0001140361-11-031448.txt : 20110606
0001140361-11-031448.hdr.sgml : 20110606
20110606152940
ACCESSION NUMBER: 0001140361-11-031448
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110222
FILED AS OF DATE: 20110606
DATE AS OF CHANGE: 20110606
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BlackRock Inc.
CENTRAL INDEX KEY: 0001364742
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
IRS NUMBER: 320174431
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0226
BUSINESS ADDRESS:
STREET 1: 55 EAST 52ND STREET
CITY: NEW YORK
STATE: NY
ZIP: 10055
BUSINESS PHONE: 212-810-5300
MAIL ADDRESS:
STREET 1: 55 EAST 52ND STREET
CITY: NEW YORK
STATE: NY
ZIP: 10055
FORMER COMPANY:
FORMER CONFORMED NAME: BlackRock, Inc.
DATE OF NAME CHANGE: 20060929
FORMER COMPANY:
FORMER CONFORMED NAME: New BlackRock, Inc.
DATE OF NAME CHANGE: 20060601
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BANK OF AMERICA CORP /DE/
CENTRAL INDEX KEY: 0000070858
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33099
FILM NUMBER: 11895151
BUSINESS ADDRESS:
STREET 1: BANK OF AMERICA CORPORATE CENTER
STREET 2: 100 N TRYON ST
CITY: CHARLOTTE
STATE: NC
ZIP: 28255
BUSINESS PHONE: 7043868486
MAIL ADDRESS:
STREET 1: BANK OF AMERICA CORPORATE CENTER
STREET 2: 100 N TRYON ST
CITY: CHARLOTTE
STATE: NC
ZIP: 28255
FORMER NAME:
FORMER CONFORMED NAME: BANKAMERICA CORP/DE/
DATE OF NAME CHANGE: 19981022
FORMER NAME:
FORMER CONFORMED NAME: NATIONSBANK CORP
DATE OF NAME CHANGE: 19920703
FORMER NAME:
FORMER CONFORMED NAME: NCNB CORP
DATE OF NAME CHANGE: 19920107
4
1
doc1.xml
FORM 4
X0303
4
2011-02-22
0
0001364742
BlackRock Inc.
BLK
0000070858
BANK OF AMERICA CORP /DE/
100 N TRYON STREET
CHARLOTTE
NC
28255
1
0
0
0
Common Stock
2011-02-22
4
P
0
85
198.91
A
586
I
By Subsidiary
Common Stock
2011-02-28
4
S
0
85
203.85
D
586
I
By Subsidiary
Common Stock
2011-03-03
4
P
0
75
205.07
A
586
I
By Subsidiary
Common Stock
2011-03-03
4
P
0
195
205.0176
A
586
I
By Subsidiary
Common Stock
2011-03-04
4
S
0
195
202.22
D
586
I
By Subsidiary
Common Stock
2011-03-04
4
S
0
75
202.33
D
586
I
By Subsidiary
Common Stock
2011-03-08
4
S
0
3000
198.7743
D
586
I
By Subsidiary
Common Stock
2011-03-08
4
P
0
3000
198.3345
A
586
I
By Subsidiary
Common Stock
2011-03-09
4
P
0
3000
197.76
A
586
I
By Subsidiary
Common Stock
2011-03-10
4
P
0
25
189.93
A
586
I
By Subsidiary
Common Stock
2011-03-11
4
S
0
3000
189
D
586
I
By Subsidiary
Common Stock
2011-03-11
4
S
0
25
189.8
D
586
I
By Subsidiary
Common Stock
2011-03-16
4
P
0
22
182
A
586
I
By Subsidiary
Common Stock
2011-03-16
4
P
0
50
182.07
A
586
I
By Subsidiary
Common Stock
2011-03-18
4
S
0
22
184.87
D
586
I
By Subsidiary
Common Stock
2011-03-21
4
S
0
50
185.94
D
586
I
By Subsidiary
Common Stock
2011-03-23
4
P
0
100
184
A
586
I
By Subsidiary
Common Stock
2011-03-24
4
S
0
100
185.03
D
586
I
By Subsidiary
Common Stock
2011-03-24
4
P
0
16
185.6113
A
586
I
By Subsidiary
Common Stock
2011-03-29
4
P
0
10
185.91
A
586
I
By Subsidiary
Common Stock
2011-04-01
4
S
0
10
203.88
D
586
I
By Subsidiary
Common Stock
2011-04-04
4
S
0
4
201.09
D
586
I
By Subsidiary
Common Stock
2011-04-04
4
S
0
12
201.06
D
586
I
By Subsidiary
Common Stock
2011-04-08
4
P
0
200
196.4668
A
586
I
By Subsidiary
Common Stock
2011-04-13
4
S
0
200
194.7428
D
586
I
By Subsidiary
Common Stock
2011-04-18
4
P
0
25
189.95
A
586
I
By Subsidiary
Common Stock
2011-04-20
4
P
0
1700
194.1309
A
586
I
By Subsidiary
Common Stock
2011-04-20
4
S
0
1700
194.1309
D
586
I
By Subsidiary
Common Stock
2011-04-25
4
S
0
25
196.34
D
586
I
By Subsidiary
Series B Convertible Participating Preferred Stock
Common Stock
13562878
I
See Footnotes
This Form 4 is being filed by Bank of America Corporation ("BAC"), a Delaware corporation and bank holding company registered under the Bank Holding Company Act of 1956, on behalf of its subsidiaries.
Transaction executed by the error correction section of Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"), a broker-dealer and subsidiary of BAC, to correct errors made in connection with agency brokerage trades made on behalf of clients of MLPFS.
In connection with this transaction, BAC has agreed to voluntarily remit appropriate profits, if any, to the Issuer. BAC disclaims that such transaction is subject to reporting under Section 16(a) or disgorgement under Section 16(b), and this report shall not be deemed an admission that those sections apply to such transaction.
In addition to the shares of Common Stock reported herein, as of the date of this transaction BAC was also the beneficial owner of 13,562,878 shares of Series B Convertible Participating Preferred Stock (the "Series B Preferred Stock"), as reported in Table II. The Series B Preferred Stock automatically converts into Common Stock on a 1-for-1 basis upon transfer to a third party and has no expiration date. As reported on a Form 4 filed on May 23, 2011, BAC is no longer the beneficial owner of any shares of the Series B Preferred Stock.
Each of BAC, Merrill Lynch & Co., Inc. ("ML&Co."), MLPFS and Merrill Lynch Group, Inc. ("ML Group", and collectively the "Reporting Persons") disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein. As reported on a Form 4 filed on May 23, 2011, BAC is no longer the beneficial owner of any shares of the Series B Preferred Stock.
BAC owns the Common Stock indirectly through its wholly owned subsidiary MLPFS. As of the date of this transaction, BAC owned the Series B Preferred Stock indirectly through its wholly owned subsidiary, ML Group. As reported on a Form 4 filed on May 23, 2011, BAC is no longer the beneficial owner of any shares of the Series B Preferred Stock.
Pursuant to the Third Amended and Restated Stockholder Agreement dated as of November 15, 2010, as may be amended from time to time, between ML&Co., ML Group and the Issuer, once ML&Co. and its affiliates have beneficially owned less than five percent of the Issuer's capital stock for a period of 90 days, ML&Co.'s designee to the Issuer's board of directors is required to resign. As reported on a Form 4 filed on May 23, 2011, the Issuer has waived this requirement to allow ML&Co.'s designee to continue to serve as a member of the Issuer's board of directors, subject to future review by the Issuer's board of directors. Each of the Reporting Persons other than ML&Co. disclaims its possible status as director of the Issuer.
/s/ Beth Dorfman, Authorized Signatory for Bank of America
2011-06-06