As filed with the U.S. Securities and Exchange Commission on June 22, 2017
File Nos. 333-92935 and 811-09729
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933 |
☒ | |||
Post-Effective Amendment No. 1,767 | ☒ | |||
and/or | ||||
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |
☒ | |||
Amendment No. 1,767 | ☒ |
(Check appropriate box or boxes)
iShares Trust
(Exact Name of Registrant as Specified in Charter)
c/o State Street Bank and Trust Company
1 Iron Street
Boston, MA 02210
(Address of Principal Executive Office)(Zip Code)
Registrants Telephone Number, including Area Code: (415) 670-2000
The Corporation Trust Company
1209 Orange Street
Wilmington, DE 19801
(Name and Address of Agent for Service)
With Copies to:
MARGERY K. NEALE, ESQ. WILLKIE FARR & GALLAGHER LLP 787 SEVENTH AVENUE NEW YORK, NY 10019-6099 |
DEEPA DAMRE, ESQ. BLACKROCK FUND ADVISORS 400 HOWARD STREET SAN FRANCISCO, CA 94105 |
It is proposed that this filing will become effective (check appropriate box):
☐ | Immediately upon filing pursuant to paragraph (b) |
☒ | On June 22, 2017 pursuant to paragraph (b) |
☐ | 60 days after filing pursuant to paragraph (a)(1) |
☐ | On (date) pursuant to paragraph (a)(1) |
☐ | 75 days after filing pursuant to paragraph (a)(2) |
☐ | On (date) pursuant to paragraph (a)(2) |
If appropriate, check the following box:
☐ | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
2017 Prospectus |
|
► | iShares Edge High Yield Defensive Bond ETF | HYDB | BATS |
Ticker: HYDB | Stock Exchange: BATS |
Annual
Fund Operating Expenses (ongoing expenses that you pay each year as a percentage of the value of your investments) | ||||||
Management
Fees |
Distribution
and Service (12b-1) Fees |
Other
Expenses |
Total
Annual Fund Operating Expenses | |||
0.35% | None | None | 0.35% |
1 Year | 3 Years | |||
$36 | $113 |
■ | High yield securities may be issued by less creditworthy issuers. Issuers of high yield securities may have a larger amount of outstanding debt relative to their assets than issuers of investment-grade bonds. In the event of an issuer’s bankruptcy, claims of |
other creditors may have priority over the claims of high yield securities holders, leaving few or no assets available to repay high yield securities holders. | |
■ | Prices of high yield securities are subject to extreme price fluctuations. Adverse changes in an issuer’s industry and general economic conditions may have a greater impact on the prices of high yield securities than on other higher rated fixed-income securities. The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer. |
■ | Issuers of high yield securities may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing. |
■ | High yield securities frequently have redemption features that permit an issuer to repurchase the security from the Fund before it matures. If the issuer redeems high yield securities held by the Fund, the Fund may have to invest the proceeds in bonds with lower yields and may lose income. |
■ | High yield securities may be less liquid than higher rated fixed-income securities, even under normal economic conditions. There are fewer dealers in the high yield securities market, and there may be significant differences in the prices quoted for high yield securities by the dealers. Because high yield securities are less liquid, judgment may play a greater role in valuing certain of the Fund’s securities than is the case with securities trading in a more liquid market. |
■ | The Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer. |
Approximate
Value of a Creation Unit |
Creation
Unit Size |
Standard
Creation/ Redemption Transaction Fee |
Maximum
Additional Charge for Creations* |
Maximum
Additional Charge for Redemptions* | ||||
$2,500,000 | 50,000 | $550 | 3.0% | 2.0% |
* | As a percentage of the net asset value per Creation Unit, inclusive, in the case of redemptions, of the standard redemption transaction fee. |
Call: | 1-800-iShares
or 1-800-474-2737 (toll free) Monday through Friday, 8:30 a.m. to 6:30 p.m. (Eastern time) |
Email: | iSharesETFs@blackrock.com |
Write: | c/o
BlackRock Investments, LLC 1 University Square Drive, Princeton, NJ 08540 |
Fund | Ticker | Listing Exchange | ||
iShares Edge High Yield Defensive Bond ETF (the “Fund”) | HYDB | BATS |
• | High yield bonds may be issued by less creditworthy companies. These securities are vulnerable to adverse changes in the issuer’s industry and to general economic conditions. Issuers of high yield bonds may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments or the unavailability of additional financing. |
• | The issuers of high yield bonds may have a larger amount of outstanding debt relative to their assets than issuers of investment grade bonds. If the issuer experiences financial stress, it may be unable to meet its debt obligations. The issuer’s ability to pay its debt obligations also may be lessened by specific issuer developments, or the unavailability of additional financing. Issuers of high yield securities are often in the growth stage of their development and/or involved in a reorganization or takeover. |
• | High yield bonds are frequently ranked junior to claims by other creditors. If the issuer cannot meet its obligations, the senior obligations are generally paid off before the junior obligations, which will potentially limit the Fund’s ability to fully recover principal, to receive interest payments when senior securities are in default or to receive restructuring benefits paid to holders of more senior classes of debt. Thus, investors in high yield securities frequently have a lower degree of protection with respect to principal and interest payments than do investors in higher rated securities. |
• | High yield bonds frequently have redemption features that permit an issuer to repurchase the security from the Fund before it matures. If an issuer redeems the high yield bonds, the Fund may have to invest the proceeds in bonds with lower yields and may lose income. |
• | Prices of high yield bonds are subject to extreme fluctuations. Negative economic developments may have a greater impact on the prices of high yield bonds than on those of other higher rated fixed-income securities. |
• | High yield bonds may be less liquid than higher rated fixed-income securities even under normal economic conditions. Under certain economic and/or market conditions, the Fund may have difficulty disposing of certain |
high yield securities due to the limited number of investors in that sector of the market. There are fewer dealers in the high yield bond market, and there may be significant differences in the prices quoted for high yield bonds by dealers, and such quotations may not be the actual prices available for a purchase or sale. Because high yield bonds are less liquid, judgment may play a greater role in the prices and values generated for such securities than in the case of securities trading in a more liquid market. | |
• | The secondary markets for high yield securities generally are not as liquid as the secondary markets for higher rated securities. The secondary markets for high yield securities generally are concentrated in relatively few market makers and participants in the markets are mostly institutional investors, including insurance companies, banks, other financial institutions and mutual funds. In addition, the trading volume for high yield securities is generally lower than that for higher rated securities and the secondary markets could contract under adverse market or economic conditions independent of any specific adverse changes in the condition of a particular issuer. Under certain economic and/or market conditions, the Fund may have difficulty disposing of certain high yield securities due to the limited number of investors in that sector of the market. A less liquid secondary market may adversely affect the market price of the high yield security, which may result in increased difficulty selling the particular issue and obtaining accurate market quotations on the issue when valuing the Fund’s assets. Market quotations on high yield securities are available only from a limited number of dealers, and such quotations may not be the actual prices available for a purchase or sale. When the secondary market for high yield securities becomes more illiquid, or in the absence of readily available market quotations for such securities, the relative lack of reliable objective data makes it more difficult to value such securities, and judgment plays a more important role in determining such valuations. |
• | The Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer. |
• | The high yield bond markets may react strongly to adverse news about an issuer or the economy, or to the perception or expectation of adverse news, whether or not it is based on fundamental analysis. Additionally, prices for high yield securities may be affected by legislative and regulatory developments. These developments could adversely affect the Fund’s net asset value and investment practices, the secondary market for high yield securities, the financial condition of issuers of these securities and the value and liquidity of outstanding high yield securities, especially in a thinly traded market. For example, federal legislation requiring the divestiture by federally insured savings and loan associations of their investments in high yield bonds and limiting the deductibility of interest by certain corporate issuers of high yield bonds adversely affected the market in the past. |
1. | Concentrate its investments in a particular industry, as that term is used in the Investment Company Act, except that the Fund will concentrate to approximately the same extent that its Underlying Index concentrates in the securities of a particular industry or group of industries. |
2. | Borrow money, except as permitted under the Investment Company Act. |
3. | Issue senior securities to the extent such issuance would violate the Investment Company Act. |
4. | Purchase or hold real estate, except the Fund may purchase and hold securities or other instruments that are secured by, or linked to, real estate or interests therein, securities of real estate investment trusts, mortgage-related securities and securities of issuers engaged in the real estate business, and the Fund may purchase and hold real estate as a result of the ownership of securities or other instruments. |
5. | Underwrite securities issued by others, except to the extent that the sale of portfolio securities by the Fund may be deemed to be an underwriting or as otherwise permitted by applicable law. |
6. | Purchase or sell commodities or commodity contracts, except as permitted by the Investment Company Act. |
7. | Make loans to the extent prohibited by the Investment Company Act. |
a. | Purchase securities of other investment companies, except to the extent permitted by the Investment Company Act. As a matter of policy, however, the Fund will not purchase shares of any registered open-end investment company or registered unit investment trust, in reliance on Section 12(d)(1)(F) or (G) (the “fund of funds” provisions) of the Investment Company Act, at any time the Fund has knowledge that its shares are purchased by another investment company investor in reliance on the provisions of subparagraph (G) of Section 12(d)(1). |
b. | Make short sales of securities or maintain a short position, except to the extent permitted by the Fund's Prospectus and SAI, as amended from time to time, and applicable law. |
Name (Age) | Position | Principal
Occupation(s) During the Past 5 Years |
Other
Directorships Held by Trustee | |||
Robert
S. Kapito1 (60) |
Trustee
(since 2009). |
President, BlackRock, Inc. (since 2006); Vice Chairman of BlackRock, Inc. and Head of BlackRock’s Portfolio Management Group (since its formation in 1998) and BlackRock, Inc.’s predecessor entities (since 1988); Trustee, University of Pennsylvania (since 2009); President of Board of Directors, Hope & Heroes Children’s Cancer Fund (since 2002). | Director of BlackRock, Inc. (since 2006); Director of iShares, Inc. (since 2009); Trustee of iShares U.S. ETF Trust (since 2011). | |||
Mark
K. Wiedman2 (46) |
Trustee (since 2013). | Senior Managing Director, BlackRock, Inc. (since 2014); Managing Director, BlackRock, Inc. (2007-2014); Global Head of BlackRock’s ETF and Index Investments Business (since 2016); Global Head of iShares (2011-2016); Head of Corporate Strategy, BlackRock, Inc. (2009-2011). | Director of iShares, Inc. (since 2013); Trustee of iShares U.S. ETF Trust (since 2013); Director of PennyMac Financial Services, Inc. (since 2008). |
1 | Robert S. Kapito is deemed to be an “interested person” (as defined in the 1940 Act) of the Trust due to his affiliations with BlackRock, Inc. and its affiliates. |
2 | Mark K. Wiedman is deemed to be an “interested person” (as defined in the 1940 Act) of the Trust due to his affiliations with BlackRock, Inc. and its affiliates. |
Name (Age) | Position | Principal
Occupation(s) During the Past 5 Years |
Other
Directorships Held by Trustee | |||
Cecilia
H. Herbert (68) |
Trustee
(since 2005); Independent Board Chair (since 2016); Nominating and Governance Committee Chair (since 2016). |
Trustee and Member of the Finance, Technology and Quality Committee of Stanford Health Care (since 2016); Trustee and Member of the Investment Committee, WNET, a New York public media company (since 2011); Chair (1994-2005) and Member (since 1992) of the Investment Committee, Archdiocese of San Francisco; Director (1998-2013) and President (2007-2011) of the Board of Directors, Catholic Charities CYO; Trustee (2002-2011) and Chair of the Finance and Investment Committee (2006-2010) of the Thacher School. | Director of iShares, Inc. (since 2005); Trustee of iShares U.S. ETF Trust (since 2011); Independent Board Chair of iShares, Inc. and iShares U.S. ETF Trust (since 2016); Trustee of Forward Funds (17 portfolios) (since 2009); Trustee of Salient MF Trust (4 portfolios) (since 2015). | |||
Jane
D. Carlin (61) |
Trustee
(since 2015); Risk Committee Chair (since 2016). |
Consultant (since 2012); Managing Director and Global Head of Financial Holding Company Governance & Assurance and the Global Head of Operational Risk Management of Morgan Stanley (2006-2012). | Director of iShares, Inc. (since 2015); Trustee of iShares U.S. ETF Trust (since 2015); Director of PHH Corporation (mortgage solutions) (since 2012); Director of The Hanover Insurance Group, Inc. (since 2016). | |||
Richard
L. Fagnani (62) |
Trustee
(since 2017). |
Retired; Partner, KPMG LLP (2002-2016). | Director of iShares, Inc. (since 2017); Trustee of iShares U.S. ETF Trust (since 2017). | |||
Charles
A. Hurty (73) |
Trustee
(since 2005); Audit Committee Chair (since 2006). |
Retired; Partner, KPMG LLP (1968-2001). | Director of iShares, Inc. (since 2005); Trustee of iShares U.S. ETF Trust (since 2011); Director of SkyBridge Alternative Investments Multi-Adviser Hedge Fund Portfolios LLC (2 portfolios) (since 2002). | |||
John
E. Kerrigan (61) |
Trustee
(since 2005); Securities Lending Committee Chair (since 2016). |
Chief Investment Officer, Santa Clara University (since 2002). | Director of iShares, Inc. (since 2005); Trustee of iShares U.S. ETF Trust (since 2011). | |||
Drew
E. Lawton (58) |
Trustee
(since 2017). |
Senior Managing Director of New York Life Insurance Company (2010-2015). | Director of iShares, Inc. (since 2017); Trustee of iShares U.S. ETF Trust (since 2017). | |||
John
E. Martinez (55) |
Trustee
(since 2003); Fixed Income Plus Committee Chair (since 2016). |
Director of Real Estate Equity Exchange, Inc. (since 2005). | Director of iShares, Inc. (since 2003); Trustee of iShares U.S. ETF Trust (since 2011). |
Name (Age) | Position | Principal
Occupation(s) During the Past 5 Years |
Other
Directorships Held by Trustee | |||
Madhav
V. Rajan (52) |
Trustee
(since 2011); Equity Plus Committee Chair and 15(c) Committee Chair (since 2016). |
Robert K. Jaedicke Professor of Accounting, Stanford University Graduate School of Business (since 2001); Professor of Law (by courtesy), Stanford Law School (since 2005); Senior Associate Dean for Academic Affairs and Head of MBA Program, Stanford University Graduate School of Business (2010-2016). | Director
of iShares, Inc. (since 2011); Trustee of iShares U.S. ETF Trust (since 2011); Director, Cavium, Inc. (since 2013). |
Name (Age) | Position | Principal
Occupation(s) During the Past 5 Years | ||
Martin
Small (41) |
President (since 2016). | Managing Director, BlackRock, Inc. (since 2010); Head of U.S. iShares (since 2015); Co-Head of the U.S. Financial Markets Advisory Group, BlackRock, Inc. (2008-2014). | ||
Jack
Gee (57) |
Treasurer
and Chief Financial Officer (since 2008). |
Managing Director, BlackRock, Inc. (since 2009); Senior Director of Fund Administration of Intermediary Investor Business, BGI (2009). | ||
Charles
Park (49) |
Chief Compliance Officer (since 2006). | Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised Funds in the Equity-Bond Complex, the Equity-Liquidity Complex and the Closed-End Complex (since 2014); Chief Compliance Officer of BFA (since 2006). | ||
Benjamin
Archibald (42) |
Secretary (since 2015). | Managing Director, BlackRock, Inc. (since 2014); Director, BlackRock, Inc. (2010-2013); Secretary of the BlackRock-advised mutual funds (since 2012). | ||
Steve
Messinger (55) |
Executive
Vice President (since 2016). |
Managing Director, BlackRock, Inc. (2007-2014 and since 2016); Managing Director, Beacon Consulting Group (2014-2016). | ||
Scott
Radell (48) |
Executive
Vice President (since 2012). |
Managing Director, BlackRock, Inc. (since 2009); Head of Portfolio Solutions, BlackRock, Inc. (since 2009). | ||
Alan
Mason (56) |
Executive
Vice President (since 2016). |
Managing Director, BlackRock, Inc. (since 2009). |
Name | Fund | Dollar
Range of Equity Securities in the Fund |
Aggregate
Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee or Advisory Board Member in Family of Investment Companies | |||
Robert S. Kapito | None | None | None | |||
Mark K. Wiedman | iShares Core MSCI EAFE ETF | $50,001-$100,000 | Over $100,000 | |||
iShares Core MSCI Emerging Markets ETF | $50,001-$100,000 | |||||
iShares Core S&P Total U.S. Stock Market ETF | Over $100,000 | |||||
iShares National Muni Bond ETF | Over $100,000 | |||||
iShares New York Muni Bond ETF | Over $100,000 | |||||
Cecilia H. Herbert | iShares California Muni Bond ETF | Over $100,000 | Over $100,000 | |||
iShares China Large-Cap ETF | $50,001-$100,000 | |||||
iShares Core Dividend Growth ETF | $10,001-$50,000 | |||||
iShares Core High Dividend ETF | $1-$10,000 | |||||
iShares Core MSCI Emerging Markets ETF | $10,001-$50,000 | |||||
iShares Core MSCI Total International Stock ETF | $10,001-$50,000 | |||||
iShares Core S&P 500 ETF | Over $100,000 | |||||
iShares Core S&P Small-Cap ETF | $1-$10,000 | |||||
iShares Core S&P Total U.S. Stock Market ETF | $10,001-$50,000 | |||||
iShares Core S&P U.S. Growth ETF | $50,001-$100,000 | |||||
iShares Core S&P U.S. Value ETF | $50,001-$100,000 | |||||
iShares iBoxx $ High Yield Corporate Bond ETF | $10,001-$50,000 | |||||
iShares International Select Dividend ETF | $1-$10,000 | |||||
iShares MSCI EAFE ETF | $1-$10,000 | |||||
iShares MSCI Japan ETF | $10,001-$50,000 | |||||
iShares National Muni Bond ETF | $10,001-$50,000 | |||||
iShares U.S. Preferred Stock ETF | $10,001-$50,000 | |||||
Jane D. Carlin | iShares Core MSCI EAFE ETF | $50,001-$100,000 | Over $100,000 | |||
iShares Core S&P Small-Cap ETF | $50,001-$100,000 | |||||
iShares Global Tech ETF | $10,001-$50,000 | |||||
Name | Fund | Dollar
Range of Equity Securities in the Fund |
Aggregate
Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee or Advisory Board Member in Family of Investment Companies | |||
Richard L. Fagnani | Not Applicable | Not Applicable | Not Applicable | |||
Charles A. Hurty | iShares China Large-Cap ETF | $10,001-$50,000 | Over $100,000 | |||
iShares Core Dividend Growth ETF | Over $100,000 | |||||
iShares Core Growth Allocation ETF | Over $100,000 | |||||
iShares Core High Dividend ETF | Over $100,000 | |||||
iShares Core Moderate Allocation ETF | $50,001-$100,000 | |||||
iShares Core MSCI Emerging Markets ETF | $50,001-$100,000 | |||||
iShares Core S&P 500 ETF | Over $100,000 | |||||
iShares Core S&P U.S. Value ETF | $10,001-$50,000 | |||||
iShares Edge MSCI Min Vol USA ETF | Over $100,000 | |||||
iShares Global Energy ETF | $10,001-$50,000 | |||||
iShares Global Healthcare ETF | $10,001-$50,000 | |||||
iShares Global Tech ETF | $10,001-$50,000 | |||||
iShares MSCI EAFE ETF | $10,001-$50,000 | |||||
iShares Russell 2000 ETF | $10,001-$50,000 | |||||
iShares U.S. Basic Materials ETF | $10,001-$50,000 | |||||
iShares U.S. Energy ETF | $10,001-$50,000 | |||||
iShares U.S. Technology ETF | Over $100,000 | |||||
John E. Kerrigan | iShares MSCI ACWI ETF | $10,001-$50,000 | Over $100,000 | |||
iShares MSCI ACWI ex U.S. ETF | Over $100,000 | |||||
iShares Short-Term National Muni Bond ETF | Over $100,000 | |||||
Drew E. Lawton | iShares MSCI Frontier 100 ETF | $50,001-$100,000 | $50,001-$100,000 | |||
John E. Martinez | iShares Core MSCI Total International Stock ETF | $1-$10,000 | Over $100,000 | |||
iShares Core S&P 500 ETF | Over $100,000 | |||||
iShares Core S&P Total U.S. Stock Market ETF | $1-$10,000 | |||||
iShares Global Consumer Staples ETF | Over $100,000 | |||||
iShares MSCI All Country Asia ex Japan ETF | Over $100,000 | |||||
iShares MSCI EAFE ETF | Over $100,000 | |||||
iShares Russell 1000 ETF | Over $100,000 | |||||
iShares Russell 1000 Value ETF | Over $100,000 | |||||
iShares Russell 2000 ETF | Over $100,000 | |||||
iShares Short Maturity Bond ETF | Over $100,000 |
Name | Fund | Dollar
Range of Equity Securities in the Fund |
Aggregate
Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee or Advisory Board Member in Family of Investment Companies | |||
iShares TIPS Bond ETF | $50,001-$100,000 | |||||
Madhav V. Rajan | iShares Core Dividend Growth ETF | Over $100,000 | Over $100,000 | |||
iShares Core High Dividend ETF | Over $100,000 | |||||
iShares Core S&P 500 ETF | Over $100,000 | |||||
iShares iBoxx $ High Yield Corporate Bond ETF | Over $100,000 | |||||
iShares iBoxx $ Investment Grade Corporate Bond ETF | Over $100,000 | |||||
iShares Russell 2000 ETF | Over $100,000 | |||||
iShares Select Dividend ETF | Over $100,000 | |||||
iShares U.S. Preferred Stock ETF | Over $100,000 |
Name | iShares
Edge High Yield Defensive Bond ETF |
Pension
or Retirement Benefits Accrued As Part of Trust Expenses1 |
Estimated
Annual Benefits Upon Retirement1 |
Total
Compensation From the Fund and Fund Complex2 | ||||
Independent Trustees: | ||||||||
Robert H. Silver3 | $0 | Not Applicable | Not Applicable | $81,250 | ||||
John E. Kerrigan | 0 | Not Applicable | Not Applicable | 325,000 | ||||
Charles A. Hurty | 0 | Not Applicable | Not Applicable | 340,000 |
Name | iShares
Edge High Yield Defensive Bond ETF |
Pension
or Retirement Benefits Accrued As Part of Trust Expenses1 |
Estimated
Annual Benefits Upon Retirement1 |
Total
Compensation From the Fund and Fund Complex2 | ||||
Cecilia H. Herbert | 0 | Not Applicable | Not Applicable | 361,764 | ||||
John E. Martinez | 0 | Not Applicable | Not Applicable | 336,764 | ||||
Madhav V. Rajan | 0 | Not Applicable | Not Applicable | 325,000 | ||||
Jane D. Carlin | 0 | Not Applicable | Not Applicable | 325,000 | ||||
Interested Trustees: | ||||||||
Robert S. Kapito | $0 | Not Applicable | Not Applicable | $0 | ||||
Mark K. Wiedman | 0 | Not Applicable | Not Applicable | 0 | ||||
Advisory Board Members: | ||||||||
Drew E. Lawton | $0 | Not Applicable | Not Applicable | 75,000 4 | ||||
Richard L. Fagnani | 0 | Not Applicable | Not Applicable | Not Applicable5 |
1 | No Trustee or officer is entitled to any pension or retirement benefits from the Trust. |
2 | Includes compensation for service on the Board of Trustees or the Advisory Board of iShares U.S. ETF Trust and the Board of Directors or the Advisory Board of iShares, Inc. |
3 | Served as an Independent Trustee through March 31, 2016. |
4 | Total compensation is shown for Drew E. Lawton for the period from October 18, 2016 (date of his appointment to the Advisory Board of the Trust) to December 31, 2016. |
5 | Compensation is not shown for Richard L. Fagnani because he was appointed to serve as an Advisory Board Member effective April 1, 2017. |
James Mauro | ||||
Types of Accounts | Number | Total Assets | ||
Registered Investment Companies | 83 | $230,479,000,000 | ||
Other Pooled Investment Vehicles | 9 | 23,171,000,000 | ||
Other Accounts | 8 | 9,269,000,000 |
Scott Radell | ||||
Types of Accounts | Number | Total Assets | ||
Registered Investment Companies | 95 | $237,818,000,000 | ||
Other Pooled Investment Vehicles | 8 | 3,155,000,000 | ||
Other Accounts | 11 | 5,913,000,000 |
James Mauro | ||||
Types of Accounts | Number
of Other Accounts with Performance Fees Managed by Portfolio Manager |
Aggregate
of Total Assets | ||
Registered Investment Companies | 0 | N/A | ||
Other Pooled Investment Vehicles | 0 | N/A | ||
Other Accounts | 0 | N/A |
Scott Radell | ||||
Types of Accounts | Number
of Other Accounts with Performance Fees Managed by Portfolio Manager |
Aggregate
of Total Assets | ||
Registered Investment Companies | 2 | $697,000,000 | ||
Other Pooled Investment Vehicles | 1 | 136,000,000 | ||
Other Accounts | 0 | N/A |
Shares
Per Creation Unit |
Value
Per Creation Unit (U.S.$) | |
50,000 | $2,500,000 |
Standard
Creation Transaction Fee |
Maximum
Additional Charge* | |
$550 | 3.0% |
* | As a percentage of the net asset value per Creation Unit. |
Standard
Redemption Transaction Fee |
Maximum
Additional Charge* | |
$550 | 2.0% |
* | As a percentage of the net asset value per Creation Unit, inclusive of the standard redemption transaction fee. |
1 | iShares MSCI ACWI Low Carbon Target ETF, iShares MSCI All Peru Capped ETF, iShares MSCI EAFE ESG Optimized ETF, iShares MSCI EM ESG Optimized ETF, iShares MSCI Global Impact ETF, iShares MSCI KLD 400 Social ETF, iShares MSCI USA ESG Optimized ETF and iShares MSCI USA ESG Select ETF have separate Fund Proxy Voting Policies. |
• | Boards and directors |
• | Auditors and audit-related issues |
• | Capital structure, mergers, asset sales and other special transactions |
• | Remuneration and benefits |
• | Social, ethical and environmental issues |
• | General corporate governance matters |
• | establishing an appropriate corporate governance structure; |
• | supporting and overseeing management in setting strategy; |
• | ensuring the integrity of financial statements; |
• | making decisions regarding mergers, acquisitions and disposals; |
• | establishing appropriate executive compensation structures; and |
• | addressing business issues including social, ethical and environmental issues when they have the potential to materially impact company reputation and performance. |
• | current employment at the company or a subsidiary; |
• | former employment within the past several years as an executive of the company; |
• | providing substantial professional services to the company and/or members of the company’s management; |
• | having had a substantial business relationship in the past three years; |
• | having, or representing a shareholder with, a substantial shareholding in the company; |
• | being an immediate family member of any of the aforementioned; and |
• | interlocking directorships. |
• | BlackRock has adopted a proxy voting oversight structure whereby the Corporate Governance Committees oversee the voting decisions and other activities of the Corporate Governance Group, and particularly its activities with respect to voting in the relevant region of each Corporate Governance Committee’s jurisdiction. |
• | The Corporate Governance Committees have adopted Guidelines for each region, which set forth the firm’s views with respect to certain corporate governance and other issues that typically arise in the proxy voting context. The Corporate Governance Committees receive periodic reports regarding the specific votes cast by the Corporate Governance Group and regular updates on material process issues, procedural changes and other matters of concern to the Corporate Governance Committees. |
• | BlackRock’s Global Corporate Governance Oversight Committee oversees the Global Head, the Corporate Governance Group and the Corporate Governance Committees. The Global Corporate Governance Oversight Committee conducts a review, at least annually, of the proxy voting process to ensure compliance with BlackRock’s risk policies and procedures. |
• | BlackRock maintains a reporting structure that separates the Global Head and Corporate Governance Group from employees with sales responsibilities. In addition, BlackRock maintains procedures intended to ensure that all engagements with corporate issuers or dissident shareholders are managed consistently and without regard to BlackRock’s relationship with the issuer of the proxy or dissident shareholder. Within the normal course of business, the Global Head or Corporate Governance Group may engage directly with BlackRock clients, and with employees with sales responsibilities, in discussions regarding general corporate governance policy matters, and to otherwise ensure that proxy-related client service levels are met. The Global Head or Corporate Governance Group does not discuss any specific voting matter with a client prior to the disclosure of the vote decision to all applicable clients after the shareholder meeting has taken place, except if the client is acting in the capacity as issuer of the proxy or dissident shareholder and is engaging through the established procedures independent of the client relationship. |
• | In certain instances, BlackRock may determine to engage an independent fiduciary to vote proxies as a further safeguard to avoid potential conflicts of interest or as otherwise required by applicable law. The independent fiduciary may either vote such proxies or provide BlackRock with instructions as to how to vote such proxies. In the latter case, BlackRock votes the proxy in accordance with the independent fiduciary’s determination. Use of an independent fiduciary has been |
adopted for voting the proxies related to any company that is affiliated with BlackRock or any company that includes BlackRock employees on its board of directors. |
iShares Trust
File Nos. 333-92935 and 811-09729
Part C
Other Information
Item 28. Exhibits:
PEA # 1,767
Exhibit |
Description | |
(a.1) | Amended and Restated Agreement and Declaration of Trust, dated September 17, 2009, is incorporated herein by reference to Post-Effective Amendment No. 303, filed October 16, 2009 (PEA No. 303). | |
(a.2) | Restated Certificate of Trust, dated September 13, 2006, is incorporated herein by reference to Post-Effective Amendment No. 53, filed September 19, 2006. | |
(b) | Amended and Restated By-Laws, dated April 20, 2010, are incorporated herein by reference to Post-Effective Amendment No. 418, filed May 4, 2010. | |
(c) | Article II of the Amended and Restated Agreement and Declaration of Trust is incorporated herein by reference to PEA No. 303. | |
(d.1) | Investment Advisory Agreement, dated December 1, 2009, between the iShares Trust (the Trust) and BlackRock Fund Advisors (BFA) is incorporated herein by reference to Post-Effective Amendment No. 354, filed December 28, 2009. | |
(d.2) | Schedule A to the Investment Advisory Agreement between the Trust and BFA is filed herein. | |
(d.3) | Schedule A to the Investment Advisory Agreement between iShares, Inc. and BFA is incorporated herein by reference to Post-Effective Amendment No. 1,713, filed February 2, 2017. | |
(d.4) | Master Advisory Fee Waiver Agreement, dated December 1, 2009, between the Trust and BFA is incorporated herein by reference to Post-Effective Amendment No. 512, filed March 24, 2011. | |
(d.5) | Schedule A to the Master Advisory Fee Waiver Agreement is incorporated herein by reference to Post-Effective Amendment No. 1,744, filed on May 2, 2017 (PEA No. 1,744). | |
(d.6) | Form of Participation Agreement is incorporated herein by reference to Post-Effective Amendment No. 773, filed October 15, 2012. | |
(d.7) | Sub-Advisory Agreement, dated December 1, 2010, between BFA and BlackRock International Limited (BIL) is incorporated herein by reference to Post-Effective Amendment No. 529, filed April 21, 2011. | |
(d.8) | Exhibit A to the Sub-Advisory Agreement between BFA and BIL is incorporated herein by reference to Post-Effective Amendment No. 1,723, filed February 24, 2017. | |
(e.1) | Distribution Agreement, dated February 3, 2012, between the Trust and BlackRock Investments, LLC (BRIL) is incorporated herein by reference to Post-Effective Amendment No. 921, filed July 10, 2013. | |
(e.2) | Exhibit A to the Distribution Agreement is filed herein. | |
(f) | Not applicable. | |
(g) | Service Module for Custodial Services, dated April 21, 2011, is incorporated herein by reference to Post-Effective Amendment No. 573, filed August 19, 2011 (PEA No. 573). | |
(h.1) | Master Services Agreement, dated April 21, 2011, between the Trust and State Street Bank and Trust Company (State Street) is incorporated herein by reference to Post-Effective Amendment No. 551, filed June 27, 2011. | |
(h.2) | Exhibit A to the Master Services Agreement is filed herein. |
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(h.3) | Service Module for Fund Administration and Accounting Services, dated April 21, 2011, is incorporated herein by reference to PEA No. 573. | |
(h.4) | Service Module for Transfer Agency Services, dated April 21, 2011, is incorporated herein by reference to PEA No. 573. | |
(h.5) | Amended and Restated Securities Lending Agency Agreement, dated January 1, 2015, among the Trust, iShares, Inc., iShares MSCI Russia Capped ETF, Inc., iShares U.S. ETF Company, Inc., iShares U.S. ETF Trust and BlackRock Institutional Trust Company, N.A. (BTC) is incorporated herein by reference to Post-Effective Amendment No. 1,318, filed February 4, 2015. | |
(h.6) | Schedule A to the Amended and Restated Securities Lending Agency Agreement is filed herein. | |
(h.7) | Form of Master Securities Loan Agreement (including forms of Annexes and Schedules thereto) is incorporated herein by reference to Post-Effective Amendment No. 369, filed January 22, 2010. | |
(h.8) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the C&S Indexes, as that term is defined in the Agreement (C&S Sublicense Agreement), is incorporated herein by reference to Post-Effective Amendment No. 1,512, filed October 21, 2015 (PEA No. 1,512). | |
(h.9) | Exhibit A to the C&S Sublicense Agreement is incorporated herein by reference to PEA No. 1,512. | |
(h.10) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the Dow Jones Indexes, as that term is defined in the Agreement (Dow Jones Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.11) | Exhibit A to the Dow Jones Sublicense Agreement is incorporated herein by reference to PEA No. 1,512. | |
(h.12) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the Markit iBoxx indexes, as that term is defined in the Agreement (Markit iBoxx Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.13) | Exhibit A to the Markit iBoxx Sublicense Agreement is incorporated herein by reference to PEA No. 1,512. | |
(h.14) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the Morningstar Indexes, as that term is defined in the Agreement (Morningstar Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.15) | Exhibit A to the Morningstar Sublicense Agreement is filed herein. | |
(h.16) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the MSCI Indexes, as that term is defined in the Agreement (MSCI Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.17) | Exhibit A to the MSCI Sublicense Agreement is incorporated herein by reference to Post-Effective Amendment No. 1,740, filed April 18, 2017. | |
(h.18) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the NASDAQ indexes, as that term is defined in the Agreement (NASDAQ Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.19) | Exhibit A to the NASDAQ Sublicense Agreement is incorporated herein by reference to PEA No. 1,512. | |
(h.20) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the Russell Indexes, as that term is defined in the Agreement (Russell Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.21) | Exhibit A to the Russell Sublicense Agreement is incorporated herein by reference to PEA No. 1,744. |
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(h.22) | Amended and Restated Sublicense Agreement, dated September 23, 2015, among the Trust, iShares, Inc. and BFA for the S&P Indexes, as that term is defined in the Agreement (S&P Sublicense Agreement), is incorporated herein by reference to PEA No. 1,512. | |
(h.23) | Exhibit A to the S&P Sublicense Agreement is incorporated herein by reference to Post-Effective Amendment No. 1,732, filed March 27, 2017. | |
(i) | Legal Opinion and Consent of Richards, Layton & Finger, P.A. is filed herein. | |
(j) | Not applicable. | |
(k) | Not applicable. | |
(l.1) | Subscription Agreement, dated April 20, 2000, between the Trust and SEI Investments Distribution Co. is incorporated herein by reference to Post-Effective Amendment No. 2, filed May 12, 2000 (PEA No. 2). | |
(l.2) | Letter of Representations, dated April 14, 2000, between the Trust and the Depository Trust Company (DTC) is incorporated herein by reference to PEA No. 2. | |
(l.3) | Amendment of Letter of Representations, dated January 9, 2001, between the Trust and DTC for iShares Nasdaq Biotechnology Index Fund and iShares Cohen & Steers Realty Majors Index Fund is incorporated herein by reference to Post-Effective Amendment No. 11, filed July 2, 2001. | |
(m) | Not applicable. | |
(n) | Not applicable. | |
(o) | Not applicable. | |
(p.1) | Code of Ethics for Fund Access Persons is incorporated herein by reference to Post-Effective Amendment No. 1,690, filed October 31, 2016 (PEA No. 1,690). | |
(p.2) | BlackRock, Inc. Personal Trading Policy is incorporated herein by reference to Post-Effective Amendment No. 1,151, filed June 19, 2014. | |
(p.3) | Code of Ethics for BRIL is incorporated herein by reference to Post-Effective Amendment No. 1,621, filed May 10, 2016. | |
(q.1) | Powers of Attorney, each dated October 15, 2016, for Martin Small, Jane D. Carlin, Mark K. Wiedman, Charles A. Hurty, Cecilia H. Herbert, John E. Kerrigan, John E. Martinez, Madhav V. Rajan, Robert S. Kapito and Jack Gee are incorporated herein by reference to PEA No. 1,690. | |
(q.2) | Officers Certificate is incorporated herein by reference to PEA No. 1,690. |
Item 29. Persons Controlled By or Under Common Control with Registrant:
None.
Item 30. Indemnification:
The Trust (also referred to in this section as the Fund) is organized as a Delaware statutory trust and is operated pursuant to an Amended and Restated Agreement and Declaration of Trust (the Declaration of Trust) that permits the Trust to indemnify its trustees and officers under certain circumstances. Such indemnification, however, is subject to the limitations imposed by the Securities Act of 1933, as amended (the 1933 Act), and the Investment Company Act of 1940, as amended (the 1940 Act). The Declaration of Trust provides that officers and trustees of the Trust shall be indemnified by the Trust to the fullest extent permitted by law against liability and against all expenses reasonably incurred or paid in connection with any claim, action, suit, proceeding in
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which he or she becomes involved as a party or otherwise by virtue of being or having been a trustee or officer and against amounts paid as incurred in the settlement thereof. This indemnification is subject to the following conditions:
(a) no trustee or officer of the Trust is indemnified against any liability to the Trust or its security holders, as adjudicated by a court or body before which the proceeding was brought, that was the result of any willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his office; and
(b) as adjudicated by a court or body before which the proceeding was brought, officers and trustees of the Trust are indemnified only for actions taken in good faith that the officers and trustees reasonably believed were in or not opposed to the best interests of the Trust.
The Declaration of Trust provides that if indemnification is not ordered by a court, indemnification may be authorized by a majority vote of a quorum of the trustees who were not parties to the proceedings or, if this quorum is not obtainable, if directed by a quorum of disinterested trustees, or by independent legal counsel in a written opinion, that the persons to be indemnified have met the applicable standard; provided, however, that any shareholder, by appropriate legal proceedings, may challenge any such determination by the trustees or by independent legal counsel.
Article IX of the Registrants Amended and Restated By-Laws provides as follows:
The Amended and Restated By-Laws provides that the Trust may purchase and maintain insurance on behalf of any Covered Person or employee of the Trust, including any Covered Person or employee of the Trust who is or was serving at the request of the Trust as a trustee, officer, or employee of a corporation, partnership, association, joint venture, trust, or other enterprise, against any liability asserted against and incurred by such Covered Person or employee in any such capacity or arising out of his or her status as such, whether or not the trustees would have the power to indemnify him or her against such liability. The Trust may not acquire or obtain a contract for insurance that protects or purports to protect any trustee or officer of the Trust against any liability to the Trust or its Shareholders to which such trustee or officer otherwise would be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.
1933 Act
Insofar as indemnification for liabilities arising under the 1933 Act may be permitted to directors, officers and controlling persons of the Fund pursuant to the foregoing provisions, or otherwise, the Fund has been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Fund of expenses incurred or paid by a director, officer or controlling person of the Fund in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Fund will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.
Section 17.1 of the Master Services Agreement between Registrant and State Street provides as follows:
The Master Services Agreement provides that State Street will indemnify, defend and hold harmless the applicable Fund, its Affiliates, and its respective officers, directors, employees, agents and permitted successors and assigns from any and all damages, fines, penalties, deficiencies, losses, liabilities (including judgments and amounts reasonably paid in settlement) and expenses (including interest, court costs, reasonable fees and expenses of attorneys, accountants and other experts or other reasonable fees and expenses of litigation or other proceedings or of any claim, default or assessment) (Losses) arising from or in connection with any third party claim or threatened third party claim to the extent that such Losses are based on or arising out of any of the following: (a) breach by State Street or any State Street Personnel of any of its data protection, information security or confidentiality obligations hereunder or under a Service Module to which such Fund is a signatory; (b) any claim of infringement or misappropriation of any Intellectual Property Right alleged to have occurred because of systems or other Intellectual Property provided by or on behalf of State Street or based upon the performance of the Services (collectively, the State Street Infringement Items), except to the extent that such infringement or misappropriation relates to or results from; (i) changes made by any Fund or by a third party at the direction of a Fund to the State Street Infringement Items; (ii) changes to the State Street Infringement Items recommended by State Street and not made due to a request from any Fund, provided that State Street has notified such Fund that failure to implement such recommendation would result in infringement within a reasonable amount of time for such Fund to so implement following such notification; (iii) any Funds combination of the State Street Infringement Items with products or services not provided or approved in writing by State Street, except to the extent such combination arises out of any Funds use of the State Street Infringement Items in a manner consistent
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with the applicable business requirements documentation; (iv) designs or specifications that in themselves infringe and that are provided by or at the direction of any Fund (except in the event of a knowing infringement by State Street); or (v) use by a Fund of any of the State Street Infringement Items in a manner that is not consistent with the applicable business requirements documentation or otherwise not permitted under the Master Services Agreement or any Service Module; (c) any claim or action by, on behalf of, or related to, any prospective, then-current or former employees of State Street, arising from or in connection with a Service Module to which a Fund is a signatory, including: (i) any claim arising under occupational health and safety, workers compensation, ERISA or other applicable Law; (ii) any claim arising from the interview or hiring practices, actions or omissions of employees of State Street; (iii) any claim relating to any violation by employees of State Street, or its respective officers, directors, employees, representatives or agents, of any Law or any common law protecting persons or members of protected classes or categories, such laws or regulations prohibiting discrimination or harassment on the basis of a protected characteristic; and (iv) any claim based on a theory that such Fund is an employer or joint employer of any such prospective, then-current or former employees of State Street; (d) the failure by State Street to obtain, maintain, or comply with any governmental approvals as required under the Master Services Agreement and/or a Service Module to which such Fund is a signatory or such other failures as otherwise agreed by the Parties from time to time; (e) claims by third parties arising from claims by governmental authorities against such Customer for fines, penalties, sanctions, late fees or other remedies to the extent arising from or in connection with State Streets failure to perform its responsibilities under the Master Services Agreement or any Service Module (except to the extent a Fund is not permitted as a matter of public policy to have such an indemnity for financial penalties arising from criminal actions); (f) claims by clients of State Street relating to services, products or systems provided by State Street or a Subcontractor to such client(s) in a shared or leveraged environment; (g) any claim initiated by an Affiliate or potential or actual Subcontractor of State Street asserting rights in connection with a Service Module to which such Fund is a signatory; or (h) other claims as otherwise agreed by the Parties from time to time.
Section 8.02 of the Distribution Agreement between Registrant and BRIL provides as follows:
The Distribution Agreement provides that BRIL agrees to indemnify and hold harmless the Trust, each of its trustees, officers, employees and each person, if any, who controls the Trust within the meaning of Section 15 of the 1933 Act (collectively, the Trust Indemnified Parties) from and against any and all losses to which the Trust Indemnified Parties become subject, arising out of or based upon (i) any untrue statement or alleged untrue statement of a material fact contained in the Prospectus or the omission or alleged omission therefrom of a material fact required to be stated therein or necessary to make the statements therein not misleading, in reliance upon and in conformity with written information furnished to the Trust by BRIL about BRIL expressly for use therein; (ii) any breach of any representation, warranty or covenant made by BRIL in the Distribution Agreement; and (iii) the actions or omissions of any person acting under the supervision of BRIL in providing services under the Distribution Agreement; provided, however, that BRIL shall not be liable in any such case to the extent that any loss arises out of or is based upon (A) the Trusts own willful misfeasance, willful misconduct or gross negligence or the Trusts reckless disregard of its obligations under the Distribution Agreement or (B) the Trusts material breach of the Distribution Agreement.
The Authorized Participant Agreement provides that the Authorized Participant (the Participant) agrees to indemnify and hold harmless the Fund and its respective subsidiaries, affiliates, directors, officers, employees and agents, and each person, if any, who controls such persons within the meaning of Section 15 of the 1933 Act (each an Indemnified Party) from and against any loss, liability, cost and expense (including attorneys fees) incurred by such Indemnified Party as a result of (i) any breach by the Participant of any provision of the Authorized Participant Agreement that relates to the Participant; (ii) any failure on the part of the Participant to perform any of its obligations set forth in the Authorized Participant Agreement; (iii) any failure by the Participant to comply with applicable laws, including rules and regulations of self-regulatory organizations; or (iv) actions of such Indemnified Party in reliance upon any instructions issued in accordance with Annex II, III or IV (as each may be amended from time to time) of the Authorized Participant Agreement reasonably believed by the distributor and/or the transfer agent to be genuine and to have been given by the Participant.
Section 5.1(c) of the Amended and Restated Securities Lending Agency Agreement provides as follows:
The Amended and Restated Securities Lending Agency Agreement provides that BTC shall indemnify and hold harmless the Trust and each Fund, its Board of Trustees and its agents and BFA and any investment adviser for the Funds from any and all loss, liability, costs, damages, actions, and claims (Loss) to the extent that any such Loss arises out of the material breach of this Agreement by or negligent acts or omissions or willful misconduct of BTC, its officers, directors or employees or any of its agents or subcustodians in connection with the securities lending activities undertaken pursuant to this Agreement, provided that BTCs indemnification obligation with respect to the acts or omissions of its subcustodians shall not exceed the indemnification provided by the applicable subcustodian to BTC.
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Item 31. Business and Other Connections of the Investment Adviser:
The Trust is advised by BFA, an indirect wholly owned subsidiary of BlackRock, Inc., 400 Howard Street, San Francisco, CA 94105. BFAs business is that of a registered investment adviser to certain open-end, management investment companies and various other institutional investors.
The directors and officers of BFA consist primarily of persons who during the past two years have been active in the investment management business. To the knowledge of the Registrant, except as set forth below, none of the directors or executive officers of BFA is or has been at any time during the past two fiscal years engaged in any other business, profession, vocation or employment of a substantial nature. Information as to the executive officers and directors of BFA is included in its Form ADV filed with the SEC (File No. 801-22609) and is incorporated herein by reference.
Director or Officer | Capacity with BFA | Principal Business(es) During Last Two Fiscal Years | ||
FINK, LAURENCE, DOUGLAS | CHIEF EXECUTIVE OFFICER | Chairman and Chief Executive Officer of BlackRock, Inc. | ||
GOLDSTEIN, ROBERT, LAWRENCE | CHIEF OPERATING OFFICER AND DIRECTOR | Senior Managing Director and Chief Operating Officer of BlackRock, Inc. | ||
KAPITO, ROBERT, STEVEN | PRESIDENT | President and Director of BlackRock, Inc. | ||
MEADE, CHRISTOPHER, JOSEPH | GENERAL COUNSEL AND CHIEF LEGAL OFFICER | Senior Managing Director and Chief Legal Officer of BlackRock, Inc. | ||
PARK, CHARLES, CHOON SIK | CHIEF COMPLIANCE OFFICER | Managing Director of BlackRock, Inc. and Chief Compliance Officer of BlackRocks registered investment companies | ||
SHEDLIN, GARY, STEPHEN | CHIEF FINANCIAL OFFICER AND DIRECTOR | Senior Managing Director and Chief Financial Officer of BlackRock Inc. | ||
WALTCHER, DANIEL, RUSSELL | DIRECTOR | Managing Director and Deputy General Counsel of BlackRock, Inc. |
BIL acts as sub-adviser for a number of affiliated registered investment companies advised by BFA. The address of each of these registered investment companies is 400 Howard Street, San Francisco, CA 94105. The address of BIL is Exchange Place One, 1 Semple Street, Edinburgh, EH3 8BL, United Kingdom. To the knowledge of the Registrant, except as set forth below, none of the directors or executive officers of BIL is or has been at any time during the past two fiscal years engaged in any other business, profession, vocation or employment of a substantial nature. Information as to the executive officers and directors of BIL is included in its Form ADV filed with the SEC (File No. 801-51087) and is incorporated herein by reference.
Director or Officer | Capacity with BIL | Principal Business(es) During Last Two Fiscal Years | ||
BLUMER, DAVID, JAKOB | CHIEF EXECUTIVE OFFICER AND DIRECTOR | Senior Managing Director of BlackRock, Inc. | ||
CHARRINGTON, NICHOLAS, JAMES | DIRECTOR | Senior Adviser and Non-Executive Chairman of EMEA of BlackRock, Inc., Non-Executive Director of BlackRock Group Limited BlackRock Investment Management (UK) Limited, BlackRock Advisors (UK) Limited and BIL (collectively, the Joint Boards) | ||
DAMM, RUDOLF, ANDREW | DIRECTOR | Managing Director of BlackRock, Inc. |
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DE FREITAS, ELEANOR, JUDITH | DIRECTOR | Managing Director of BlackRock, Inc. | ||
FISHWICK, JAMES, EDWARD | DIRECTOR | Managing Director of BlackRock, Inc. | ||
HALL, NICHOLAS, CHARLES DALTON | DIRECTOR | Non-Executive Director of the Joint Boards | ||
HANDLING, ERICA, LOUISE | GENERAL COUNSEL | Managing Director of BlackRock, Inc. | ||
MCMAHON, ENDA, THOMAS | CHIEF COMPLIANCE OFFICER | Managing Director of BlackRock, Inc. | ||
OLSON, PATRICK, MICHAEL | CHIEF OPERATING OFFICER AND DIRECTOR | Senior Managing Director of BlackRock, Inc. | ||
THOMSON, COLIN, ROY | CHIEF FINANCIAL OFFICER AND DIRECTOR | Managing Director of BlackRock, Inc. | ||
YOUNG, MARGARET, ANNE | DIRECTOR | Non-Executive Director of the Joint Boards | ||
WEBB, RICHARD, MICHAEL | DIRECTOR | Non-Executive Director of the Joint Boards. Non-Executive Director of BlackRock Institutional Trust Company N.A. |
Item 32. Principal Underwriters:
(a) | Furnish the name of each investment company (other than the Registrant) for which each principal underwriter currently distributing the securities of the Registrant also acts as a principal underwriter, distributor or investment adviser. |
BRIL, the distributor of certain funds, acts as the principal underwriter or placement agent, as applicable, for each of the following open-end registered investment companies including certain funds of the Registrant:
BBIF Money Fund | BlackRock Multi-State Municipal Series Trust | |
BBIF Treasury Fund | BlackRock Municipal Bond Fund, Inc. | |
BIF Money Fund | BlackRock Municipal Series Trust | |
BIF Treasury Fund | BlackRock Natural Resources Trust | |
BlackRock Allocation Target Shares | BlackRock Pacific Fund, Inc. | |
BlackRock Balanced Capital Fund, Inc. | BlackRock Series Fund, Inc. | |
BlackRock Basic Value Fund, Inc. | BlackRock Series, Inc. | |
BlackRock Bond Fund, Inc. | BlackRock Strategic Global Bond Fund, Inc. | |
BlackRock California Municipal Series Trust | BlackRock Value Opportunities Fund, Inc. | |
BlackRock Capital Appreciation Fund, Inc. | BlackRock Variable Series Funds, Inc. | |
BlackRock CoRI Funds | FDP Series, Inc. | |
BlackRock Emerging Markets Fund, Inc. | Funds For Institutions Series | |
BlackRock Equity Dividend Fund | iShares, Inc. | |
BlackRock EuroFund | iShares U.S. ETF Trust | |
BlackRock Financial Institutions Series Trust | Managed Account Series | |
BlackRock Focus Growth Fund, Inc. | Master Bond LLC | |
BlackRock Funds | Master Focus Growth LLC | |
BlackRock Funds II | Master Institutional Money Market LLC | |
BlackRock Funds III | Master Investment Portfolio | |
BlackRock Global Allocation Fund, Inc. | Master Large Cap Series LLC |
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BlackRock Global SmallCap Fund, Inc. | Master Money LLC | |
BlackRock Index Funds, Inc. | Master Treasury LLC | |
BlackRock Large Cap Series Funds, Inc. | Master Value Opportunities LLC | |
BlackRock Latin America Fund, Inc. | Quantitative Master Series LLC | |
BlackRock Liquidity Funds | Ready Assets Government Liquidity Fund | |
BlackRock Long-Horizon Equity Fund | Ready Assets U.S.A. Government Money Fund | |
BlackRock Master LLC | Ready Assets U.S. Treasury Money Fund | |
BlackRock Mid Cap Dividend Series, Inc. | Retirement Series Trust |
BRIL also acts as the distributor or placement agent for the following closed-end registered investment companies:
BlackRock Floating Rate Income Strategies Fund, Inc. |
BlackRock Health Sciences Trust |
BlackRock Preferred Partners LLC |
BRIL provides numerous financial services to BlackRock-advised funds and is the distributor of BlackRocks open-end funds. These services include coordinating and executing Authorized Participation Agreements, preparing, reviewing and providing advice with respect to all sales literature and responding to Financial Industry Regulatory Authority comments on marketing materials.
(b) | Set forth below is information concerning each director and officer of BRIL. The principal business address for each such person is 55 East 52nd Street, New York, NY 10055. |
Name |
Position(s) and Office(s) with BRIL |
Position(s) and Office(s) with Registrant | ||
Abigail Reynolds | Chief Executive Officer | None | ||
Christopher Meade | General Counsel | None | ||
Saurabh Pathak | Chief Financial Officer | None | ||
James Hamilton | Chief Operating Officer and Director | None | ||
Gregory Rosta | Chief Compliance Officer | None | ||
Anne Ackerley | Managing Director | None | ||
Blair Alleman | Managing Director | None | ||
Michael Bishopp | Managing Director | None | ||
Lisa Hill | Managing Director | None | ||
Diane Lumley | Managing Director | None | ||
Andrew Dickson | Secretary and Director | None | ||
Terri Slane | Assistant Secretary and Director | None | ||
Katrina Gil | Director | None | ||
Chris Nugent | Director | None | ||
Lourdes Sanchez | Vice President | None | ||
Robert Fairbairn | Member, Board of Managers | None | ||
Salim Ramji | Member, Board of Managers | None | ||
Richard Prager | Member, Board of Managers | None | ||
Christopher Vogel | Member, Board of Managers | None |
(c) | Not applicable. |
Item 33. Location of Accounts and Records:
(a) | The Trust maintains accounts, books and other documents required by Section 31(a) of the 1940 Act and the rules there under (collectively, the Records) at the offices of State Street, 1 Iron Street, Boston, MA 02210. |
(b) | BFA and/or its affiliates maintains all Records relating to its services as investment adviser at 400 Howard Street, San Francisco, CA 94105. |
(c) | BRIL maintains all Records relating to its services as distributor of certain Funds at 1 University Square Drive, Princeton, NJ 08540. |
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(d) | State Street maintains all Records relating to its services as transfer agent at 1 Heritage Drive, North Quincy, MA 02171. State Street maintains all Records relating to its services as fund accountant and custodian at 1 Iron Street, Boston, MA 02210. |
Item 34. Management Services:
Not applicable.
Item 35. Undertakings:
Not applicable.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all the requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933, as amended, and has duly caused this Post-Effective Amendment No. 1,767 to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of San Francisco and the State of California on the 21st day of June, 2017.
iSHARES TRUST | ||
By: |
| |
Martin Small* | ||
President | ||
Date: | June 21, 2017 |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1,767 to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
By: |
| |
Mark K. Wiedman* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
John E. Martinez* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
Cecilia H. Herbert* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
Charles A. Hurty* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
John E. Kerrigan* | ||
Trustee | ||
Date: | June 21, 2017 |
- 11 -
| ||
Robert S. Kapito* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
Madhav V. Rajan* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
Jane D. Carlin* | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
Drew E. Lawton | ||
Trustee | ||
Date: | June 21, 2017 |
| ||
Richard L. Fagnani | ||
Trustee | ||
Date: | June 21, 2017 |
/s/ Jack Gee | ||
Jack Gee* | ||
Treasurer and Chief Financial Officer | ||
Date: | June 21, 2017 |
/s/ Jack Gee | ||||
* | By: Jack Gee | |||
Attorney-in-fact | ||||
Date: | June 21, 2017 |
* | Powers of Attorney, each dated October 15, 2016, for Martin Small, Jane D. Carlin, Mark K. Wiedman, Charles A. Hurty, Cecilia H. Herbert, John E. Kerrigan, John E. Martinez, Madhav V. Rajan, Robert S. Kapito and Jack Gee are incorporated herein by reference to PEA No. 1,690. |
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Exhibit Index
(d.2) | Schedule A to the Investment Advisory Agreement between the Trust and BFA. | |
(e.2) | Exhibit A to the Distribution Agreement. | |
(h.2) | Exhibit A to the Master Services Agreement. | |
(h.6) | Schedule A to the Amended and Restated Securities Lending Agency Agreement. | |
(h.15) | Exhibit A to the Morningstar Sublicense Agreement | |
(i) | Legal Opinion and Consent of Richards, Layton & Finger, P.A. |
- 13 -
Exhibit (d.2)
Schedule A
to the
Investment Advisory Agreement dated December 1, 2009
between
iShares Trust
and
BlackRock Fund Advisors
Pursuant to Section 6, the Trust shall pay the Adviser compensation at the following annual rates:
Fund |
Annual Fee | |||
iShares 0-5 Year High Yield Corporate Bond ETF |
0.30 | % | ||
iShares 0-5 Year Investment Grade Corporate Bond ETF |
0.08 | % | ||
iShares 0-5 Year TIPS Bond ETF |
0.10 | % | ||
iShares 1-3 Year International Treasury Bond ETF |
0.35 | % | ||
iShares 1-3 Year Treasury Bond ETF |
0.15 | % | ||
iShares 3-7 Year Treasury Bond ETF |
0.15 | % | ||
iShares 7-10 Year Treasury Bond ETF |
0.15 | % | ||
iShares 10+ Year Credit Bond ETF |
0.20 | % | ||
iShares 10-20 Year Treasury Bond ETF |
0.15 | % | ||
iShares 20+ Year Treasury Bond ETF |
0.15 | % | ||
iShares Aaa - A Rated Corporate Bond ETF |
0.15 | % | ||
iShares Adaptive Currency Hedged MSCI EAFE ETF |
0.38 | % | ||
iShares Adaptive Currency Hedged MSCI Eurozone ETF |
0.62 | % | ||
iShares Adaptive Currency Hedged MSCI Japan ETF |
0.62 | % | ||
iShares Agency Bond ETF |
0.20 | % | ||
iShares Asia 50 ETF |
0.50 | % | ||
iShares California Muni Bond ETF |
0.25 | % | ||
iShares CMBS ETF |
0.25 | % | ||
iShares Convertible Bond ETF |
0.20 | % | ||
iShares Core 1-5 Year USD Bond ETF |
0.08 | % | ||
iShares Core 5-10 Year USD Bond ETF |
0.08 | % | ||
iShares Core 10+ Year USD Bond ETF |
0.08 | % | ||
iShares Core Aggressive Allocation ETF |
0.25 | % | ||
iShares Core Conservative Allocation ETF |
0.25 | % | ||
iShares Core Dividend Growth ETF |
0.08 | % | ||
iShares Core Growth Allocation ETF |
0.25 | % | ||
iShares Core High Dividend ETF |
0.08 | % | ||
iShares Core International Aggregate Bond ETF |
0.11 | % | ||
iShares Core Moderate Allocation ETF |
0.25 | % | ||
iShares Core MSCI EAFE ETF |
0.08 | % | ||
iShares Core MSCI Europe ETF |
0.10 | % | ||
iShares Core MSCI International Developed Markets ETF |
0.07 | % | ||
iShares Core MSCI Pacific ETF |
0.10 | % | ||
iShares Core MSCI Total International Stock ETF |
0.11 | % | ||
iShares Core S&P 500 ETF |
0.04 | % | ||
iShares Core S&P Mid-Cap ETF |
0.07 | % | ||
iShares Core S&P Small-Cap ETF |
0.07 | % | ||
iShares Core S&P Total U.S. Stock Market ETF |
0.03 | % | ||
iShares Core S&P U.S. Growth ETF |
0.05 | % | ||
iShares Core S&P U.S. Value ETF |
0.05 | % | ||
iShares Core Total USD Bond Market ETF |
0.08 | % |
iShares Core U.S. Aggregate Bond ETF |
0.05 | % | ||
iShares Core U.S. REIT ETF |
0.08 | % | ||
iShares Currency Hedged International High Yield Bond ETF |
0.58 | % | ||
iShares Currency Hedged JPX-Nikkei 400 ETF |
0.59 | % | ||
iShares Currency Hedged MSCI ACWI ETF |
0.38 | % | ||
iShares Currency Hedged MSCI ACWI ex U.S. ETF |
0.38 | % | ||
iShares Currency Hedged MSCI Australia ETF |
0.62 | % | ||
iShares Currency Hedged MSCI Canada ETF |
0.62 | % | ||
iShares Currency Hedged MSCI EAFE ETF |
0.38 | % | ||
iShares Currency Hedged MSCI EAFE Small-Cap ETF |
0.43 | % | ||
iShares Currency Hedged MSCI Europe Small-Cap ETF |
0.43 | % | ||
iShares Currency Hedged MSCI Eurozone ETF |
0.62 | % | ||
iShares Currency Hedged MSCI Germany ETF |
0.53 | % | ||
iShares Currency Hedged MSCI Italy ETF |
0.62 | % | ||
iShares Currency Hedged MSCI Japan ETF |
0.53 | % | ||
iShares Currency Hedged MSCI Mexico ETF |
0.62 | % | ||
iShares Currency Hedged MSCI South Korea ETF |
0.77 | % | ||
iShares Currency Hedged MSCI Spain ETF |
0.62 | % | ||
iShares Currency Hedged MSCI Switzerland ETF |
0.62 | % | ||
iShares Currency Hedged MSCI United Kingdom ETF |
0.62 | % | ||
iShares Dow Jones U.S. ETF |
0.20 | % | ||
iShares Edge High Yield Defensive Bond ETF |
0.35 | % | ||
iShares Edge Investment Grade Enhanced Bond ETF |
0.18 | % | ||
iShares Edge MSCI Intl Momentum Factor ETF |
0.30 | % | ||
iShares Edge MSCI Intl Quality Factor ETF |
0.30 | % | ||
iShares Edge MSCI Intl Size Factor ETF |
0.30 | % | ||
iShares Edge MSCI Intl Value Factor ETF |
0.30 | % | ||
iShares Edge MSCI Min Vol Asia ex Japan ETF |
0.35 | % | ||
iShares Edge MSCI Min Vol EAFE Currency Hedged ETF |
0.38 | % | ||
iShares Edge MSCI Min Vol Europe Currency Hedged ETF |
0.28 | % | ||
iShares Edge MSCI Min Vol Europe ETF |
0.25 | % | ||
iShares Edge MSCI Min Vol Global Currency Hedged ETF |
0.38 | % | ||
iShares Edge MSCI Min Vol Japan ETF |
0.30 | % | ||
iShares Edge MSCI Min Vol USA ETF |
0.15 | % | ||
iShares Edge MSCI Min Vol USA Small-Cap ETF |
0.20 | % | ||
iShares Edge MSCI Multifactor Consumer Discretionary ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Consumer Staples ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Energy ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Financials ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Global ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Healthcare ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Industrials ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Intl ETF |
0.30 | % | ||
iShares Edge MSCI Multifactor Intl Small-Cap ETF |
0.40 | % | ||
iShares Edge MSCI Multifactor Materials ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor Technology ETF |
0.35 | % | ||
iShares Edge MSCI Multifactor USA ETF |
0.20 | % | ||
iShares Edge MSCI Multifactor USA Small-Cap ETF |
0.30 | % | ||
iShares Edge MSCI Multifactor Utilities ETF |
0.35 | % | ||
iShares Edge MSCI USA Momentum Factor ETF |
0.15 | % | ||
iShares Edge MSCI USA Quality Factor ETF |
0.15 | % | ||
iShares Edge MSCI USA Size Factor ETF |
0.15 | % |
iShares Edge MSCI USA Value Factor ETF |
0.15 | % | ||
iShares Emerging Markets Infrastructure ETF |
0.75 | % | ||
iShares Europe Developed Real Estate ETF |
0.48 | % | ||
iShares Exponential Technologies ETF |
0.47 | % | ||
iShares Fallen Angels USD Bond ETF |
0.35 | % | ||
iShares Floating Rate Bond ETF |
0.20 | % | ||
iShares Global 100 ETF |
0.40 | % | ||
iShares Global REIT ETF |
0.14 | % | ||
iShares GNMA Bond ETF |
0.15 | % | ||
iShares Government/Credit Bond ETF |
0.20 | % | ||
iShares iBonds Dec 2017 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2018 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2019 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2020 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2021 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2021 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2022 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2022 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2023 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Dec 2023 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2024 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2025 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Dec 2026 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Mar 2018 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Mar 2020 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Mar 2023 Term Corporate ETF |
0.10 | % | ||
iShares iBonds Mar 2018 Term Corporate ex-Financials ETF |
0.10 | % | ||
iShares iBonds Mar 2020 Term Corporate ex-Financials ETF |
0.10 | % | ||
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF |
0.10 | % | ||
iShares iBonds Sep 2017 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Sep 2018 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Sep 2019 Term Muni Bond ETF |
0.18 | % | ||
iShares iBonds Sep 2020 Term Muni Bond ETF |
0.18 | % | ||
iShares iBoxx $ High Yield ex Oil & Gas Corporate Bond ETF |
0.50 | % | ||
iShares India 50 ETF |
0.89 | % | ||
iShares Intermediate Government/Credit Bond ETF |
0.20 | % | ||
iShares International Developed Property ETF |
0.48 | % | ||
iShares International Developed Real Estate ETF |
0.48 | % | ||
iShares International Dividend Growth ETF |
0.22 | % | ||
iShares International Preferred Stock ETF |
0.55 | % | ||
iShares International Treasury Bond ETF |
0.35 | % | ||
iShares JPX-Nikkei 400 ETF |
0.48 | % | ||
iShares Micro-Cap ETF |
0.60 | % | ||
iShares Morningstar Large-Cap ETF |
0.20 | % | ||
iShares Morningstar Large-Cap Growth ETF |
0.25 | % | ||
iShares Morningstar Large-Cap Value ETF |
0.25 | % | ||
iShares Morningstar Mid-Cap ETF |
0.25 | % | ||
iShares Morningstar Mid-Cap Growth ETF |
0.30 | % | ||
iShares Morningstar Mid-Cap Value ETF |
0.30 | % | ||
iShares Morningstar Multi-Asset Income ETF |
0.25 | % | ||
iShares Morningstar Small-Cap ETF |
0.25 | % | ||
iShares Morningstar Small-Cap Growth ETF |
0.30 | % |
iShares Morningstar Small-Cap Value ETF |
0.30 | % | ||
iShares Mortgage Real Estate Capped ETF |
0.48 | % | ||
iShares MSCI ACWI Low Carbon Target ETF |
0.20 | % | ||
iShares MSCI Argentina and Global Exposure ETF |
0.59 | % | ||
iShares MSCI China A ETF |
0.65 | % | ||
iShares MSCI Denmark Capped ETF |
0.53 | % | ||
iShares MSCI EAFE ESG Optimized ETF |
0.40 | % | ||
iShares MSCI EAFE Growth ETF |
0.40 | % | ||
iShares MSCI Europe Financials ETF |
0.48 | % | ||
iShares MSCI Europe Small-Cap ETF |
0.40 | % | ||
iShares MSCI Finland Capped ETF |
0.53 | % | ||
iShares MSCI Germany Small-Cap ETF |
0.59 | % | ||
iShares MSCI Global Impact ETF |
0.49 | % | ||
iShares MSCI India Small-Cap ETF |
0.74 | % | ||
iShares MSCI KLD 400 Social ETF |
0.50 | % | ||
iShares MSCI Kokusai ETF |
0.25 | % | ||
iShares MSCI Norway Capped ETF |
0.53 | % | ||
iShares MSCI Saudi Arabia Capped ETF |
0.74 | % | ||
iShares MSCI United Kingdom Small-Cap ETF |
0.59 | % | ||
iShares MSCI USA ESG Optimized ETF |
0.28 | % | ||
iShares MSCI USA ESG Select ETF |
0.50 | % | ||
iShares National Muni Bond ETF |
0.25 | % | ||
iShares New York Muni Bond ETF |
0.25 | % | ||
iShares Residential Real Estate Capped ETF |
0.48 | % | ||
iShares Russell 1000 ETF |
0.15 | % | ||
iShares Russell 2500 ETF |
0.15 | % | ||
iShares Russell 3000 ETF |
0.20 | % | ||
iShares Russell Top 200 ETF |
0.15 | % | ||
iShares Russell Top 200 Growth ETF |
0.20 | % | ||
iShares Russell Top 200 Value ETF |
0.20 | % | ||
iShares S&P 100 ETF |
0.20 | % | ||
iShares S&P 500 Growth ETF |
0.18 | % | ||
iShares S&P 500 Value ETF |
0.18 | % | ||
iShares S&P Small-Cap 600 Growth ETF |
0.25 | % | ||
iShares S&P Small-Cap 600 Value ETF |
0.25 | % | ||
iShares Short Treasury Bond ETF |
0.15 | % | ||
iShares Short-Term National Muni Bond ETF |
0.25 | % | ||
iShares Treasury Floating Rate Bond ETF |
0.15 | % | ||
iShares U.S. Credit Bond ETF |
0.15 | % | ||
iShares U.S. Treasury Bond ETF |
0.15 | % | ||
iShares Yield Optimized Bond ETF |
0.28 | % |
Advisory Fee for iShares PHLX, S&P Global and S&P U.S. Sector Funds
iShares Global Clean Energy ETF
iShares Global Consumer Discretionary ETF
iShares Global Consumer Staples ETF
iShares Global Energy ETF
iShares Global Financials ETF
iShares Global Healthcare ETF
iShares Global Industrials ETF
iShares Global Infrastructure ETF
iShares Global Materials ETF
iShares Global Tech ETF
iShares Global Telecom ETF
iShares Global Timber & Forestry ETF
iShares Global Utilities ETF
iShares North American Natural Resources ETF
iShares North American Tech ETF
iShares North American Tech-Multimedia Networking ETF
iShares North American Tech-Software ETF
iShares PHLX Semiconductor ETF
0.48% per annum of the aggregate net assets less than or equal to $10.0 billion
plus 0.43% per annum of the aggregate net assets over $10.0 billion, up to and including $20.0 billion
plus 0.38% per annum of the aggregate net assets in excess of $20.0 billion.
Advisory Fee for iShares China Large-Cap ETF
iShares China Large-Cap ETF
0.74% per annum of the aggregate net assets less than or equal to $6.0 billion
plus 0.67% per annum of the aggregate net assets over $6.0 billion, up to and including $9.0 billion
plus 0.60% per annum of the aggregate net assets over $9.0 billion, up to and including $12.0 billion
plus 0.54% per annum of the aggregate net assets in excess of $12.0 billion
Advisory Fee for iShares Dow Jones Sector Funds
iShares Transportation Average ETF
iShares U.S. Aerospace & Defense ETF
iShares U.S. Basic Materials ETF
iShares U.S. Broker-Dealers & Securities Exchanges ETF
iShares U.S. Consumer Goods ETF
iShares U.S. Consumer Services ETF
iShares U.S. Energy ETF
iShares U.S. Financial Services ETF
iShares U.S. Financials ETF
iShares U.S. Healthcare ETF
iShares U.S. Healthcare Providers ETF
iShares U.S. Home Construction ETF
iShares U.S. Industrials ETF
iShares U.S. Insurance ETF
iShares U.S. Medical Devices ETF
iShares U.S. Oil & Gas Exploration & Production ETF
iShares U.S. Oil Equipment & Services ETF
iShares U.S. Pharmaceuticals ETF
iShares U.S. Real Estate ETF
iShares U.S. Regional Banks ETF
iShares U.S. Technology ETF
iShares U.S. Telecommunications ETF
iShares U.S. Utilities ETF
0.48% per annum of the aggregate net assets less than or equal to $10.0 billion
plus 0.43% per annum of the aggregate net assets over $10.0 billion, up to and including $20.0 billion
plus 0.38% per annum of the aggregate net assets over $20.0 billion, up to and including $30.0 billion
plus 0.34% per annum of the aggregate net assets over $30.0 billion, up to and including $40.0 billion
plus 0.33% per annum of the aggregate net assets over $40.0 billion, up to and including $50.0 billion
plus 0.31% per annum of the aggregate net assets in excess of $50.0 billion
Advisory Fee for iShares S&P Mid-Cap 400 Value ETF
iShares S&P Mid-Cap 400 Value ETF
0.25% per annum of the aggregate net assets less than or equal to $5.0 billion
plus 0.24% per annum of the aggregate net assets over $5.0 billion, up to and including $7.5 billion
plus 0.23% per annum of the aggregate net assets over $7.5 billion, up to and including $10.0 billion
plus 0.21% per annum of the aggregate net assets in excess of $10.0 billion
Advisory Fee for iShares MSCI EAFE Value ETF
iShares MSCI EAFE Value ETF
0.40% per annum of the aggregate net assets less than or equal to $3.0 billion
plus 0.38% per annum of the aggregate net assets over $3.0 billion, up to and including $4.5 billion
plus 0.36% per annum of the aggregate net assets over $4.5 billion, up to and including $6.0 billion
plus 0.34% per annum of the aggregate net assets in excess of $6.0 billion
Advisory Fee for iShares MSCI India ETF
iShares MSCI India ETF
0.6500% per annum of the aggregate net assets less than or equal to $4.0 billion
plus 0.6175% per annum of the aggregate net assets over $4.0 billion, up to and including $6.0 billion
plus 0.5867% per annum of the aggregate net assets in excess of $6.0 billion
Advisory Fee for iShares Category VI Funds:
iShares Edge MSCI Min Vol EAFE ETF
iShares Edge MSCI Min Vol Global ETF*
iShares Human Rights ETF
iShares MSCI ACWI ETF
iShares MSCI ACWI ex U.S. ETF
iShares MSCI EAFE ETF
0.35% per annum of the aggregate net assets less than or equal to $30.0 billion
plus 0.32% per annum of the aggregate net assets over $30.0 billion, up to and including $60.0 billion
plus 0.28% per annum of the aggregate net assets over $60.0 billion, up to and including $90.0 billion
plus 0.252% per annum of the aggregate net assets in excess of $90.0 billion
Advisory Fee for Category I Funds:
iShares MSCI Australia ETF*
iShares MSCI Austria Capped ETF*
iShares MSCI Belgium Capped ETF*
iShares MSCI Canada ETF*
iShares MSCI Eurozone ETF*
iShares MSCI France ETF*
iShares MSCI Germany ETF*
iShares MSCI Hong Kong ETF*
iShares MSCI Ireland Capped ETF
iShares MSCI Italy Capped ETF*
iShares MSCI Japan ETF*
iShares MSCI Japan Small-Cap ETF*
iShares MSCI Malaysia ETF*
iShares MSCI Mexico Capped ETF*
iShares MSCI Netherlands ETF*
iShares MSCI New Zealand Capped ETF
iShares MSCI Singapore Capped ETF*
iShares MSCI Spain Capped ETF*
iShares MSCI Sweden Capped ETF*
iShares MSCI Switzerland Capped ETF*
iShares MSCI United Kingdom ETF
0.59% per annum of the aggregate net assets of the Category I Funds less than or equal to $7.0 billion
plus 0.54% per annum of the aggregate net assets of the Category I Funds over $7.0 billion, up to and including $11.0 billion
plus 0.49% per annum of the aggregate net assets of the Category I Funds over $11.0 billion, up to and including $24.0 billion
plus 0.44% per annum of the aggregate net assets of the Category I Funds over $24.0 billion, up to and including $48.0 billion
plus 0.40% per annum of the aggregate net assets of the Category I Funds over $48.0 billion, up to and including $72.0 billion
plus 0.36% per annum of the aggregate net assets of the Category I Funds in excess of $72.0 billion
Advisory Fee for Category II Funds:
iShares MSCI All Peru Capped ETF
iShares MSCI Brazil Capped ETF*
iShares MSCI Brazil Small-Cap ETF
iShares MSCI Chile Capped ETF*
iShares MSCI China ETF
iShares MSCI China Small-Cap ETF
iShares MSCI Indonesia ETF
iShares MSCI Israel Capped ETF*
iShares MSCI Philippines ETF
iShares MSCI Poland Capped ETF
iShares MSCI Qatar Capped ETF
iShares MSCI Russia Capped ETF*
iShares MSCI South Africa ETF*
iShares MSCI South Korea Capped ETF*
iShares MSCI Taiwan Capped ETF*
iShares MSCI Thailand Capped ETF*
iShares MSCI Turkey ETF*
iShares MSCI UAE Capped ETF
0.74% per annum of the aggregate net assets of the Category II Funds less than or equal to $2.0 billion
plus 0.69% per annum of the aggregate net assets of the Category II Funds over $2.0 billion, up to and including $4.0 billion
plus 0.64% per annum of the aggregate net assets of the Category II Funds over $4.0 billion, up to and including $8.0 billion
plus 0.57% per annum of the aggregate net assets of the Category II Funds over $8.0 billion, up to and including $16.0 billion
plus 0.51% per annum of the aggregate net assets of the Category II Funds over $16.0 billion, up to and including $24.0 billion
plus 0.48% per annum of the aggregate net assets of the Category II Funds over $24.0 billion, up to and including $32.0 billion
plus 0.45% per annum of the aggregate net assets of the Category II Funds in excess of $32.0 billion
Advisory Fee for Category IV Funds
iShares Edge MSCI Min Vol Emerging Markets ETF*
iShares MSCI All Country Asia ex Japan ETF
iShares MSCI BRIC ETF*
iShares MSCI Emerging Markets ETF*
iShares MSCI Emerging Markets Small-Cap ETF*
0.75% per annum of the aggregate net assets of the Category IV Funds less than or equal to $14.0 billion
plus 0.68% per annum of the aggregate net assets of the Category IV Funds over $14.0 billion, up to and including $28.0 billion
plus 0.61% per annum of the aggregate net assets of the Category IV Funds over $28.0 billion, up to and including $42.0 billion
plus 0.54% per annum of the aggregate net assets of the Category IV Funds over $42.0 billion, up to and including $56.0 billion
plus 0.47% per annum of the aggregate net assets of the Category IV Funds over $56.0 billion, up to and including $70.0 billion
plus 0.41% per annum of the aggregate net assets of the Category IV Funds over $70.0 billion, up to and including $84.0 billion
plus 0.35% per annum of the aggregate net assets of the Category IV Funds in excess of $84.0 billion
Advisory Fee for Group X Funds
First $46 billion |
Greater than $46 billion Up to $81 billion |
Greater than $81 billion Up to $111 billion |
Greater than $111 billion Up to $141 billion |
Greater than $141 billion |
||||||||||||||||
iShares Latin America 40 ETF |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | 0.4073 | % | ||||||||||
iShares MSCI Pacific ex Japan ETF* |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | 0.4073 | % | ||||||||||
iShares Russell 2000 ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Russell 2000 Growth ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares Russell 2000 Value ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares Select Dividend ETF |
0.4000 | % | 0.3800 | % | 0.3610 | % | 0.3430 | % | 0.3259 | % | ||||||||||
iShares U.S. Preferred Stock ETF |
0.4800 | % | 0.4560 | % | 0.4332 | % | 0.4116 | % | 0.3910 | % |
Advisory Fee for Group XI Funds
First $19 billion |
Greater than $19 billion Up to $33 billion |
Greater than $33 billion Up to $47 billion |
Greater than $47 billion |
|||||||||||||
iShares iBoxx $ High Yield Corporate Bond ETF |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | ||||||||
iShares J.P. Morgan USD Emerging Markets Bond ETF |
0.6000 | % | 0.5700 | % | 0.5415 | % | 0.5145 | % |
Advisory Fee for Group XII Funds
First $121 billion |
Greater than $121 billion Up to $181 billion |
Greater than $181 billion Up to $231 billion |
Greater than $231 billion Up to $281 billion |
Greater than $281 billion |
||||||||||||||||
iShares 1-3 Year Credit Bond ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Cohen & Steers REIT ETF |
0.3500 | % | 0.3325 | % | 0.3159 | % | 0.3001 | % | 0.2851 | % | ||||||||||
iShares iBoxx $ Investment Grade Corporate Bond ETF |
0.1500 | % | 0.1425 | % | 0.1354 | % | 0.1287 | % | 0.1222 | % | ||||||||||
iShares Intermediate Credit Bond ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares MBS ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares Nasdaq Biotechnology ETF |
0.4800 | % | 0.4560 | % | 0.4332 | % | 0.4116 | % | 0.3910 | % | ||||||||||
iShares Russell 1000 Growth ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Russell 1000 Value ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % | ||||||||||
iShares Russell Mid-Cap ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % |
iShares Russell Mid-Cap Growth ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares Russell Mid-Cap Value ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares S&P Mid-Cap 400 Growth ETF |
0.2500 | % | 0.2375 | % | 0.2257 | % | 0.2144 | % | 0.2037 | % | ||||||||||
iShares TIPS Bond ETF |
0.2000 | % | 0.1900 | % | 0.1805 | % | 0.1715 | % | 0.1630 | % |
Advisory Fee for Group XIII Funds
First $12 billion | Greater than $12 billion Up to $18 billion |
Greater than $18 billion Up to $24 billion |
Greater than $24 billion |
|||||||||||||
iShares Europe ETF |
0.6000 | % | 0.5700 | % | 0.5415 | % | 0.5145 | % | ||||||||
iShares International Select Dividend ETF |
0.5000 | % | 0.4750 | % | 0.4513 | % | 0.4287 | % | ||||||||
iShares MSCI EAFE Small-Cap ETF |
0.4000 | % | 0.3800 | % | 0.3610 | % | 0.3430 | % |
* | This Fund is a fund of iShares, Inc. |
Amended and Approved by the Board of Trustees of iShares Trust on June 19-21, 2017.
Exhibit (e.2)
Distribution Agreement
Exhibit A
Index Series
iShares Trust
iShares 0-5 Year High Yield Corporate Bond ETF
iShares 0-5 Year Investment Grade Corporate Bond ETF
iShares 0-5 Year TIPS Bond ETF
iShares 1-3 Year Credit Bond ETF
iShares 1-3 Year International Treasury Bond ETF
iShares 1-3 Year Treasury Bond ETF
iShares 3-7 Year Treasury Bond ETF
iShares 7-10 Year Treasury Bond ETF
iShares 10+ Year Credit Bond ETF
iShares 10-20 Year Treasury Bond ETF
iShares 20+ Year Treasury Bond ETF
iShares Aaa - A Rated Corporate Bond ETF
iShares Adaptive Currency Hedged MSCI EAFE ETF
iShares Adaptive Currency Hedged MSCI Eurozone ETF
iShares Adaptive Currency Hedged MSCI Japan ETF
iShares Agency Bond ETF
iShares Asia 50 ETF
iShares California Muni Bond ETF
iShares China Large-Cap ETF
iShares CMBS ETF
iShares Cohen & Steers REIT ETF
iShares Convertible Bond ETF
iShares Core 1-5 Year USD Bond ETF
iShares Core 5-10 Year USD Bond ETF
iShares Core 10+ Year USD Bond ETF
iShares Core Aggressive Allocation ETF
iShares Core Conservative Allocation ETF
iShares Core Dividend Growth ETF
iShares Core Growth Allocation ETF
iShares Core High Dividend ETF
iShares Core International Aggregate Bond ETF
iShares Core Moderate Allocation ETF
iShares Core MSCI EAFE ETF
iShares Core MSCI Europe ETF
iShares Core MSCI International Developed Markets ETF
iShares Core MSCI Pacific ETF
iShares Core MSCI Total International Stock ETF
iShares Core S&P 500 ETF
iShares Core S&P Mid-Cap ETF
iShares Core S&P Small-Cap ETF
iShares Core S&P Total U.S. Stock Market ETF
iShares Core S&P U.S. Growth ETF
iShares Core S&P U.S. Value ETF
iShares Core Total USD Bond Market ETF
iShares Core U.S. Aggregate Bond ETF
iShares Core U.S. REIT ETF
iShares Currency Hedged International High Yield Bond ETF
iShares Currency Hedged JPX-Nikkei 400 ETF
iShares Currency Hedged MSCI ACWI ETF
iShares Currency Hedged MSCI ACWI ex U.S. ETF
iShares Currency Hedged MSCI Australia ETF
iShares Currency Hedged MSCI Canada ETF
iShares Currency Hedged MSCI EAFE ETF
Distribution Agreement
Exhibit A (continued)
Index Series
iShares Currency Hedged MSCI EAFE Small-Cap ETF
iShares Currency Hedged MSCI Europe Small-Cap ETF
iShares Currency Hedged MSCI Eurozone ETF
iShares Currency Hedged MSCI Germany ETF
iShares Currency Hedged MSCI Italy ETF
iShares Currency Hedged MSCI Japan ETF
iShares Currency Hedged MSCI Mexico ETF
iShares Currency Hedged MSCI South Korea ETF
iShares Currency Hedged MSCI Spain ETF
iShares Currency Hedged MSCI Switzerland ETF
iShares Currency Hedged MSCI United Kingdom ETF
iShares Dow Jones U.S. ETF
iShares Edge High Yield Defensive Bond ETF
iShares Edge Investment Grade Enhanced Bond ETF
iShares Edge MSCI Intl Momentum Factor ETF
iShares Edge MSCI Intl Quality Factor ETF
iShares Edge MSCI Intl Size Factor ETF
iShares Edge MSCI Intl Value Factor ETF
iShares Edge MSCI Min Vol Asia ex Japan ETF
iShares Edge MSCI Min Vol EAFE Currency Hedged ETF
iShares Edge MSCI Min Vol EAFE ETF
iShares Edge MSCI Min Vol Europe Currency Hedged ETF
iShares Edge MSCI Min Vol Europe ETF
iShares Edge MSCI Min Vol Global Currency Hedged ETF
iShares Edge MSCI Min Vol Japan ETF
iShares Edge MSCI Min Vol USA ETF
iShares Edge MSCI Min Vol USA Small-Cap ETF
iShares Edge MSCI Multifactor Consumer Discretionary ETF
iShares Edge MSCI Multifactor Consumer Staples ETF
iShares Edge MSCI Multifactor Energy ETF
iShares Edge MSCI Multifactor Financials ETF
iShares Edge MSCI Multifactor Global ETF
iShares Edge MSCI Multifactor Healthcare ETF
iShares Edge MSCI Multifactor Industrials ETF
iShares Edge MSCI Multifactor Intl ETF
iShares Edge MSCI Multifactor Intl Small-Cap ETF
iShares Edge MSCI Multifactor Materials ETF
iShares Edge MSCI Multifactor Technology ETF
iShares Edge MSCI Multifactor USA ETF
iShares Edge MSCI Multifactor USA Small-Cap ETF
iShares Edge MSCI Multifactor Utilities ETF
iShares Edge MSCI USA Momentum Factor ETF
iShares Edge MSCI USA Quality Factor ETF
iShares Edge MSCI USA Size Factor ETF
iShares Edge MSCI USA Value Factor ETF
iShares Emerging Markets Infrastructure ETF
iShares Europe Developed Real Estate ETF
iShares Europe ETF
iShares Exponential Technologies ETF
iShares Fallen Angels USD Bond ETF
iShares Floating Rate Bond ETF
iShares Global 100 ETF
iShares Global Clean Energy ETF
iShares Global Consumer Discretionary ETF
Distribution Agreement
Exhibit A (continued)
Index Series
iShares Global Consumer Staples ETF
iShares Global Energy ETF
iShares Global Financials ETF
iShares Global Healthcare ETF
iShares Global Industrials ETF
iShares Global Infrastructure ETF
iShares Global Materials ETF
iShares Global REIT ETF
iShares Global Tech ETF
iShares Global Telecom ETF
iShares Global Timber & Forestry ETF
iShares Global Utilities ETF
iShares GNMA Bond ETF
iShares Government/Credit Bond ETF
iShares Human Rights ETF
iShares iBonds Dec 2017 Term Corporate ETF
iShares iBonds Dec 2018 Term Corporate ETF
iShares iBonds Dec 2019 Term Corporate ETF
iShares iBonds Dec 2020 Term Corporate ETF
iShares iBonds Dec 2021 Term Muni Bond ETF
iShares iBonds Dec 2021 Term Corporate ETF
iShares iBonds Dec 2022 Term Muni Bond ETF
iShares iBonds Dec 2022 Term Corporate ETF
iShares iBonds Dec 2023 Term Muni Bond ETF
iShares iBonds Dec 2023 Term Corporate ETF
iShares iBonds Dec 2024 Term Corporate ETF
iShares iBonds Dec 2025 Term Corporate ETF
iShares iBonds Dec 2026 Term Corporate ETF
iShares iBonds Mar 2018 Term Corporate ETF
iShares iBonds Mar 2020 Term Corporate ETF
iShares iBonds Mar 2023 Term Corporate ETF
iShares iBonds Mar 2018 Term Corporate ex-Financials ETF
iShares iBonds Mar 2020 Term Corporate ex-Financials ETF
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF
iShares iBonds Sep 2017 Term Muni Bond ETF
iShares iBonds Sep 2018 Term Muni Bond ETF
iShares iBonds Sep 2019 Term Muni Bond ETF
iShares iBonds Sep 2020 Term Muni Bond ETF
iShares iBoxx $ High Yield Corporate Bond ETF
iShares iBoxx $ High Yield ex Oil & Gas Corporate Bond ETF
iShares iBoxx $ Investment Grade Corporate Bond ETF
iShares India 50 ETF
iShares Intermediate Credit Bond ETF
iShares Intermediate Government/Credit Bond ETF
iShares International Developed Property ETF
iShares International Developed Real Estate ETF
iShares International Dividend Growth ETF
iShares International Preferred Stock ETF
iShares International Select Dividend ETF
iShares International Treasury Bond ETF
iShares J.P. Morgan USD Emerging Markets Bond ETF
iShares JPX-Nikkei 400 ETF
iShares Latin America 40 ETF
iShares MBS ETF
iShares Micro-Cap ETF
Distribution Agreement
Exhibit A (continued)
Index Series
iShares Morningstar Large-Cap ETF
iShares Morningstar Large-Cap Growth ETF
iShares Morningstar Large-Cap Value ETF
iShares Morningstar Mid-Cap ETF
iShares Morningstar Mid-Cap Growth ETF
iShares Morningstar Mid-Cap Value ETF
iShares Morningstar Multi-Asset Income ETF
iShares Morningstar Small-Cap ETF
iShares Morningstar Small-Cap Growth ETF
iShares Morningstar Small-Cap Value ETF
iShares Mortgage Real Estate Capped ETF
iShares MSCI ACWI ETF
iShares MSCI ACWI ex U.S. ETF
iShares MSCI ACWI Low Carbon Target ETF
iShares MSCI All Country Asia ex Japan ETF
iShares MSCI All Peru Capped ETF
iShares MSCI Argentina and Global Exposure ETF
iShares MSCI Brazil Small-Cap ETF
iShares MSCI China A ETF
iShares MSCI China ETF
iShares MSCI China Small-Cap ETF
iShares MSCI Denmark Capped ETF
iShares MSCI EAFE ESG Optimized ETF
iShares MSCI EAFE ETF
iShares MSCI EAFE Growth ETF
iShares MSCI EAFE Small-Cap ETF
iShares MSCI EAFE Value ETF
iShares MSCI Europe Financials ETF
iShares MSCI Europe Small-Cap ETF
iShares MSCI Finland Capped ETF
iShares MSCI Germany Small-Cap ETF
iShares MSCI Global Impact ETF
iShares MSCI India ETF
iShares MSCI India Small-Cap ETF
iShares MSCI Indonesia ETF
iShares MSCI Ireland Capped ETF
iShares MSCI KLD 400 Social ETF
iShares MSCI Kokusai ETF
iShares MSCI New Zealand Capped ETF
iShares MSCI Norway Capped ETF
iShares MSCI Philippines ETF
iShares MSCI Poland Capped ETF
iShares MSCI Qatar Capped ETF
iShares MSCI Saudi Arabia Capped ETF
iShares MSCI UAE Capped ETF
iShares MSCI United Kingdom ETF
iShares MSCI United Kingdom Small-Cap ETF
iShares MSCI USA ESG Optimized ETF
iShares MSCI USA ESG Select ETF
iShares Nasdaq Biotechnology ETF
iShares National Muni Bond ETF
iShares New York Muni Bond ETF
iShares North American Natural Resources ETF
iShares North American Tech ETF
Distribution Agreement
Exhibit A (continued)
Index Series
iShares North American Tech-Multimedia Networking ETF
iShares North American Tech-Software ETF
iShares PHLX Semiconductor ETF
iShares Residential Real Estate Capped ETF
iShares Russell 1000 ETF
iShares Russell 1000 Growth ETF
iShares Russell 1000 Value ETF
iShares Russell 2000 ETF
iShares Russell 2000 Growth ETF
iShares Russell 2000 Value ETF
iShares Russell 2500 ETF
iShares Russell 3000 ETF
iShares Russell Mid-Cap ETF
iShares Russell Mid-Cap Growth ETF
iShares Russell Mid-Cap Value ETF
iShares Russell Top 200 ETF
iShares Russell Top 200 Growth ETF
iShares Russell Top 200 Value ETF
iShares S&P 100 ETF
iShares S&P 500 Growth ETF
iShares S&P 500 Value ETF
iShares S&P Mid-Cap 400 Growth ETF
iShares S&P Mid-Cap 400 Value ETF
iShares S&P Small-Cap 600 Growth ETF
iShares S&P Small-Cap 600 Value ETF
iShares Select Dividend ETF
iShares Short Treasury Bond ETF
iShares Short-Term National Muni Bond ETF
iShares TIPS Bond ETF
iShares Transportation Average ETF
iShares Treasury Floating Rate Bond ETF
iShares U.S. Aerospace & Defense ETF
iShares U.S. Basic Materials ETF
iShares U.S. Broker-Dealers & Securities Exchanges ETF
iShares U.S. Consumer Goods ETF
iShares U.S. Consumer Services ETF
iShares U.S. Credit Bond ETF
iShares U.S. Energy ETF
iShares U.S. Financial Services ETF
iShares U.S. Financials ETF
iShares U.S. Healthcare ETF
iShares U.S. Healthcare Providers ETF
iShares U.S. Home Construction ETF
iShares U.S. Industrials ETF
iShares U.S. Insurance ETF
iShares U.S. Medical Devices ETF
iShares U.S. Oil & Gas Exploration & Production ETF
iShares U.S. Oil Equipment & Services ETF
iShares U.S. Pharmaceuticals ETF
iShares U.S. Preferred Stock ETF
iShares U.S. Real Estate ETF
iShares U.S. Regional Banks ETF
iShares U.S. Technology ETF
Distribution Agreement
Exhibit A (continued)
Index Series
iShares U.S. Telecommunications ETF
iShares U.S. Treasury Bond ETF
iShares U.S. Utilities ETF
iShares Yield Optimized Bond ETF
Amended and Approved by the Board of Trustees of iShares Trust on June 19-21, 2017.
Exhibit (h.2)
EXHIBIT A
BTC Recipients
I. | BTC FUNDS |
iShares, Inc.
iShares Asia/Pacific Dividend ETF
iShares Core MSCI Emerging Markets ETF
iShares Currency Hedged MSCI Emerging Markets ETF
iShares Edge MSCI Min Vol EM Currency Hedged ETF
iShares Edge MSCI Min Vol Emerging Markets ETF
iShares Edge MSCI Min Vol Global ETF
iShares Edge MSCI Multifactor Emerging Markets ETF
iShares Emerging Markets Dividend ETF
iShares Emerging Markets High Yield Bond ETF
iShares Global High Yield Corporate Bond ETF
iShares International High Yield Bond ETF
iShares J.P. Morgan EM Corporate Bond ETF
iShares J.P. Morgan EM Local Currency Bond ETF
iShares MSCI Australia ETF
iShares MSCI Austria Capped ETF
iShares MSCI Belgium Capped ETF
iShares MSCI Brazil Capped ETF
iShares MSCI BRIC ETF
iShares MSCI Canada ETF
iShares MSCI Chile Capped ETF
iShares MSCI Colombia Capped ETF
iShares MSCI EM ESG Optimized ETF
iShares MSCI Emerging Markets Asia ETF
iShares MSCI Emerging Markets ETF
iShares MSCI Emerging Markets Small-Cap ETF
iShares MSCI Eurozone ETF
iShares MSCI France ETF
iShares MSCI Frontier 100 ETF
iShares MSCI Germany ETF
iShares MSCI Global Agriculture Producers ETF
iShares MSCI Global Energy Producers ETF
iShares MSCI Global Gold Miners ETF
iShares MSCI Global Metals & Mining Producers ETF
iShares MSCI Global Silver Miners ETF
iShares MSCI Hong Kong ETF
iShares MSCI Israel Capped ETF
iShares MSCI Italy Capped ETF
iShares MSCI Japan ETF
iShares MSCI Japan Small-Cap ETF
iShares MSCI Malaysia ETF
iShares MSCI Mexico Capped ETF
iShares MSCI Netherlands ETF
iShares MSCI Pacific ex Japan ETF
iShares MSCI Russia Capped ETF
iShares MSCI Singapore Capped ETF
iShares MSCI South Africa ETF
iShares MSCI South Korea Capped ETF
iShares MSCI Spain Capped ETF
iShares MSCI Sweden Capped ETF
iShares MSCI Switzerland Capped ETF
iShares MSCI Taiwan Capped ETF
iShares MSCI Thailand Capped ETF
iShares MSCI Turkey ETF
iShares MSCI USA Equal Weighted ETF
iShares MSCI World ETF
iShares Trust
iShares 0-5 Year High Yield Corporate Bond ETF
iShares 0-5 Year Investment Grade Corporate Bond ETF
iShares 0-5 Year TIPS Bond ETF
iShares 1-3 Year Credit Bond ETF
iShares 1-3 Year International Treasury Bond ETF
iShares 1-3 Year Treasury Bond ETF
iShares 3-7 Year Treasury Bond ETF
iShares 7-10 Year Treasury Bond ETF
iShares 10+ Year Credit Bond ETF
iShares 10-20 Year Treasury Bond ETF
iShares 20+ Year Treasury Bond ETF
iShares Aaa - A Rated Corporate Bond ETF
iShares Adaptive Currency Hedged MSCI EAFE ETF
iShares Adaptive Currency Hedged MSCI Eurozone ETF
iShares Adaptive Currency Hedged MSCI Japan ETF
iShares Agency Bond ETF
iShares Asia 50 ETF iShares California Muni Bond ETF
iShares China Large-Cap ETF
iShares CMBS ETF
iShares Cohen & Steers REIT ETF
iShares Convertible Bond ETF
iShares Core 1-5 Year USD Bond ETF
iShares Core 5-10 Year USD Bond ETF
iShares Core 10+ Year USD Bond ETF
iShares Core Aggressive Allocation ETF
iShares Core Conservative Allocation ETF
iShares Core Dividend Growth ETF
iShares Core Growth Allocation ETF
iShares Core High Dividend ETF
iShares Core International Aggregate Bond ETF
iShares Core Moderate Allocation ETF
iShares Core MSCI EAFE ETF
iShares Core MSCI Europe ETF
iShares Core MSCI International Developed Markets ETF
iShares Core MSCI Pacific ETF
iShares Core MSCI Total International Stock ETF
iShares Core S&P 500 ETF
iShares Core S&P Mid-Cap ETF
iShares Core S&P Small-Cap ETF
iShares Core S&P Total U.S. Stock Market ETF
iShares Core S&P U.S. Growth ETF
iShares Core S&P U.S. Value ETF
iShares Core Total USD Bond Market ETF
iShares Core U.S. Aggregate Bond ETF
iShares Core U.S. REIT ETF
iShares Currency Hedged International High Yield Bond ETF
iShares Currency Hedged JPX-Nikkei 400 ETF
iShares Currency Hedged MSCI ACWI ETF
iShares Currency Hedged MSCI ACWI ex U.S. ETF
iShares Currency Hedged MSCI Australia ETF
iShares Currency Hedged MSCI Canada ETF
iShares Currency Hedged MSCI EAFE ETF
iShares Currency Hedged MSCI EAFE Small-Cap ETF
iShares Currency Hedged MSCI Europe Small-Cap ETF
iShares Currency Hedged MSCI Eurozone ETF
iShares Currency Hedged MSCI Germany ETF
iShares Currency Hedged MSCI Italy ETF
iShares Currency Hedged MSCI Japan ETF
iShares Currency Hedged MSCI Mexico ETF
iShares Currency Hedged MSCI South Korea ETF
iShares Currency Hedged MSCI Spain ETF
iShares Currency Hedged MSCI Switzerland ETF
iShares Currency Hedged MSCI United Kingdom ETF
iShares Dow Jones U.S. ETF
iShares Edge High Yield Defensive Bond ETF
iShares Edge Investment Grade Enhanced Bond ETF
iShares Edge MSCI Intl Momentum Factor ETF
iShares Edge MSCI Intl Quality Factor ETF
iShares Edge MSCI Intl Size Factor ETF
iShares Edge MSCI Intl Value Factor ETF
iShares Edge MSCI Min Vol Asia ex Japan ETF
iShares Edge MSCI Min Vol EAFE Currency Hedged ETF
iShares Edge MSCI Min Vol EAFE ETF
iShares Edge MSCI Min Vol Europe Currency Hedged ETF
iShares Edge MSCI Min Vol Europe ETF
iShares Edge MSCI Min Vol Global Currency Hedged ETF
iShares Edge MSCI Min Vol Japan ETF
iShares Edge MSCI Min Vol USA ETF
iShares Edge MSCI Min Vol USA Small-Cap ETF
iShares Edge MSCI Multifactor Consumer Discretionary ETF
iShares Edge MSCI Multifactor Consumer Staples ETF
iShares Edge MSCI Multifactor Energy ETF
iShares Edge MSCI Multifactor Financials ETF
iShares Edge MSCI Multifactor Global ETF
iShares Edge MSCI Multifactor Healthcare ETF
iShares Edge MSCI Multifactor Industrials ETF
iShares Edge MSCI Multifactor Intl ETF
iShares Edge MSCI Multifactor Intl Small-Cap ETF
iShares Edge MSCI Multifactor Materials ETF
iShares Edge MSCI Multifactor Technology ETF
iShares Edge MSCI Multifactor USA ETF
iShares Edge MSCI Multifactor USA Small-Cap ETF
iShares Edge MSCI Multifactor Utilities ETF
iShares Edge MSCI USA Momentum Factor ETF
iShares Edge MSCI USA Quality Factor ETF
iShares Edge MSCI USA Size Factor ETF
iShares Edge MSCI USA Value Factor ETF
iShares Emerging Markets Infrastructure ETF
iShares Europe Developed Real Estate ETF
iShares Europe ETF
iShares Exponential Technologies ETF
iShares Fallen Angels USD Bond ETF
iShares Floating Rate Bond ETF
iShares Global 100 ETF
iShares Global Clean Energy ETF
iShares Global Consumer Discretionary ETF
iShares Global Consumer Staples ETF
iShares Global Energy ETF
iShares Global Financials ETF
iShares Global Healthcare ETF
iShares Global Industrials ETF
iShares Global Infrastructure ETF
iShares Global Materials ETF
iShares Global REIT ETF
iShares Global Tech ETF
iShares Global Telecom ETF
iShares Global Timber & Forestry ETF
iShares Global Utilities ETF
iShares GNMA Bond ETF
iShares Government/Credit Bond ETF
iShares Human Rights ETF
iShares iBonds Dec 2017 Term Corporate ETF
iShares iBonds Dec 2018 Term Corporate ETF
iShares iBonds Dec 2019 Term Corporate ETF
iShares iBonds Dec 2020 Term Corporate ETF
iShares iBonds Dec 2021 Term Muni Bond ETF
iShares iBonds Dec 2021 Term Corporate ETF
iShares iBonds Dec 2022 Term Muni Bond ETF
iShares iBonds Dec 2022 Term Corporate ETF
iShares iBonds Dec 2023 Term Muni Bond ETF
iShares iBonds Dec 2023 Term Corporate ETF
iShares iBonds Dec 2024 Term Corporate ETF
iShares iBonds Dec 2025 Term Corporate ETF
iShares iBonds Dec 2026 Term Corporate ETF
iShares iBonds Mar 2018 Term Corporate ETF
iShares iBonds Mar 2020 Term Corporate ETF
iShares iBonds Mar 2023 Term Corporate ETF
iShares iBonds Mar 2018 Term Corporate ex-Financials ETF
iShares iBonds Mar 2020 Term Corporate ex-Financials ETF
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF
iShares iBonds Sep 2017 Term Muni Bond ETF
iShares iBonds Sep 2018 Term Muni Bond ETF
iShares iBonds Sep 2019 Term Muni Bond ETF
iShares iBonds Sep 2020 Term Muni Bond ETF
iShares iBoxx $ High Yield Corporate Bond ETF
iShares iBoxx $ High Yield ex Oil & Gas Corporate Bond ETF
iShares iBoxx $ Investment Grade Corporate Bond ETF
iShares India 50 ETF
iShares Intermediate Credit Bond ETF
iShares Intermediate Government/Credit Bond ETF
iShares International Developed Property ETF
iShares International Developed Real Estate ETF
iShares International Dividend Growth ETF
iShares International Preferred Stock ETF
iShares International Select Dividend ETF
iShares International Treasury Bond ETF
iShares J.P. Morgan USD Emerging Markets Bond ETF
iShares JPX-Nikkei 400 ETF
iShares Latin America 40 ETF
iShares MBS ETF
iShares Micro-Cap ETF
iShares Morningstar Large-Cap ETF
iShares Morningstar Large-Cap Growth ETF
iShares Morningstar Large-Cap Value ETF
iShares Morningstar Mid-Cap ETF
iShares Morningstar Mid-Cap Growth ETF
iShares Morningstar Mid-Cap Value ETF
iShares Morningstar Multi-Asset Income ETF
iShares Morningstar Small-Cap ETF
iShares Morningstar Small-Cap Growth ETF
iShares Morningstar Small-Cap Value ETF
iShares Mortgage Real Estate Capped ETF
iShares MSCI ACWI ETF
iShares MSCI ACWI ex U.S. ETF
iShares MSCI ACWI Low Carbon Target ETF
iShares MSCI All Country Asia ex Japan ETF
iShares MSCI All Peru Capped ETF
iShares MSCI Argentina and Global Exposure ETF
iShares MSCI Brazil Small-Cap ETF
iShares MSCI China A ETF
iShares MSCI China ETF
iShares MSCI China Small-Cap ETF
iShares MSCI Denmark Capped ETF
iShares MSCI EAFE ESG Optimized ETF
iShares MSCI EAFE ETF
iShares MSCI EAFE Growth ETF
iShares MSCI EAFE Small-Cap ETF
iShares MSCI EAFE Value ETF
iShares MSCI Europe Financials ETF
iShares MSCI Europe Small-Cap ETF
iShares MSCI Finland Capped ETF
iShares MSCI Germany Small-Cap ETF
iShares MSCI Global Impact ETF
iShares MSCI India ETF
iShares MSCI India Small-Cap ETF
iShares MSCI Indonesia ETF
iShares MSCI Ireland Capped ETF
iShares MSCI KLD 400 Social ETF
iShares MSCI Kokusai ETF
iShares MSCI New Zealand Capped ETF
iShares MSCI Norway Capped ETF
iShares MSCI Philippines ETF
iShares MSCI Poland Capped ETF
iShares MSCI Qatar Capped ETF
iShares MSCI Saudi Arabia Capped ETF
iShares MSCI UAE Capped ETF
iShares MSCI United Kingdom ETF
iShares MSCI United Kingdom Small-Cap ETF
iShares MSCI USA ESG Optimized ETF
iShares MSCI USA ESG Select ETF
iShares Nasdaq Biotechnology ETF
iShares National Muni Bond ETF
iShares New York Muni Bond ETF
iShares North American Natural Resources ETF
iShares North American Tech ETF
iShares North American Tech-Multimedia Networking ETF
iShares North American Tech-Software ETF
iShares PHLX Semiconductor ETF
iShares Residential Real Estate Capped ETF
iShares Russell 1000 ETF
iShares Russell 1000 Growth ETF
iShares Russell 1000 Value ETF
iShares Russell 2000 ETF
iShares Russell 2000 Growth ETF
iShares Russell 2000 Value ETF
iShares Russell 2500 ETF
iShares Russell 3000 ETF
iShares Russell Mid-Cap ETF
iShares Russell Mid-Cap Growth ETF
iShares Russell Mid-Cap Value ETF
iShares Russell Top 200 ETF
iShares Russell Top 200 Growth ETF
iShares Russell Top 200 Value ETF
iShares S&P 100 ETF
iShares S&P 500 Growth ETF
iShares S&P 500 Value ETF
iShares S&P Mid-Cap 400 Growth ETF
iShares S&P Mid-Cap 400 Value ETF
iShares S&P Small-Cap 600 Growth ETF
iShares S&P Small-Cap 600 Value ETF
iShares Select Dividend ETF
iShares Short Treasury Bond ETF
iShares Short-Term National Muni Bond ETF
iShares TIPS Bond ETF
iShares Transportation Average ETF
iShares Treasury Floating Rate Bond ETF
iShares U.S. Aerospace & Defense ETF
iShares U.S. Basic Materials ETF
iShares U.S. Broker-Dealers & Securities Exchanges ETF
iShares U.S. Consumer Goods ETF
iShares U.S. Consumer Services ETF
iShares U.S. Credit Bond ETF
iShares U.S. Energy ETF
iShares U.S. Financial Services ETF
iShares U.S. Financials ETF
iShares U.S. Healthcare ETF
iShares U.S. Healthcare Providers ETF
iShares U.S. Home Construction ETF
iShares U.S. Industrials ETF
iShares U.S. Insurance ETF
iShares U.S. Medical Devices ETF
iShares U.S. Oil & Gas Exploration & Production ETF
iShares U.S. Oil Equipment & Services ETF
iShares U.S. Pharmaceuticals ETF
iShares U.S. Preferred Stock ETF
iShares U.S. Real Estate ETF
iShares U.S. Regional Banks ETF
iShares U.S. Technology ETF
iShares U.S. Telecommunications ETF
iShares U.S. Treasury Bond ETF
iShares U.S. Utilities ETF
iShares Yield Optimized Bond ETF
iShares | U.S. ETF Trust |
iShares Commodities Select Strategy ETF
iShares Edge U.S. Fixed Income Balanced Risk ETF
iShares Interest Rate Hedged 10+ Year Credit Bond ETF
iShares Interest Rate Hedged Corporate Bond ETF
iShares Interest Rate Hedged Emerging Markets Bond ETF
iShares Interest Rate Hedged High Yield Bond ETF
iShares Short Maturity Bond ETF
iShares Short Maturity Municipal Bond ETF
iShares Ultra Short-Term Bond ETF
Exhibit (h.6)
Schedule A
Funds
iShares, Inc.
iShares Asia/Pacific Dividend ETF
iShares Core MSCI Emerging Markets ETF
iShares Currency Hedged MSCI Emerging Markets ETF
iShares Edge MSCI Min Vol EM Currency Hedged ETF
iShares Edge MSCI Min Vol Emerging Markets ETF
iShares Edge MSCI Min Vol Global ETF
iShares Edge MSCI Multifactor Emerging Markets ETF
iShares Emerging Markets Dividend ETF
iShares Emerging Markets High Yield Bond ETF
iShares Global High Yield Corporate Bond ETF
iShares International High Yield Bond ETF
iShares J.P. Morgan EM Corporate Bond ETF
iShares J.P. Morgan EM Local Currency Bond ETF
iShares MSCI Australia ETF
iShares MSCI Austria Capped ETF
iShares MSCI Belgium Capped ETF
iShares MSCI Brazil Capped ETF
iShares MSCI BRIC ETF
iShares MSCI Canada ETF
iShares MSCI Chile Capped ETF
iShares MSCI Colombia Capped ETF
iShares MSCI EM ESG Optimized ETF
iShares MSCI Emerging Markets Asia ETF
iShares MSCI Emerging Markets ETF
iShares MSCI Emerging Markets Small-Cap ETF
iShares MSCI Eurozone ETF
iShares MSCI France ETF
iShares MSCI Frontier 100 ETF
iShares MSCI Germany ETF
iShares MSCI Global Agriculture Producers ETF
iShares MSCI Global Energy Producers ETF
iShares MSCI Global Gold Miners ETF
iShares MSCI Global Metals & Mining Producers ETF
iShares MSCI Global Silver Miners ETF
iShares MSCI Hong Kong ETF
iShares MSCI Israel Capped ETF
iShares MSCI Italy Capped ETF
iShares MSCI Japan ETF
iShares MSCI Japan Small-Cap ETF
iShares MSCI Malaysia ETF
iShares MSCI Mexico Capped ETF
iShares MSCI Netherlands ETF
iShares MSCI Pacific ex Japan ETF
iShares MSCI Russia Capped ETF
iShares MSCI Singapore Capped ETF
iShares MSCI South Africa ETF
iShares MSCI South Korea Capped ETF
iShares MSCI Spain Capped ETF
iShares MSCI Sweden Capped ETF
iShares MSCI Switzerland Capped ETF
iShares MSCI Taiwan Capped ETF
iShares MSCI Thailand Capped ETF
iShares MSCI Turkey ETF
iShares MSCI USA Equal Weighted ETF
iShares MSCI World ETF
iShares Trust
iShares 0-5 Year High Yield Corporate Bond ETF
iShares 0-5 Year Investment Grade Corporate Bond ETF
iShares 0-5 Year TIPS Bond ETF
iShares 1-3 Year Credit Bond ETF
iShares 1-3 Year International Treasury Bond ETF
iShares 1-3 Year Treasury Bond ETF
iShares 3-7 Year Treasury Bond ETF
iShares 7-10 Year Treasury Bond ETF
iShares 10+ Year Credit Bond ETF
iShares 10-20 Year Treasury Bond ETF
iShares 20+ Year Treasury Bond ETF
iShares Aaa - A Rated Corporate Bond ETF
iShares Adaptive Currency Hedged MSCI EAFE ETF
iShares Adaptive Currency Hedged MSCI Eurozone ETF
iShares Adaptive Currency Hedged MSCI Japan ETF
iShares Agency Bond ETF
iShares Asia 50 ETF
iShares California Muni Bond ETF
iShares China Large-Cap ETF
iShares CMBS ETF
iShares Cohen & Steers REIT ETF
iShares Convertible Bond ETF
iShares Core 1-5 Year USD Bond ETF
iShares Core 5-10 Year USD Bond ETF
iShares Core 10+ Year USD Bond ETF
iShares Core Aggressive Allocation ETF
iShares Core Conservative Allocation ETF
iShares Core Dividend Growth ETF
iShares Core Growth Allocation ETF
iShares Core High Dividend ETF
iShares Core International Aggregate Bond ETF
iShares Core Moderate Allocation ETF
iShares Core MSCI EAFE ETF
iShares Core MSCI Europe ETF
iShares Core MSCI International Developed Markets ETF
iShares Core MSCI Pacific ETF
iShares Core MSCI Total International Stock ETF
iShares Core S&P 500 ETF
iShares Core S&P Mid-Cap ETF
iShares Core S&P Small-Cap ETF
iShares Core S&P Total U.S. Stock Market ETF
iShares Core S&P U.S. Growth ETF
iShares Core S&P U.S. Value ETF
iShares Core Total USD Bond Market ETF
iShares Core U.S. Aggregate Bond ETF
iShares Core U.S. REIT ETF
iShares Currency Hedged International High Yield Bond ETF
iShares Currency Hedged JPX-Nikkei 400 ETF
iShares Currency Hedged MSCI ACWI ETF
iShares Currency Hedged MSCI ACWI ex U.S. ETF
iShares Currency Hedged MSCI Australia ETF
iShares Currency Hedged MSCI Canada ETF
iShares Currency Hedged MSCI EAFE ETF
iShares Currency Hedged MSCI EAFE Small-Cap ETF
iShares Currency Hedged MSCI Europe Small-Cap ETF
iShares Currency Hedged MSCI Eurozone ETF
iShares Currency Hedged MSCI Germany ETF
iShares Currency Hedged MSCI Italy ETF
iShares Currency Hedged MSCI Japan ETF
iShares Currency Hedged MSCI Mexico ETF
iShares Currency Hedged MSCI South Korea ETF
iShares Currency Hedged MSCI Spain ETF
iShares Currency Hedged MSCI Switzerland ETF
iShares Currency Hedged MSCI United Kingdom ETF
iShares Dow Jones U.S. ETF
iShares Edge High Yield Defensive Bond ETF
iShares Edge Investment Grade Enhanced Bond ETF
iShares Edge MSCI Intl Momentum Factor ETF
iShares Edge MSCI Intl Quality Factor ETF
iShares Edge MSCI Intl Size Factor ETF
iShares Edge MSCI Intl Value Factor ETF
iShares Edge MSCI Min Vol Asia ex Japan ETF
iShares Edge MSCI Min Vol EAFE Currency Hedged ETF
iShares Edge MSCI Min Vol EAFE ETF
iShares Edge MSCI Min Vol Europe Currency Hedged ETF
iShares Edge MSCI Min Vol Europe ETF
iShares Edge MSCI Min Vol Global Currency Hedged ETF
iShares Edge MSCI Min Vol Japan ETF
iShares Edge MSCI Min Vol USA ETF
iShares Edge MSCI Min Vol USA Small-Cap ETF
iShares Edge MSCI Multifactor Consumer Discretionary ETF
iShares Edge MSCI Multifactor Consumer Staples ETF
iShares Edge MSCI Multifactor Energy ETF
iShares Edge MSCI Multifactor Financials ETF
iShares Edge MSCI Multifactor Global ETF
iShares Edge MSCI Multifactor Healthcare ETF
iShares Edge MSCI Multifactor Industrials ETF
iShares Edge MSCI Multifactor Intl ETF
iShares Edge MSCI Multifactor Intl Small-Cap ETF
iShares Edge MSCI Multifactor Materials ETF
iShares Edge MSCI Multifactor Technology ETF
iShares Edge MSCI Multifactor USA ETF
iShares Edge MSCI Multifactor USA Small-Cap ETF
iShares Edge MSCI Multifactor Utilities ETF
iShares Edge MSCI USA Momentum Factor ETF
iShares Edge MSCI USA Quality Factor ETF
iShares Edge MSCI USA Size Factor ETF
iShares Edge MSCI USA Value Factor ETF
iShares Emerging Markets Infrastructure ETF
iShares Europe Developed Real Estate ETF
iShares Europe ETF
iShares Exponential Technologies ETF
iShares Fallen Angels USD Bond ETF
iShares Floating Rate Bond ETF
iShares Global 100 ETF
iShares Global Clean Energy ETF
iShares Global Consumer Discretionary ETF
iShares Global Consumer Staples ETF
iShares Global Energy ETF
iShares Global Financials ETF
iShares Global Healthcare ETF
iShares Global Industrials ETF
iShares Global Infrastructure ETF
iShares Global Materials ETF
iShares Global REIT ETF
iShares Global Tech ETF
iShares Global Telecom ETF
iShares Global Timber & Forestry ETF
iShares Global Utilities ETF
iShares GNMA Bond ETF
iShares Government/Credit Bond ETF
iShares Human Rights ETF
iShares iBonds Dec 2017 Term Corporate ETF
iShares iBonds Dec 2018 Term Corporate ETF
iShares iBonds Dec 2019 Term Corporate ETF
iShares iBonds Dec 2020 Term Corporate ETF
iShares iBonds Dec 2021 Term Muni Bond ETF
iShares iBonds Dec 2021 Term Corporate ETF
iShares iBonds Dec 2022 Term Muni Bond ETF
iShares iBonds Dec 2022 Term Corporate ETF
iShares iBonds Dec 2023 Term Muni Bond ETF
iShares iBonds Dec 2023 Term Corporate ETF
iShares iBonds Dec 2024 Term Corporate ETF
iShares iBonds Dec 2025 Term Corporate ETF
iShares iBonds Dec 2026 Term Corporate ETF
iShares iBonds Mar 2018 Term Corporate ETF
iShares iBonds Mar 2020 Term Corporate ETF
iShares iBonds Mar 2023 Term Corporate ETF
iShares iBonds Mar 2018 Term Corporate ex-Financials ETF
iShares iBonds Mar 2020 Term Corporate ex-Financials ETF
iShares iBonds Mar 2023 Term Corporate ex-Financials ETF
iShares iBonds Sep 2017 Term Muni Bond ETF
iShares iBonds Sep 2018 Term Muni Bond ETF
iShares iBonds Sep 2019 Term Muni Bond ETF
iShares iBonds Sep 2020 Term Muni Bond ETF
iShares iBoxx $ High Yield Corporate Bond ETF
iShares iBoxx $ High Yield ex Oil & Gas Corporate Bond ETF
iShares iBoxx $ Investment Grade Corporate Bond ETF
iShares India 50 ETF
iShares Intermediate Credit Bond ETF
iShares Intermediate Government/Credit Bond ETF
iShares International Developed Property ETF
iShares International Developed Real Estate ETF
iShares International Dividend Growth ETF
iShares International Preferred Stock ETF
iShares International Select Dividend ETF
iShares International Treasury Bond ETF
iShares J.P. Morgan USD Emerging Markets Bond ETF
iShares JPX-Nikkei 400 ETF
iShares Latin America 40 ETF
iShares MBS ETF
iShares Micro-Cap ETF
iShares Morningstar Large-Cap ETF
iShares Morningstar Large-Cap Growth ETF
iShares Morningstar Large-Cap Value ETF
iShares Morningstar Mid-Cap ETF
iShares Morningstar Mid-Cap Growth ETF
iShares Morningstar Mid-Cap Value ETF
iShares Morningstar Multi-Asset Income ETF
iShares Morningstar Small-Cap ETF
iShares Morningstar Small-Cap Growth ETF
iShares Morningstar Small-Cap Value ETF
iShares Mortgage Real Estate Capped ETF
iShares MSCI ACWI ETF
iShares MSCI ACWI ex U.S. ETF
iShares MSCI ACWI Low Carbon Target ETF
iShares MSCI All Country Asia ex Japan ETF
iShares MSCI All Peru Capped ETF
iShares MSCI Argentina and Global Exposure ETF
iShares MSCI Brazil Small-Cap ETF
iShares MSCI China A ETF
iShares MSCI China ETF
iShares MSCI China Small-Cap ETF
iShares MSCI Denmark Capped ETF
iShares MSCI EAFE ESG Optimized ETF
iShares MSCI EAFE ETF
iShares MSCI EAFE Growth ETF
iShares MSCI EAFE Small-Cap ETF
iShares MSCI EAFE Value ETF
iShares MSCI Europe Financials ETF
iShares MSCI Europe Small-Cap ETF
iShares MSCI Finland Capped ETF
iShares MSCI Germany Small-Cap ETF
iShares MSCI Global Impact ETF
iShares MSCI India ETF
iShares MSCI India Small-Cap ETF
iShares MSCI Indonesia ETF
iShares MSCI Ireland Capped ETF
iShares MSCI KLD 400 Social ETF
iShares MSCI Kokusai ETF
iShares MSCI New Zealand Capped ETF
iShares MSCI Norway Capped ETF
iShares MSCI Philippines ETF
iShares MSCI Poland Capped ETF
iShares MSCI Qatar Capped ETF
iShares MSCI Saudi Arabia Capped ETF
iShares MSCI UAE Capped ETF
iShares MSCI United Kingdom ETF
iShares MSCI United Kingdom Small-Cap ETF
iShares MSCI USA ESG Optimized ETF
iShares MSCI USA ESG Select ETF
iShares Nasdaq Biotechnology ETF
iShares National Muni Bond ETF
iShares New York Muni Bond ETF
iShares North American Natural Resources ETF
iShares North American Tech ETF
iShares North American Tech-Multimedia Networking ETF
iShares North American Tech-Software ETF
iShares PHLX Semiconductor ETF
iShares Residential Real Estate Capped ETF
iShares Russell 1000 ETF
iShares Russell 1000 Growth ETF
iShares Russell 1000 Value ETF
iShares Russell 2000 ETF
iShares Russell 2000 Growth ETF
iShares Russell 2000 Value ETF
iShares Russell 2500 ETF
iShares Russell 3000 ETF
iShares Russell Mid-Cap ETF
iShares Russell Mid-Cap Growth ETF
iShares Russell Mid-Cap Value ETF
iShares Russell Top 200 ETF
iShares Russell Top 200 Growth ETF
iShares Russell Top 200 Value ETF
iShares S&P 100 ETF
iShares S&P 500 Growth ETF
iShares S&P 500 Value ETF
iShares S&P Mid-Cap 400 Growth ETF
iShares S&P Mid-Cap 400 Value ETF
iShares S&P Small-Cap 600 Growth ETF
iShares S&P Small-Cap 600 Value ETF
iShares Select Dividend ETF
iShares Short Treasury Bond ETF
iShares Short-Term National Muni Bond ETF
iShares TIPS Bond ETF
iShares Transportation Average ETF
iShares Treasury Floating Rate Bond ETF
iShares U.S. Aerospace & Defense ETF
iShares U.S. Basic Materials ETF
iShares U.S. Broker-Dealers & Securities Exchanges ETF
iShares U.S. Consumer Goods ETF
iShares U.S. Consumer Services ETF
iShares U.S. Credit Bond ETF
iShares U.S. Energy ETF
iShares U.S. Financial Services ETF
iShares U.S. Financials ETF
iShares U.S. Healthcare ETF
iShares U.S. Healthcare Providers ETF
iShares U.S. Home Construction ETF iShares U.S. Industrials ETF iShares U.S. Insurance ETF iShares U.S. Medical Devices ETF iShares U.S. Oil & Gas Exploration & Production ETF iShares U.S. Oil Equipment & Services ETF iShares U.S. Pharmaceuticals ETF iShares U.S. Preferred Stock ETF iShares U.S. Real Estate ETF iShares U.S. Regional Banks ETF iShares U.S. Technology ETF iShares U.S. Telecommunications ETF iShares U.S. Treasury Bond ETF iShares U.S. Utilities ETF iShares Yield Optimized Bond ETF |
iShares U.S. ETF Trust
iShares Commodities Select Strategy ETF
iShares Edge U.S. Fixed Income Balanced Risk ETF
iShares Interest Rate Hedged 10+ Year Credit Bond ETF
iShares Interest Rate Hedged Corporate Bond ETF
iShares Interest Rate Hedged Emerging Markets Bond ETF
iShares Interest Rate Hedged High Yield Bond ETF
iShares Short Maturity Bond ETF
iShares Short Maturity Municipal Bond ETF
iShares Ultra Short-Term Bond ETF
Approved by the Board of Trustees of iShares Trust, the Board of Trustees of iShares U.S. ETF Trust and the Board of Directors of iShares, Inc. on June 19-21, 2017.
Exhibit (h.15)
Exhibit A
iShares Trust
Morningstar® Dividend Yield Focus IndexSM
Morningstar® Exponential Technologies IndexSM
Morningstar® Global ex-US Dividend Growth IndexSM
Morningstar® Large Core IndexSM
Morningstar® Large Growth IndexSM
Morningstar® Large Value IndexSM
Morningstar® Mid Core IndexSM
Morningstar® Mid Growth IndexSM
Morningstar® Mid Value IndexSM
Morningstar® Multi-Asset High Income IndexSM
Morningstar® Small Core IndexSM
Morningstar® Small Growth IndexSM
Morningstar® Small Value IndexSM
Morningstar U.S. Bond Market Yield-Optimized Index
Morningstar US® Dividend Growth IndexSM
iShares, Inc.
Morningstar® Emerging Markets High Yield Bond IndexSM
Exhibit (i)
[LETTERHEAD OF RICHARDS, LAYTON & FINGER, P.A.]
June 21, 2017
iShares Trust
c/o BlackRock Fund Advisors
400 Howard Street
San Francisco, CA 94105
Re: | iShares Edge High Yield Defensive Bond ETF |
Ladies and Gentlemen:
We have acted as special Delaware counsel for iShares Trust, a Delaware statutory trust (the Trust), in connection with the matters set forth herein. At your request, this opinion is being furnished to you.
For purposes of giving the opinions hereinafter set forth, our examination of documents has been limited to the examination of originals or copies of the following:
(a) | The Certificate of Trust of the Trust, as filed with the office of the Secretary of State of the State of Delaware (the Secretary of State) on December 16, 1999, as amended and restated by the Restated Certificate of Trust of the Trust (as amended and restated, the Certificate of Trust), as filed with the Secretary of State on September 15, 2006; |
(b) | The Agreement and Declaration of Trust, dated December 16, 1999, made by the trustee named therein, as amended and restated by the Agreement and Declaration of Trust, dated September 13, 2006, made by the trustees named therein, as further amended and restated by the Amended and Restated Agreement and Declaration of Trust, dated September 24, 2008, made by the trustees named therein, as further amended and restated by the Amended and Restated Agreement and Declaration of Trust, dated September 17, 2009 (as amended and restated on such date, the Trust Instrument), made by the trustees named therein; |
iShares Trust
June 21, 2017
Page 2
(c) | Post-Effective Amendment No. 1,767 (the Amendment), to be filed with the U.S. Securities and Exchange Commission (the SEC) on or about the date hereof, to the Trusts Registration Statement on Form N-1A (File Nos. 333-92935 and 811-09729), filed with the SEC on December 16, 1999 (as amended by the Amendment, the Registration Statement); |
(d) | The Amended and Restated By-Laws of the Trust, as approved by the Board of Trustees of the Trust (the Board) on December 8, 2006, as further amended and restated by the Amended and Restated By-Laws of the Trust, as approved by the Board on August 13, 2009, as further amended and restated by the Amended and Restated By-Laws of the Trust in effect on the date hereof as approved by the Board on April 20, 2010 (as amended and restated on such date, the By-laws); |
(e) | The Policy and Procedures Regarding the Naming of iShares Funds delegating naming determinations for series of the Trust to BlackRock Fund Advisors and its affiliated investment advisors; |
(f) | Copies of certain resolutions adopted by the Board (the Resolutions) on December 12-14, 2016, and June 19-21, 2017, with respect to the creation of that certain series of the Trust known as iShares Edge High Yield Defensive Bond ETF (the Fund) and the issuance of certain shares of beneficial interest in the Fund (each, a Share and collectively, the Shares); |
(g) | A certificate of an officer of the Trust with respect to certain matters, dated June 21, 2017; and |
(h) | A Certificate of Good Standing for the Trust, dated June 20, 2017, obtained from the Secretary of State. |
Initially capitalized terms used herein and not otherwise defined are used as defined in the Trust Instrument.
For purposes of this opinion, we have not reviewed any documents other than the documents listed in paragraphs (a) through (h) above. In particular, we have not reviewed any document (other than the documents listed in paragraphs (a) through (h) above) that is referred to in or incorporated by reference into the documents reviewed by us. We have assumed that there exists no provision in any document that we have not reviewed that is inconsistent with the opinions stated herein. We have conducted no independent factual investigation of our own but rather have relied solely upon the foregoing documents, the statements and information set forth therein and the additional matters recited or assumed herein, all of which we have assumed to be true, complete and accurate in all material respects.
iShares Trust
June 21, 2017
Page 3
With respect to all documents examined by us, we have assumed (i) the authenticity of all documents submitted to us as authentic originals, (ii) the conformity with the originals of all documents submitted to us as copies or forms, and (iii) the genuineness of all signatures.
For purposes of this opinion, we have assumed (i) that the Trust Instrument constitutes the entire agreement among the parties thereto with respect to the subject matter thereof, including with respect to the creation, operation and termination of the Trust, and that the Trust Instrument, the By-laws and the Certificate of Trust are in full force and effect and will not be amended, (ii) except to the extent provided in paragraph 1 below, the due organization or due formation, as the case may be, and valid existence in good standing of each party to the documents examined by us under the laws of the jurisdiction governing its organization or formation, (iii) the legal capacity of natural persons who are parties to the documents examined by us, (iv) that each of the parties (other than the Trust) to the documents examined by us has the power and authority to execute and deliver, and to perform its obligations under, such documents, (v) the due authorization, execution and delivery by all parties thereto of all documents examined by us, (vi) the payment by each Person to whom a Share has been or is to be issued by the Trust (collectively, the Shareholders) for such Share, in accordance with the Trust Instrument, the Resolutions and as contemplated by the Registration Statement, (vii) that the officers of the Trust acted within their authority when registering the name of the Fund as such name appears in the Registration Statement, and (viii) that the Shares have been and are issued and sold to the Shareholders in accordance with the Trust Instrument, the Resolutions and as contemplated by the Registration Statement. We have not participated in the preparation of the Registration Statement and assume no responsibility for its contents.
This opinion is limited to the laws of the State of Delaware (excluding the securities laws of the State of Delaware), and we have not considered and express no opinion on the laws of any other jurisdiction, including federal laws and rules and regulations relating thereto. Our opinions are rendered only with respect to Delaware laws and rules, regulations and orders thereunder which are currently in effect.
Based upon the foregoing, and upon our examination of such questions of law and statutes of the State of Delaware as we have considered necessary or appropriate, and subject to the assumptions, qualifications, limitations and exceptions set forth herein, we are of the opinion that:
1. The Trust has been duly created and is validly existing in good standing as a statutory trust under the Delaware Statutory Trust Act, 12 Del. C. § 3801, et seq.
iShares Trust
June 21, 2017
Page 4
2. The Shares of the Trust have been duly authorized and, when issued, will be validly issued, fully paid and nonassessable beneficial interests in the Trust.
We consent to the filing of this opinion with the SEC as an exhibit to the Registration Statement. In giving the foregoing consent, we do not thereby admit that we come within the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the SEC thereunder.
Very truly yours, | ||
/s/ Richards, Layton & Finger, P.A. |
RJF/AGN
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