3%
Alphabet, Inc., Class A^(a)		593,184		72,884,518
Alphabet, Inc., Class C, NVS^(a)		380,440		46,934,883
Match Group, Inc.^(a)		85,467		2,948,611
Meta Platforms, Inc., Class A^(a)		178,436		47,235,578
Pinterest, Inc., Class A^(a)		160,203		3,835,260
Snap, Inc., Class A, NVS^(a)		423,063		4,315,243

				178,154,093

IT Services — 0.6%
Accenture PLC, Class A		26,221		8,021,528
Gartner, Inc.^(a)		12,528		4,295,350
VeriSign, Inc.^(a)		25,633		5,724,362

				18,041,240


Security	Shares		Value

Life Sciences Tools & Services — 2.3%
Agilent Technologies, Inc.		264,748	$	30,623,401
Bruker Corp.		9,843		680,151
Danaher Corp.		126,775		29,110,076
Thermo Fisher Scientific, Inc.		6,761		3,437,698

				63,851,326

Machinery — 3.8%
Cummins, Inc.		19,292		3,943,478
Deere & Co.		100,717		34,846,068
Illinois Tool Works, Inc.		161,653		35,358,361
Snap-on, Inc.		22,753		5,662,311
Timken Co.		108,872		7,789,791
Xylem, Inc.		201,227		20,162,946

				107,762,955

Media — 1.3%
Comcast Corp., Class A		215,061		8,462,650
Fox Corp., Class A, NVS		906,851		28,293,751
Fox Corp., Class B		11,766		343,685

				37,100,086

Metals & Mining — 0.2%
Commercial Metals Co.		6,468		276,507
Steel Dynamics, Inc.		47,501		4,365,342

				4,641,849

Multi-Utilities — 1.0%
DTE Energy Co.		250,833		26,989,631


Oil, Gas & Consumable Fuels — 3.0%
Cheniere Energy, Inc.		8,739		1,221,450
Chevron Corp.		342,954		51,655,732
ConocoPhillips		137,130		13,617,009
EOG Resources, Inc.		78,993		8,475,159
Phillips 66		25,063		2,296,021
Pioneer Natural Resources Co.		11,235		2,240,708
Targa Resources Corp.		3,659		248,995
Valero Energy Corp.		28,463		3,046,680
Williams Cos., Inc.		111,621		3,199,058

				86,000,812

Pharmaceuticals — 2.3%
Bristol-Myers Squibb Co.		639,833		41,230,839
Johnson & Johnson		49,666		7,701,210
Merck & Co., Inc.		34,152		3,770,722
Pfizer, Inc.		289,611		11,011,010

				63,713,781

Professional Services — 0.3%
Automatic Data Processing, Inc.		23,998		5,015,342
Insperity, Inc.		27,097		3,000,180
Paycom Software, Inc.		3,625		1,015,471

				9,030,993

Residential REITs — 0.4%
Equity Residential		199,209		12,111,907


Retail REITs — 1.0%
Brixmor Property Group, Inc.		196,730		3,940,502
Simon Property Group, Inc.		220,296		23,164,124

				27,104,626

Semiconductors & Semiconductor Equipment — 6.3%
Analog Devices, Inc.		159,802		28,395,217
Applied Materials, Inc.		180,951		24,120,768
Intel Corp.		676,562		21,271,109
Lattice Semiconductor Corp.^(a)		41,834		3,401,523
MaxLinear, Inc.^(a)		16,605		485,032


44		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Core Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Semiconductors & Semiconductor Equipment (continued)
NVIDIA Corp.		260,443	$	98,536,005
NXP Semiconductors NV		4,586		821,353
QUALCOMM, Inc.		17,312		1,963,354

				178,994,361

Software — 12.4%
Adobe, Inc.^(a)		86,204		36,015,169
Autodesk, Inc.^(a)		11,772		2,347,219
Fortinet, Inc.^(a)		90,224		6,165,006
InterDigital, Inc.		7		581
Intuit, Inc.		10,734		4,498,834
Manhattan Associates, Inc.^(a)		75,814		13,754,176
Microsoft Corp.		626,218		205,643,729
RingCentral, Inc., Class A^(a)		213,566		7,410,740
Salesforce, Inc.^(a)		143,073		31,959,647
ServiceNow, Inc.^(a)		23,467		12,784,352
Splunk, Inc.^(a)		111,552		11,075,998
Synopsys, Inc.^(a)		2,414		1,098,273
Teradata Corp.^(a)		7,724		361,947
VMware, Inc., Class A^(a)		15,527		2,116,175
Workday, Inc., Class A^(a)		42,435		8,995,796
Zoom Video Communications, Inc., Class A^(a)		83,960		5,636,235

				349,863,877

Specialized REITs — 0.7%
SBA Communications Corp.		89,351		19,816,265


Specialty Retail — 3.2%
Best Buy Co., Inc.		93,811		6,817,245
Dick’s Sporting Goods, Inc.		69,209		8,824,840
Five Below, Inc.^(a)		30,191		5,208,551
Home Depot, Inc.		17,670		5,008,561
Lowe’s Cos., Inc.		86,281		17,353,698
Penske Automotive Group, Inc.^(b)		43,203		5,971,519
TJX Cos., Inc.		521,258		40,027,402
Wayfair, Inc., Class A^(a)		28,392		1,144,765

				90,356,581

Technology Hardware, Storage & Peripherals — 8.3%
Apple Inc.		1,108,887		196,550,221


Security	Shares		Value

Technology Hardware, Storage & Peripherals (continued)
Hewlett Packard Enterprise Co.		2,267,764	$	32,701,157
HP, Inc.		127,991		3,719,418

				232,970,796

Textiles, Apparel & Luxury Goods — 1.0%
Crocs, Inc.^(a)		35,494		3,985,266
Lululemon Athletica, Inc.^(a)		57,050		18,936,607
NIKE, Inc., Class B		2,918		307,149
Ralph Lauren Corp., Class A		44,688		4,750,781

				27,979,803

Trading Companies & Distributors — 0.9%
Univar Solutions, Inc.^(a)		32,755		1,166,733
WW Grainger, Inc.		38,024		24,678,337

				25,845,070

Total Long-Term Investments — 99.0% (Cost: $2,284,628,593)				2,795,997,662


Short-Term Securities

Money Market Funds — 0.9%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 5.00%^(c)(d)		25,513,614		25,513,614
SL Liquidity Series, LLC, Money Market Series, 5.32%^(c)(d)(e)		1,007,234		1,007,234


Total Short-Term Securities — 0.9% (Cost: $26,520,124)				26,520,848


Total Investments — 99.9% (Cost: $2,311,148,717)				2,822,518,510

Other Assets Less Liabilities — 0.1%				2,740,131


Net Assets — 100.0%			$	2,825,258,641

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Affiliate of the Fund.

^(d)	Annualized 7-day yield as of period end.

^(e)	All or a portion of this security was purchased with the cash collateral from loaned securities.

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the year ended May 31, 2023 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliated Issuer	Value at 05/31/22		Purchases at Cost		Proceeds from Sale			Net Realized Gain (Loss)			Change in Unrealized Appreciation (Depreciation)		Value at 05/31/23		Shares Held at 05/31/23		Income			Capital Gain Distributions from Underlying Funds
BlackRock Liquidity Funds, T-Fund, Institutional Class	$	27,372,151	$	—	$	(1,858,537	)^(a)	$	—		$	—	$	25,513,614		25,513,614	$	776,979		$	—
SL Liquidity Series, LLC, Money Market Series		3,496,621		—		(2,484,952	)^(a)		(5,159	)		724		1,007,234		1,007,234		37,536	^(b)		—

								$	(5,159	)	$	724	$	26,520,848			$	814,515		$	—

^(a)

Represents net amount purchased (sold).

^(b)


S C H E D U L E S O F I N V E S T M E N T S		45

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Core Fund

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of
Contracts

Expiration
Date

Notional
Amount
(000)

Value/
Unrealized
Appreciation
(Depreciation)

Long Contracts

S&P 500 E-Mini Index

157

06/16/23

32,895

2,128,463

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Assets — Derivative Financial Instruments
Futures contracts
Unrealized appreciation on futures contracts^(a)	$	—	$	—	$	2,128,463	$	—	$	—	$	—	$	2,128,463

^(a)

For the period ended May 31, 2023, the effect of derivative financial instruments in the Statements of Operations was as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Realized Gain (Loss) from
Futures contracts	$	—	$	—	$	(3,745,547	)	$	—	$	—	$	—	$	(3,745,547	)


Net Change in Unrealized Appreciation (Depreciation) on
Futures contracts	$	—	$	—	$	2,082,322		$	—	$	—	$	—	$	2,082,322

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts
Average notional value of contracts — long	$	32,105,106

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.


46		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Core Fund

Fair Value Hierarchy as of Period End


	Level 1		Level 2		Level 3		Total
Assets
Investments
Long-Term Investments
Common Stocks	$	2,795,997,662	$	—	$	—	$	2,795,997,662
Short-Term Securities
Money Market Funds		25,513,614		—		—		25,513,614

	$	2,821,511,276	$	—	$	—		2,821,511,276

Investments valued at NAV^(a)								1,007,234

							$	2,822,518,510

Derivative Financial Instruments^(b)
Assets
Equity Contracts	$	2,128,463	$	—	$	—	$	2,128,463

^(a)

^(b)

Derivative financial instruments are futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.

See notes to financial statements.


S C H E D U L E S O F I N V E S T M E N T S		47

Schedule of Investments

May 31, 2023

BlackRock Advantage Large Cap Value Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks

Aerospace & Defense — 1.8%
Axon Enterprise, Inc.^(a)		4,015	$	774,534
Curtiss-Wright Corp.		4,379		692,145
General Dynamics Corp.		21,791		4,449,286
Lockheed Martin Corp.		5,087		2,258,679
Northrop Grumman Corp.		2,530		1,101,790
Textron, Inc.		8,850		547,549

				9,823,983

Automobile Components — 0.4%
Lear Corp.		17,977		2,205,059


Automobiles — 0.1%
Ford Motor Co.		50,495		605,940


Banks — 5.1%
Citigroup, Inc.		187,221		8,297,635
Citizens Financial Group, Inc.		4,720		121,682
JPMorgan Chase & Co.		62,736		8,513,903
KeyCorp.		57,751		539,394
PNC Financial Services Group, Inc.		1,806		209,189
Truist Financial Corp.		36,405		1,109,260
U.S. Bancorp		69,513		2,078,439
Wells Fargo & Co.		171,334		6,820,806

				27,690,308

Beverages — 1.8%
Coca-Cola Co.		14,758		880,462
Keurig Dr Pepper, Inc.		34,458		1,072,333
PepsiCo, Inc.		41,458		7,559,867

				9,512,662

Biotechnology — 1.2%
ACELYRIN, Inc.^(a)		9,526		172,421
Amgen, Inc.		5,940		1,310,661
Exelixis, Inc.^(a)		11,198		215,897
Gilead Sciences, Inc.		27,015		2,078,534
Horizon Therapeutics PLC^(a)		465		46,514
Incyte Corp.^(a)		8,133		500,586
Regeneron Pharmaceuticals, Inc.^(a)		2,275		1,673,399
Ultragenyx Pharmaceutical, Inc.^(a)		7,844		387,180
United Therapeutics Corp.^(a)		634		132,975

				6,518,167

Broadline Retail — 0.9%
Coupang, Inc., Class A^(a)		5,167		80,605
eBay, Inc.		108,221		4,603,721
Etsy, Inc.^(a)		3,956		320,634

				5,004,960

Building Products — 0.9%
Allegion PLC		21,538		2,255,890
Johnson Controls International PLC		14,070		839,979
Owens Corning		3,307		351,633
Trane Technologies PLC		8,695		1,419,285

				4,866,787

Capital Markets — 3.7%
Bank of New York Mellon Corp.		159,087		6,395,298
Cboe Global Markets, Inc.		11,031		1,460,725
Intercontinental Exchange, Inc.		17,194		1,821,704
Invesco Ltd.		123,230		1,772,047
Nasdaq, Inc.		26,632		1,474,081
S&P Global, Inc.		19,958		7,333,168

				20,257,023


Security	Shares		Value

Chemicals — 1.3%
DuPont de Nemours, Inc.		2,895	$	194,515
Eastman Chemical Co.		5,914		455,910
FMC Corp.		26,337		2,741,155
Huntsman Corp.		13,592		322,810
LyondellBasell Industries NV, Class A		29,807		2,549,691
Sherwin-Williams Co.		2,917		664,434

				6,928,515

Commercial Services & Supplies — 0.2%
Cintas Corp.		2,529		1,194,042


Communications Equipment — 0.8%
Cisco Systems, Inc.		12,017		596,884
Juniper Networks, Inc.		117,939		3,581,808

				4,178,692

Construction & Engineering — 0.8%
AECOM		51,507		4,020,121
Valmont Industries, Inc.		1,321		346,459

				4,366,580

Construction Materials — 0.4%
Vulcan Materials Co.		9,808		1,917,464


Consumer Finance — 1.9%
American Express Co.		49,503		7,849,196
Synchrony Financial		73,640		2,279,894

				10,129,090

Consumer Staples Distribution & Retail — 2.4%
Walmart, Inc.		88,833		13,046,903


Diversified Telecommunication Services — 0.5%
AT&T Inc.		50,778		798,738
Verizon Communications, Inc.		46,743		1,665,453

				2,464,191

Electric Utilities — 2.1%
Evergy, Inc.		72,624		4,201,298
IDACORP, Inc.		2,300		239,361
Portland General Electric Co.		13,828		673,839
PPL Corp.		133,059		3,486,146
Xcel Energy, Inc.		40,349		2,634,386

				11,235,030

Electrical Equipment — 1.4%
AMETEK, Inc.		19,219		2,788,100
Eaton Corp. PLC		26,314		4,628,633

				7,416,733

Electronic Equipment, Instruments & Components — 0.9%
Flex Ltd.^(a)		137,274		3,485,387
TD SYNNEX Corp.		12,701		1,135,215

				4,620,602

Energy Equipment & Services — 0.1%
Halliburton Co.		12,496		358,010
Patterson-UTI Energy, Inc.		24,155		235,270

				593,280

Entertainment — 0.4%
Activision Blizzard, Inc.		12,702		1,018,700
Electronic Arts, Inc.		8,217		1,051,776
Warner Bros Discovery, Inc., Class A^(a)		18,782		211,861

				2,282,337

Financial Services — 3.3%
Berkshire Hathaway, Inc., Class B^(a)		34,900		11,205,692
Block, Inc., Class A^(a)		17,007		1,027,053
Fidelity National Information Services, Inc.		16,053		876,012


48		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Value Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Financial Services (continued)
Mastercard, Inc., Class A		675	$	246,388
PayPal Holdings, Inc.^(a)		74,618		4,625,570
StoneCo Ltd., Class A^(a)		7,484		93,774
WEX, Inc.^(a)		349		57,882

				18,132,371

Food Products — 3.1%
Archer-Daniels-Midland Co.		96,209		6,797,166
General Mills, Inc.		1,151		96,868
Hershey Co.		23,607		6,130,738
J M Smucker Co.		23,355		3,423,609
Kellogg Co.		1,782		118,984

				16,567,365

Gas Utilities — 0.0%
Spire, Inc.		1,722		111,190


Ground Transportation — 0.4%
Lyft, Inc., Class A^(a)		15,983		144,167
Norfolk Southern Corp.		7,564		1,574,673
Ryder System, Inc.		1,453		114,540
Schneider National, Inc., Class B		9,403		243,726

				2,077,106

Health Care Equipment & Supplies — 3.3%
Abbott Laboratories		62,879		6,413,658
Boston Scientific Corp.^(a)		172,771		8,894,251
Enovis Corp.^(a)		3,517		185,452
Medtronic PLC		11,736		971,271
Stryker Corp.		6,145		1,693,439

				18,158,071

Health Care Providers & Services — 4.6%
Cigna Group		28,714		7,104,131
CVS Health Corp.		134,976		9,182,417
Elevance Health, Inc.		18,708		8,377,817
UnitedHealth Group, Inc.		292		142,274

				24,806,639

Health Care Technology — 0.4%
Teladoc Health, Inc.^(a)(b)		94,316		2,183,415


Hotel & Resort REITs — 0.2%
Park Hotels & Resorts, Inc.		99,963		1,293,521


Hotels, Restaurants & Leisure — 1.6%
Caesars Entertainment, Inc.^(a)		49,331		2,023,064
Darden Restaurants, Inc.		14,101		2,235,291
McDonald’s Corp.		8,036		2,291,144
MGM Resorts International		10,411		409,048
Penn Entertainment, Inc.^(a)		2,180		54,587
Travel + Leisure Co.		45,077		1,643,958
Yum! Brands, Inc.		537		69,107

				8,726,199

Household Durables — 1.1%
Taylor Morrison Home Corp., Class A^(a)		64,237		2,725,576
Toll Brothers, Inc.		25,397		1,719,377
TopBuild Corp.^(a)		3,557		717,304
Whirlpool Corp.		7,303		944,205

				6,106,462

Household Products — 1.8%
Kimberly-Clark Corp.		24,597		3,302,885
Procter & Gamble Co.		45,191		6,439,718

				9,742,603

Independent Power and Renewable Electricity Producers — 0.0%
Brookfield Renewable Corp., Class A		5,551		186,403


Security	Shares		Value

Industrial Conglomerates — 1.6%
General Electric Co.		1,236	$	125,491
Honeywell International, Inc.		45,232		8,666,451

				8,791,942

Industrial REITs — 1.0%
Prologis, Inc.		43,111		5,369,475


Insurance — 4.8%
Allstate Corp.		16,315		1,769,362
American Financial Group, Inc.		2,060		231,276
Everest Re Group Ltd.		3,851		1,309,417
Hartford Financial Services Group, Inc.		35,687		2,445,273
Marsh & McLennan Cos., Inc.		17,762		3,076,023
MetLife, Inc.		151,536		7,508,609
Prudential Financial, Inc.		11,073		871,334
Travelers Cos., Inc.		43,224		7,315,230
Unum Group		28,697		1,246,885

				25,773,409

Interactive Media & Services — 4.4%
Alphabet, Inc., Class A^(a)		48,979		6,018,050
Alphabet, Inc., Class C, NVS^(a)		20,450		2,522,916
Bumble, Inc., Class A^(a)		10,850		166,005
Meta Platforms, Inc., Class A^(a)		52,891		14,001,306
Pinterest, Inc., Class A^(a)		33,313		797,513
Snap, Inc., Class A, NVS^(a)		38,989		397,688

				23,903,478

IT Services — 0.1%
Gartner, Inc.^(a)		541		185,487
VeriSign, Inc.^(a)		1,498		334,534

				520,021

Life Sciences Tools & Services — 3.0%
Agilent Technologies, Inc.		37,032		4,283,492
Danaher Corp.		33,944		7,794,221
Thermo Fisher Scientific, Inc.		8,416		4,279,199

				16,356,912

Machinery — 4.3%
Cummins, Inc.		9,423		1,926,155
Deere & Co.		16,174		5,595,881
Illinois Tool Works, Inc.		25,889		5,662,701
Oshkosh Corp.		984		72,649
Snap-on, Inc.		12,913		3,213,529
Timken Co.		41,076		2,938,988
Xylem, Inc.		38,757		3,883,451

				23,293,354

Media — 2.4%
Comcast Corp., Class A		174,283		6,858,036
Fox Corp., Class A, NVS		200,377		6,251,762
Fox Corp., Class B		4,487		131,065
Liberty Media Corp. - Liberty SiriusXM, Class A^(a)		1,625		45,468

				13,286,331

Metals & Mining — 1.0%
Commercial Metals Co.		19,104		816,696
Newmont Corp.		11,206		454,403
Reliance Steel & Aluminum Co.		2,643		620,259
Steel Dynamics, Inc.		17,467		1,605,218
United States Steel Corp.		105,191		2,200,596

				5,697,172

Multi-Utilities — 1.8%
CMS Energy Corp.		52,817		3,062,330


S C H E D U L E S O F I N V E S T M E N T S		49

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Value Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Multi-Utilities (continued)
DTE Energy Co.		62,412	$	6,715,531
NiSource, Inc.		5,061		136,090

				9,913,951

Office REITs — 0.3%
Alexandria Real Estate Equities, Inc.		12,259		1,390,906
Kilroy Realty Corp.		11,755		319,031

				1,709,937

Oil, Gas & Consumable Fuels — 6.4%
Chevron Corp.		98,900		14,896,318
ConocoPhillips		40,323		4,004,074
EOG Resources, Inc.		15,148		1,625,229
Exxon Mobil Corp.		67,541		6,901,339
Marathon Oil Corp.		18,187		403,024
Phillips 66		16,890		1,547,293
Pioneer Natural Resources Co.		8,039		1,603,298
Targa Resources Corp.		2,826		192,309
Valero Energy Corp.		11,631		1,244,982
Williams Cos., Inc.		85,090		2,438,680

				34,856,546

Passenger Airlines — 0.1%
JetBlue Airways Corp.^(a)		47,217		322,492


Pharmaceuticals — 4.7%
Bristol-Myers Squibb Co.		150,265		9,683,077
Johnson & Johnson		57,636		8,937,038
Merck & Co., Inc.		5,584		616,530
Pfizer, Inc.		166,118		6,315,806

				25,552,451

Professional Services — 0.2%
Automatic Data Processing, Inc.		2,054		429,266
Insperity, Inc.		5,163		571,647
Paycom Software, Inc.		153		42,860

				1,043,773

Real Estate Management & Development — 0.0%
Zillow Group, Inc., Class A^(a)		1,616		72,381


Residential REITs — 1.1%
Equity Residential		95,106		5,782,445


Retail REITs — 1.6%
Brixmor Property Group, Inc.		41,467		830,584
Kimco Realty Corp.		135,012		2,481,521
Regency Centers Corp.		3,400		191,318
Simon Property Group, Inc.		50,141		5,272,326

				8,775,749

Semiconductors & Semiconductor Equipment — 3.1%
Analog Devices, Inc.		26,707		4,745,567
Applied Materials, Inc.		1,286		171,424
Intel Corp.		196,266		6,170,603
NVIDIA Corp.		14,727		5,571,813

				16,659,407

Software — 3.1%
Adobe, Inc.^(a)		9,893		4,133,196
Autodesk, Inc.^(a)		600		119,634
Manhattan Associates, Inc.^(a)		21,249		3,854,994
Microsoft Corp.		12,953		4,253,636
RingCentral, Inc., Class A^(a)		7,908		274,408
ServiceNow, Inc.^(a)		508		276,748


Security	Shares		Value

Software (continued)
Splunk, Inc.^(a)		20,352	$	2,020,750
Teradata Corp.^(a)		1,554		72,820
VMware, Inc., Class A^(a)		3,327		453,437
Zoom Video Communications, Inc., Class A^(a)		17,991		1,207,736

				16,667,359

Specialized REITs — 0.3%
SBA Communications Corp.		6,656		1,476,168
VICI Properties, Inc.		7,291		225,510

				1,701,678

Specialty Retail — 2.2%
Best Buy Co., Inc.		16,616		1,207,485
Dick’s Sporting Goods, Inc.		11,670		1,488,042
Five Below, Inc.^(a)		1,640		282,933
Home Depot, Inc.		3,092		876,427
Penske Automotive Group, Inc.^(b)		12,775		1,765,760
TJX Cos., Inc.		78,719		6,044,832

				11,665,479

Technology Hardware, Storage & Peripherals — 1.3%
Apple Inc.		1,412		250,277
Hewlett Packard Enterprise Co.		461,702		6,657,743

				6,908,020

Textiles, Apparel & Luxury Goods — 0.6%
Crocs, Inc.^(a)		1,850		207,718
Lululemon Athletica, Inc.^(a)		8,462		2,808,791
Ralph Lauren Corp., Class A		2,164		230,055
Under Armour, Inc., Class C, NVS^(a)		5,681		37,381

				3,283,945

Trading Companies & Distributors — 0.6%
Univar Solutions, Inc.^(a)		10,383		369,843
WW Grainger, Inc.		4,571		2,966,670

				3,336,513

Wireless Telecommunication Services — 0.1%
United States Cellular Corp.^(a)(b)		40,504		579,207


Total Long-Term Investments — 99.0% (Cost: $511,418,070)				536,773,120


Short-Term Securities

Money Market Funds — 1.1%
BlackRock Liquidity Funds, T-Fund, Institutional Class, 5.00%^(c)(d)		4,925,122		4,925,122
SL Liquidity Series, LLC, Money Market Series, 5.32%^(c)(d)(e)		973,342		973,342


Total Short-Term Securities — 1.1% (Cost: $5,897,770)				5,898,464


Total Investments — 100.1% (Cost: $517,315,840)				542,671,584

Liabilities in Excess of Other Assets — (0.1)%				(295,368	)


Net Assets — 100.0%			$	542,376,216

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Affiliate of the Fund.

^(d)	Annualized 7-day yield as of period end.

^(e)	All or a portion of this security was purchased with the cash collateral from loaned securities.


50		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Value Fund

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the year ended May 31, 2023 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:


Affiliated Issuer	Value at 05/31/22		Purchases at Cost		Proceeds from Sale			Net Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)		Value at 05/31/23		Shares Held at 05/31/23		Income			Capital Gain Distributions from Underlying Funds
BlackRock Liquidity Funds, T-Fund, Institutional Class	$	6,051,649	$	—	$	(1,126,527	)^(a)	$	—	$	—	$	4,925,122		4,925,122	$	172,727		$	—
SL Liquidity Series, LLC, Money Market Series		1,202,047		—		(231,547	)^(a)		2,148		694		973,342		973,342		38,573	^(b)		—

								$	2,148	$	694	$	5,898,464			$	211,300		$	—

^(a)

Represents net amount purchased (sold).

^(b)

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts

Description

Number of
Contracts

Expiration
Date

Notional
Amount
(000)

Value/
Unrealized
Appreciation
(Depreciation)

Long Contracts

S&P 500 E-Mini Index

06/16/23

6,495

353,384

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statements of Assets and Liabilities were as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Assets — Derivative Financial Instruments
Futures contracts
Unrealized appreciation on futures contracts^(a)	$	—	$	—	$	353,384	$	—	$	—	$	—	$	353,384

^(a)

For the period ended May 31, 2023, the effect of derivative financial instruments in the Statements of Operations was as follows:


	Commodity Contracts		Credit Contracts		Equity Contracts			Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Realized Gain (Loss) from
Futures contracts	$	—	$	—	$	(873,650	)	$	—	$	—	$	—	$	(873,650	)

Net Change in Unrealized Appreciation (Depreciation) on
Futures contracts	$	—	$	—	$	242,350		$	—	$	—	$	—	$	242,350


S C H E D U L E S O F I N V E S T M E N T S		51

Schedule of Investments (continued)

May 31, 2023

BlackRock Advantage Large Cap Value Fund

Average Quarterly Balances of Outstanding Derivative Financial Instruments


Futures contracts
Average notional value of contracts — long	$	6,780,466

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End


	Level 1		Level 2		Level 3		Total
Assets
Investments
Long-Term Investments
Common Stocks	$	536,773,120	$	—	$	—	$	536,773,120
Short-Term Securities
Money Market Funds		4,925,122		—		—		4,925,122

	$	541,698,242	$	—	$	—		541,698,242

Investments valued at NAV^(a)								973,342

							$	542,671,584

Derivative Financial Instruments^(b)
Assets
Equity Contracts	$	353,384	$	—	$	—	$	353,384

^(a)

^(b)

Derivative financial instruments futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.

See notes to financial statements.


52		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Assets and Liabilities

May 31, 2023


	BlackRock Advantage International Fund		BlackRock Advantage Large Cap Growth Fund		BlackRock Advantage Small Cap Core Fund			BlackRock Advantage Large Cap Core Fund		BlackRock Advantage Large Cap Value Fund

ASSETS
Investments, at value — unaffiliated^(a)(b)	$	1,174,400,984	$	944,790,593	$	3,409,644,133		$	2,795,997,662	$	536,773,120
Investments, at value — affiliated^(c)		41,717,774		18,281,315		131,839,369			26,520,848		5,898,464
Cash		—		—		—			2,411,547		7,532
Cash pledged:
Futures contracts		1,410,000		560,000		2,787,000			1,720,000		351,006
Foreign currency, at value^(d)		3,348,215		77,725		—			—		—
Receivables:
Investments sold		22,076,252		10,528,339		27,737,668			26,631,248		5,315,749
Securities lending income — affiliated		274		911		187,123			1,740		344
Capital shares sold		1,553,387		137,939		2,790,787			840,017		59,663
Dividends — unaffiliated		8,424,167		677,018		3,220,999			3,392,772		1,140,292
Dividends — affiliated		123,528		34,016		128,540			99,870		20,757
Interest — unaffiliated		—		—		255			—		—
From the Manager		143,651		104,918		229,935			338,855		45,842
Prepaid expenses		58,357		55,356		63,882			57,337		48,808


Total assets		1,253,256,589		975,248,130		3,578,629,691			2,858,011,896		549,661,577


LIABILITIES
Collateral on securities loaned		2,619,531		12,172,035		99,154,486			1,010,154		971,663
Payables:
Investments purchased		30,248,534		8,285,186		28,351,926			26,326,134		5,164,839
Administration fees		82,596		68,506		221,912			179,538		39,545
Capital shares redeemed		488,498		457,619		4,654,165			1,770,139		350,961
Investment advisory fees		743,295		757,077		2,292,695			1,733,298		361,643
Directors’ and Officer’s fees		2,802		2,709		7,071			5,212		2,168
Other accrued expenses		605,242		111,102		1,046,299			1,128,962		168,306
Other affiliate fees		34,060		53,442		—			112,033		4,982
Professional fees		46,092		65,980		70,108			5,570		92,449
Registration fees		—		—		159,188			—		—
Service and distribution fees		55,480		99,419		77,012			296,026		90,830
Variation margin on futures contracts		483,403		59,766		419,046			186,189		37,975


Total liabilities		35,409,533		22,132,841		136,453,908			32,753,255		7,285,361


NET ASSETS	$	1,217,847,056	$	953,115,289	$	3,442,175,783		$	2,825,258,641	$	542,376,216


NET ASSETS CONSIST OF:
Paid-in capital	$	1,192,431,814	$	671,288,029	$	4,068,777,979		$	2,427,250,634	$	530,264,442
Accumulated earnings (loss)		25,415,242		281,827,260		(626,602,196	)		398,008,007		12,111,774


NET ASSETS	$	1,217,847,056	$	953,115,289	$	3,442,175,783		$	2,825,258,641	$	542,376,216


^(a)Investments, at cost — unaffiliated	$	1,053,176,042	$	632,033,704	$	3,661,998,796		$	2,284,628,593	$	511,418,070
^(b)Securities loaned, at value	$	2,396,012	$	11,857,692	$	93,581,953		$	939,896	$	856,547
^(c)Investments, at cost — affiliated	$	41,717,581	$	18,282,497	$	131,787,718		$	26,520,124	$	5,897,770
^(d)Foreign currency, at cost	$	3,342,619	$	84,408	$	—		$	—	$	—


F I N A N C I A L S T A T E M E N T S		53

Statements of Assets and Liabilities (continued)

May 31, 2023


	BlackRock Advantage International Fund		BlackRock Advantage Large Cap Growth Fund		BlackRock Advantage Small Cap Core Fund		BlackRock Advantage Large Cap Core Fund		BlackRock Advantage Large Cap Value Fund

NET ASSET VALUE
Institutional
Net assets	$	771,697,700	$	499,741,624	$	2,152,756,549	$	1,479,014,435	$	164,433,700


Shares outstanding		46,133,436		25,294,418		153,148,326		85,217,648		6,174,247


Net asset value	$	16.73	$	19.76	$	14.06	$	17.36	$	26.63


Shares authorized		Unlimited		Unlimited		Unlimited		400 million		400 million


Par value	$	0.001	$	0.001	$	0.001	$	0.10	$	0.10


Investor A
Net assets	$	230,878,656	$	441,982,995	$	315,693,970	$	1,271,383,763	$	345,671,372


Shares outstanding		13,977,360		23,796,109		22,620,092		77,516,829		13,364,994


Net asset value	$	16.52	$	18.57	$	13.96	$	16.40	$	25.86


Shares authorized		Unlimited		Unlimited		Unlimited		300 million		400 million


Par value	$	0.001	$	0.001	$	0.001	$	0.10	$	0.10


Investor C
Net assets	$	2,598,082	$	8,371,587	$	9,275,980	$	31,813,264	$	14,894,339


Shares outstanding		162,077		562,455		686,987		2,445,134		635,731


Net asset value	$	16.03	$	14.88	$	13.50	$	13.01	$	23.43


Shares authorized		Unlimited		Unlimited		Unlimited		400 million		400 million


Par value	$	0.001	$	0.001	$	0.001	$	0.10	$	0.10


Class K
Net assets	$	193,748,064	$	2,489,004	$	964,449,284	$	31,567,986	$	10,451,371


Shares outstanding		11,580,950		125,961		68,547,331		1,818,023		392,381


Net asset value	$	16.73	$	19.76	$	14.07	$	17.36	$	26.64


Shares authorized		Unlimited		Unlimited		Unlimited		2 billion		2 billion


Par value	$	0.001	$	0.001	$	0.001	$	0.10	$	0.10


Class R
Net assets	$	18,924,554	$	530,079		N/A	$	11,479,193	$	6,925,434


Shares outstanding		1,144,638		27,084		N/A		775,761		282,470


Net asset value	$	16.53	$	19.57		N/A	$	14.80	$	24.52


Shares authorized		Unlimited		Unlimited		N/A		200 million		200 million


Par value	$	0.001	$	0.001		N/A	$	0.10	$	0.10

See notes to financial statements.


54		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Operations

Year Ended May 31, 2023


	BlackRock Advantage International Fund			BlackRock Advantage Large Cap Growth Fund			BlackRock Advantage Small Cap Core Fund

INVESTMENT INCOME
Dividends — unaffiliated	$	41,509,706		$	9,434,138		$	50,844,989
Dividends — affiliated		756,782			294,631			1,202,928
Securities lending income — affiliated — net		59,267			7,555			1,158,211
Foreign taxes withheld		(3,868,233	)		(1,773	)		(152,542	)


Total investment income		38,457,522			9,734,551			53,053,586


EXPENSES
Investment advisory		4,780,691			5,027,585			15,841,692
Transfer agent — class specific		1,159,713			902,378			2,568,152
Service and distribution — class specific		592,584			1,137,145			942,484
Administration		437,592			365,313			1,388,551
Custodian		302,580			41,443			109,207
Administration — class specific		213,586			176,434			743,567
Professional		133,816			115,625			110,873
Registration		96,784			88,184			352,702
Accounting services		94,453			84,344			238,118
Printing and postage		46,850			36,737			47,243
Directors and Officer		15,415			13,966			41,353
Miscellaneous		3,252			26,552			68,026


Total expenses		7,877,316			8,015,706			22,451,968
Less:
Administration fees waived by the Manager — class specific		(213,586	)		(112,691	)		(743,567	)
Fees waived and/or reimbursed by the Manager		(1,105,198	)		(771,768	)		(1,468,837	)
Transfer agent fees waived and/or reimbursed by the Manager — class specific		(698,818	)		(588,897	)		(1,210,231	)


Total expenses after fees waived and/or reimbursed		5,859,714			6,542,350			19,029,333


Net investment income		32,597,808			3,192,201			34,024,253


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		(66,424,794	)		(14,485,903	)		(238,825,437	)
Investments — affiliated		19			3,300			(2,082	)
Futures contracts		735,413			222,696			(4,805,742	)
Foreign currency transactions		(293,253	)		—			—


		(65,982,615	)		(14,259,907	)		(243,633,261	)

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		92,255,979			66,545,633			884,917
Investments — affiliated		(687	)		(1,227	)		9,562
Futures contracts		(1,491,530	)		727,458			(3,130,512	)
Foreign currency translations		(21,182	)		(340	)		—


		90,742,580			67,271,524			(2,236,033	)


Net realized and unrealized gain (loss)		24,759,965			53,011,617			(245,869,294	)


NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	57,357,773		$	56,203,818		$	(211,845,041	)

See notes to financial statements.


F I N A N C I A L S T A T E M E N T S		55

Statements of Operations (continued)

Year Ended May 31, 2023


	BlackRock Advantage Large Cap Core Fund			BlackRock Advantage Large Cap Value Fund

INVESTMENT INCOME
Dividends — unaffiliated	$	45,224,036		$	12,631,234
Dividends — affiliated		776,979			172,727
Securities lending income — affiliated — net		37,536			38,573
Foreign taxes withheld		(7,270	)		(910	)


Total investment income		46,031,281			12,841,624


EXPENSES
Investment advisory		12,011,415			2,786,381
Service and distribution — class specific		3,562,766			1,109,383
Transfer agent — class specific		3,492,679			572,600
Administration		1,063,468			239,960
Administration — class specific		557,888			113,776
Accounting services		187,746			67,342
Professional		119,138			144,254
Registration		113,047			86,342
Custodian		95,903			29
Printing and postage		41,010			37,024
Directors and Officer		32,603			11,606
Miscellaneous		69,101			24,622


Total expenses		21,346,764			5,193,319
Less:
Administration fees waived by the Manager — class specific		(557,888	)		(113,776	)
Fees waived and/or reimbursed by the Manager		(1,743,102	)		(611,138	)
Transfer agent fees waived and/or reimbursed — class specific		(2,113,888	)		(293,537	)


Total expenses after fees waived and/or reimbursed		16,931,886			4,174,868


Net investment income		29,099,395			8,666,756


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		(54,201,159	)		(858,507	)
Investments — affiliated		(5,159	)		2,148
Futures contracts		(3,745,547	)		(873,650	)
Payment by affiliate		16,519			—


		(57,935,346	)		(1,730,009	)

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		28,017,299			(38,951,084	)
Investments — affiliated		724			694
Futures contracts		2,082,322			242,350


		30,100,345			(38,708,040	)


Net realized and unrealized loss		(27,835,001	)		(40,438,049	)


NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	1,264,394		$	(31,771,293	)

See notes to financial statements.


56		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Changes in Net Assets


	BlackRock Advantage International Fund						BlackRock Advantage Large Cap Growth Fund
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/23			Year Ended 05/31/22

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income (loss)	$	32,597,808		$	26,775,669		$	3,192,201		$	(569,120	)
Net realized gain (loss)		(65,982,615	)		13,815,739			(14,259,907	)		61,322,883
Net change in unrealized appreciation (depreciation)		90,742,580			(158,114,198	)		67,271,524			(132,089,230	)


Net increase (decrease) in net assets resulting from operations		57,357,773			(117,522,790	)		56,203,818			(71,335,467	)


DISTRIBUTIONS TO SHAREHOLDERS^(a)
Institutional		(23,002,049	)		(56,532,048	)		(1,487,169	)		(44,257,293	)
Investor A		(6,936,172	)		(29,302,058	)		(734,722	)		(108,743,677	)
Investor C		(57,995	)		(240,559	)		—			(2,223,605	)
Class K		(3,878,150	)		(8,265,311	)		(6,578	)		(260,167	)
Class R		(73,700	)		(255,950	)		(147	)		(58,102	)


Decrease in net assets resulting from distributions to shareholders		(33,948,066	)		(94,595,926	)		(2,228,616	)		(155,542,844	)


CAPITAL SHARE TRANSACTIONS

Net increase in net assets derived from capital share transactions		135,628,015			87,661,542			1,585,172			75,061,115


NET ASSETS
Total increase (decrease) in net assets		159,037,722			(124,457,174	)		55,560,374			(151,817,196	)
Beginning of year		1,058,809,334			1,183,266,508			897,554,915			1,049,372,111


End of year	$	1,217,847,056		$	1,058,809,334		$	953,115,289		$	897,554,915

^(a)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

See notes to financial statements.


F I N A N C I A L S T A T E M E N T S		57

Statements of Changes in Net Assets (continued)


	BlackRock Advantage Small Cap Core Fund						BlackRock Advantage Large Cap Core Fund
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/23			Period from 10/01/21 to 05/31/22			Year Ended 09/30/21

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income	$	34,024,253		$	29,215,493		$	29,099,395		$	17,849,810		$	23,635,633
Net realized gain (loss)		(243,633,261	)		250,713,459			(57,935,346	)		105,141,301			591,709,028
Net change in unrealized appreciation (depreciation)		(2,236,033	)		(1,069,259,136	)		30,100,345			(286,927,386	)		202,950,778


Net increase (decrease) in net assets resulting from operations		(211,845,041	)		(789,330,184	)		1,264,394			(163,936,275	)		818,295,439


DISTRIBUTIONS TO SHAREHOLDERS^(a)
Institutional		(65,785,212	)		(329,368,119	)		(87,947,101	)		(308,814,770	)		(70,259,334	)
Service		—			—			—			—			(15,503	)
Investor A		(8,392,738	)		(54,143,568	)		(78,931,541	)		(280,110,173	)		(66,523,425	)
Investor C		(218,628	)		(1,508,629	)		(2,397,702	)		(8,989,662	)		(1,882,579	)
Class K		(26,282,902	)		(113,826,903	)		(1,924,102	)		(11,248,178	)		(1,855,510	)
Class R		—			—			(849,067	)		(2,790,705	)		(595,042	)


Decrease in net assets resulting from distributions to shareholders		(100,679,480	)		(498,847,219	)		(172,049,513	)		(611,953,488	)		(141,131,393	)


CAPITAL SHARE TRANSACTIONS

Net increase (decrease) in net assets derived from capital share transactions .		(84,503,292	)		860,940,149			(48,914,390	)		466,117,456			(125,973,220	)


NET ASSETS
Total increase (decrease) in net assets		(397,027,813	)		(427,237,254	)		(219,699,509	)		(309,772,307	)		551,190,826
Beginning of period		3,839,203,596			4,266,440,850			3,044,958,150			3,354,730,457			2,803,539,631


End of period	$	3,442,175,783		$	3,839,203,596		$	2,825,258,641		$	3,044,958,150		$	3,354,730,457

^(a)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

See notes to financial statements.


58		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Statements of Changes in Net Assets (continued)


	BlackRock Advantage Large Cap Value Fund
	Year Ended 05/31/23			Year Ended 05/31/22

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income	$	8,666,756		$	7,845,046
Net realized gain (loss)		(1,730,009	)		73,721,702
Net change in unrealized appreciation (depreciation)		(38,708,040	)		(78,673,932	)


Net increase (decrease) in net assets resulting from operations		(31,771,293	)		2,892,816


DISTRIBUTIONS TO SHAREHOLDERS^(a)
Institutional		(9,937,889	)		(31,826,031	)
Investor A		(20,893,090	)		(68,214,081	)
Investor C		(893,218	)		(3,358,960	)
Class K		(574,235	)		(1,517,442	)
Class R		(460,361	)		(1,494,991	)


Decrease in net assets resulting from distributions to shareholders		(32,758,793	)		(106,411,505	)


CAPITAL SHARE TRANSACTIONS

Net increase (decrease) in net assets derived from capital share transactions		(11,079,734	)		67,596,123


NET ASSETS
Total decrease in net assets		(75,609,820	)		(35,922,566	)
Beginning of year		617,986,036			653,908,602


End of year	$	542,376,216		$	617,986,036

^(a)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

See notes to financial statements.


F I N A N C I A L S T A T E M E N T S		59

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund
	Institutional
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	16.48		$	19.89		$	14.52		$	16.12		$	16.97		$	16.77


Net investment income^(a)		0.48			0.46			0.38			0.22			0.44			0.45
Net realized and unrealized gain (loss)		0.29			(2.28	)		5.30			(1.37	)		(0.90	)		(0.12	)


Net increase (decrease) from investment operations		0.77			(1.82	)		5.68			(1.15	)		(0.46	)		0.33


Distributions^(b)
From net investment income		(0.52	)		(0.62	)		(0.31	)		(0.45	)		(0.39	)		(0.13	)

From net realized gain		—			(0.97	)		—			—			—			—


Total distributions		(0.52	)		(1.59	)		(0.31	)		(0.45	)		(0.39	)		(0.13	)


Net asset value, end of period	$	16.73		$	16.48		$	19.89		$	14.52		$	16.12		$	16.97


Total Return^(c)
Based on net asset value		5.10	%		(9.93	)%		39.57	%		(7.45	)%^(d)		(2.52	)%		1.94	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		0.68	%		0.73	%		0.78	%		0.82	%^(g)		0.88	%		0.86	%


Total expenses after fees waived and/or reimbursed		0.50	%		0.50	%		0.50	%		0.50	%^(g)		0.59	%		0.64	%


Net investment income		3.08	%		2.51	%		2.21	%		2.17	%^(g)		2.78	%		2.61	%


Supplemental Data
Net assets, end of period (000)	$	771,698		$	710,116		$	616,649		$	477,944		$	446,831		$	403,149


Portfolio turnover rate		128	%		132	%		247	%		131	%		140	%		106	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 1.82%

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

See notes to financial statements.


60		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)
	Investor A
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	16.28		$	19.65		$	14.35		$	15.93		$	16.78		$	16.60


Net investment income^(a)		0.44			0.35			0.33			0.19			0.40			0.38
Net realized and unrealized gain (loss)		0.28			(2.19	)		5.24			(1.35	)		(0.90	)		(0.10	)


Net increase (decrease) from investment operations		0.72			(1.84	)		5.57			(1.16	)		(0.50	)		0.28


Distributions^(b)
From net investment income		(0.48	)		(0.56	)		(0.27	)		(0.42	)		(0.35	)		(0.10	)

From net realized gain		—			(0.97	)		—			—			—			—


Total distributions		(0.48	)		(1.53	)		(0.27	)		(0.42	)		(0.35	)		(0.10	)


Net asset value, end of period	$	16.52		$	16.28		$	19.65		$	14.35		$	15.93		$	16.78


Total Return^(c)
Based on net asset value		4.82	%		(10.13	)%		39.21	%		(7.61	)%^(d)		(2.77	)%		1.68	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		1.00	%		1.02	%		1.05	%		1.08	%^(g)		1.16	%		1.15	%


Total expenses after fees waived and/or reimbursed		0.75	%		0.75	%		0.75	%		0.75	%^(g)		0.84	%		0.89	%


Net investment income		2.82	%		1.93	%		1.95	%		1.85	%^(g)		2.56	%		2.20	%


Supplemental Data
Net assets, end of period (000)	$	230,879		$	240,255		$	456,083		$	366,411		$	404,739		$	302,725


Portfolio turnover rate		128	%		132	%		247	%		131	%		140	%		106	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 1.56%

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		61

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)
	Investor C
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	15.81		$	19.12		$	13.95		$	15.43		$	16.11		$	15.96


Net investment income^(a)		0.32			0.22			0.16			0.10			0.23			0.23
Net realized and unrealized gain (loss)		0.27			(2.15	)		5.14			(1.31	)		(0.80	)		(0.08	)


Net increase (decrease) from investment operations		0.59			(1.93	)		5.30			(1.21	)		(0.57	)		0.15


Distributions^(b)
From net investment income		(0.37	)		(0.41	)		(0.13	)		(0.27	)		(0.11	)		—

From net realized gain		—			(0.97	)		—			—			—			—


Total distributions		(0.37	)		(1.38	)		(0.13	)		(0.27	)		(0.11	)		—


Net asset value, end of period	$	16.03		$	15.81		$	19.12		$	13.95		$	15.43		$	16.11


Total Return^(c)
Based on net asset value		4.04	%		(10.83	)%		38.21	%		(8.05	)%^(d)		(3.51	)%		0.94	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		1.78	%		1.83	%		1.88	%		1.84	%^(g)		1.88	%		1.89	%


Total expenses after fees waived and/or reimbursed		1.50	%		1.50	%		1.50	%		1.50	%^(g)		1.59	%		1.64	%


Net investment income		2.10	%		1.27	%		0.98	%		1.04	%^(g)		1.52	%		1.39	%


Supplemental Data
Net assets, end of period (000)	$	2,598		$	2,356		$	3,664		$	6,193		$	9,448		$	23,111


Portfolio turnover rate		128	%		132	%		247	%		131	%		140	%		106	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 0.81%

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

See notes to financial statements.


62		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)
	Class K
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Period from 01/25/18^(a)to 09/30/18

Net asset value, beginning of period	$	16.48		$	19.89		$	14.52		$	16.12		$	16.98		$	18.33


Net investment income^(b)		0.52			0.46			0.46			0.23			0.56			0.39
Net realized and unrealized gain (loss)		0.26			(2.28	)		5.23			(1.37	)		(1.03	)		(1.74	)


Net increase (decrease) from investment operations		0.78			(1.82	)		5.69			(1.14	)		(0.47	)		(1.35	)


Distributions^(c)
From net investment income		(0.53	)		(0.62	)		(0.32	)		(0.46	)		(0.39	)		—

From net realized gain		—			(0.97	)		—			—			—			—


Total distributions		(0.53	)		(1.59	)		(0.32	)		(0.46	)		(0.39	)		—


Net asset value, end of period	$	16.73		$	16.48		$	19.89		$	14.52		$	16.12		$	16.98


Total Return^(d)
Based on net asset value		5.16	%		(9.89	)%		39.64	%		(7.40	)%^(e)		(2.53	)%		(7.37	)%^(f)


Ratios to Average Net Assets^(g)
Total expenses		0.57	%		0.61	%		0.63	%		0.65	%^(h)		0.75	%		0.80	%^(h)


Total expenses after fees waived and/or reimbursed		0.45	%		0.45	%		0.45	%		0.45	%^(h)		0.54	%		0.59	%^(h)


Net investment income		3.28	%		2.55	%		2.65	%		2.20	%^(h)		3.59	%		3.33	%^(h)


Supplemental Data
Net assets, end of period (000)	$	193,748		$	103,329		$	103,454		$	43,073		$	43,721		$	8,175


Portfolio turnover rate		128	%		132	%		247	%		131	%		140	%		106	%⁽ⁱ⁾

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is (7.42)%

^(g)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(h)	Annualized.

⁽ⁱ⁾	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		63

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage International Fund (continued)
	Class R
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	16.29		$	19.68		$	14.36		$	15.91		$	16.74		$	16.53


Net investment income^(a)		0.45			0.33			0.28			0.15			0.34			0.32
Net realized and unrealized gain (loss)		0.23			(2.23	)		5.26			(1.34	)		(0.88	)		(0.08	)


Net increase (decrease) from investment operations		0.68			(1.90	)		5.54			(1.19	)		(0.54	)		0.24


Distributions^(b)
From net investment income		(0.44	)		(0.52	)		(0.22	)		(0.36	)		(0.29	)		(0.03	)

From net realized gain		—			(0.97	)		—			—			—			—


Total distributions		(0.44	)		(1.49	)		(0.22	)		(0.36	)		(0.29	)		(0.03	)


Net asset value, end of period	$	16.53		$	16.29		$	19.68		$	14.36		$	15.91		$	16.74


Total Return^(c)
Based on net asset value		4.54	%		(10.42	)%		38.91	%		(7.75	)%^(d)		(3.04	)%		1.44	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		1.33	%		1.35	%		1.36	%		1.37	%^(g)		1.44	%		1.45	%


Total expenses after fees waived and/or reimbursed		1.00	%		1.00	%		1.00	%		1.00	%^(g)		1.09	%		1.14	%


Net investment income		2.75	%		1.81	%		1.67	%		1.47	%^(g)		2.20	%		1.91	%


Supplemental Data
Net assets, end of period (000)	$	18,925		$	2,753		$	3,416		$	3,310		$	5,244		$	7,572


Portfolio turnover rate		128	%		132	%		247	%		131	%		140	%		106	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Includes the litigation settlement amount. Excluding this amount, the Fund’s total return is 1.26%

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

See notes to financial statements.


64		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund
	Institutional
		Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	18.77		$	23.33		$	18.23		$	16.49		$	17.89		$	15.20


Net investment income^(a)		0.09			0.03			0.04			0.07			0.13			0.13
Net realized and unrealized gain (loss)		0.96			(1.25	)		6.59			2.40			(0.22	)		3.52


Net increase (decrease) from investment operations		1.05			(1.22	)		6.63			2.47			(0.09	)		3.65


Distributions^(b)
From net investment income		(0.06	)		—			(0.07	)		(0.14	)		(0.13	)		(0.08	)

From net realized gain		—			(3.34	)		(1.46	)		(0.59	)		(1.18	)		(0.88	)


Total distributions		(0.06	)		(3.34	)		(1.53	)		(0.73	)		(1.31	)		(0.96	)


Net asset value, end of period	$	19.76		$	18.77		$	23.33		$	18.23		$	16.49		$	17.89


Total Return^(c)
Based on net asset value		5.62	%		(7.80	)%		37.54	%		15.34	%^(d)		0.41	%		25.31	%


Ratios to Average Net Assets^(e)
Total expenses		0.75	%		0.75	%		0.83	%		0.86	%^(f)		0.87	%		0.86	%


Total expenses after fees waived and/or reimbursed		0.61	%		0.61	%		0.62	%		0.62	%^(f)		0.62	%		0.62	%


Net investment income		0.50	%		0.15	%		0.21	%		0.65	%^(f)		0.82	%		0.83	%


Supplemental Data
Net assets, end of period (000)	$	499,742		$	432,076		$	125,061		$	89,737		$	79,564		$	74,886


Portfolio turnover rate		130	%		130	%		134	%		70	%		154	%		162	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		65

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)
	Investor A
		Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	17.67		$	22.13		$	17.35		$	15.71		$	17.11		$	14.59


Net investment income (loss)^(a)		0.04			(0.03	)		(0.01	)		0.04			0.09			0.09
Net realized and unrealized gain (loss)		0.89			(1.16	)		6.27			2.28			(0.22	)		3.37


Net increase (decrease) from investment operations		0.93			(1.19	)		6.26			2.32			(0.13	)		3.46


Distributions^(b)
From net investment income		(0.03	)		—			(0.02	)		(0.09	)		(0.09	)		(0.06	)

From net realized gain		—			(3.27	)		(1.46	)		(0.59	)		(1.18	)		(0.88	)


Total distributions		(0.03	)		(3.27	)		(1.48	)		(0.68	)		(1.27	)		(0.94	)


Net asset value, end of period	$	18.57		$	17.67		$	22.13		$	17.35		$	15.71		$	17.11


Total Return^(c)
Based on net asset value		5.28	%		(8.05	)%		37.28	%		15.16	%^(d)		0.15	%		24.98	%


Ratios to Average Net Assets^(e)
Total expenses		1.06	%		1.07	%		1.08	%		1.12	%^(f)		1.12	%		1.12	%


Total expenses after fees waived and/or reimbursed		0.87	%		0.87	%		0.87	%		0.87	%^(f)		0.87	%		0.87	%


Net investment income (loss)		0.24	%		(0.16	)%		(0.04	)%		0.40	%^(f)		0.57	%		0.58	%


Supplemental Data
Net assets, end of period (000)	$	441,983		$	452,791		$	909,344		$	713,162		$	699,247		$	730,996


Portfolio turnover rate		130	%		130	%		134	%		70	%		154	%		162	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

See notes to financial statements.


66		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)
	Investor C
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	14.24		$	18.42		$	14.67		$	13.35		$	14.55		$	12.53


Net investment loss^(a)		(0.07	)		(0.16	)		(0.13	)		(0.03	)		(0.03	)		(0.03	)
Net realized and unrealized gain (loss)		0.71			(0.87	)		5.27			1.93			(0.17	)		2.89


Net increase (decrease) from investment operations		0.64			(1.03	)		5.14			1.90			(0.20	)		2.86


Distributions from net realized gain^(b)		—			(3.15	)		(1.39	)		(0.58	)		(1.00	)		(0.84	)


Net asset value, end of period	$	14.88		$	14.24		$	18.42		$	14.67		$	13.35		$	14.55


Total Return^(c)
Based on net asset value		4.50	%		(8.74	)%		36.25	%		14.56	%^(d)		(0.59	)%		24.09	%


Ratios to Average Net Assets^(e)
Total expenses		1.87	%		1.83	%		1.84	%		1.83	%^(f)		1.85	%		1.87	%


Total expenses after fees waived and/or reimbursed		1.62	%		1.62	%		1.62	%		1.62	%^(f)		1.62	%		1.62	%


Net investment loss		(0.51	)%		(0.89	)%		(0.78	)%		(0.35	)%^(f)		(0.22	)%		(0.19	)%


Supplemental Data
Net assets, end of period (000)	$	8,372		$	10,162		$	12,989		$	14,728		$	15,277		$	48,702

Portfolio turnover rate		130	%		130	%		134	%		70	%		154	%		162	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		67

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)
	Class K
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Period from 01/25/18^(a)to 09/30/18

Net asset value, beginning of period	$	18.77		$	23.33		$	18.23		$	16.49		$	17.89		$	16.37


Net investment income^(b)		0.10			0.04			0.05			0.08			0.14			0.11
Net realized and unrealized gain (loss)		0.95			(1.25	)		6.59			2.40			(0.23	)		1.41


Net increase (decrease) from investment operations		1.05			(1.21	)		6.64			2.48			(0.09	)		1.52


Distributions^(c)
From net investment income		(0.06	)		—			(0.08	)		(0.15	)		(0.13	)		—

From net realized gain		—			(3.35	)		(1.46	)		(0.59	)		(1.18	)		—


Total distributions		(0.06	)		(3.35	)		(1.54	)		(0.74	)		(1.31	)		—


Net asset value, end of period	$	19.76		$	18.77		$	23.33		$	18.23		$	16.49		$	17.89


Total Return^(d)
Based on net asset value		5.63	%		(7.76	)%		37.60	%		15.40	%^(e)		0.47	%		9.29	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		0.69	%		0.69	%		0.69	%		0.70	%^(g)		0.71	%		0.72	%^(g)


Total expenses after fees waived and/or reimbursed		0.57	%		0.57	%		0.57	%		0.57	%^(g)		0.57	%		0.57	%^(g)


Net investment income		0.53	%		0.18	%		0.25	%		0.72	%^(g)		0.85	%		0.93	%^(g)


Supplemental Data
Net assets, end of period (000)	$	2,489		$	2,177		$	1,152		$	715		$	973		$	609


Portfolio turnover rate		130	%		130	%		134	%		70	%		154	%		162	%^(h)

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

^(h)	Portfolio turnover is representative of the Fund for the entire year.

See notes to financial statements.


68		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Growth Fund (continued)
	Class R
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	18.64		$	23.17		$	18.10		$	16.32		$	17.69		$	15.01


Net investment income (loss)^(a)		(0.00	)^(b)		(0.09	)		(0.06	)		0.02			0.05			0.05
Net realized and unrealized gain (loss)		0.94			(1.25	)		6.55			2.38			(0.23	)		3.49


Net increase (decrease) from investment operations		0.94			(1.34	)		6.49			2.40			(0.18	)		3.54


Distributions^(c)
From net investment income		(0.01	)		—			—			(0.03	)		(0.01	)		—

From net realized gain		—			(3.19	)		(1.42	)		(0.59	)		(1.18	)		(0.86	)


Total distributions		(0.01	)		(3.19	)		(1.42	)		(0.62	)		(1.19	)		(0.86	)


Net asset value, end of period	$	19.57		$	18.64		$	23.17		$	18.10		$	16.32		$	17.69


Total Return^(d)
Based on net asset value		5.03	%		(8.28	)%		36.93	%		14.99	%^(e)		(0.15	)%		24.68	%


Ratios to Average Net Assets^(f)
Total expenses		1.42	%		1.50	%		1.36	%		1.46	%^(g)		1.42	%		1.40	%


Total expenses after fees waived and/or reimbursed		1.12	%		1.12	%		1.12	%		1.12	%^(g)		1.12	%		1.12	%


Net investment income (loss)		(0.03	)%		(0.39	)%		(0.30	)%		0.16	%^(g)		0.33	%		0.30	%


Supplemental Data
Net assets, end of period (000)	$	530		$	349		$	577		$	536		$	867		$	1,864


Portfolio turnover rate		130	%		130	%		134	%		70	%		154	%		162	%

^(a)	Based on average shares outstanding.

^(b)	Amount is less than $0.005 per share.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		69

Financial Highlights

(For a share outstanding throughout each period)


		BlackRock Advantage Small Cap Core Fund
		Institutional
	Year Ended 05/31/23				Year Ended 05/31/22			Year Ended 05/31/21			Year Ended 05/31/20			Year Ended 05/31/19

Net asset value, beginning of year		$	15.35		$	20.72		$	13.09		$	13.13		$	14.80


Net investment income^(a)			0.14			0.13			0.12			0.14			0.13
Net realized and unrealized gain (loss)			(1.02	)		(3.28	)		7.97			(0.05	)		(1.13	)


Net increase (decrease) from investment operations			(0.88	)		(3.15	)		8.09			0.09			(1.00	)


Distributions^(b)
From net investment income			(0.12	)		(0.14	)		(0.10	)		(0.13	)		(0.11	)
From net realized gain			(0.29	)		(2.08	)		(0.36	)		(0.00	)^(c)		(0.56	)


Total distributions			(0.41	)		(2.22	)		(0.46	)		(0.13	)		(0.67	)


Net asset value, end of year		$	14.06		$	15.35		$	20.72		$	13.09		$	13.13


Total Return^(d)
Based on net asset value			(5.75	)%		(16.89	)%		62.61	%		0.61	%		(6.89	)%


Ratios to Average Net Assets^(e)
Total expenses			0.59	%		0.59	%		0.60	%		0.64	%		0.70	%


Total expenses after fees waived and/or reimbursed			0.50	%		0.50	%		0.50	%		0.50	%		0.49	%


Net investment income			0.93	%		0.69	%		0.65	%		0.99	%		0.95	%


Supplemental Data
Net assets, end of year (000)		$	2,152,757		$	2,501,959		$	2,802,145		$	847,753		$	551,833


Portfolio turnover rate			93	%		81	%		63	%		101	%		100	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Amount is greater than $(0.005) per share.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

See notes to financial statements.


70		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


		BlackRock Advantage Small Cap Core Fund (continued)
		Investor A
	Year Ended 05/31/23				Year Ended 05/31/22			Year Ended 05/31/21			Year Ended 05/31/20			Year Ended 05/31/19

Net asset value, beginning of year		$	15.24		$	20.58		$	13.02		$	13.05		$	14.73


Net investment income^(a)			0.10			0.08			0.08			0.10			0.09
Net realized and unrealized gain (loss)			(1.01	)		(3.25	)		7.91			(0.03	)		(1.13	)


Net increase (decrease) from investment operations			(0.91	)		(3.17	)		7.99			0.07			(1.04	)


Distributions^(b)
From net investment income			(0.08	)		(0.09	)		(0.07	)		(0.10	)		(0.08	)
From net realized gain			(0.29	)		(2.08	)		(0.36	)		(0.00	)^(c)		(0.56	)


Total distributions			(0.37	)		(2.17	)		(0.43	)		(0.10	)		(0.64	)


Net asset value, end of year		$	13.96		$	15.24		$	20.58		$	13.02		$	13.05


Total Return^(d)
Based on net asset value			(5.98	)%		(17.08	)%		62.05	%		0.45	%		(7.16	)%


Ratios to Average Net Assets^(e)
Total expenses			0.93	%		0.92	%		0.95	%		1.01	%		1.03	%


Total expenses after fees waived and/or reimbursed			0.75	%		0.75	%		0.75	%		0.75	%		0.75	%


Net investment income			0.67	%		0.44	%		0.45	%		0.75	%		0.69	%


Supplemental Data
Net assets, end of year (000)		$	315,694		$	358,594		$	530,664		$	277,926		$	248,574


Portfolio turnover rate			93	%		81	%		63	%		101	%		100	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Amount is greater than $(0.005) per share.

^(d)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		71

Financial Highlights (continued)

(For a share outstanding throughout each period)


		BlackRock Advantage Small Cap Core Fund (continued)
		Investor C
	Year Ended 05/31/23				Year Ended 05/31/22			Year Ended 05/31/21			Year Ended 05/31/20			Year Ended 05/31/19

Net asset value, beginning of year		$	14.80		$	20.08		$	12.74		$	12.80		$	14.48


Net investment income (loss)^(a)			(0.01	)		(0.05	)		(0.05	)		0.00	^(b)		(0.01	)
Net realized and unrealized gain (loss)			(0.98	)		(3.18	)		7.74			(0.04	)		(1.10	)


Net increase (decrease) from investment operations			(0.99	)		(3.23	)		7.69			(0.04	)		(1.11	)


Distributions^(c)
From net investment income			(0.02	)		—			—			(0.02	)		(0.01	)
From net realized gain			(0.29	)		(2.05	)		(0.35	)		(0.00	)^(d)		(0.56	)


Total distributions			(0.31	)		(2.05	)		(0.35	)		(0.02	)		(0.57	)


Net asset value, end of year		$	13.50		$	14.80		$	20.08		$	12.74		$	12.80


Total Return^(e)
Based on net asset value			(6.70	)%		(17.74	)%		60.90	%		(0.33	)%		(7.83	)%


Ratios to Average Net Assets^(f)
Total expenses			1.69	%		1.64	%		1.70	%		1.71	%		1.81	%


Total expenses after fees waived and/or reimbursed			1.50	%		1.50	%		1.50	%		1.50	%		1.50	%


Net investment income (loss)			(0.07	)%		(0.30	)%		(0.32	)%		0.01	%		(0.06	)%


Supplemental Data
Net assets, end of year (000)		$	9,276		$	10,969		$	12,880		$	4,955		$	4,363


Portfolio turnover rate			93	%		81	%		63	%		101	%		100	%

^(a)	Based on average shares outstanding.

^(b)	Amount is less than $0.005 per share.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Amount is greater than $(0.005) per share.

^(e)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

See notes to financial statements.


72		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


		BlackRock Advantage Small Cap Core Fund (continued)
		Class K
	Year Ended 05/31/23				Year Ended 05/31/22			Year Ended 05/31/21			Year Ended 05/31/20			Year Ended 05/31/19

Net asset value, beginning of year		$	15.36		$	20.73		$	13.10		$	13.13		$	14.81


Net investment income^(a)			0.14			0.13			0.13			0.14			0.14
Net realized and unrealized gain (loss)			(1.02	)		(3.27	)		7.97			(0.03	)		(1.15	)


Net increase (decrease) from investment operations			(0.88	)		(3.14	)		8.10			0.11			(1.01	)


Distributions^(b)
From net investment income			(0.12	)		(0.15	)		(0.11	)		(0.14	)		(0.11	)
From net realized gain			(0.29	)		(2.08	)		(0.36	)		(0.00	)^(c)		(0.56	)


Total distributions			(0.41	)		(2.23	)		(0.47	)		(0.14	)		(0.67	)


Net asset value, end of year		$	14.07		$	15.36		$	20.73		$	13.10		$	13.13


Total Return^(d)
Based on net asset value			(5.70	)%		(16.84	)%		62.63	%		0.73	%		(6.93	)%


Ratios to Average Net Assets^(e)
Total expenses			0.51	%		0.51	%		0.52	%		0.56	%		0.61	%


Total expenses after fees waived and/or reimbursed			0.45	%		0.45	%		0.45	%		0.45	%		0.45	%


Net investment income			0.97	%		0.73	%		0.71	%		0.99	%		1.00	%


Supplemental Data
Net assets, end of year (000)		$	964,449		$	967,682		$	920,752		$	188,885		$	56,316


Portfolio turnover rate			93	%		81	%		63	%		101	%		100	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Amount is greater than $(0.005) per share.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		73

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Core Fund
	Institutional
	Year Ended 05/31/23			Period from 10/01/21 to 05/31/22			Year Ended 09/30/21			Year Ended 09/30/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	18.39		$	23.32		$	18.78		$	16.87		$	18.18		$	21.42


Net investment income^(a)		0.20			0.13			0.19			0.22			0.25			0.25
Net realized and unrealized gain (loss)		(0.18	)		(0.87	)		5.31			2.41			(0.13	)		2.71


Net increase (decrease) from investment operations		0.02			(0.74	)		5.50			2.63			0.12			2.96


Distributions^(b)
From net investment income		(0.20	)		(0.19	)		(0.22	)		(0.29	)		(0.20	)		(0.23	)

From net realized gain		(0.85	)		(4.00	)		(0.74	)		(0.43	)		(1.23	)		(5.97	)


Total distributions		(1.05	)		(4.19	)		(0.96	)		(0.72	)		(1.43	)		(6.20	)


Net asset value, end of period	$	17.36		$	18.39		$	23.32		$	18.78		$	16.87		$	18.18


Total Return^(c)
Based on net asset value		0.63	%		(5.20	)%^(d)		30.31	%		15.96	%		1.41	%		17.36	%


Ratios to Average Net Assets^(e)
Total expenses		0.63	%		0.61	%^(f)(g)		0.68	%^(h)		0.84	%⁽ⁱ⁾		0.82	%⁽ⁱ⁾		0.79	%^(h)


Total expenses after fees waived and/or reimbursed		0.48	%		0.48	%^(f)(g)		0.48	%^(h)		0.48	%⁽ⁱ⁾		0.47	%⁽ⁱ⁾		0.48	%^(h)


Net investment income		1.17	%		0.92	%^(f)(g)		0.87	%^(h)		1.29	%⁽ⁱ⁾		1.54	%⁽ⁱ⁾		1.44	%^(h)


Supplemental Data
Net assets, end of period (000)	$	1,479,014		$	1,547,621		$	1,721,850		$	1,399,612		$	1,325,232		$	1,197,729


Portfolio turnover rate^(j)		105	%		73	%		111	%		99	%		151	%		148	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

^(g)

From October 1, 2021 through April 25, 2022, the Fund invested in the Master Portfolio as part of a master-feeder structure and received its corresponding allocated fees waived and expenses and/or net investment income from the Master Portfolio. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.01%.

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to April 25, 2022.

See notes to financial statements.


74		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Core Fund (continued)
	Investor A
	Year Ended 05/31/23			Period from 10/01/21 to 05/31/22			Year Ended 09/30/21			Year Ended 09/30/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	17.44		$	22.30		$	18.00		$	16.20		$	17.52		$	20.84


Net investment income^(a)		0.15			0.09			0.13			0.17			0.20			0.20
Net realized and unrealized gain (loss)		(0.19	)		(0.82	)		5.08			2.31			(0.12	)		2.63


Net increase (decrease) from investment operations		(0.04	)		(0.73	)		5.21			2.48			0.08			2.83


Distributions^(b)
From net investment income		(0.15	)		(0.13	)		(0.17	)		(0.25	)		(0.17	)		(0.18	)

From net realized gain		(0.85	)		(4.00	)		(0.74	)		(0.43	)		(1.23	)		(5.97	)


Total distributions		(1.00	)		(4.13	)		(0.91	)		(0.68	)		(1.40	)		(6.15	)


Net asset value, end of period	$	16.40		$	17.44		$	22.30		$	18.00		$	16.20		$	17.52


Total Return^(c)
Based on net asset value		0.34	%		(5.37	)%^(d)		30.01	%		15.66	%		1.18	%		17.10	%


Ratios to Average Net Assets^(e)
Total expenses		0.90	%		0.86	%^(f)(g)		0.93	%^(h)		1.09	%⁽ⁱ⁾		1.10	%⁽ⁱ⁾		1.14	%^(h)


Total expenses after fees waived and/or reimbursed		0.73	%		0.73	%^(f)(g)		0.73	%^(h)		0.73	%⁽ⁱ⁾		0.73	%⁽ⁱ⁾		0.73	%^(h)


Net investment income		0.92	%		0.67	%^(f)(g)		0.62	%^(h)		1.04	%⁽ⁱ⁾		1.30	%⁽ⁱ⁾		1.19	%^(h)


Supplemental Data
Net assets, end of period (000)	$	1,271,384		$	1,382,899		$	1,519,185		$	1,325,195		$	1,202,715		$	929,540


Portfolio turnover rate^(j)		105	%		73	%		111	%		99	%		151	%		148	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

^(g)

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to April 25, 2022.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		75

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Core Fund (continued)
	Investor C
	Year Ended 05/31/23			Period from 10/01/21 to 05/31/22			Year Ended 09/30/21			Year Ended 09/30/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	14.06		$	18.68		$	15.14		$	13.72		$	15.03		$	18.61


Net investment income (loss)^(a)		0.02			(0.01	)		(0.02	)		0.04			0.07			0.06
Net realized and unrealized gain (loss)		(0.16	)		(0.61	)		4.28			1.95			(0.12	)		2.29


Net increase (decrease) from investment operations		(0.14	)		(0.62	)		4.26			1.99			(0.05	)		2.35


Distributions^(b)
From net investment income		(0.06	)		(0.00	)^(c)		—			(0.14	)		(0.03	)		—

From net realized gain		(0.85	)		(4.00	)		(0.72	)		(0.43	)		(1.23	)		(5.93	)


Total distributions		(0.91	)		(4.00	)		(0.72	)		(0.57	)		(1.26	)		(5.93	)


Net asset value, end of period	$	13.01		$	14.06		$	18.68		$	15.14		$	13.72		$	15.03


Total Return^(d)
Based on net asset value		(0.42	)%		(5.81	)%^(e)		29.03	%		14.80	%		0.37	%		16.24	%


Ratios to Average Net Assets^(f)
Total expenses		1.72	%		1.69	%^(g)(h)		1.69	%⁽ⁱ⁾		1.87	%^(j)		1.89	%^(j)		1.92	%⁽ⁱ⁾


Total expenses after fees waived and/or reimbursed		1.48	%		1.48	%^(g)(h)		1.48	%⁽ⁱ⁾		1.48	%^(j)		1.48	%^(j)		1.48	%⁽ⁱ⁾


Net investment income (loss)		0.17	%		(0.08	)%^(g)(h)		(0.13	)%⁽ⁱ⁾		0.32	%^(j)		0.52	%^(j)		0.44	%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	31,813		$	38,506		$	42,561		$	31,921		$	95,571		$	159,351


Portfolio turnover rate^(k)		105	%		73	%		111	%		99	%		151	%		148	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Amount is greater than $(0.005) per share.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

^(h)

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(j)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.01%.

^(k)	Portfolio turnover rate includes transactions from the Master Portfolio prior to April 25, 2022.

See notes to financial statements.


76		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Core Fund (continued)
	Class K
		Year Ended 05/31/23			Period from 10/01/21 to 05/31/22			Year Ended 09/30/21			Year Ended 09/30/20			Year Ended 09/30/19			Period from 01/25/18 to 09/30/18	^(a)

Net asset value, beginning of period	$	18.40		$	23.34		$	18.79		$	16.88		$	18.19		$	17.48


Net investment income^(b)		0.21			0.13			0.20			0.22			0.31			0.18
Net realized and unrealized gain (loss)		(0.19	)		(0.87	)		5.32			2.42			(0.18	)		0.53


Net increase (decrease) from investment operations		0.02			(0.74	)		5.52			2.64			0.13			0.71


Distributions^(c)
From net investment income		(0.21	)		(0.20	)		(0.23	)		(0.30	)		(0.21	)		—

From net realized gain		(0.85	)		(4.00	)		(0.74	)		(0.43	)		(1.23	)		—


Total distributions		(1.06	)		(4.20	)		(0.97	)		(0.73	)		(1.44	)		—


Net asset value, end of period	$	17.36		$	18.40		$	23.34		$	18.79		$	16.88		$	18.19


Total Return^(d)
Based on net asset value		0.63	%		(5.18	)%^(e)		30.42	%		16.01	%		1.45	%		4.06	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		0.54	%		0.51	%^(g)(h)		0.55	%⁽ⁱ⁾		0.70	%^(j)		0.72	%^(j)		0.72	%^(g)(i)


Total expenses after fees waived and/or reimbursed		0.43	%		0.43	%^(g)(h)		0.43	%⁽ⁱ⁾		0.43	%^(j)		0.43	%^(j)		0.43	%^(g)(i)


Net investment income		1.22	%		0.98	%^(g)(h)		0.91	%⁽ⁱ⁾		1.30	%^(j)		1.87	%^(j)		1.55	%^(g)(i)


Supplemental Data
Net assets, end of period (000)	$	31,568		$	61,965		$	56,736		$	34,078		$	3,079		$	2,458


Portfolio turnover rate^(k)		105	%		73	%		111	%		99	%		151	%		148	%

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)	Annualized.

^(h)

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(j)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.01%.

^(k)	Portfolio turnover rate includes transactions from the Master Portfolio prior to April 25, 2022.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		77

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Core Fund (continued)
	Class R
	Year Ended 05/31/23			Period from 10/01/21 to 05/31/22			Year Ended 09/30/21			Year Ended 09/30/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	15.84		$	20.60		$	16.66		$	15.03		$	16.38		$	19.85


Net investment income^(a)		0.10			0.05			0.07			0.13			0.15			0.15
Net realized and unrealized gain (loss)		(0.17	)		(0.72	)		4.70			2.13			(0.13	)		2.47


Net increase (decrease) from investment operations		(0.07	)		(0.67	)		4.77			2.26			0.02			2.62


Distributions^(b)
From net investment income		(0.12	)		(0.09	)		(0.09	)		(0.20	)		(0.14	)		(0.12	)

From net realized gain		(0.85	)		(4.00	)		(0.74	)		(0.43	)		(1.23	)		(5.97	)


Total distributions		(0.97	)		(4.09	)		(0.83	)		(0.63	)		(1.37	)		(6.09	)


Net asset value, end of period	$	14.80		$	15.84		$	20.60		$	16.66		$	15.03		$	16.38


Total Return^(c)
Based on net asset value		0.14	%		(5.55	)%^(d)		29.67	%		15.38	%		0.88	%		16.83	%


Ratios to Average Net Assets^(e)
Total expenses		1.24	%		1.23	%^(f)(g)		1.26	%^(h)		1.37	%⁽ⁱ⁾		1.32	%⁽ⁱ⁾		1.38	%^(h)


Total expenses after fees waived and/or reimbursed		0.98	%		0.98	%^(f)(g)		0.98	%^(h)		0.98	%⁽ⁱ⁾		0.98	%⁽ⁱ⁾		0.98	%^(h)


Net investment income		0.68	%		0.42	%^(f)(g)		0.37	%^(h)		0.83	%⁽ⁱ⁾		1.04	%⁽ⁱ⁾		0.94	%^(h)


Supplemental Data
Net assets, end of period (000)	$	11,479		$	13,967		$	14,399		$	12,416		$	27,003		$	41,488


Portfolio turnover rate^(j)		105	%		73	%		111	%		99	%		151	%		148	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

^(g)

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to April 25, 2022.

See notes to financial statements.


78		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Value Fund
	Institutional
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	29.79		$	35.07		$	24.74		$	28.08		$	30.89		$	28.32


Net investment income^(a)		0.47			0.45			0.46			0.39			0.57			0.55
Net realized and unrealized gain (loss)		(2.02	)		(0.21	)		10.36			(2.60	)		(0.26	)		2.57


Net increase (decrease) from investment operations		(1.55	)		0.24			10.82			(2.21	)		0.31			3.12


Distributions^(b)
From net investment income		(0.47	)		(0.47	)		(0.49	)		(0.58	)		(0.59	)		(0.43	)

From net realized gain		(1.14	)		(5.05	)		—			(0.55	)		(2.53	)		(0.12	)


Total distributions		(1.61	)		(5.52	)		(0.49	)		(1.13	)		(3.12	)		(0.55	)


Net asset value, end of period	$	26.63		$	29.79		$	35.07		$	24.74		$	28.08		$	30.89


Total Return^(c)
Based on net asset value		(4.97	)%		0.63	%		44.37	%		(8.36	)%^(d)		1.80	%		11.16	%^(d)


Ratios to Average Net Assets^(e)
Total expenses		0.70	%		0.70	%		0.84	%^(f)		0.89	%^(g)(h)		0.87	%^(h)		0.92	%⁽ⁱ⁾


Total expenses after fees waived and/or reimbursed		0.54	%		0.54	%		0.54	%^(f)		0.54	%^(g)(h)		0.54	%^(h)		0.54	%⁽ⁱ⁾


Net investment income		1.72	%		1.41	%		1.58	%^(f)		2.20	%^(g)(h)		2.09	%^(h)		1.87	%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	164,434		$	186,903		$	194,452		$	146,365		$	192,744		$	169,089


Portfolio turnover rate		116	%		136	%		126	%^(j)		70	%		161	%		143	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)

From June 1, 2020 through February 28, 2021, the Fund invested in the Master Portfolio as part of a master-feeder structure and received its corresponding allocated fees waived and expenses and/or net investment income from the Master Portfolio. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.03%.

^(g)	Annualized.

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.05% and 0.03% for the period October 1, 2019 to May 31, 2020 and September 30, 2019, respectively.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to March 1, 2021.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		79

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Value Fund (continued)
	Investor A
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	28.98		$	34.26		$	24.18		$	27.45		$	30.26		$	27.76


Net investment income^(a)		0.39			0.36			0.38			0.34			0.49			0.47
Net realized and unrealized gain (loss)		(1.97	)		(0.20	)		10.13			(2.55	)		(0.25	)		2.51


Net increase (decrease) from investment operations		(1.58	)		0.16			10.51			(2.21	)		0.24			2.98


Distributions^(b)
From net investment income		(0.40	)		(0.39	)		(0.43	)		(0.51	)		(0.52	)		(0.36	)

From net realized gain		(1.14	)		(5.05	)		—			(0.55	)		(2.53	)		(0.12	)


Total distributions		(1.54	)		(5.44	)		(0.43	)		(1.06	)		(3.05	)		(0.48	)


Net asset value, end of period	$	25.86		$	28.98		$	34.26		$	24.18		$	27.45		$	30.26


Total Return^(c)
Based on net asset value		(5.22	)%		0.40	%		44.01	%		(8.53	)%^(d)		1.56	%		10.86	%^(d)


Ratios to Average Net Assets^(e)
Total expenses		0.97	%		0.97	%		1.10	%^(f)		1.15	%^(g)(h)		1.14	%^(h)		1.20	%⁽ⁱ⁾


Total expenses after fees waived and/or reimbursed		0.79	%		0.79	%		0.79	%^(f)		0.79	%^(g)(h)		0.79	%^(h)		0.79	%⁽ⁱ⁾


Net investment income		1.47	%		1.16	%		1.33	%^(f)		1.95	%^(g)(h)		1.84	%^(h)		1.61	%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	345,671		$	394,334		$	405,607		$	280,449		$	336,565		$	337,798


Portfolio turnover rate		116	%		136	%		126	%^(j)		70	%		161	%		143	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)

^(g)	Annualized.

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.05% and 0.03% for the period October 1, 2019 to May 31, 2020 and September 30, 2019, respectively.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to March 1, 2021.

See notes to financial statements.


80		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Value Fund (continued)
	Investor C
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	26.40		$	31.69		$	22.31		$	25.32		$	28.06		$	25.71


Net investment income^(a)		0.17			0.12			0.16			0.19			0.27			0.23
Net realized and unrealized gain (loss)		(1.78	)		(0.19	)		9.37			(2.36	)		(0.24	)		2.33


Net increase (decrease) from investment operations		(1.61	)		(0.07	)		9.53			(2.17	)		0.03			2.56


Distributions^(b)
From net investment income		(0.22	)		(0.17	)		(0.15	)		(0.29	)		(0.24	)		(0.09	)

From net realized gain		(1.14	)		(5.05	)		—			(0.55	)		(2.53	)		(0.12	)


Total distributions		(1.36	)		(5.22	)		(0.15	)		(0.84	)		(2.77	)		(0.21	)


Net asset value, end of period	$	23.43		$	26.40		$	31.69		$	22.31		$	25.32		$	28.06


Total Return^(c)
Based on net asset value		(5.89	)%		(0.38	)%		42.99	%		(9.00	)%^(d)		0.79	%		10.03	%^(d)


Ratios to Average Net Assets^(e)
Total expenses		1.74	%		1.73	%		1.85	%^(f)		1.91	%^(g)(h)		1.94	%^(h)		1.97	%⁽ⁱ⁾


Total expenses after fees waived and/or reimbursed		1.54	%		1.54	%		1.54	%^(f)		1.54	%^(g)(h)		1.54	%^(h)		1.54	%⁽ⁱ⁾


Net investment income		0.72	%		0.41	%		0.63	%^(f)		1.20	%^(g)(h)		1.08	%^(h)		0.87	%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	14,894		$	18,099		$	20,880		$	43,395		$	63,659		$	94,919


Portfolio turnover rate		116	%		136	%		126	%^(j)		70	%		161	%		143	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)

^(g)	Annualized.

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.05% and 0.03% for the period October 1, 2019 to May 31, 2020 and September 30, 2019, respectively.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to March 1, 2021.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		81

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Value Fund (continued)
	Class K
		Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Period from 01/25/18 to 09/30/18	^(a)

Net asset value, beginning of period	$	29.80		$	35.08		$	24.74		$	28.09		$	30.90		$	30.90


Net investment income^(b)		0.48			0.47			0.47			0.40			0.58			0.39
Net realized and unrealized gain (loss)		(2.01	)		(0.22	)		10.38			(2.60	)		(0.26	)		(0.39	)


Net increase (decrease) from investment operations		(1.53	)		0.25			10.85			(2.20	)		0.32			—


Distributions^(c)
From net investment income		(0.49	)		(0.48	)		(0.51	)		(0.60	)		(0.60	)		—

From net realized gain		(1.14	)		(5.05	)		—			(0.55	)		(2.53	)		—


Total distributions		(1.63	)		(5.53	)		(0.51	)		(1.15	)		(3.13	)		—


Net asset value, end of period	$	26.64		$	29.80		$	35.08		$	24.74		$	28.09		$	30.90


Total Return^(d)
Based on net asset value		(4.91	)%		0.69	%		44.48	%		(8.35	)%^(e)		1.85	%		0.00	%^(e)


Ratios to Average Net Assets^(f)
Total expenses		0.63	%		0.63	%		0.74	%^(g)		0.80	%^(h)(i)		0.79	%⁽ⁱ⁾		0.83	%^(h)(j)


Total expenses after fees waived and/or reimbursed		0.49	%		0.49	%		0.49	%^(g)		0.49	%^(h)(i)		0.49	%⁽ⁱ⁾		0.49	%^(h)(j)


Net investment income		1.77	%		1.47	%		1.62	%^(g)		2.24	%^(h)(i)		2.14	%⁽ⁱ⁾		1.88	%^(h)(j)


Supplemental Data
Net assets, end of period (000)	$	10,451		$	10,210		$	8,258		$	4,971		$	5,699		$	5,459


Portfolio turnover rate		116	%		136	%		126	%^(k)		70	%		161	%		143	%

^(a)	Commencement of operations.

^(b)	Based on average shares outstanding.

^(c)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(d)	Where applicable, assumes the reinvestment of distributions.

^(e)	Not annualized.

^(f)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(g)

^(h)	Annualized.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.05% and 0.03% for the period October 1, 2019 to May 31, 2020 and September 30, 2019, respectively.

^(j)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(k)	Portfolio turnover rate includes transactions from the Master Portfolio prior to March 1, 2021.

See notes to financial statements.


82		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Large Cap Value Fund (continued)
	Class R
	Year Ended 05/31/23			Year Ended 05/31/22			Year Ended 05/31/21			Period from 10/01/19 to 05/31/20			Year Ended 09/30/19			Year Ended 09/30/18

Net asset value, beginning of period	$	27.56		$	32.84		$	23.18		$	26.29		$	29.10		$	26.70


Net investment income^(a)		0.31			0.27			0.29			0.28			0.41			0.38
Net realized and unrealized gain (loss)		(1.87	)		(0.19	)		9.71			(2.43	)		(0.26	)		2.42


Net increase (decrease) from investment operations		(1.56	)		0.08			10.00			(2.15	)		0.15			2.80


Distributions^(b)
From net investment income		(0.34	)		(0.31	)		(0.34	)		(0.41	)		(0.43	)		(0.28	)

From net realized gain		(1.14	)		(5.05	)		—			(0.55	)		(2.53	)		(0.12	)


Total distributions		(1.48	)		(5.36	)		(0.34	)		(0.96	)		(2.96	)		(0.40	)


Net asset value, end of period	$	24.52		$	27.56		$	32.84		$	23.18		$	26.29		$	29.10


Total Return^(c)
Based on net asset value		(5.43	)%		0.14	%		43.63	%		(8.65	)%^(d)		1.29	%		10.60	%^(d)


Ratios to Average Net Assets^(e)
Total expenses		1.36	%		1.35	%		1.41	%^(f)		1.43	%^(g)(h)		1.44	%^(h)		1.47	%⁽ⁱ⁾


Total expenses after fees waived and/or reimbursed		1.04	%		1.04	%		1.04	%^(f)		1.04	%^(g)(h)		1.04	%^(h)		1.04	%⁽ⁱ⁾


Net investment income		1.22	%		0.91	%		1.11	%^(f)		1.69	%^(g)(h)		1.59	%^(h)		1.37	%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	6,925		$	8,440		$	9,015		$	10,820		$	18,321		$	29,497


Portfolio turnover rate		116	%		136	%		126	%^(j)		70	%		161	%		143	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)

^(g)	Annualized.

^(h)	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of 0.05% and 0.03% for the period October 1, 2019 to May 31, 2020 and September 30, 2019, respectively.

⁽ⁱ⁾	Includes the Fund’s share of the Master Portfolio’s allocated expenses and/or net investment income. Includes the Fund’s share of the Master Portfolio’s allocated fees waived of less than 0.01%.

^(j)	Portfolio turnover rate includes transactions from the Master Portfolio prior to March 1, 2021.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		83

Notes to Financial Statements

1.	*ORGANIZATION*

BlackRock Funds^SM (the “Trust”) and BlackRock Large Cap Series Funds, Inc. (the “Corporation”) are each registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as open-end management investment companies. The Trust is organized as a Massachusetts business trust. The Corporation is organized as a Maryland corporation. BlackRock Advantage International Fund, BlackRock Advantage Large Cap Growth Fund and BlackRock Small Cap Core Fund are series of the Trust. BlackRock Advantage Large Cap Core Fund and BlackRock Advantage Large Cap Value Fund are series of the Corporation. The following are referred to herein collectively as the “Funds” or individually as a “Fund”:




Fund Name	Herein Referred To As		Diversification Classification


BlackRock Advantage International Fund		Advantage International		Diversified
BlackRock Advantage Large Cap Growth Fund		Advantage Large Cap Growth		Diversified
BlackRock Advantage Small Cap Core Fund		Advantage Small Cap Core		Diversified
BlackRock Advantage Large Cap Core Fund		Advantage Large Cap Core		Diversified
BlackRock Advantage Large Cap Value Fund		Advantage Large Cap Value		Diversified

Each Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and conditions, except that certain classes bear expenses related to the shareholder servicing and distribution of such shares. Institutional and Class K Shares are sold only to certain eligible investors. Investor A, Investor C and Class R Shares bear certain expenses related to shareholder servicing of such shares, and Investor C and Class R Shares also bear certain expenses related to the distribution of such shares. Investor A and Investor C Shares are generally available through financial intermediaries. Class R Shares are sold only to certain employer-sponsored retirement plans. Each class has exclusive voting rights with respect to matters relating to its shareholder servicing and distribution expenditures (except that Investor C shareholders may vote on material changes to the Investor A Shares distribution and service plan).

Share Class

Initial Sales Charge

CDSC

Conversion Privilege

Institutional, Class K and Class R Shares

None

Investor A Shares

Yes

^(a)

None

Investor C Shares

Yes

^(b)

To Investor A Shares after approximately 8 years

^(a)

Investor A Shares may be subject to a contingent deferred sales charge (“CDSC”) for certain redemptions where no initial sales charge was paid at the time of purchase.

^(b)

A CDSC of 1.00% is assessed on certain redemptions of Investor C Shares made within one year after purchase.

The Board of Directors of the Corporation and the Board of Trustees of the Trust are collectively referred to throughout this report as the “Board”, and the directors/trustees thereof are collectively referred to throughout this report as “Directors”.

The Funds, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, are included in a complex of funds referred to as the BlackRock Multi-Asset Complex.

2.	*SIGNIFICANT ACCOUNTING POLICIES*

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. Each Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:

Investment Transactions and Income Recognition: For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined using the specific identification method. Dividend income and capital gain distributions, if any, are recorded on the ex-dividend dates. Non-cash dividends, if any, are recorded on the ex-dividend dates at fair value. Dividends from foreign securities where the ex-dividend dates may have passed are subsequently recorded when the Funds are informed of the ex-dividend dates. Under the applicable foreign tax laws, a withholding tax at various rates may be imposed on capital gains, dividends and interest. Upon notification from issuers, a portion of the dividend income received from a real estate investment trust may be redesignated as a reduction of cost of the related investment and/or realized gain. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets.

Foreign Currency Translation: Each Fund’s books and records are maintained in U.S. dollars. Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates determined as of the close of trading on the New York Stock Exchange (“NYSE”). Purchases and sales of investments are recorded at the rates of exchange prevailing on the respective dates of such transactions. Generally, when the U.S. dollar rises in value against a foreign currency, the investments denominated in that currency will lose value; the opposite effect occurs if the U.S. dollar falls in relative value.

Each Fund does not isolate the effect of fluctuations in foreign exchange rates from the effect of fluctuations in the market prices of investments for financial reporting purposes. Accordingly, the effects of changes in exchange rates on investments are not segregated in the Statements of Operations from the effects of changes in market prices of those investments, but are included as a component of net realized and unrealized gain (loss) from investments. Each Fund reports realized currency gains (losses) on foreign currency related transactions as components of net realized gain (loss) for financial reporting purposes, whereas such components are generally treated as ordinary income for U.S. federal income tax purposes.

Foreign Taxes: The Funds may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, capital gains on investments, or certain foreign currency transactions. All foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which each Fund


84		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (continued)

invests. These foreign taxes, if any, are paid by each Fund and are reflected in its Statements of Operations as follows: foreign taxes withheld at source are presented as a reduction of income, foreign taxes on securities lending income are presented as a reduction of securities lending income, foreign taxes on stock dividends are presented as “Foreign taxes withheld”, and foreign taxes on capital gains from sales of investments and foreign taxes on foreign currency transactions are included in their respective net realized gain (loss) categories. Foreign taxes payable or deferred as of May 31, 2023, if any, are disclosed in the Statements of Assets and Liabilities.

The Funds file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Certain Funds may record a reclaim receivable based on collectability, which includes factors such as the jurisdiction’s applicable laws, payment history and market convention. The Statements of Operations include tax reclaims recorded as well as professional and other fees, if any, associated with recovery of foreign withholding taxes.

Collateralization: If required by an exchange or counterparty agreement, the Funds may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments.

Distributions: Distributions paid by the Funds are recorded on the ex-dividend dates. The character and timing of distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.

Indemnifications: In the normal course of business, a Fund enters into contracts that contain a variety of representations that provide general indemnification. A Fund’s maximum exposure under these arrangements is unknown because it involves future potential claims against a Fund, which cannot be predicted with any certainty.

Other: Expenses directly related to a Fund or its classes are charged to that Fund or the applicable class. Expenses directly related to the Funds and other shared expenses prorated to the Funds are allocated daily to each class based on their relative net assets or other appropriate methods. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods.

The Funds have an arrangement with their custodian whereby credits are earned on uninvested cash balances, which could be used to reduce custody fees and/or overdraft charges. The Funds may incur charges on overdrafts, subject to certain conditions.

3.	*INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS*

Investment Valuation Policies: The Funds’ investments are valued at fair value (also referred to as “market value” within the financial statements) each day that the Funds are open for business and, for financial reporting purposes, as of the report date. U.S. GAAP defines fair value as the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Board of each Fund has approved the designation of the Fund’s Manager as the valuation designee for the Fund. Each Fund determines the fair values of its financial instruments using various independent dealers or pricing services under the Manager’s policies. If a security’s market price is not readily available or does not otherwise accurately represent the fair value of the security, the security will be valued in accordance with the Manager’s policies and procedures as reflecting fair value. The Manager has formed a committee (the “Valuation Committee”) to develop pricing policies and procedures and to oversee the pricing function for all financial instruments, with assistance from other BlackRock pricing committees.

Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the fair value of each Funds’ assets and liabilities:

•

Equity investments traded on a recognized securities exchange are valued at that day’s official closing price, as applicable, on the exchange where the stock is primarily traded. Equity investments traded on a recognized exchange for which there were no sales on that day may be valued at the last available bid (long positions) or ask (short positions) price.

•

Investments in open-end U.S. mutual funds (including money market funds) are valued at that day’s published NAV.

•

The Funds value their investment in SL Liquidity Series, LLC, Money Market Series (the “Money Market Series”) at fair value, which is ordinarily based upon their pro rata ownership in the underlying fund’s net assets.

•

Futures contracts are valued based on that day’s last reported settlement or trade price on the exchange where the contract is traded.

Generally, trading in foreign instruments is substantially completed each day at various times prior to the close of trading on the New York Stock Exchange (“NYSE”). Each business day, the Funds use current market factors supplied by independent pricing services to value certain foreign instruments (“Systematic Fair Value Price”). The Systematic Fair Value Price is designed to value such foreign securities at fair value as of the close of trading on the NYSE, which follows the close of the local markets.

If events (e.g., market volatility, company announcement or a natural disaster) occur that are expected to materially affect the value of such investment, or in the event that application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Valuation Committee, in accordance with the Manager’s policies and procedures as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Valuation Committee include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Valuation Committee seeks to determine the price that each Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Valuation Committee deems relevant and consistent with the principles of fair value measurement.


N O T E S T O F I N A N C I A L S T A T E M E N T S		85

Notes to Financial Statements (continued)

For investments in equity or debt issued by privately held companies or funds (“Private Company” or collectively, the “Private Companies”) and other Fair Valued Investments, the fair valuation approaches that are used by the Valuation Committee and third-party pricing services utilized by the Valuation Committee include one or a combination of, but not limited to, the following inputs.


*Standard Inputs Generally Considered By The Valuation Committee And Third-Party Pricing Services*

Market approach		(i) recent market transactions, including subsequent rounds of financing, in the underlying investment or comparable issuers;
		(ii) recapitalizations and other transactions across the capital structure; and
		(iii) market multiples of comparable issuers.

Income approach		(i) future cash flows discounted to present and adjusted as appropriate for liquidity, credit, and/or market risks;
		(ii) quoted prices for similar investments or assets in active markets; and
		(iii) other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts and/or default rates.

Cost approach		(i) audited or unaudited financial statements, investor communications and financial or operational metrics issued by the Private Company;
		(ii) changes in the valuation of relevant indices or publicly traded companies comparable to the Private Company;
		(iii) relevant news and other public sources; and
		(iv) known secondary market transactions in the Private Company’s interests and merger or acquisition activity in companies comparable to the Private Company.

Investments in series of preferred stock issued by Private Companies are typically valued utilizing market approach in determining the enterprise value of the company. Such investments often contain rights and preferences that differ from other series of preferred and common stock of the same issuer. Enterprise valuation techniques such as an option pricing model (“OPM”), a probability weighted expected return model (“PWERM”), current value method or a hybrid of those techniques are used as deemed appropriate under the circumstances. The use of these valuation techniques involve a determination of the exit scenarios of the investment in order to appropriately allocate the enterprise value of the company among the various parts of its capital structure.

The Private Companies are not subject to the public company disclosure, timing, and reporting standards applicable to other investments held by a Fund. Typically, the most recently available information by a Private Company is as of a date that is earlier than the date a Fund is calculating its NAV. This factor may result in a difference between the value of the investment and the price a Fund could receive upon the sale of the investment.

Fair Value Hierarchy: Various inputs are used in determining the fair value of financial instruments. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial reporting purposes as follows:

•

Level 1 – Unadjusted price quotations in active markets/exchanges for identical assets or liabilities that each Fund has the ability to access;

•

Level 2 – Other observable inputs (including, but not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market–corroborated inputs); and

•

Level 3 – Unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available (including the Valuation Committee’s assumptions used in determining the fair value of financial instruments).

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by Private Companies that may not have a secondary market and/or may have a limited number of investors. The categorization of a value determined for financial instruments is based on the pricing transparency of the financial instruments and is not necessarily an indication of the risks associated with investing in those securities.

As of May 31, 2023, certain investments of the Funds were fair valued using NAV as a practical expedient as no quoted market value is available and therefore have been excluded from the fair value hierarchy.

4.	*SECURITIES AND OTHER INVESTMENTS*

Securities Lending: Certain Funds may lend their securities to approved borrowers, such as brokers, dealers and other financial institutions. The borrower pledges and maintains with the Fund collateral consisting of cash, an irrevocable letter of credit issued by a bank, or securities issued or guaranteed by the U.S. Government. The initial collateral received by each Fund is required to have a value of at least 102% of the current value of the loaned securities for securities traded on U.S. exchanges and a value of at least 105% for all other securities. The collateral is maintained thereafter at a value equal to at least 100% of the current market value of the securities on loan. The market value of the loaned securities is determined at the close of each business day of the Fund and any additional required collateral is delivered to the Fund, or excess collateral returned by the Fund, on the next business day. During the term of the loan, the Fund is entitled to all distributions made on or in respect of the loaned securities, but do not receive interest income on securities received as collateral. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.

As of period end, any securities on loan were collateralized by cash and/or U.S. Government obligations. Cash collateral invested by the securities lending agent, BlackRock Investment Management, LLC (“BIM”), if any, is disclosed in the Schedules of Investments. Any non-cash collateral received cannot be sold, re-invested or pledged by the


86		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (continued)

Fund, except in the event of borrower default. The securities on loan, if any, are disclosed in the Fund’s Schedules of Investments. The market value of any securities on loan and the value of related collateral, if any, are shown separately in the Statements of Assets and Liabilities as a component of investments at value – unaffiliated and collateral on securities loaned, respectively.

Securities lending transactions are entered into by the Funds under Master Securities Lending Agreements (each, an “MSLA”), which provide the right, in the event of default (including bankruptcy or insolvency), for the non-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, the Fund, as lender, would offset the market value of the collateral received against the market value of the securities loaned. When the value of the collateral is greater than that of the market value of the securities loaned, the lender is left with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterparty’s bankruptcy or insolvency. Under the MSLA, absent an event of default, the borrower can resell or re-pledge the loaned securities, and a Fund can reinvest cash collateral received in connection with loaned securities. Upon an event of default, the parties’ obligations to return the securities or collateral to the other party are extinguished, and the parties can resell or re-pledge the loaned securities or the collateral received in connection with the loaned securities in order to satisfy the defaulting party’s net payment obligation for all transactions under the MSLA. The defaulting party remains liable for any deficiency.

As of period end, the following table is a summary of the Funds’ securities on loan by counterparty which are subject to offset under an MSLA:


Fund Name/Counterparty	Securities Loaned at Value		Cash Collateral Received^(a)			Non-Cash Collateral Received^(a)		Net Amount^(b)

Advantage International
BofA Securities, Inc.	$	719,644	$	(719,644	)	$	—	$	—
Goldman Sachs & Co. LLC		833,966		(833,966	)		—		—
Morgan Stanley		842,402		(842,402	)		—		—

	$	2,396,012	$	(2,396,012	)	$	—	$	—


Advantage Large Cap Growth
Citigroup Global Markets, Inc.	$	11,857,692	$	(11,857,692	)	$	—	$	—


Advantage Small Cap Core
Barclays Capital, Inc.	$	2,847,057	$	(2,847,057	)	$	—	$	—
BNP Paribas SA		2,105,796		(2,105,796	)		—		—
BofA Securities, Inc.		3,635,947		(3,635,947	)		—		—
Citigroup Global Markets, Inc.		6,882,419		(6,882,419	)		—		—
Credit Suisse Securities (USA) LLC		607,233		(607,233	)		—		—
J.P. Morgan Securities LLC		33,304,654		(33,304,654	)		—		—
Jefferies LLC		7,321,021		(7,321,021	)		—		—
Morgan Stanley		23,693,325		(23,693,325	)		—		—
National Financial Services LLC		2,936,885		(2,936,885	)		—		—
SG Americas Securities LLC		156,342		(156,342	)		—		—
State Street Bank & Trust Co.		1,385,608		(1,385,608	)		—		—
TD Prime Services LLC		8,705,666		(8,705,666	)		—		—

	$	93,581,953	$	(93,581,953	)	$	—	$	—


Advantage Large Cap Core
Goldman Sachs & Co. LLC	$	939,896	$	(939,896	)	$	—	$	—


Advantage Large Cap Value
Goldman Sachs & Co. LLC	$	856,547	$	(856,547	)	$	—	$	—

^(a)

Collateral received, if any, in excess of the market value of securities on loan is not presented in this table. The total cash collateral received by each Fund is disclosed in the Funds’ Statements of Assets and Liabilities.

^(b)

The market value of the loaned securities is determined as of May 31, 2023. Additional collateral is delivered to the Fund on the next business day in accordance with the MSLA. The net amount would be subject to the borrower default indemnity in the event of default by the counterparty.

The risks of securities lending include the risk that the borrower may not provide additional collateral when required or may not return the securities when due. To mitigate these risks, the Funds benefit from a borrower default indemnity provided by BIM. BIM’s indemnity allows for full replacement of the securities loaned to the extent the collateral received does not cover the value on the securities loaned in the event of borrower default. Each Fund could incur a loss if the value of an investment purchased with cash collateral falls below the market value of loaned securities or if the value of an investment purchased with cash collateral falls below the value of the original cash collateral received. Such losses are borne entirely by the Funds.

5.	*DERIVATIVE FINANCIAL INSTRUMENTS*

The Funds engage in various portfolio investment strategies using derivative contracts both to increase the returns of the Funds and/or to manage their exposure to certain risks such as credit risk, equity risk, interest rate risk, foreign currency exchange rate risk, commodity price risk or other risks (e.g., inflation risk). Derivative financial instruments categorized by risk exposure are included in the Schedules of Investments. These contracts may be transacted on an exchange or over-the-counter (“OTC”).

Futures Contracts: Futures contracts are purchased or sold to gain exposure to, or manage exposure to, changes in interest rates (interest rate risk) and changes in the value of equity securities (equity risk) or foreign currencies (foreign currency exchange rate risk).


N O T E S T O F I N A N C I A L S T A T E M E N T S		87

Notes to Financial Statements (continued)

Futures contracts are exchange-traded agreements between the Funds and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Funds are required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures contracts in the Statements of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedules of Investments and cash deposited, if any, are shown as cash pledged for futures contracts in the Statements of Assets and Liabilities. Pursuant to the contract, the Funds agree to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and, if any, shown as variation margin receivable (or payable) on futures contracts in the Statements of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statements of Operations equal to the difference between the notional amount of the contract at the time it was opened and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures contracts and interest rates, foreign currency exchange rates or underlying assets.

6.	*INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES*

Investment Advisory: The Trust, on behalf of Advantage International, Advantage Large Cap Growth and Advantage Small Cap Core, and the Corporation, on behalf of Advantage Large Cap Core and Advantage Large Cap Value, entered into an Investment Advisory Agreement with the Manager, the Funds’ investment adviser and an indirect, wholly-owned subsidiary of BlackRock, Inc. (“BlackRock”), to provide investment advisory services. The Manager is responsible for the management of each Fund’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of each Fund.

For such services, each Fund pays the Manager a monthly fee at an annual rate equal to the following percentages of the average daily value of each Fund’s net assets:



	Investment Advisory Fees

Average Daily Net Assets	Advantage International		Advantage Large Cap Growth		Advantage Small Cap Core		Advantage Large Cap Core		Advantage Large Cap Value

First $1 billion		0.45%		0.57%		0.45%		0.45%		0.49%

$1 billion - $3 billion		0.42		0.54		0.42		0.42		0.46

$3 billion - $5 billion		0.41		0.51		0.41		0.41		0.44

$5 billion - $10 billion		0.39		0.50		0.39		0.39		0.43

Greater than $10 billion		0.38		0.48		0.38		0.38		0.42

Service and Distribution Fees: The Trust, on behalf of Advantage International, Advantage Large Cap Growth and Advantage Small Cap Core, and the Corporation, on behalf of Advantage Large Cap Core and Advantage Large Cap Value, entered into a Distribution Agreement and a Distribution and Service Plan with BlackRock Investments, LLC (“BRIL”), an affiliate of the Manager. Pursuant to the Distribution and Service Plan and in accordance with Rule 12b-1 under the 1940 Act, each Fund pays BRIL ongoing service and distribution fees. The fees are accrued daily and paid monthly at annual rates based upon the average daily net assets of the relevant share class of each Fund as follows:



	Advantage International				Advantage Large Cap Growth				Advantage Small Cap Core
Share Class	Service Fees		Distribution Fees		Service Fees		Distribution Fees		Service Fees		Distribution Fees

Investor A		0.25%		N/A		0.25%		N/A		0.25%		N/A

Investor C		0.25		0.75%		0.25		0.75%		0.25%		0.75%

Class R		0.25		0.25		0.25		0.25		N/A		N/A


					Advantage Large Cap Core				Advantage Large Cap Value
Share Class					Service Fees		Distribution Fees		Service Fees		Distribution Fees

Investor A						0.25%		N/A		0.25%		N/A

Investor C						0.25		0.75%		0.25		0.75%

Class R						0.25		0.25		0.25		0.25

BRIL and broker-dealers, pursuant to sub-agreements with BRIL, provide shareholder servicing and distribution services to the Funds. The ongoing service and/or distribution fee compensates BRIL and each broker-dealer for providing shareholder servicing and/or distribution related services to shareholders.

For the year ended May 31, 2023, the following table shows the class specific service and distribution fees borne directly by each share class of each Fund:



Fund Name	Investor A		Investor C		Class R		Total

Advantage International	$	554,730	$	24,001	$	13,853	$	592,584
Advantage Large Cap Growth		1,046,890		88,244		2,011		1,137,145
Advantage Small Cap Core		841,190		101,294		—		942,484
Advantage Large Cap Core		3,169,273		331,773		61,720		3,562,766
Advantage Large Cap Value		909,864		162,001		37,518		1,109,383

Administration: The Trust, on behalf of Advantage International, Advantage Large Cap Growth and Advantage Small Cap Core, and the Corporation, on behalf of Advantage Large Cap Core and Advantage Large Cap Value, entered into an Administration Agreement with the Manager, an indirect, wholly-owned subsidiary of BlackRock, to provide


88		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (continued)

administrative services. For these services, the Manager receives an administration fee computed daily and payable monthly, based on a percentage of the average daily net assets of each Fund. The administration fee, which is shown as administration in the Statements of Operations, is paid at the annual rates below.



Average Daily Net Assets	Administration Fees

First $500 million		0.0425%
$500 million - $1 billion		0.0400
$1 billion - $2 billion		0.0375
$2 billion - $4 billion		0.0350
$4 billion - $13 billion		0.0325
Greater than $13 billion		0.0300

In addition, the Manager charges each of the share classes an administration fee, which is shown as administration — class specific in the Statements of Operations, at an annual rate of 0.02% of the average daily net assets of each respective class.

For the year ended May 31, 2023, the following table shows the class specific administration fees borne directly by each share class of each Fund:



Fund Name	Institutional		Investor A		Investor C		Class K		Class R		Total

Advantage International	$	139,003	$	44,378	$	481	$	29,170	$	554	$	213,586
Advantage Large Cap Growth		90,404		83,776		1,770		404		80		176,434
Advantage Small Cap Core		473,932		67,320		2,027		200,288		—		743,567
Advantage Large Cap Core		288,723		253,613		6,668		6,426		2,458		557,888
Advantage Large Cap Value		34,210		72,805		3,241		2,018		1,502		113,776

Transfer Agent: Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Funds with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the year ended May 31, 2023, the Funds paid the following amounts to affiliates of BlackRock in return for these services, which are included in transfer agent — class specific in the Statements of Operations:



Fund Name	Institutional		Total

Advantage International	$	463,310	$	463,310
Advantage Large Cap Growth		403,876		403,876
Advantage Small Cap Core		169,255		169,255
Advantage Large Cap Core		740,241		740,241

The Manager maintains a call center that is responsible for providing certain shareholder services to the Funds. Shareholder services include responding to inquiries and processing purchases and sales based upon instructions from shareholders. For the year ended May 31, 2023, each Fund reimbursed the Manager the following amounts for costs incurred in running the call center, which are included in transfer agent — class specific in the Statements of Operations:



Fund Name	Institutional		Investor A		Investor C		Class K		Class R		Total

Advantage International	$	4,454	$	9,602	$	609	$	357	$	62	$	15,084
Advantage Large Cap Growth		3,371		46,428		1,840		21		18		51,678
Advantage Small Cap Core		13,853		19,247		267		5,323		—		38,690
Advantage Large Cap Core		35,315		244,842		4,835		171		215		285,378
Advantage Large Cap Value		1,321		35,282		1,565		68		163		38,399

For the year ended May 31, 2023, the following table shows the class specific transfer agent fees borne directly by each share class of each Fund:



Fund Name	Institutional		Investor A		Investor C		Class K		Class R		Total

Advantage International	$	757,984	$	388,444	$	4,982	$	1,250	$	7,053	$	1,159,713
Advantage Large Cap Growth		322,859		561,454		16,850		234		981		902,378
Advantage Small Cap Core		1,939,710		561,334		18,733		48,375		—		2,568,152
Advantage Large Cap Core		1,687,750		1,698,801		70,538		7,546		28,044		3,492,679
Advantage Large Cap Value		149,562		383,100		20,578		1,369		17,991		572,600

Other Fees: For the year ended May 31, 2023, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of each Fund’s Investor A Shares as follows:



Fund Name	Amounts

Advantage International	$	3,532
Advantage Large Cap Growth		7,936
Advantage Small Cap Core		16,061
Advantage Large Cap Core		25,103
Advantage Large Cap Value		5,640


N O T E S T O F I N A N C I A L S T A T E M E N T S		89

Notes to Financial Statements (continued)

For the year ended May 31, 2023, affiliates received CDSCs as follows:



Share Class	Advantage International		Advantage Large Cap Growth		Advantage Small Cap Core		Advantage Large Cap Core		Advantage Large Cap Value

Investor A	$	1,503	$	—	$	8,835	$	11,637	$	1,840
Investor C		71		157		1,229		2,421		266

Expense Limitations, Waivers and Reimbursements: With respect to each Fund, the Manager contractually agreed to waive its investment advisory fees by the amount of investment advisory fees each Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”) through June 30, 2024. The contractual agreement may be terminated upon 90 days’ notice by a majority of the directors who are not “interested persons” of the Trust or the Corporation, as defined in the 1940 Act (“Independent Directors”), or by a vote of a majority of the outstanding voting securities of a Fund. The amount of waivers and/or reimbursements of fees and expenses made pursuant to the expense limitation described below will be reduced by the amount of the affiliated money market fund waiver. These amounts are included in fees waived and/or reimbursed by the Manager in the Statements of Operations. For the year ended May 31, 2023, the amounts waived were as follows.



Fund Name	Amounts Waived

Advantage International	$	16,154
Advantage Large Cap Growth		6,570
Advantage Small Cap Core		27,283
Advantage Large Cap Core		17,078
Advantage Large Cap Value		3,797

The Manager has contractually agreed to waive its investment advisory fee with respect to any portion of each Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through June 30, 2024. The contractual agreement may be terminated upon 90 days’ notice by a majority of the Independent Directors, or by a vote of a majority of the outstanding voting securities of a Fund. For the year ended May 31, 2023, there were no fees waived by the Manager pursuant to this arrangement.

With respect to each Fund, the Manager contractually agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses, and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of each Fund’s business (“expense limitation”). The expense limitations as a percentage of average daily net assets are as follows:



Fund Name	Institutional			Investor A			Investor C			Class K			Class R

Advantage International		0.50	%		0.75	%		1.50	%		0.45	%		1.00	%
Advantage Large Cap Growth		0.62			0.87			1.62			0.57			1.12
Advantage Small Cap Core’		0.50			0.75			1.50			0.45			N/A
Advantage Large Cap Core		0.48			0.73			1.48			0.43			0.98
Advantage Large Cap Value		0.54			0.79			1.54			0.49			1.04

The Manager has agreed not to reduce or discontinue the contractual expense limitations through June 30, 2024 (June 30, 2033 with respect to Advantage Large Cap Growth Class R Shares), unless approved by the Board, including a majority of the Independent Directors, or by a vote of a majority of the outstanding voting securities of a Fund.

For the year ended May 31, 2023, the Manager waived and/or reimbursed investment advisory fees, which is included in fees waived and/or reimbursed by the Manager in the Statements of Operations, as follows:



Fund Name	Amounts Waived

Advantage International	$	1,089,044
Advantage Large Cap Growth		765,198
Advantage Small Cap Core		1,441,554
Advantage Large Cap Core		1,726,024
Advantage Large Cap Value		607,341

In addition, these amounts waived and/or reimbursed by the Manager are included in administration fees waived by the Manager — class specific and transfer agent fees waived and/or reimbursed by the Manager — class specific, service and distribution fees waived and service distribution fees reimbursed respectively, in the Statements of Operations. For the year ended May 31, 2023, class specific expense waivers and/or reimbursements were as follows:


	Administration Fees Waived by the Manager - Class Specific

Fund Name	Institutional		Investor A		Investor C		Class K		Class R		Total

Advantage International	$	139,003	$	44,378	$	481	$	29,170	$	554	$	213,586
Advantage Large Cap Growth		33,951		76,486		1,770		404		80		112,691
Advantage Small Cap Core		473,932		67,320		2,027		200,288		—		743,567
Advantage Large Cap Core		288,723		253,613		6,668		6,426		2,458		557,888
Advantage Large Cap Value		34,210		72,805		3,241		2,018		1,502		113,776


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Notes to Financial Statements (continued)


	Transfer Agent Fees Waived and/or Reimbursed by the Manager - Class Specific

Fund Name	Institutional		Investor A		Investor C		Class K		Class R		Total

Advantage International	$	410,363	$	277,824	$	3,708	$	1,250	$	5,673	$	698,818
Advantage Large Cap Growth		216,150		359,527		12,205		234		781		588,897
Advantage Small Cap Core		754,936		393,265		13,655		48,375		—		1,210,231
Advantage Large Cap Core		966,072		1,065,739		52,344		7,546		22,187		2,113,888
Advantage Large Cap Value		64,072		201,403		12,475		1,370		14,217		293,537

Securities Lending: The U.S. Securities and Exchange Commission (“SEC”) has issued an exemptive order which permits BIM, an affiliate of the Manager, to serve as securities lending agent for the Funds, subject to applicable conditions. As securities lending agent, BIM bears all operational costs directly related to securities lending. The Funds are responsible for expenses in connection with the investment of cash collateral received for securities on loan (the “collateral investment expenses”). The cash collateral is invested in a private investment company, Money Market Series, managed by the Manager or its affiliates. However, BIM has agreed to cap the collateral investment expenses of the Money Market Series to an annual rate of 0.04%. The investment adviser to the Money Market Series will not charge any advisory fees with respect to shares purchased by the Funds. The Money Market Series may, under certain circumstances, impose a liquidity fee of up to 2% of the value withdrawn or temporarily restrict withdrawals for up to 10 business days during a 90 day period, in the event that the private investment company’s weekly liquid assets fall below certain thresholds. The Money Market Series seeks current income consistent with maintaining liquidity and preserving capital. Although the Money Market Series is not registered under the 1940 Act, its investments may follow the parameters of investments by a money market fund that is subject to Rule 2a-7 under the 1940 Act.

Securities lending income is equal to the total of income earned from the reinvestment of cash collateral, net of fees and other payments to and from borrowers of securities, and less the collateral investment expenses. Each Fund retains a portion of securities lending income and remits a remaining portion to BIM as compensation for its services as securities lending agent.

Pursuant to the current securities lending agreement, each Fund (except Advantage International) retains 81% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses. Pursuant to the current securities lending agreement, Advantage International retains 82% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

In addition, commencing the business day following the date that the aggregate securities lending income earned across the BlackRock Multi-Asset Complex in a calendar year exceeds a specified threshold, each Fund (except Advantage International), pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income in an amount equal to 81% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses. Advantage International, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income in an amount equal to 85% of securities lending income (which excludes collateral investment expenses), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment expenses.

The share of securities lending income earned by each Fund is shown as securities lending income — affiliated — net in the Statements of Operations. For the year ended May 31, 2023, each Fund paid BIM the following amounts for securities lending agent services:



Fund Name	Amounts

Advantage International	$	12,515
Advantage Large Cap Growth		412
Advantage Small Cap Core		271,001
Advantage Large Cap Core		8,308
Advantage Large Cap Value		8,739

Interfund Lending: In accordance with an exemptive order (the “Order”) from the SEC, each Fund other than Advantage Large Cap Growth may participate in a joint lending and borrowing facility for temporary purposes (the “Interfund Lending Program”), subject to compliance with the terms and conditions of the Order, and to the extent permitted by each Fund’s investment policies and restrictions. Advantage International, Advantage Large Cap Core and Advantage Large Cap Value are currently permitted to borrow under the Interfund Lending Program. Advantage Small Cap Core is currently permitted to borrow and lend under the Interfund Lending Program.

A lending BlackRock fund may lend in aggregate up to 15% of its net assets but may not lend more than 5% of its net assets to any one borrowing fund through the Interfund Lending Program. A borrowing BlackRock fund may not borrow through the Interfund Lending Program or from any other source more than 33 1/3% of its total assets (or any lower threshold provided for by the fund’s investment restrictions). If a borrowing BlackRock fund’s total outstanding borrowings exceed 10% of its total assets, each of its outstanding interfund loans will be subject to collateralization of at least 102% of the outstanding principal value of the loan. All interfund loans are for temporary or emergency purposes and the interest rate to be charged will be the average of the highest current overnight repurchase agreement rate available to a lending fund and the bank loan rate, as calculated according to a formula established by the Board.

During the year ended May 31, 2023, the Funds did not participate in the Interfund Lending Program.

Directors and Officers: Certain Directors and/or officers of the Corporation and the Trust are directors and/or officers of BlackRock or its affiliates. The Funds reimburse the Manager for a portion of the compensation paid to the Corporation’s/Trust’s Chief Compliance Officer, which is included in Directors and Officer in the Statements of Operations.

Other Transactions: During the year ended May 31, 2023, Advantage Large Cap Core recorded a reimbursement of $16,519 from an affiliate, which is included in payments by affiliates in the Statements of Operations, related to operating events.


N O T E S T O F I N A N C I A L S T A T E M E N T S		91

Notes to Financial Statements (continued)

The Funds may purchase securities from, or sell securities to, an affiliated fund provided the affiliation is due solely to having a common investment adviser, common officers, or common directors or trustees. For the year ended May 31, 2023, the purchase and sale transactions and any net realized gains (losses) with an affiliated fund in compliance with Rule 17a-7 under the 1940 Act were as follows:




Fund Name	Purchases		Sales		Net Realized Loss

Advantage International	$	180,889,569		$ 167,360,330	$	(6,535,565)
Advantage Large Cap Growth		192,913,491		193,078,257		(2,881,776)
Advantage Small Cap Core		44,475,586		65,446,487		(4,061,357)
Advantage Large Cap Core		314,532,775		295,431,269		(5,463,341)
Advantage Large Cap Value		66,440,485		61,562,655		532,101

7.	*PURCHASES AND SALES*

For the year ended May 31, 2023, purchases and sales of investments, excluding short-term investments, were as follows:




Fund Name	Purchases		Sales

Advantage International	$	1,454,962,359	$	1,336,416,377
Advantage Large Cap Growth		1,144,290,928		1,140,450,035
Advantage Small Cap Core		3,402,506,526		3,504,180,067
Advantage Large Cap Core		2,914,073,629		3,105,367,923
Advantage Large Cap Value		657,352,062		692,880,943

8.	*INCOME TAX INFORMATION*

It is each Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is required.

Each Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on each Fund’s U.S. federal tax returns generally remains open for a period of three years after they are filed. The statutes of limitations on each Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

Management has analyzed tax laws and regulations and their application to the Funds as of May 31, 2023, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Funds’ financial statements.

The tax character of distributions paid was as follows:



	Period		Advantage International		Advantage Large Cap Growth		Advantage Small Cap Core^(a)		Advantage Large Cap Core^(a)		Advantage Large Cap Value
Ordinary income		05/31/23	$	33,948,066	$	2,228,616	$	29,229,941	$	29,688,180	$	8,879,547
		05/31/22		75,379,392		80,241,896		267,924,397		300,626,296		62,455,146
		09/30/21		—		—		—		74,893,922		—

		05/31/21		17,234,394		18,919,073		68,728,891		—		8,535,339
Long-term capital gains		05/31/23		—		—		71,449,539		142,361,333		23,879,246
		05/31/22		19,216,534		75,300,948		230,922,822		311,327,192		43,956,359
		09/30/21		—		—		—		66,237,471		—

		05/31/21		—		48,567,710		9,400,294		—		—

Total		05/31/23	$	33,948,066	$	2,228,616	$	100,679,480	$	172,049,513	$	32,758,793


		05/31/22	$	94,595,926	$	155,542,844	$	498,847,219	$	611,953,488	$	106,411,505


		09/30/21	$	—	$	—	$	—	$	141,131,393	$	—


		05/31/21	$	17,234,394	$	67,486,783	$	78,129,185	$	—	$	8,535,339

^(a)

Distribution amounts may include a portion of the proceeds from redeemed shares.


92		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (continued)

As of May 31, 2023, the tax components of accumulated earnings (loss) were as follows:




	Advantage International			Advantage Large Cap Growth			Advantage Small Cap Core			Advantage Large Cap Core			Advantage Large Cap Value


Undistributed ordinary income	$	19,829,056		$	867,519		$	9,437,677		$	10,578,065		$	3,224,919
Non-expiring capital loss carryforwards		(90,015,175	)		(25,713,241	)		(320,410,727	)		(84,219,781	)		(10,898,011	)
Net unrealized gains (losses)^(a)		95,601,361			306,672,982			(315,629,146	)		471,649,723			19,784,866

	$	25,415,242		$	281,827,260		$	(626,602,196	)	$	398,008,007		$	12,111,774

^(a)

The difference between book-basis and tax-basis net unrealized gains (losses) was attributable primarily to the tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains (losses) on certain foreign currency contracts and futures contracts, the realization for tax purposes of unrealized gains on investments in passive foreign investment companies, characterization of corporate actions and the timing and recognition of partnership income.

As of May 31, 2023, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes were as follows:




Fund Name	Tax Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)

Advantage International	$	1,120,446,423	$	127,084,390	$	(31,412,055	)	$	95,672,335
Advantage Large Cap Growth		656,474,021		329,779,244		(23,181,357	)		306,597,887
Advantage Small Cap Core		3,860,339,860		328,536,004		(647,392,362	)		(318,856,358	)
Advantage Large Cap Core		2,351,271,901		599,475,314		(128,228,705	)		471,246,609
Advantage Large Cap Value		522,996,869		47,720,861		(28,046,146	)		19,674,715

9.	*BANK BORROWINGS*

The Trust, on behalf of Advantage International, Advantage Large Cap Growth and Advantage Small Cap Core, and the Corporation, on behalf of Advantage Large Cap Core and Advantage Large Cap Value, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), are parties to a 364-day, $2.50 billion credit agreement with a group of lenders. Under this agreement, the Funds may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Funds, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) Overnight Bank Funding Rate (“OBFR”) (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum, (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed or (c) the sum of (x) Daily Simple Secured Overnight Financing Rate (“SOFR”) (but, in any event, not less than 0.00%) on the date the loan is made plus 0.10% and (y) 0.80% per annum. The agreement expires in April 2024 unless extended or renewed. These fees were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the year ended April 30, 2024, the Funds did not borrow under the credit agreement.

10.

PRINCIPAL RISKS

In the normal course of business, the Funds invest in securities or other instruments and may enter into certain transactions, and such activities subject each Fund to various risks, including among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation or international tax treaties between various countries; or (iv) currency, interest rate and price fluctuations. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the Funds and their investments. Each Fund’s prospectus provides details of the risks to which each Fund is subject.

The Funds may be exposed to additional risks when reinvesting cash collateral in money market funds that do not seek to maintain a stable NAV per share of $1.00, which may be subject to redemption gates or liquidity fees under certain circumstances.

Infectious Illness Risk: An outbreak of an infectious illness, such as the COVID-19 pandemic, may adversely impact the economies of many nations and the global economy, and may impact individual issuers and capital markets in ways that cannot be foreseen. An infectious illness outbreak may result in, among other things, closed international borders, prolonged quarantines, supply chain disruptions, market volatility or disruptions and other significant economic, social and political impacts.

Valuation Risk: The market values of equities, such as common stocks and preferred securities or equity related investments, such as futures and options, may decline due to general market conditions which are not specifically related to a particular company. They may also decline due to factors which affect a particular industry or industries. A Fund may invest in illiquid investments. An illiquid investment is any investment that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. A Fund may experience difficulty in selling illiquid investments in a timely manner at the price that it believes the investments are worth. Prices may fluctuate widely over short or extended periods in response to company, market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. This volatility may cause each Fund’s NAV to experience significant increases or decreases over short periods of time. If there is a general decline in the securities and other markets, the NAV of a Fund may lose value, regardless of the individual results of the securities and other instruments in which a Fund invests.


N O T E S T O F I N A N C I A L S T A T E M E N T S		93

Notes to Financial Statements (continued)

The price a Fund could receive upon the sale of any particular portfolio investment may differ from a Fund’s valuation of the investment, particularly for securities that trade in thin or volatile markets or that are valued using a fair valuation technique or a price provided by an independent pricing service. Changes to significant unobservable inputs and assumptions (i.e., publicly traded company multiples, growth rate, time to exit) due to the lack of observable inputs may significantly impact the resulting fair value and therefore a Fund’s results of operations. As a result, the price received upon the sale of an investment may be less than the value ascribed by a Fund, and a Fund could realize a greater than expected loss or lesser than expected gain upon the sale of the investment. A Fund’s ability to value its investments may also be impacted by technological issues and/or errors by pricing services or other third-party service providers.

Counterparty Credit Risk: The Funds may be exposed to counterparty credit risk, or the risk that an entity may fail to or be unable to perform on its commitments related to unsettled or open transactions, including making timely interest and/or principal payments or otherwise honoring its obligations. The Funds manage counterparty credit risk by entering into transactions only with counterparties that the Manager believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Funds to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Funds’ exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statements of Assets and Liabilities, less any collateral held by the Funds.

A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

With exchange-traded futures, there is less counterparty credit risk to the Funds since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, a Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures and centrally cleared swaps with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Funds.

Concentration Risk: A diversified portfolio, where this is appropriate and consistent with each fund’s objectives, minimizes the risk that a price change of a particular investment will have a material impact on the NAV of a fund. The investment concentrations within each Fund’s portfolio are disclosed in its Schedule of Investments.

Certain Funds invest a significant portion of their assets in securities within a single or limited number of market sectors. When a fund concentrates its investments in this manner, it assumes the risk that economic, regulatory, political and social conditions affecting such sectors may have a significant impact on the Fund and could affect the income from, or the value or liquidity of, the Fund’s portfolio. Investment percentages in specific sectors are presented in the Schedules of Investments.

Certain Funds invest a significant portion of their assets in securities of issuers located in the United States. A decrease in imports or exports, changes in trade regulations, inflation and/or an economic recession in the United States may have a material adverse effect on the U.S. economy and the securities listed on U.S. exchanges. Proposed and adopted policy and legislative changes in the United States may also have a significant effect on U.S. markets generally, as well as on the value of certain securities. Governmental agencies project that the United States will continue to maintain elevated public debt levels for the foreseeable future which may constrain future economic growth. Circumstances could arise that could prevent the timely payment of interest or principal on U.S. government debt, such as reaching the legislative “debt ceiling.” Such non-payment would result in substantial negative consequences for the U.S. economy and the global financial system. If U.S. relations with certain countries deteriorate, it could adversely affect issuers that rely on the United States for trade. The United States has also experienced increased internal unrest and discord. If these trends were to continue, they may have an adverse impact on the U.S. economy and the issuers in which the Funds invest

Advantage International invests a significant portion of its assets in securities of issuers located in Europe or with significant exposure to European issuers or countries. The European financial markets have recently experienced volatility and adverse trends due to concerns about economic downturns in, or rising government debt levels of, several European countries as well as acts of war in the region. These events may spread to other countries in Europe and may affect the value and liquidity of certain of the Fund’s investments.

Responses to the financial problems by European governments, central banks and others, including austerity measures and reforms, may not work, may result in social unrest and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their debt could have additional adverse effects on economies, financial markets and asset valuations around the world. The United Kingdom has withdrawn from the European Union, and one or more other countries may withdraw from the European Union and/or abandon the Euro, the common currency of the European Union. The impact of these actions, especially if they occur in a disorderly fashion, is not clear but could be significant and far reaching. In addition, Russia launched a large-scale invasion of Ukraine on February 24, 2022. The extent and duration of the military action, resulting sanctions and resulting future market disruptions in the region are impossible to predict, but could be significant and have a severe adverse effect on the region, including significant negative impacts on the economy and the markets for certain securities and commodities, such as oil and natural gas, as well as other sectors.

Advantage International invests a significant portion of its assets in securities of issuers located in Asia or with significant exposure to Asian issuers or countries. The Asian financial markets have recently experienced volatility and adverse trends due to concerns in several Asian countries regarding monetary policy, government intervention in the markets, rising government debt levels or economic downturns. These events may spread to other countries in Asia and may affect the value and liquidity of certain of the Fund’s investments.

Significant Shareholder Redemption Risk: Certain shareholders may own or manage a substantial amount of fund shares and/or hold their fund investments for a limited period of time. Large redemptions of fund shares by these shareholders may force a fund to sell portfolio securities, which may negatively impact the fund’s NAV, increase the fund’s brokerage costs, and/or accelerate the realization of taxable income/gains and cause the fund to make additional taxable distributions to shareholders.


94		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (continued)

11.

CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for each class were as follows:


	Year Ended 05/31/23						Year Ended 05/31/22

Fund Name/Share Class	Shares			Amount			Shares			Amount

Advantage International

Institutional

Shares sold		11,508,058		$	175,708,419			13,777,161		$	261,293,357

Shares issued in reinvestment of distributions		1,525,765			22,800,749			2,994,510			55,505,073

Shares redeemed		(9,987,110	)		(150,703,357	)		(4,683,986	)		(84,719,670	)


		3,046,713		$	47,805,811			12,087,685		$	232,078,760


Investor A

Shares sold and automatic conversion of shares		1,491,738		$	22,573,584			1,609,445		$	29,061,798

Shares issued in reinvestment of distributions		426,965			6,301,933			1,366,649			25,210,535

Shares redeemed		(2,700,529	)		(41,155,670	)		(11,421,414	)		(216,904,290	)


		(781,826	)	$	(12,280,153	)		(8,445,320	)	$	(162,631,957	)


Investor C

Shares sold		51,816		$	776,986			15,572		$	276,617

Shares issued in reinvestment of distributions		4,022			57,985			13,423			240,443

Shares redeemed and automatic conversion of shares		(42,803	)		(646,954	)		(71,622	)		(1,273,660	)


		13,035		$	188,017			(42,627	)	$	(756,600	)


Class K

Shares sold		6,766,930		$	106,688,626			1,559,416		$	28,044,701

Shares issued in reinvestment of distributions		259,872			3,878,150			445,197			8,265,311

Shares redeemed		(1,714,155	)		(27,125,496	)		(936,345	)		(17,250,139	)


		5,312,647		$	83,441,280			1,068,268		$	19,059,873


Class R

Shares sold		1,023,690		$	17,224,244			52,932		$	965,685

Shares issued in reinvestment of distributions		4,989			73,701			13,774			253,477

Shares redeemed		(53,022	)		(824,885	)		(71,361	)		(1,307,696	)


		975,657		$	16,473,060			(4,655	)	$	(88,534	)


		8,566,226		$	135,628,015			4,663,351		$	87,661,542


Advantage Large Cap Growth

Institutional

Shares sold		6,868,840		$	118,137,284			18,866,857		$	451,445,651

Shares issued in reinvestment of distributions		84,195			1,481,839			1,817,498			43,395,960

Shares redeemed		(4,676,497	)		(85,552,119	)		(3,026,155	)		(68,987,252	)


		2,276,538		$	34,067,004			17,658,200		$	425,854,359


Service^(a)

Shares sold		—		$	—			7		$	150

Shares redeemed and automatic conversion of shares		—			—			(10,889	)		(267,829	)


		—		$	—			(10,882	)	$	(267,679	)


Investor A

Shares sold		783,596		$	13,193,623			—		$	—

Shares sold and automatic conversion of shares		—			—			1,431,877			31,127,446

Shares issued in reinvestment of distributions		43,075			713,736			4,697,926			104,584,323

Shares redeemed		(2,657,309	)		(44,721,957	)		(21,602,520	)		(487,976,651	)


		(1,830,638	)	$	(30,814,598	)		(15,472,717	)	$	(352,264,882	)


N O T E S T O F I N A N C I A L S T A T E M E N T S		95

Notes to Financial Statements (continued)


	Year Ended 05/31/23						Year Ended 05/31/22

Fund Name/Share Class	Shares			Amount			Shares			Amount

Advantage Large Cap Growth (continued)

Investor C

Shares sold		63,364		$	871,927			86,912		$	1,498,005

Shares issued in reinvestment of distributions		—			—			121,002			2,203,502

Shares redeemed and automatic conversion of shares		(214,528	)		(2,877,817	)		(199,549	)		(3,453,157	)


		(151,164	)	$	(2,005,890	)		8,365		$	248,350


Class K

Shares sold		33,825		$	619,234			69,002		$	1,702,198

Shares issued in reinvestment of distributions		331			5,828			9,209			219,275

Shares redeemed		(24,166	)		(435,384	)		(11,600	)		(275,935	)


		9,990		$	189,678			66,611		$	1,645,538


Class R

Shares sold		10,387		$	185,989			3,124		$	69,959

Shares issued in reinvestment of distributions		8			147			2,242			52,719

Shares redeemed		(2,056	)		(37,158	)		(11,539	)		(277,249	)


		8,339		$	148,978			(6,173	)	$	(154,571	)


		313,065		$	1,585,172			2,243,404		$	75,061,115


Advantage Small Cap Core

Institutional

Shares sold		47,919,449		$	701,900,107			69,055,122		$	1,263,123,865

Shares issued in reinvestment of distributions		4,704,458			65,751,152			17,566,446			329,082,359

Shares redeemed		(62,510,640	)		(917,764,827	)		(58,854,243	)		(1,047,621,729	)


		(9,886,733	)	$	(150,113,568	)		27,767,325		$	544,584,495


Investor A

Shares sold and automatic conversion of shares		3,601,657		$	52,810,767			6,829,398		$	128,844,710

Shares issued in reinvestment of distributions		605,080			8,387,411			2,896,706			54,040,890

Shares redeemed		(5,120,440	)		(74,615,130	)		(11,975,936	)		(222,210,668	)


		(913,703	)	$	(13,416,952	)		(2,249,832	)	$	(39,325,068	)


Investor C

Shares sold		125,566		$	1,786,554			204,917		$	3,763,393

Shares issued in reinvestment of distributions		16,415			218,327			82,849			1,504,284

Shares redeemed and automatic conversion of shares		(196,132	)		(2,747,776	)		(188,194	)		(3,180,500	)


		(54,151	)	$	(742,895	)		99,572		$	2,087,177


Class K

Shares sold		19,864,648		$	291,931,230			23,648,944		$	446,279,930

Shares issued in reinvestment of distributions		1,873,351			26,253,904			6,037,283			113,137,247

Shares redeemed		(16,189,057	)		(238,415,011	)		(11,100,191	)		(205,823,632	)


		5,548,942		$	79,770,123			18,586,036		$	353,593,545


		(5,305,645	)	$	(84,503,292	)		44,203,101		$	860,940,149

^(a)

On July 6, 2021, the Fund’s issued and outstanding Service Shares converted into Investor A Shares.


96		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Notes to Financial Statements (continued)


	Year Ended 05/31/23						Period from 10/01/21 to 05/31/22						Year Ended 09/30/21

Fund Name/Share Class	Shares			Amount			Shares			Amount			Shares			Amount

Advantage Large Cap Core

Institutional

Shares sold		7,232,763		$	117,472,203			4,675,752		$	96,402,525			11,122,519		$	251,323,550

Shares issued in reinvestment of distributions		5,176,989			82,730,713			13,928,034			288,867,428			3,302,822			63,900,785

Shares redeemed		(11,342,719	)		(183,436,037	)		(8,280,673	)		(170,654,461	)		(15,124,464	)		(321,784,632	)


		1,067,033		$	16,766,879			10,323,113		$	214,615,492			(699,123	)	$	(6,560,297	)


Service^(a)

Shares sold		—		$	—			—		$	—			548		$	11,010

Shares issued in reinvestment of distributions		—			—			—			—			804			15,503

Shares redeemed		—			—			—			—			(18,313	)		(426,166	)


		—		$	—			—		$	—			(16,961	)	$	(399,653	)


Investor A

Shares sold and automatic conversion of shares		4,614,359		$	72,748,020			4,220,054		$	83,106,936			5,247,188		$	107,401,444

Shares issued in reinvestment of distributions		4,932,185			74,491,359			13,306,804			262,010,951			3,379,506			62,612,624

Shares redeemed		(11,328,154	)		(178,943,679	)		(6,366,773	)		(124,698,000	)		(14,126,753	)		(303,828,770	)


		(1,781,610	)	$	(31,704,300	)		11,160,085		$	220,419,887			(5,500,059	)	$	(133,814,702	)


Investor C

Shares sold		492,228		$	6,204,724			400,679		$	6,350,905			1,269,667		$	21,139,842

Shares issued in reinvestment of distributions		196,124			2,351,728			554,976			8,840,764			118,023			1,844,502

Shares redeemed and automatic conversion of shares		(982,251	)		(12,432,749	)		(494,580	)		(7,852,572	)		(1,217,765	)		(20,462,871	)


		(293,899	)	$	(3,876,297	)		461,075		$	7,339,097			169,925		$	2,521,473


Class K

Shares sold		645,071		$	10,729,466			1,076,338		$	23,074,817			924,918		$	19,893,604

Shares issued in reinvestment of distributions		120,270			1,924,102			542,342			11,248,178			95,892			1,855,510

Shares redeemed		(2,315,017	)		(41,205,381	)		(682,182	)		(13,799,154	)		(403,241	)		(8,643,340	)


		(1,549,676	)	$	(28,551,813	)		936,498		$	20,523,841			617,569		$	13,105,774


Class R

Shares sold		81,548		$	1,163,716			207,005		$	3,605,109			195,034		$	3,743,255

Shares issued in reinvestment of distributions		62,298			849,067			155,818			2,790,704			34,683			595,042

Shares redeemed		(249,611	)		(3,561,642	)		(180,329	)		(3,176,674	)		(276,127	)		(5,164,112	)


		(105,765	)	$	(1,548,859	)		182,494		$	3,219,139			(46,410	)	$	(825,815	)


		(2,663,917	)	$	(48,914,390	)		23,063,265		$	466,117,456			(5,475,059	)	$	(125,973,220	)

^(a)

On July 6, 2021, the Fund’s issued and outstanding Service Shares converted into Investor A Shares.


	Year Ended 05/31/23						Year Ended 05/31/22

	Shares			Amount			Shares			Amount

Advantage Large Cap Value

Institutional

Shares sold		881,237		$	24,019,416			915,940		$	28,986,414

Shares issued in reinvestment of distributions		344,992			8,902,293			917,328			28,547,837

Shares redeemed		(1,325,202	)		(36,046,939	)		(1,104,695	)		(34,353,481)


		(98,973	)	$	(3,125,230	)		728,573		$	23,180,770


Service^(a)

Shares sold		—		$	—			2,088		$	71,736

Shares redeemed and automatic conversion of shares		—			—			(453,246	)		(15,610,547	)


		—		$	—			(451,158	)	$	(15,538,811	)


N O T E S T O F I N A N C I A L S T A T E M E N T S		97

Notes to Financial Statements (continued)


	Year Ended 05/31/23						Year Ended 05/31/22

Fund Name/Share Class	Shares			Amount			Shares			Amount

Advantage Large Cap Value (continued)

Investor A

Shares sold and automatic conversion of shares		1,375,001		$	36,028,089			1,527,485		$	48,539,900

Shares issued in reinvestment of distributions		759,779			19,035,751			2,044,253			62,034,841

Shares redeemed		(2,376,037	)		(62,562,160)			(1,803,689	)		(55,590,938)


		(241,257	)	$	(7,498,320	)		1,768,049		$	54,983,803


Investor C

Shares sold		135,087		$	3,243,871			172,422		$	4,896,841

Shares issued in reinvestment of distributions		38,671			875,749			118,748			3,308,545

Shares redeemed and automatic conversion of shares		(223,496	)		(5,340,361	)		(264,687	)		(7,567,062	)


		(49,738	)	$	(1,220,741	)		26,483		$	638,324


Class K

Shares sold		128,817		$	3,493,709			163,719		$	5,160,955

Shares issued in reinvestment of distributions		22,234			574,235			48,756			1,514,064

Shares redeemed		(101,295	)		(2,693,778	)		(105,279	)		(3,245,112	)


		49,756		$	1,374,166			107,196		$	3,429,907


Class R

Shares sold		46,745		$	1,166,823			45,560		$	1,349,808

Shares issued in reinvestment of distributions		19,382			459,713			51,590			1,492,653

Shares redeemed		(89,884	)		(2,236,145	)		(65,423	)		(1,940,331	)


		(23,757	)	$	(609,609	)		31,727		$	902,130


		(363,969	)	$	(11,079,734	)		2,210,870		$	67,596,123

^(a)

On July 6, 2021, the Fund’s issued and outstanding Service Shares converted into Investor A Shares.

As of May 31, 2023, shares owned by BlackRock Financial Management, Inc., an affiliate of the Funds, were as follows:


Share Class	Advantage Large Cap Growth
Class K		12,217

12.

SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no subsequent events requiring adjustment or additional disclosure in the financial statements.


98		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Report of Independent Registered Public Accounting Firm

To the Shareholders of BlackRock Advantage International Fund, BlackRock Advantage Large Cap Growth Fund and BlackRock Advantage Small Cap Core Fund and the Board of Trustees of BlackRock FundsSM, and to the Shareholders of BlackRock Advantage Large Cap Core Fund and BlackRock Advantage Large Cap Value Fund and the Board of Directors of BlackRock Large Cap Series Funds, Inc.:

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statements of assets and liabilities of BlackRock Advantage International Fund, BlackRock Advantage Large Cap Growth Fund, and BlackRock Advantage Small Cap Core Fund of BlackRock FundsSM, and BlackRock Advantage Large Cap Core Fund and BlackRock Advantage Large Cap Value Fund of BlackRock Large Cap Series Funds, Inc. (the “Funds”), including the schedules of investments, as of May 31, 2023, the related statements of operations for the year then ended, and the statements of changes in net assets and the financial highlights for the periods indicated in the table below, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Funds as of May 31, 2023, and the results of their operations for the year then ended, and the changes in their net assets and the financial highlights for the periods indicated in the table below, in conformity with accounting principles generally accepted in the United States of America.


Fund	Statements of Changes in Net Assets	Financial Highlights
BlackRock Advantage International Fund, BlackRock Advantage Large Cap Growth Fund, BlackRock Advantage Large Cap Value Fund	For each of the two years in the period ended May 31, 2023	For each of the three years in the period ended May 31, 2023, for the period from October 1, 2019 through May 31, 2020, and for each of the two years in the period ended September 30, 2019
BlackRock Advantage Small Cap Core Fund	For each of the two years in the period ended May 31, 2023	For each of the five years in the period ended May 31, 2023
BlackRock Advantage Large Cap Core Fund	For the year ended May 31, 2023, for the period from October 1, 2021 through May 31, 2022, and for the year ended September 30, 2021	For the year ended May 31, 2023, for the period from October 1, 2021 through May 31, 2022, and for each of the four years in the period ended September 30, 2021

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of May 31, 2023, by correspondence with custodians or counterparties; when replies were not received, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

Deloitte & Touche LLP

Boston, Massachusetts

July 21, 2023

We have served as the auditor of one or more BlackRock investment companies since 1992.


R E P O R T O F I N D E P E N D E N T R E G I S T E R E D P U B L I C A C C O U N T I N G F I R M		99

Important Tax Information (unaudited)

The following amounts, or maximum amounts allowable by law, are hereby designated as qualified dividend income for individuals for the fiscal year ended May 31, 2023:


Fund Name		Qualified Dividend Income
Advantage International		$ 31,828,295
Advantage Large Cap Growth		8,719,852
Advantage Small Cap Core		46,372,480
Advantage Large Cap Core		45,085,137
Advantage Large Cap Value		12,000,904

The Funds hereby designates the following amounts, or maximum amounts allowable by law, as capital gain dividends, subject to a long-term capital gains tax rate as noted below, for the fiscal year ended May 31, 2023:


Fund Name		20% Rate Long-Term Capital Gain Dividends
Advantage Small Cap Core		$ 71,449,539
Advantage Large Cap Core		142,361,341
Advantage Large Cap Value		23,879,258

The Fund intends to pass through to its shareholders the following amount, or maximum amount allowable by law, of the foreign source income earned and foreign taxes paid for the fiscal year ended May 31, 2023:


Fund Name	Foreign Source Income Earned	Foreign Taxes Paid
Advantage International	$ 34,358,215	$ 3,861,016

The following percentages, or maximum percentages allowable by law, of ordinary income distributions paid during the fiscal year ended May 31, 2023 qualified for the dividends-received deduction for corporate shareholders:


Fund Name		Dividends-Received Deduction
Advantage Large Cap Growth		100.00%
Advantage Small Cap Core		100.00
Advantage Large Cap Core		100.00
Advantage Large Cap Value		100.00

The Funds hereby designate the following amounts, or maximum amounts allowable by law, as interest income eligible to be treated as a Section 163(j) interest dividend for the fiscal year ended May 31, 2023:


Fund Name		Interest Dividends
Advantage International		$ 615,182
Advantage Large Cap Growth		94,640
Advantage Small Cap Core		778,600
Advantage Large Cap Core		488,724
Advantage Large Cap Value		116,154

The Funds hereby designate the following amounts, or maximum amounts allowable by law, as interest-related dividends eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations for the fiscal year ended May 31, 2023:


Fund Name		Interest-Related Dividends
Advantage International		$ 615,182
Advantage Large Cap Growth		94,640
Advantage Small Cap Core		778,600
Advantage Large Cap Core		488,724
Advantage Large Cap Value		116,152


100		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Disclosure of Investment Advisory Agreement

The Board of Trustees of BlackRock Funds (the “Trust”) met on April 18, 2023 and May 23-24, 2023 to consider the approval to continue the investment advisory agreement (the “Trust Advisory Agreement”) between the Trust, on behalf of BlackRock Advantage International Fund (“Advantage International Fund”), BlackRock Advantage Large Cap Growth Fund (“Advantage Large Cap Growth Fund”) and BlackRock Advantage Small Cap Core Fund (“Advantage Small Cap Core Fund”), and BlackRock Advisors, LLC (the “Manager” or “BlackRock”), each Fund’s investment advisor.

The Board of Directors of BlackRock Large Cap Series Funds, Inc. (the “Corporation”) met on April 18, 2023 and May 23-24, 2023 to consider the approval to continue the investment advisory agreement (the “Corporation Advisory Agreement”) between the Corporation, on behalf of BlackRock Advantage Large Cap Value Fund (“Advantage Large Cap Value Fund”) and BlackRock Advantage Large Cap Core Fund (“Advantage Large Cap Core Fund”), and the Manager, each Fund’s investment advisor.

Advantage International Fund, Advantage Large Cap Growth Fund, Advantage Small Cap Core Fund, Advantage Large Cap Value Fund and Advantage Large Cap Core Fund are referred to herein individually as a “Fund” or collectively as the “Funds.” The Trust Advisory Agreement and the Corporation Advisory Agreement are referred to herein individually as an “Agreement” or collectively as the “Agreements.” For simplicity: (a) the Board of Trustees of the Trust and the Board of Directors of the Corporation are referred to herein individually as the “Board” and collectively as the “Boards” and the members are referred to as “Board Members”; and (b) the meetings held on April 18, 2023 are referred to as the “April Meeting” and the meetings held on May 23-24, 2023 are referred to as the “May Meeting.”

The Approval Process

Consistent with the requirements of the Investment Company Act of 1940 (the “1940 Act”), the Boards consider the approval of the continuation of the pertinent Agreement for each Fund on an annual basis. The Board members who are not “interested persons” of the Trust or the Corporation, as defined in the 1940 Act, are considered independent Board members (the “Independent Board Members”). Each Board’s consideration entailed a year-long deliberative process during which the Board and its committees assessed BlackRock’s various services to pertinent Fund, including through the review of written materials and oral presentations, and the review of additional information provided in response to requests from the Independent Board Members. The Boards had four quarterly meetings per year, each of which extended over a two-day period, as well as additional ad hoc meetings and executive sessions throughout the year, as needed. The committees of each Board similarly met throughout the year. The Boards also had an additional one-day meeting to consider specific information regarding the renewal of the Agreements. In considering the renewal of the Agreements, the Boards assessed, among other things, the nature, extent and quality of the services provided to the Fund by BlackRock, BlackRock’s personnel and affiliates, including (as applicable): investment management services; accounting oversight; administrative and shareholder services; oversight of the Fund’s service providers; risk management and oversight; and legal, regulatory and compliance services. Throughout the year, including during the contract renewal process, the Independent Board Members were advised by independent legal counsel, and met with independent legal counsel in various executive sessions outside of the presence of BlackRock’s management.

During the year, the Boards, acting directly and through their committees, considered information that was relevant to their annual consideration of the renewal of the pertinent Agreement, including the services and support provided by BlackRock to the Funds and their shareholders. BlackRock also furnished additional information to the Boards in response to specific questions from the Boards. Among the matters the Boards considered were: (a) investment performance for one-year, three-year, five-year, and/or since inception periods, as applicable, against peer funds, an applicable benchmark, and other performance metrics, as applicable, as well as BlackRock senior management’s and portfolio managers’ analyses of the reasons for any outperformance or underperformance relative to its peers, benchmarks, and other performance metrics, as applicable; (b) fees, including advisory, administration, if applicable, and other amounts paid to BlackRock and its affiliates by the Fund for services; (c) Fund operating expenses and how BlackRock allocates expenses to the Fund; (d) the resources devoted to risk oversight of, and compliance reports relating to, implementation of the Fund’s investment objective, policies and restrictions, and meeting regulatory requirements; (e) BlackRock’s and each Fund’s adherence to applicable compliance policies and procedures; (f) the nature, character and scope of non-investment management services provided by BlackRock and its affiliates and the estimated cost of such services, as available; (g) BlackRock’s and other service providers’ internal controls and risk and compliance oversight mechanisms; (h) BlackRock’s implementation of the proxy voting policies approved by the Board; (i) the use of brokerage commissions and execution quality of portfolio transactions; (j) BlackRock’s implementation of each Fund’s valuation and liquidity procedures; (k) an analysis of management fees paid to BlackRock for products with similar investment mandates across the open-end fund, exchange-traded fund (“ETF”), closed-end fund, sub-advised mutual fund, separately managed account, collective investment trust, and institutional separate account product channels, as applicable, and the similarities and differences between these products and the services provided as compared to the Fund; (l) BlackRock’s compensation methodology for its investment professionals and the incentives and accountability it creates, along with investment professionals’ investments in the fund(s) they manage; and (m) periodic updates on BlackRock’s business.

Prior to and in preparation for the April Meeting, the Boards received and reviewed materials specifically relating to the renewal of the pertinent Agreement. The Independent Board Members are continuously engaged in a process with their independent legal counsel and BlackRock to review the nature and scope of the information provided to the Board to better assist their deliberations. The materials provided in connection with the April Meeting included, among other things: (a) information independently compiled and prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), based on either a Lipper classification or Morningstar category, regarding each Fund’s fees and expenses as compared with a peer group of funds as determined by Broadridge (“Expense Peers”) and the investment performance of each Fund as compared with a peer group of funds (“Performance Peers”); (b) information on the composition of the Expense Peers and Performance Peers, and a description of Broadridge’s methodology; (c) information on the estimated profits realized by BlackRock and its affiliates pursuant to the Agreements and a discussion of fall-out benefits to BlackRock and its affiliates; (d) a general analysis provided by BlackRock concerning investment management fees received in connection with other types of investment products, such as institutional accounts, sub-advised mutual funds, ETFs, closed-end funds, open-end funds, and separately managed accounts under similar investment mandates, as well as the performance of such other products, as applicable; (e) a review of non-management fees; (f) the existence, impact and sharing of potential economies of scale, if any, with the Funds; (g) a summary of aggregate amounts paid by each Fund to BlackRock; (h) sales and redemption data regarding each Fund’s shares; and (i) various additional information requested by the Boards as appropriate regarding BlackRock’s and the Funds’ operations.

At the April Meeting, each Board reviewed materials relating to its consideration of the pertinent Agreement and the Independent Board Members presented BlackRock with questions and requests for additional information. BlackRock responded to these questions and requests with additional written information in advance of the May Meeting.

At the May Meeting, each Board concluded its assessment of, among other things: (a) the nature, extent and quality of the services provided by BlackRock; (b) the investment performance of each Fund as compared to its Performance Peers and to other metrics, as applicable; (c) the advisory fee and the estimated cost of the services and estimated


D I S C L O S U R E O F I N V E S T M E N T A D V I S O R Y A G R E E M E N T		101

Disclosure of Investment Advisory Agreement (continued)

profits realized by BlackRock and its affiliates from their relationship with the Funds; (d) each Fund’s fees and expenses compared to its Expense Peers; (e) the existence and sharing of potential economies of scale; (f) any fall-out benefits to BlackRock and its affiliates as a result of BlackRock’s relationship with the Funds; and (g) other factors deemed relevant by the Board Members.

Each Board also considered other matters it deemed important to the approval process, such as other payments made to BlackRock or its affiliates relating to securities lending and cash management, and BlackRock’s services related to the valuation and pricing of Fund portfolio holdings. Each Board noted the willingness of BlackRock’s personnel to engage in open, candid discussions with the Board. The Board Members evaluated the information available to it on a fund-by-fund basis. The following paragraphs provide more information about some of the primary factors that were relevant to each Board’s decision. The Board Members did not identify any particular information, or any single factor as determinative, and each Board Member may have attributed different weights to the various items and factors considered.

A. Nature, Extent and Quality of the Services Provided by BlackRock

Each Board, including the Independent Board Members, reviewed the nature, extent and quality of services provided by BlackRock, including the investment advisory services and the resulting performance of the applicable Fund. Throughout the year, each Board compared each Fund’s performance to the performance of a comparable group of mutual funds, relevant benchmarks, and performance metrics, as applicable. The Boards met with BlackRock’s senior management personnel responsible for investment activities, including the senior investment officers. Each Board also reviewed the materials provided by each Fund’s portfolio management team discussing the Fund’s performance, investment strategies and outlook.

Each Board considered, among other factors, with respect to BlackRock: the experience of investment personnel generally and each Fund’s portfolio management team; research capabilities; investments by portfolio managers in the funds they manage; portfolio trading capabilities; use of technology; commitment to compliance; credit analysis capabilities; risk analysis and oversight capabilities; and the approach to training and retaining portfolio managers and other research, advisory and management personnel. The Boards also considered BlackRock’s overall risk management program, including the continued efforts of BlackRock and its affiliates to address cybersecurity risks and the role of BlackRock’s Risk & Quantitative Analysis Group. Each Board engaged in a review of BlackRock’s compensation structure with respect to each Fund’s portfolio management team and BlackRock’s ability to attract and retain high-quality talent and create performance incentives.

In addition to investment advisory services, the Boards considered the nature and quality of the administrative and other non-investment advisory services provided to each Fund. BlackRock and its affiliates provide the Funds with certain administrative, shareholder and other services (in addition to any such services provided to the Funds by third-parties) and officers and other personnel as are necessary for the operations of the Funds. In particular, BlackRock and its affiliates provide the Funds with administrative services including, among others: (i) responsibility for disclosure documents, such as the prospectus, the summary prospectus (as applicable), the statement of additional information and periodic shareholder reports; (ii) oversight of daily accounting and pricing; (iii) responsibility for periodic filings with regulators; (iv) overseeing and coordinating the activities of third-party service providers including, among others, each Fund’s custodian, fund accountant, transfer agent, and auditor; (v) organizing Board meetings and preparing the materials for such Board meetings; (vi) providing legal and compliance support; (vii) furnishing analytical and other support to assist the Board in its consideration of strategic issues such as the merger, consolidation or repurposing of certain open-end funds; and (viii) performing or managing administrative functions necessary for the operation of the Funds, such as tax reporting, expense management, fulfilling regulatory filing requirements, overseeing each Fund’s distribution partners, and shareholder call center and other services. The Boards reviewed the structure and duties of BlackRock’s fund administration, shareholder services, and legal and compliance departments and considered BlackRock’s policies and procedures for assuring compliance with applicable laws and regulations. Each Board considered the operation of BlackRock’s business continuity plans.

B. The Investment Performance of the Funds and BlackRock

Each Board, including the Independent Board Members, reviewed and considered the performance history of each Fund throughout the year and at the April Meeting. In preparation for the April Meeting, the Boards was provided with reports independently prepared by Broadridge, which included an analysis of each Fund’s performance as of December 31, 2022, as compared to its Performance Peers. Broadridge ranks funds in quartiles, ranging from first to fourth, where first is the most desirable quartile position and fourth is the least desirable. In connection with its review, with respect to each Fund, the applicable Board received and reviewed information regarding the investment performance of the Fund as compared to its Performance Peers and the respective Morningstar Category (“Morningstar Category”). Each Board and its Performance Oversight Committee regularly review and meet with Fund management to discuss the performance of each Fund throughout the year.

In evaluating performance, the Boards focused particular attention on funds with less favorable performance records. The Board also noted that while it found the data provided by Broadridge generally useful, it recognized the limitations of such data, including in particular, that notable differences may exist between a fund and its Performance Peers (for example, the investment objectives and strategies). Further, the Boards recognized that the performance data reflects a snapshot of a period as of a particular date and that selecting a different performance period could produce significantly different results. The Board also acknowledged that long-term performance could be impacted by even one period of significant outperformance or underperformance, and that a single investment theme could have the ability to disproportionately affect long-term performance.

The Board of the Trust noted that for the one-, three- and five-year periods reported, Advantage International Fund ranked in the first, first and second quartiles, respectively, against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Fund, and that BlackRock has explained its rationale for this belief to the Board.

The Board of the Trust noted that for the one-, three- and five-year periods reported, Advantage Large Cap Growth Fund ranked in the third, second and second quartiles, respectively, against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Fund, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Fund’s underperformance relative to its Morningstar Category during the applicable period.


102		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Disclosure of Investment Advisory Agreement (continued)

The Board of the Corporation noted that for the one-, three- and five-year periods reported, Advantage Large Cap Core Fund ranked in the fourth, second and third quartiles, respectively, against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Fund, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Fund’s underperformance relative to its Morningstar Category during the applicable periods.

The Board of the Trust noted that for the one-, three- and five-year periods reported, Advantage Small Cap Core Fund ranked in the fourth, fourth and second quartiles, respectively, against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Fund, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Fund’s underperformance relative to its Morningstar Category during the applicable periods.

The Board of the Corporation noted that for the one-, three- and five-year periods reported, Advantage Large Cap Value Fund ranked in fourth, third and third quartiles, respectively, against its Morningstar Category. The Board noted that BlackRock believes that the Morningstar Category is an appropriate performance metric for the Fund, and that BlackRock has explained its rationale for this belief to the Board. The Board and BlackRock reviewed the Fund’s underperformance relative to its Morningstar Category during the applicable periods.

C. Consideration of the Advisory/Management Fees and the Estimated Cost of the Services and Estimated Profits Realized by BlackRock and its Affiliates from their Relationship with the Funds

Each Board, including the Independent Board Members, reviewed each Fund’s contractual management fee rate compared with those of its Expense Peers. The contractual management fee rate represents a combination of the advisory fee and any administrative fees, before taking into account any reimbursements or fee waivers. Each Board also compared each Fund’s total expense ratio, as well as its actual management fee rate, to those of its Expense Peers. The total expense ratio represents a fund’s total net operating expenses, including any 12b-1 or non-12b-1 service fees. The total expense ratio gives effect to any expense reimbursements or fee waivers, and the actual management fee rate gives effect to any management fee reimbursements or waivers. The Boards considered that the fee and expense information in the Broadridge report for the Fund reflected information for a specific period and that historical asset levels and expenses may differ from current levels, particularly in a period of market volatility. The Board considered the services provided and the fees charged by BlackRock and its affiliates to other types of clients with similar investment mandates, as applicable, including institutional accounts and sub-advised mutual funds (including mutual funds sponsored by third parties).

The Boards received and reviewed statements relating to BlackRock’s financial condition. The Boards reviewed BlackRock’s profitability methodology and were also provided with an estimated profitability analysis that detailed the revenues earned and the expenses incurred by BlackRock for services provided to each Fund. The Boards reviewed BlackRock’s estimated profitability with respect to each Fund and other funds the Boards currently oversee for the year ended December 31, 2022 compared to available aggregate estimated profitability data provided for the prior two years. The Boards reviewed BlackRock’s estimated profitability with respect to certain other U.S. fund complexes managed by the Manager and/or its affiliates. The Boards reviewed BlackRock’s assumptions and methodology of allocating expenses in the estimated profitability analysis, noting the inherent limitations in allocating costs among various advisory products. The Boards recognized that profitability may be affected by numerous factors including, among other things, fee waivers and expense reimbursements by the Manager, the types of funds managed, precision of expense allocations and business mix. The Boards thus recognized that calculating and comparing profitability at the individual fund level is difficult.

The Boards noted that, in general, individual fund or product line profitability of other advisors is not publicly available. The Boards reviewed BlackRock’s overall operating margin, in general, compared to that of certain other publicly traded asset management firms. The Boards considered the differences between BlackRock and these other firms, including the contribution of technology at BlackRock, BlackRock’s expense management, and the relative product mix.

Each Board considered whether BlackRock has the financial resources necessary to attract and retain high quality investment management personnel to perform its obligations under the Agreements and to continue to provide the high quality of services that is expected by the Board. The Boards further considered factors including but not limited to BlackRock’s commitment of time and resources, assumption of risk, and liability profile in servicing the Funds, including in contrast to what is required of BlackRock with respect to other products with similar investment mandates across the open-end fund, ETF, closed-end fund, sub-advised mutual fund, separately managed account, collective investment trust, and institutional separate account product channels, as applicable.

The applicable Board noted that each of Advantage Large Cap Core Fund’s, Advantage Large Cap Growth Fund’s, Advantage Small Cap Core Fund’s, and Advantage International Fund’s contractual management fee rate ranked in the first quartile, and that the actual management fee rate and total expense ratio each ranked in the first quartile relative to the Fund’s Expense Peers.

The Board of the Corporation noted that Advantage Large Cap Value Fund’s contractual management fee rate ranked in the second quartile, and that the actual management fee rate and total expense ratio each ranked in the first quartile relative to the Fund’s Expense Peers.

The Boards also noted that each Fund has an advisory fee arrangement that includes breakpoints that adjust the fee rate downward as the size of the pertinent Fund increases above certain contractually specified levels. The Boards additionally noted that the breakpoints can, conversely, adjust the advisory fee rate upward as the size of the pertinent Fund decreases below certain contractually specified levels. The Boards further noted that BlackRock and the applicable Board have contractually agreed to a cap on each Fund’s total expenses as a percentage of the Fund’s average daily net assets on a class-by-class basis.

D. Economies of Scale

Each Board, including the Independent Board Members, considered the extent to which economies of scale might be realized as the assets of the Funds increase, including the existence of fee waivers and/or expense caps, as applicable, noting that any contractual fee waivers and contractual expense caps had been approved by the Board. In its consideration, the Board further considered the continuation and/or implementation of fee waivers and/or expense caps, as applicable. Each Board also considered the extent to which the Funds benefit from such economies of scale in a variety of ways, and whether there should be changes in the advisory fee rate or breakpoint structure in order to enable the Funds to more fully participate in these economies of scale. Each Board considered each Fund’s asset levels and whether the current fee schedule was appropriate.


D I S C L O S U R E O F I N V E S T M E N T A D V I S O R Y A G R E E M E N T		103

Disclosure of Investment Advisory Agreement (continued)

E. Other Factors Deemed Relevant by the Board Members

Each Board, including the Independent Board Members, also took into account other ancillary or “fall-out” benefits that BlackRock or its affiliates may derive from BlackRock’s respective relationships with the applicable Fund, both tangible and intangible, such as BlackRock’s ability to leverage its investment professionals who manage other portfolios and its risk management personnel, an increase in BlackRock’s profile in the investment advisory community, and the engagement of BlackRock’s affiliates as service providers to the Funds, including for administrative, distribution, securities lending and cash management services. With respect to securities lending, during the year the Board also considered information provided by independent third-party consultants related to the performance of each BlackRock affiliate as securities lending agent. The Board also considered BlackRock’s overall operations and its efforts to expand the scale of, and improve the quality of, its operations. The Board also noted that, subject to applicable law, BlackRock may use and benefit from third-party research obtained by soft dollars generated by certain registered fund transactions to assist in managing all or a number of its other client accounts.

In connection with its consideration of the pertinent Agreements, the Boards also received information regarding BlackRock’s brokerage and soft dollar practices. The Boards received reports from BlackRock which included information on brokerage commissions and trade execution practices throughout the year.

The Boards noted the competitive nature of the open-end fund marketplace, and that shareholders are able to redeem their Fund shares if they believe that the pertinent Fund’s fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Conclusion

At the May Meeting, in a continuation of the discussions that occurred during the April Meeting, and as a culmination of the Board of the Trust’s year-long deliberative process, the Board of the Trust, including the Independent Board Members, unanimously approved the continuation of the Trust Advisory Agreement between the Manager and the Trust, on behalf of each of Advantage International Fund, Advantage Large Cap Growth Fund and Advantage Small Cap Core Fund, for a one-year term ending June 30, 2024.

At the May Meeting, as a result of the discussions that occurred during the April Meeting, and as a culmination of the Board of the Corporation’s year-long deliberative process, the Board of the Corporation, including the Independent Board Members, unanimously approved the continuation of the Corporation Advisory Agreement between the Manager and the Corporation, on behalf of each of Advantage Large Cap Value Fund and Advantage Large Cap Core Fund, for a one-year term ending June 30, 2024.

Based upon its evaluation of all of the aforementioned factors in their totality, as well as other information, the Boards, including the Independent Board Members, was satisfied that the terms of the Agreements were fair and reasonable and, in the best interest of each Fund and its shareholders. In arriving at its decision to approve the Agreements, the Boards did not identify any single factor or group of factors as all-important or controlling, but considered all factors together, and different Board Members may have attributed different weights to the various factors considered. The Independent Board Members were advised by independent legal counsel throughout the deliberative process.


104		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Director and Officer Information


Independent Directors^(a)

Name Year of Birth^(b)	Position(s) Held (Length of Service)^(c)	Principal Occupation(s) During Past 5 Years	Number of BlackRock-Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Company and Other Investment Company Directorships Held During Past 5 Years

Mark Stalnecker 1951	Chair of the Board and Director (Since 2019)	Chief Investment Officer, University of Delaware from 1999 to 2013; Trustee and Chair of the Finance and Investment Committees, Winterthur Museum and Country Estate from 2005 to 2016; Member of the Investment Committee, Delaware Public Employees’ Retirement System since 2002; Member of the Investment Committee, Christiana Care Health System from 2009 to 2017; Member of the Investment Committee, Delaware Community Foundation from 2013 to 2014; Director and Chair of the Audit Committee, SEI Private Trust Co. from 2001 to 2014.	28 RICs consisting of 167 Portfolios	None

Susan J. Carter 1956	Director (Since 2019)	Trustee, Financial Accounting Foundation from 2017 to 2021; Advisory Board Member, Center for Private Equity and Entrepreneurship at Tuck School of Business from 1997 to 2021; Director, Pacific Pension Institute from 2014 to 2018; Senior Advisor, Commonfund Capital, Inc. (“CCI”) (investment adviser) in 2015; Chief Executive Officer, CCI from 2013 to 2014; President & Chief Executive Officer, CCI from 1997 to 2013; Advisory Board Member, Girls Who Invest from 2015 to 2018 and Board Member thereof from 2018 to 2022; Advisory Board Member, Bridges Fund Management since 2016; Practitioner Advisory Board Member, Private Capital Research Institute (“PCRI”) since 2017; Lecturer in the Practice of Management, Yale School of Management since 2019; Advisor to Finance Committee, Altman Foundation since 2020; Investment Committee Member, Tostan since 2021; Member of the President’s Counsel, Commonfund since 2023.	28 RICs consisting of 167 Portfolios	None

Collette Chilton 1958	Director (Since 2019)	Chief Investment Officer, Williams College since 2006; Chief Investment Officer, Lucent Asset Management Corporation from 1998 to 2006; Director, Boys and Girls Club of Boston since 2017; Director, B1 Capital since 2018; Director, David and Lucile Packard Foundation since 2020.	28 RICs consisting of 167 Portfolios	None

Neil A. Cotty 1954	Director (Since 2019)	Bank of America Corporation from 1996 to 2015, serving in various senior finance leadership roles, including Chief Accounting Officer from 2009 to 2015, Chief Financial Officer of Global Banking, Markets and Wealth Management from 2008 to 2009, Chief Accounting Officer from 2004 to 2008, Chief Financial Officer of Consumer Bank from 2003 to 2004, Chief Financial Officer of Global Corporate Investment Bank from 1999 to 2002.	28 RICs consisting of 167 Portfolios	None

Lena G. Goldberg 1949	Director (Since 2016)	Director, Pioneer Legal Institute since 2023; Director, Charles Stark Draper Laboratory, Inc. since 2013; Senior Lecturer, Harvard Business School, from 2008 to 2021; FMR LLC/Fidelity Investments (financial services) from 1996 to 2008, serving in various senior roles including Executive Vice President - Strategic Corporate Initiatives and Executive Vice President and General Counsel; Partner, Sullivan & Worcester LLP from 1985 to 1996 and Associate thereof from 1979 to 1985.	28 RICs consisting of 167 Portfolios	None


D I R E C T O R A N D O F F I C E R I N F O R M A T I O N		105

Director and Officer Information (continued)


Independent Directors^(a)

Name Year of Birth^(b)	Position(s) Held (Length of Service)^(c)	Principal Occupation(s) During Past 5 Years	Number of BlackRock-Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Company and Other Investment Company Directorships Held During Past 5 Years

Henry R. Keizer 1956	Director (Since 2016)	Director, Park Indemnity Ltd. (captive insurer) from 2010 to 2022.	28 RICs consisting of 167 Portfolios	GrafTech International Ltd. (materials manufacturing); Sealed Air Corp. (packaging); WABCO (commercial vehicle safety systems) from 2015 to 2020; Hertz Global Holdings (car rental) from 2015 to 2021.

Cynthia A. Montgomery 1952	Director (Since 2019)	Professor, Harvard Business School since 1989.	28 RICs consisting of 167 Portfolios	None

Donald C. Opatrny 1952	Director (Since 2015)	Chair of the Board of Phoenix Art Museum since 2022 and Trustee thereof since 2018; Chair of the Investment Committee of The Arizona Community Foundation since 2022 and trustee thereof since 2020; Director, Athena Capital Advisors LLC (investment management firm) from 2013 to 2020; Trustee, Vice Chair, Member of the Executive Committee and Chair of the Investment Committee, Cornell University from 2004 to 2019; President and Trustee, the Center for the Arts, Jackson Hole from 2011 to 2018; Member of the Board and Investment Committee, University School from 2007 to 2018; Member of Affordable Housing Supply Board of Jackson, Wyoming since 2017; Member, Investment Funds Committee, State of Wyoming since 2017; Trustee, Artstor (a Mellon Foundation affiliate) from 2010 to 2015; Member of the Investment Committee, Mellon Foundation from 2009 to 2015; President, Trustee and Member of the Investment Committee, The Aldrich Contemporary Art Museum from 2007 to 2014; Trustee and Chair of the Investment Committee, Community Foundation of Jackson Hole since 2014.	28 RICs consisting of 167 Portfolios	None

Kenneth L. Urish 1951	Director (Since 2019)	Managing Partner, Urish Popeck & Co., LLC (certified public accountants and consultants) since 1976; Past-Chairman of the Professional Ethics Committee of the Pennsylvania Institute of Certified Public Accountants and Committee Member thereof since 2007; Member of External Advisory Board, The Pennsylvania State University Accounting Department since 2001, Emeritus since 2022; Principal, UP Strategic Wealth Investment Advisors, LLC since 2013; Trustee, The Holy Family Institute from 2001 to 2010; President and Trustee, Pittsburgh Catholic Publishing Associates from 2003 to 2008; Director, Inter-Tel from 2006 to 2007; Member, Advisory Board, ESG Competent Boards since 2020.	28 RICs consisting of 167 Portfolios	None


106		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Director and Officer Information (continued)


Independent Directors^(a)

Name Year of Birth^(b)	Position(s) Held (Length of Service)^(c)	Principal Occupation(s) During Past 5 Years	Number of BlackRock-Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Company and Other Investment Company Directorships Held During Past 5 Years

Claire A. Walton 1957	Director (Since 2019)	Advisory Board Member, Grossman School of Business at the University of Vermont since 2023; Advisory Board Member, Scientific Financial Systems since 2022; General Partner of Neon Liberty Capital Management, LLC since 2003; Chief Operating Officer and Chief Financial Officer of Liberty Square Asset Management, LP from 1998 to 2015; Director, Boston Hedge Fund Group from 2009 to 2018; Director, Massachusetts Council on Economic Education from 2013 to 2015; Director, Woodstock Ski Runners from 2013 to 2022.	28 RICs consisting of 167 Portfolios	None

		Interested Directors^(a)(d)

Name Year of Birth^(b)	Position(s) Held (Length of Service)^(c)	Principal Occupation(s) During Past 5 Years	Number of BlackRock-Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Company and Other Investment Company Directorships Held During Past 5 Years

Robert Fairbairn 1965	Director (Since 2018)	Vice Chairman of BlackRock, Inc. since 2019; Member of BlackRock’s Global Executive and Global Operating Committees; Co-Chair of BlackRock’s Human Capital Committee; Senior Managing Director of BlackRock, Inc. from 2010 to 2019; oversaw BlackRock’s Strategic Partner Program and Strategic Product Management Group from 2012 to 2019; Member of the Board of Managers of BlackRock Investments, LLC from 2011 to 2018; Global Head of BlackRock’s Retail and iShares^® businesses from 2012 to 2016.	98 RICs consisting of 268 Portfolios	None

John M. Perlowski^(e) 1964	Director (Since 2015), President and Chief Executive Officer (Since 2010)	Managing Director of BlackRock, Inc. since 2009; Head of BlackRock Global Accounting and Product Services since 2009; Advisory Director of Family Resource Network (charitable foundation) since 2009.	100 RICs consisting of 270 Portfolios	None

^(a)	The address of each Director is c/o BlackRock, Inc., 50 Hudson Yards, New York, NY 10001.

^(b)	Independent Directors serve until their resignation, retirement, removal or death, or until December 31 of the year in which they turn 75. The Board may determine to extend the terms of Independent Directors on a case-by-case basis, as appropriate.

^(c)

Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. in September 2006, the various legacy MLIM and legacy BlackRock fund boards were realigned and consolidated into three new fund boards in 2007. Furthermore, effective January 1, 2019, three BlackRock Fund Complexes were realigned and consolidated into two BlackRock Fund Complexes. As a result, although the chart shows the year that each Independent Director joined the Board, certain Independent Directors first became members of the boards of other BlackRock-advised Funds, legacy MLIM funds or legacy BlackRock funds as follows: Cynthia A. Montgomery, 1994; Kenneth L. Urish, 1999; Lena G. Goldberg, 2016; Henry R. Keizer, 2016; Donald C. Opatrny, 2015.

^(d)	Mr. Fairbairn and Mr. Perlowski are both “interested persons,” as defined in the 1940 Act, of the Trust and the Corporation based on their positions with BlackRock, Inc. and its affiliates. Mr. Fairbairn and Mr. Perlowski are also board members of the BlackRock Fixed-Income Complex.


D I R E C T O R A N D O F F I C E R I N F O R M A T I O N		107

Director and Officer Information (continued)

^(e)	Mr. Perlowski is also a trustee of the BlackRock Credit Strategies Fund and BlackRock Private Investments Fund.


Officers Who Are Not Directors^(a)

Name Year of Birth^(b)	Position(s) Held (Length of Service)	Principal Occupation(s) During Past 5 Years

Roland Villacorta 1971	Vice President (Since 2022)	Managing Director of BlackRock, Inc. since 2022; Head of Global Cash Management and Head of Securities Lending within BlackRock’s Portfolio Management Group since 2022; Member of BlackRock’s Global Operating Committee since 2022; Head of Portfolio Management in BlackRock’s Financial Markets Advisory Group within BlackRock Solutions from 2008 to 2015; Co-Head of BlackRock Solutions’ Portfolio Analytics Group; previously Mr. Villacorta was Co-Head of Fixed Income within BlackRock’s Risk & Quantitative Analysis Group.

Jennifer McGovern 1977	Vice President (Since 2014)	Managing Director of BlackRock, Inc. since 2016; Director of BlackRock, Inc. from 2011 to 2015; Head of Americas Product Development and Governance for BlackRock’s Global Product Group since 2019; Head of Product Structure and Oversight for BlackRock’s U.S. Wealth Advisory Group from 2013 to 2019.

Trent Walker 1974	Chief Financial Officer (Since 2021)	Managing Director of BlackRock, Inc. since September 2019; Executive Vice President of PIMCO from 2016 to 2019; Senior Vice President of PIMCO from 2008 to 2015; Treasurer from 2013 to 2019 and Assistant Treasurer from 2007 to 2017 of PIMCO Funds, PIMCO Variable Insurance Trust, PIMCO ETF Trust, PIMCO Equity Series, PIMCO Equity Series VIT, PIMCO Managed Accounts Trust, 2 PIMCO-sponsored interval funds and 21 PIMCO-sponsored closed-end funds.

Jay M. Fife 1970	Treasurer (Since 2007)	Managing Director of BlackRock, Inc. since 2007.

Charles Park 1967	Chief Compliance Officer (Since 2014)	Anti-Money Laundering Compliance Officer for certain BlackRock-advised Funds from 2014 to 2015; Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised Funds in the BlackRock Multi-Asset Complex and the BlackRock Fixed-Income Complex since 2014; Principal of and Chief Compliance Officer for iShares^® Delaware Trust Sponsor LLC since 2012 and BlackRock Fund Advisors (“BFA”) since 2006; Chief Compliance Officer for the BFA-advised iShares^® exchange traded funds since 2006; Chief Compliance Officer for BlackRock Asset Management International Inc. since 2012.

Lisa Belle 1968	Anti-Money Laundering Compliance Officer (Since 2019)	Managing Director of BlackRock, Inc. since 2019; Global Financial Crime Head for Asset and Wealth Management of JP Morgan from 2013 to 2019; Managing Director of RBS Securities from 2012 to 2013; Head of Financial Crimes for Barclays Wealth Americas from 2010 to 2012.

Janey Ahn 1975	Secretary (Since 2019)	Managing Director of BlackRock, Inc. since 2018; Director of BlackRock, Inc. from 2009 to 2017.

^(a)The address of each Officer is c/o BlackRock, Inc., 50 Hudson Yards, New York, NY 10001.

^(b)Officers of the Turst and the Corporation serve at the pleasure of the Board.

Further information about the Trust’s Directors and Officers is available in the Trust’s Statement of Additional Information, which can be obtained without charge by calling (800) 441-7762.

Effective December 31, 2022, Joseph P. Platt retired as a Director of the Trust.

Effective July 1, 2023, Aaron Wasserman replaced Charles Park as Chief Compliance Officer of the Trust.


108		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Additional Information

Tailored Shareholder Reports for Mutual Funds and ETFs

Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information. Other information, including financial statements, will no longer appear in a streamlined shareholder report but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the impact of these amendments on the shareholder reports for the Funds.

General Information

Quarterly performance, semi-annual and annual reports, current net asset value and other information regarding the Funds may be found on BlackRock’s website, which can be accessed at blackrock.com. Any reference to BlackRock’s website in this report is intended to allow investors public access to information regarding the Funds and does not, and is not intended to, incorporate BlackRock’s website in this report.

Householding

The Funds will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports, Rule 30e-3 notices and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Funds at (800) 441-7762.

Availability of Quarterly Schedule of Investments

The Funds file their complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ Forms N-PORT are available on the SEC’s website at sec.gov. Additionally, each Fund makes its portfolio holdings for the first and third quarters of each fiscal year available at blackrock.com/fundreports.

Availability of Proxy Voting Policies, Procedures and Voting Records

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities and information about how the Funds voted proxies relating to securities held in the Funds’ portfolios during the most recent 12-month period ended June 30 is available without charge, upon request (1) by calling (800) 441-7762; (2) on the BlackRock website at blackrock.com; and (3) on the SEC’s website at sec.gov.

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed-income and tax-exempt investing. Visit blackrock.com for more information.

Shareholder Privileges

Account Information

Call us at (800) 441-7762 from 8:00 AM to 6:00 PM ET on any business day to get information about your account balances, recent transactions and share prices. You can also visit blackrock.com for more information.

Automatic Investment Plans

Investor class shareholders who want to invest regularly can arrange to have $50 or more automatically deducted from their checking or savings account and invested in any of the BlackRock funds.

Systematic Withdrawal Plans

Investor class shareholders can establish a systematic withdrawal plan and receive periodic payments of $50 or more from their BlackRock funds, as long as their account balance is at least $10,000.

Retirement Plans

Shareholders may make investments in conjunction with Traditional, Rollover, Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.

BlackRock Privacy Principles

BlackRock is committed to maintaining the privacy of its current and former fund investors and individual clients (collectively, “Clients”) and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information BlackRock collects, how we protect that information and why in certain cases we share such information with select parties.


A D D I T I O N A L I N F O R M A T I O N		109

Additional Information (continued)

If you are located in a jurisdiction where specific laws, rules or regulations require BlackRock to provide you with additional or different privacy-related rights beyond what is set forth below, then BlackRock will comply with those specific laws, rules or regulations.

BlackRock obtains or verifies personal non-public information from and about you from different sources, including the following: (i) information we receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with us, our affiliates, or others; (iii) information we receive from a consumer reporting agency; and (iv) from visits to our websites.

BlackRock does not sell or disclose to non-affiliated third parties any non-public personal information about its Clients, except as permitted by law or as is necessary to respond to regulatory requests or to service Client accounts. These non-affiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.

We may share information with our affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, BlackRock restricts access to non-public personal information about its Clients to those BlackRock employees with a legitimate business need for the information. BlackRock maintains physical, electronic and procedural safeguards that are designed to protect the non-public personal information of its Clients, including procedures relating to the proper storage and disposal of such information.


Fund and Service Providers
Investment Adviser and Administrator		Independent Registered Public Accounting Firm
BlackRock Advisors, LLC		Deloitte & Touche LLP
Wilmington, DE 19809		Boston, MA 02116

Accounting Agent and Transfer Agent		Distributor
BNY Mellon Investment Servicing (US) Inc.		BlackRock Investments, LLC
Wilmington, DE 19809		New York, NY 10001

Custodian		Legal Counsel
The Bank of New York Mellon		Sidley Austin LLP
New York, NY 10286		New York, NY 10019

		Address of the Trust and the Corporation
		100 Bellevue Parkway
		Wilmington, DE 19809


110		2 0 2 3 B L A C K R O C K A N N U A L R E P O R T T O S H A R E H O L D E R S

Glossary of Terms Used in this Report


Portfolio Abbreviation

NVS		Non-Voting Shares


G L O S S A R Y O F T E R M S U S E D I N T H I S R E P O R T		111

Want to know more?

blackrock.com | 800-441-7762

This report is intended for current holders. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds unless preceded or accompanied by the Funds’ current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

SC2-5/23-AR

(b) Not Applicable

Item 2 –

Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end of the period covered by this report, applicable to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. During the period covered by this report, the code of ethics was amended to update certain information and to make other non-material changes. During the period covered by this report, there have been no waivers granted under the code of ethics. The registrant undertakes to provide a copy of the code of ethics to any person upon request, without charge, who calls 1-800-441-7762.

Item 3 –

Audit Committee Financial Expert – The registrant’s board of directors (the “board of directors”), has determined that (i) the registrant has the following audit committee financial experts serving on its audit committee and (ii) each audit committee financial expert is independent:

Neil A. Cotty

Henry R. Keizer

Kenneth L. Urish

Under applicable securities laws, a person determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification. The designation or identification of a person as an audit committee financial expert does not affect the duties, obligations, or liability of any other member of the audit committee or board of directors.

Item 4 –

Principal Accountant Fees and Services

The following table presents fees billed by Deloitte & Touche LLP (“D&T”) in each of the last two fiscal years for the services rendered to the Fund:

(a) Audit Fees

(b) Audit-Related
Fees¹

(c) Tax Fees²

(d) All Other Fees

Entity Name

Current
Fiscal
Year End

Previous
Fiscal
Year
End

Current
Fiscal
Year
End

Previous
Fiscal
Year
End

Current
Fiscal
Year
End

Previous
Fiscal
Year
End

Current
Fiscal
Year
End

Previous
Fiscal
Year
End

BlackRock Advantage Large Cap Value Fund

$31,212

$29,988

$89

$213

$17,700

$25,800

$218

The following table presents fees billed by D&T that were required to be approved by the registrant’s audit committee (the “Committee”) for services that relate directly to the operations or financial reporting of the Fund and that are rendered on behalf of BlackRock Advisors, LLC (the “Investment Adviser” or “BlackRock”) and entities controlling, controlled by, or under common control with BlackRock (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund (“Affiliated Service Providers”):


	Current Fiscal Year End	Previous Fiscal Year End
(b) Audit-Related Fees¹	$0	$0
(c) Tax Fees²	$0	$0
(d) All Other Fees³	$2,154,000	$2,098,000

¹ The nature of the services includes assurance and related services reasonably related to the performance of the audit or review of financial statements not included in Audit Fees, including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters, out-of-pocket expenses and internal control reviews not required by regulators.

² The nature of the services includes tax compliance and/or tax preparation, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews, taxable income and tax distribution calculations.

³ Non-audit fees of $2,154,000 and $2,098,000 for the current fiscal year and previous fiscal year, respectively, were paid to the Fund’s principal accountant in their entirety by BlackRock, in connection with services provided to the Affiliated Service Providers of the Fund and of certain other funds sponsored and advised by BlackRock or its affiliates for a service organization review and an accounting research tool subscription. These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

The Committee has adopted policies and procedures with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the Investment Adviser and Affiliated Service Providers that relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the Committee believes are (a) consistent with the SEC’s auditor independence rules and (b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis (“general pre-approval”). The term of any general pre-approval is 12 months from the date of the pre-approval, unless the Committee provides for a different period. Tax or other non-audit services provided to the registrant which have a direct impact on the operations or financial reporting of the registrant will only be deemed pre-approved provided that any individual project does not exceed $10,000 attributable to the registrant or $50,000 per project. For this purpose, multiple projects will be aggregated to determine if they exceed the previously mentioned cost levels.

Any proposed services exceeding the pre-approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre-approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. At this meeting, an analysis of such services is presented to the Committee for ratification. The Committee may delegate to the Committee Chairman the authority to approve the provision of and fees for any specific engagement of permitted non-audit services, including services exceeding pre-approved cost levels.

(e)(2) None of the services described in each of Items 4(b) through (d) were approved by either Committee pursuant to the de minimis exception in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable

(g) The aggregate non-audit fees, defined as the sum of the fees shown under “Audit-Related Fees,” “Tax Fees” and “All Other Fees,” paid to the accountant for services rendered by the accountant to the registrant, the Investment Adviser and the Affiliated Service Providers were:


Entity Name	Current Fiscal Year End	Previous Fiscal Year End
BlackRock Advantage Large Cap Value Fund	$18,007	$26,013

Additionally, the amounts billed by D&T in connection with services provided to the Affiliated Service Providers of the Fund and of other funds sponsored and advised by BlackRock or its affiliates during the current and previous fiscal years for a service organization review and an accounting research tool subscription were:


Current Fiscal Year End		Previous Fiscal Year End
$2,154,000		$2,098,000

These amounts represent aggregate fees paid by BlackRock and were not allocated on a per fund basis.

(h) The Committee has considered and determined that the provision of non-audit services that were rendered to the Investment Adviser and the Affiliated Service Providers that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

(i) – Not Applicable

(j) – Not Applicable

Item 5 –

Audit Committee of Listed Registrant – Not Applicable

Item 6 –

Investments

(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1(a) of this Form.

(b) Not Applicable due to no such divestments during the semi-annual period covered since the previous Form N-CSR filing.

Item 7 –

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable

Item 8 –

Portfolio Managers of Closed-End Management Investment Companies – Not Applicable

Item 9 –

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable

Item 10 –

Submission of Matters to a Vote of Security Holders – There have been no material changes to these procedures.

Item 11 –

Controls and Procedures

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12 –

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not Applicable

Item 13 –

Exhibits attached hereto

(a)(1) Code of Ethics – See Item 2

(a)(2) Section 302 Certifications are attached

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 – Not Applicable

(a)(4) Change in Registrant’s independent public accountant – Not Applicable

(b) Section 906 Certifications are attached

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BlackRock Large Cap Series Funds, Inc.


		By:		/s/ John M. Perlowski
				John M. Perlowski
				Chief Executive Officer (principal executive officer) of
				BlackRock Large Cap Series Funds, Inc.

Date: July 21, 2023

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


		By:		/s/ John M. Perlowski
				John M. Perlowski
				Chief Executive Officer (principal executive officer) of
				BlackRock Large Cap Series Funds, Inc.

Date: July 21, 2023


		By:		/s/ Trent Walker
				Trent Walker
				Chief Financial Officer (principal financial officer) of
				BlackRock Large Cap Series Funds, Inc.

Date: July 21, 2023