iShares Global Gov Bond USD Hedged Active ETF - PRO
2026
Prospectus
BlackRock
ETF Trust II
● iShares Global Government Bond USD Hedged Active
ETF | GGOV | NYSE Arca
The Securities and Exchange Commission (“SEC”) has
not approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
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| Not FDIC Insured • May Lose Value • No Bank
Guarantee |
Table
of Contents
BlackRock® and iShares® are registered trademarks of
BlackRock Fund Advisors and its affiliates.
i
iSHARES
GLOBAL GOVERNMENT BOND USD HEDGED ACTIVE
ETF
Ticker:
GGOV Stock Exchange: NYSE Arca
Investment
Objective
The
investment objective of iShares Global Government Bond USD Hedged Active ETF
(the “Fund”) is to seek a total return, net of Fund expenses, in excess of the
Bloomberg Global Treasury USD Hedged Index.
Fees
and Expenses
The
following table describes the fees and expenses that you will incur if you buy,
hold and sell shares of the Fund. Amounts in the table are rounded to the
nearest basis point, which in some cases may be “0.00.” The investment advisory
agreement between BlackRock ETF Trust II (the “Trust”) and BlackRock Fund
Advisors (“BFA”) (the “Investment Advisory Agreement”) provides that BFA will
pay all operating expenses of the Fund, except: (i) the management fees,
(ii) interest expenses, (iii) taxes, (iv) expenses incurred with
respect to the acquisition and disposition of portfolio securities and the
execution of portfolio transactions, including brokerage commissions,
(v) distribution fees or expenses, and (vi) litigation expenses and
any extraordinary expenses. The Fund may incur “Acquired Fund Fees and
Expenses.” Acquired Fund Fees and Expenses reflect the Fund’s pro rata share of
the fees and expenses incurred indirectly by the Fund as a result of investing
in other investment companies. The impact of Acquired Fund Fees and Expenses is
included in the total returns of the Fund.
You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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Annual Fund Operating Expenses (ongoing expenses that you pay each year as
a percentage of the value of
your investments) |
Management Fees1 |
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Distribution and Service (12b‑1) Fees |
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Other Expenses2,3 |
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Acquired Fund Fees and Expenses1 |
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Total Annual Fund Operating Expenses |
|
Fee Waiver1 |
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Total Annual Fund
Operating Expenses After Fee Waiver1 |
| 0.39% |
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None |
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0.00% |
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0.00% |
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0.39% |
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0.00% |
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0.39% |
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1 |
As
described in the “Management” section of the Fund’s prospectus beginning
on page 22, BFA has contractually agreed to waive a portion of its
management fees in an amount equal to the aggregate Acquired Fund Fees and
Expenses, if any, attributable to investments by the Fund in other equity
and fixed-income mutual funds and exchange-traded funds (“ETFs”) advised
by BFA or its affiliates through June 30, 2027. As described in the
“Management” section of the Fund’s prospectus beginning on page 22, BFA
has contractually agreed to waive a portion of its management fees in an
amount equal to the aggregate Acquired Fund Fees and Expenses, if any,
attributable to investments by the Fund in money market funds managed by
BFA or its affiliates through June 30,
2027. The agreement (with respect to either waiver) may be
terminated upon 90 days’ notice by a majority of the non-interested
trustees of the Trust or by a vote of a majority of the outstanding voting
securities of the Fund. |
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2 |
Other Expenses are based
on estimated amounts for the Fund’s current fiscal
year. |
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3 |
The
amount rounded to 0.00% |
Example. This Example is
intended to help you compare the cost of owning shares of the Fund with the cost
of investing in other funds. The Example assumes that you invest $10,000 in the
Fund for the time periods indicated and then sell all of your shares at the end
of those periods. The Example also assumes that your investment has a 5% return
each year and that the Fund’s operating expenses remain the same. Although your
actual costs may be higher or lower, based on these assumptions, your costs
would be:
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| 1 Year |
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3 Years |
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5 Years |
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10 Years |
| $40 |
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$125 |
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$219 |
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$493 |
Portfolio
Turnover. The Fund
may pay transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs,
which are not reflected in the
Annual Fund Operating Expenses or in the Example, affect the Fund’s performance.
From inception (June 25, 2025) to the most recent fiscal year end, the Fund’s
portfolio turnover rate was 29% of the average value of its
portfolio.
S-1
Principal
Investment Strategies.
The
Fund seeks to achieve its investment objective by investing primarily in a
portfolio of government bonds globally and related derivative instruments with
similar economic characteristics while hedging currency exposure to United
States (“U.S.”) dollars.
Under
normal circumstances, the Fund will invest at least 80% of its net assets, plus
the amount of any borrowings for investment purposes, in a portfolio of
government bonds and derivatives that provide investment exposure to such
securities or to one or more market risk factors associated with such
securities. For the purposes of this strategy, “government bonds” include
obligations issued or guaranteed by the U.S. Government or a foreign government
or their agencies, instrumentalities or political subdivisions. The 80% policy
is a non‑fundamental policy of the Fund and may not be changed without 60 days’
prior notice to shareholders.
Under
normal circumstances, the Fund anticipates it will allocate a substantial amount
(approximately 40% or more — unless market conditions are not deemed favorable
by BlackRock, in which case the Fund would invest at least 30%) of its total
assets in securities (or derivatives with similar economic characteristics) of
(i) foreign government issuers, (ii) issuers organized or located
outside the U.S., (iii) issuers whose securities primarily trade in a
market located outside the U.S., or (iv) issuers doing a substantial amount
of business outside the U.S., which the Fund considers to be companies that
derive at least 50% of their revenue or profits from business outside the U.S.
or have at least 50% of their sales or assets outside the U.S.. The Fund will
allocate its assets among various regions and countries, including the U.S. (but
in no less than three different countries). The Fund may invest in both
developed and emerging markets. For temporary defensive purposes, the Fund may
deviate very substantially from the allocations described
above.
In
order to mitigate exposure to fluctuations between the value of non‑U.S.
currencies and the U.S. dollar, the Fund intends to enter into foreign currency
transactions on a spot basis and foreign currency forward contracts designed to
offset the Fund’s exposure to non‑U.S. currencies. A foreign currency forward
contract is a contract between two parties to buy or sell a specified amount of
a specific currency in the future at an agreed-upon exchange rate. The Fund’s
utilization of spot foreign currency transactions and foreign currency forward
contracts is based on the aggregate exposure of the Fund to non‑U.S.
currencies.
The
Fund may also use non‑deliverable forward (“NDF”) contracts to execute its
hedging transactions. An NDF contract is a contract where there is no physical
settlement of two currencies at maturity. Rather, based on the movement of the
currencies and the contractually agreed-upon exchange rate, a net cash
settlement will be made by one party to the other in U.S.
dollars.
The
Fund may use derivatives, including options, futures, swaps (including, but not
limited to, credit default swaps and total return swaps, some of which may be
referred to as contracts for difference) and forward contracts, both to seek to
increase the return of the Fund and to hedge (or protect) the value of its
assets against adverse movements in interest rates and movements in the
securities markets. In order to manage cash flows into or out of the Fund
effectively, the Fund may buy and sell financial futures contracts or options on
such contracts. Derivatives are financial instruments whose value is derived
from another security, a currency or an
index.
The
Fund may invest in securities rated either investment grade or below investment
grade at the time of purchase. Investment grade bonds are bonds rated in the
four highest categories by at least one of the major rating agencies or
determined by Fund management to be of similar quality. The Fund may invest in
securities of any maturity or duration. The average maturity of the Fund’s
portfolio securities will vary based upon BlackRock’s view of economic and
market conditions.
The
Fund may also invest in mortgage-backed securities (“MBS”); securitized assets
such as asset-backed securities; structured securities; repurchase agreements;
money market instruments and dollar-denominated and non‑dollar‑denominated debt
obligations of U.S. or foreign issuers.
The
Fund is classified as non‑diversified under the Investment Company Act of 1940,
as amended (the “Investment Company Act”).
Summary
of Principal Risks
As with any investment, you could lose
all or part of your investment in the Fund, and the Fund’s performance could
trail that of other investments. The Fund is subject to certain
risks, including the principal risks noted below, any of which may adversely
affect the Fund’s net asset value per share (“NAV”), trading price, yield, total
return and ability to meet its investment objective. Unlike many exchange-traded
funds (“ETFs”), the Fund is not an index-based ETF.
S-2
Certain
key risks are prioritized below (with others following in alphabetical order),
but the relative significance of any risk is difficult to predict and may change
over time. You should review each risk factor carefully.
Debt Securities
Risk. Debt securities, such
as bonds, involve risks, such as credit risk, interest rate risk, extension
risk, and prepayment risk, each of which are described in further detail
below:
Credit Risk — Credit risk refers to the
possibility that the issuer of a debt security (i.e., the borrower) will not be
able to make payments of interest and principal when due. Changes in an issuer’s
credit rating or the market’s perception of an issuer’s creditworthiness may
also affect the value of the Fund’s investment in that issuer. The degree of
credit risk depends on both the financial condition of the issuer and the terms
of the obligation. For CLOs, the primary source of credit risk is the ability of
the underlying portfolio of loans or bonds to generate sufficient cash flow to
pay investors on a full and timely basis when principal and/or interest payments
are due. Default in payment on the underlying loans or bonds will result in less
cash flow from the underlying portfolio and, in turn, less funds available to
pay investors in the CLO.
Interest Rate Risk — The market value of bonds
and other fixed-income securities changes in response to interest rate changes
and other factors. Interest rate risk is the risk that prices of bonds and other
fixed-income securities will increase as interest rates fall and decrease as
interest rates rise.
The
Fund may be subject to a greater risk of rising interest rates during a period
of historically low interest rates. For example, if interest rates increase by
1%, assuming a current portfolio duration of ten years, and all other factors
being equal, the value of the Fund’s investments would be expected to decrease
by 10%. (Duration is a measure of the price sensitivity of a debt security or
portfolio of debt securities to relative changes in interest rates.) The
magnitude of these fluctuations in the market price of bonds and other
fixed-income securities is generally greater for those securities with longer
maturities. Fluctuations in the market price of the Fund’s investments will not
affect interest income derived from instruments already owned by the Fund, but
will be reflected in the Fund’s net asset value. The Fund may lose money if
short-term or long-term interest rates rise sharply in a manner not anticipated
by Fund management.
To
the extent the Fund invests in debt securities that may be prepaid at the option
of the obligor (such as mortgage-backed securities), the sensitivity of such
securities to changes in interest rates may increase (to the detriment of the
Fund) when interest rates rise. Moreover, because rates on certain floating rate
debt securities typically reset only periodically, changes in prevailing
interest rates (and particularly sudden and significant changes) can be expected
to cause some fluctuations in the net asset value of the Fund to the extent that
it invests in floating rate debt
securities.
These
basic principles of bond prices also apply to U.S. Government securities. A
security backed by the “full faith and credit” of the U.S. Government is
guaranteed only as to its stated interest rate and face value at maturity, not
its current market price. Just like other fixed-income securities,
government-guaranteed securities will fluctuate in value when interest rates
change.
A
general rise in interest rates has the potential to cause investors to move out
of fixed-income securities on a large scale, which may increase redemptions from
funds that hold large amounts of fixed-income securities. Heavy redemptions
could cause the Fund to sell assets at inopportune times or at a loss or
depressed value and could hurt the Fund’s
performance.
Extension Risk — When interest rates rise,
certain obligations will be paid off by the obligor more slowly than
anticipated, causing the value of these obligations to
fall.
Prepayment Risk — When interest rates fall,
certain obligations will be paid off by the obligor more quickly than originally
anticipated, and the Fund may have to invest the proceeds in securities with
lower yields. CLOs are typically structured such that, after a specified period
of time, the majority investor in the equity tranche can call (i.e., redeem) the
securities issued by the CLO in full. The Fund may not be able to accurately
predict when or which of its CLO investments may be called, resulting in the
Fund having to reinvest the proceeds in unfavorable circumstances or
lower-yielding CLOs, which in turn could cause in a decline in the Fund’s
income.
U.S. Government
Obligations Risk. Certain securities in which the Fund may invest,
including securities issued by certain U.S. Government agencies and U.S.
Government sponsored enterprises, are not guaranteed by the U.S. Government or
supported by the full faith and credit
S-3
of
the United States. In addition, circumstances could arise that could prevent the
timely payment of interest or principal on U.S. Government obligations, such as
reaching the legislative “debt ceiling.” Such non‑payment could result in losses
to the Fund and substantial negative consequences for the U.S. economy and the
global financial system.
U.S. Treasury
Obligations Risk. U.S. Treasury obligations may differ from other
securities in their interest rates, maturities, times of issuance and other
characteristics and may provide relatively lower returns than those of other
securities. Similar to other issuers, changes to the financial condition or
credit rating of the U.S. government may cause the value of the Fund’s U.S.
Treasury obligations to decline.
Foreign Securities
Risk. Foreign investments
often involve special risks not present in U.S. investments that can increase
the chances that the Fund will lose money. These risks
include:
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The Fund generally holds
its foreign securities and cash in foreign banks and securities
depositories, which may be recently organized or new to the foreign
custody business and may be subject to only limited or no regulatory
oversight. |
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Changes in foreign
currency exchange rates can affect the value of the Fund’s
portfolio. |
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The economies of certain
foreign markets may not compare favorably with the economy of the United
States with respect to such issues as growth of gross national product,
reinvestment of capital, resources and balance of payments
position. |
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The governments of
certain countries, or the U.S. Government with respect to certain
countries, may prohibit or impose substantial restrictions through capital
controls and/or sanctions on foreign investments in the capital markets or
certain industries in those countries, which may prohibit or restrict the
ability to own or transfer currency, securities, derivatives or other
assets. |
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Many foreign governments
do not supervise and regulate stock exchanges, brokers and the sale of
securities to the same extent as does the United States and may not have
laws to protect investors that are comparable to U.S. securities
laws. |
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Settlement and clearance
procedures in certain foreign markets may result in delays in payment for
or delivery of securities not |
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typically
associated with settlement and clearance of U.S.
investments. |
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The Fund’s claims to
recover foreign withholding taxes may not be successful, and if the
likelihood of recovery of foreign withholding taxes materially decreases,
due to, for example, a change in tax regulation or approach in the foreign
country, accruals in the Fund’s net asset value for such refunds may be
written down partially or in full, which will adversely affect the Fund’s
net asset value. |
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The European financial
markets have recently experienced volatility and adverse trends due to
concerns about economic downturns in, or rising government debt levels of,
several European countries as well as acts of war in the region. These
events may spread to other countries in Europe and may affect the value
and liquidity of certain of the Fund’s
investments. |
Sovereign Debt
Risk. Sovereign debt instruments are subject to the risk that a
governmental entity may delay or refuse to pay interest or repay principal on
its sovereign debt, due, for example, to cash flow problems, insufficient
foreign currency reserves, political considerations, the relative size of the
governmental entity’s debt position in relation to the economy or the failure to
put in place economic reforms required by the International Monetary Fund or
other multilateral agencies.
Foreign Currency
Transactions Risk. The Fund may invest in forward foreign currency
exchange contracts. Forward foreign currency exchange contracts do not eliminate
movements in the value of non‑U.S. currencies and securities but rather allow
the Fund to establish a fixed rate of exchange for a future point in time. This
strategy can have the effect of reducing returns and minimizing opportunities
for gain.
Assets Under
Management (AUM) Risk. From
time to time, an Authorized Participant (as defined in the Creations and
Redemptions section of the Prospectus), a third-party investor, the Fund’s
adviser, an affiliate of the Fund’s adviser, or another fund may invest in the
Fund and hold its investment for a specific period of time to allow the Fund to
achieve size or scale. There can be no assurance that any such entity would not
redeem its investment or that the size of the Fund would be maintained at such
levels, which could negatively impact the
Fund.
Authorized
Participant Concentration Risk. Only an Authorized Participant may engage in
creation or
S-4
redemption
transactions directly with the Fund. There are a limited number of institutions
that may act as Authorized Participants for the Fund, including on an agency
basis on behalf of other market participants. No Authorized Participant is
obligated to engage in creation or redemption transactions. To the extent that
Authorized Participants exit the business or do not place creation or redemption
orders for the Fund and no other Authorized Participant places orders, Fund
shares are more likely to trade at a premium or discount to NAV and possibly
face trading halts or delisting.
Cash Transactions
Risk. The Fund may effect some or all of its creations and
redemptions for cash, rather than in-kind securities. As a result, the Fund may
have to sell portfolio securities at inopportune times in order to obtain the
cash needed to meet redemption orders. This may cause the Fund to sell a
security and recognize a capital gain or loss that might not have been incurred
if it had made a redemption in‑kind. The use of cash creations and redemptions
may also cause the Fund’s shares to trade in the market at wider bid‑ask spreads
or greater premiums or discounts to the Fund’s
NAV.
Derivatives
Risk. The Fund’s use of derivatives may
increase its costs, reduce the Fund’s returns and/or increase volatility.
Derivatives involve significant risks,
including:
Leverage Risk — The Fund’s use of derivatives
can magnify the Fund’s gains and losses. Relatively small market movements may
result in large changes in the value of a derivatives position and can result in
losses that greatly exceed the amount originally
invested.
Market Risk — Some derivatives are more
sensitive to interest rate changes and market price fluctuations than other
securities. The Fund could also suffer losses related to its derivatives
positions as a result of unanticipated market movements, which losses are
potentially unlimited. Finally, BFA may not be able to predict correctly the
direction of securities prices, interest rates and other economic factors, which
could cause the Fund’s derivatives positions to lose
value.
Counterparty Risk — Derivatives are also
subject to counterparty risk, which is the risk that the other party in the
transaction will be unable or unwilling to fulfill its contractual obligation,
and the related risks of having concentrated exposure to such a
counterparty.
Illiquidity Risk — The possible lack of a
liquid secondary market for derivatives and the resulting inability of the Fund
to sell or otherwise close a derivatives position could expose the Fund to
losses and could make derivatives more difficult for the Fund to value
accurately.
Operational Risk — The use of derivatives
includes the risk of potential operational issues, including documentation
issues, settlement issues, systems failures, inadequate controls and human
error.
Legal Risk — The risk of insufficient
documentation, insufficient capacity or authority of counterparty, or legality
or enforceability of a contract.
Volatility and Correlation Risk — Volatility
is defined as the characteristic of a security, an index or a market to
fluctuate significantly in price within a short time period. A risk of the
Fund’s use of derivatives is that the fluctuations in their values may not
correlate with the overall securities
markets.
Valuation Risk — Valuation for derivatives may
not be readily available in the market. Valuation may be more difficult in times
of market turmoil since many investors and market makers may be reluctant to
purchase complex instruments or quote prices for
them.
Hedging Risk — Hedges are sometimes subject to
imperfect matching between the derivative and the underlying security, and there
can be no assurance that the Fund’s hedging transactions will be effective. The
use of hedging may result in certain adverse tax
consequences.
Tax Risk — Certain aspects of the tax
treatment of derivative instruments, including swap agreements and
commodity-linked derivative instruments, are currently unclear and may be
affected by changes in legislation, regulations or other legally binding
authority. Such treatment may be less favorable than that given to a direct
investment in an underlying asset and may adversely affect the timing, character
and amount of income the Fund realizes from its
investments.
Emerging Markets
Risk. Emerging markets are riskier than more developed markets
because they tend to develop unevenly and may never fully develop. Investments
in emerging markets may be considered speculative. Emerging markets are more
likely to experience hyperinflation and currency devaluations, which adversely
affect returns to U.S.
S-5
investors.
In addition, many emerging financial markets have far lower trading volumes and
less liquidity than developed markets.
High Yield Bonds
Risk. Although junk bonds generally pay higher rates of interest
than investment grade bonds, junk bonds are high risk investments that are
considered speculative and may cause income and principal losses for the
Fund
Large Shareholder and
Large-Scale Redemption Risk. Certain shareholders, including a third-party
investor, the Fund’s adviser or an affiliate of the Fund’s adviser, or another
entity, may from time to time own or manage a substantial amount of Fund shares,
or may invest in the Fund and hold its investment for a limited period of time.
There can be no assurance that any large shareholder or large group of
shareholders would not redeem their investment. Redemptions by large
shareholders or a large group of shareholders could have a significant negative
impact on the Fund. Redemptions of a large number of Fund shares could require
the Fund to dispose of assets to meet the redemption requests, which can
accelerate the realization of taxable income and cause the Fund to make taxable
distributions to its shareholders earlier than the Fund otherwise would have. In
addition, under certain circumstances, non‑redeeming shareholders may be treated
as receiving a disproportionately large taxable distribution during or with
respect to such year. In some circumstances, the Fund may hold a relatively
large proportion of its assets in cash in anticipation of large redemptions,
diluting its investment returns. These large redemptions may also force the Fund
to sell portfolio securities when it might not otherwise do so, which may
negatively impact the Fund’s NAV and increase the Fund’s brokerage costs and/or
accelerate the realization of taxable income and/or capital gains to
shareholders. In addition, large redemptions can result in the Fund’s current
expenses being allocated over a smaller asset base, which generally results in
an increase in the Fund’s expense ratio. Because large redemptions can adversely
affect a portfolio manager’s ability to implement a fund’s investment strategy,
the Fund also reserves the right to redeem in-kind, subject to certain
conditions.
Leverage
Risk. Some transactions may
give rise to a form of economic leverage. These transactions may include, among
others, derivatives, and may expose the Fund to greater risk and increase its
costs. The use of leverage may cause the Fund to liquidate portfolio positions
when it may not be advantageous to do so to satisfy its obligations or
to
meet
the applicable requirements of the Investment Company Act and the rules
thereunder. Increases and decreases in the value of the Fund’s portfolio will be
magnified when the Fund uses leverage.
Market Risk and
Selection Risk. Market risk
is the risk that one or more markets in which the Fund invests will go down in
value, including the possibility that the markets will go down sharply and
unpredictably. The value of a security or other asset may decline due to changes
in general market conditions, economic trends or events that are not
specifically related to the issuer of the security or other asset, or factors
that affect a particular issuer or issuers, exchange, country, group of
countries, region, market, industry, group of industries, sector or asset class.
Local, regional or global events such as war, acts of terrorism, the spread of
infectious illness or other public health issues like pandemics or epidemics,
recessions, or other events could have a significant impact on the Fund and its
investments. Selection risk is the risk that the securities selected by Fund
management will underperform the markets, the relevant indices or the securities
selected by other funds with similar investment objectives and investment
strategies. This means you may lose money.
Recent
policy initiatives undertaken by the U.S. government have the potential to
impact international relations, trade agreements and the overall regulatory
environment in ways that could create uncertainty and instability in domestic
and global markets, and could adversely affect the investment performance of the
Fund. In particular, actions taken by the U.S. government in respect of
international trade relations could lead to trade wars, increased costs for
imported goods, disruptions in supply chains, reduced foreign investment, and
instability in regions where the Fund
invests.
Market Trading
Risk. The Fund faces
numerous market trading risks, including the potential lack of an active market
for Fund shares (including through a trading halt), losses from trading in
secondary markets, periods of high volatility, and disruptions in the process of
creating and redeeming Fund shares. Any of these factors, among others, may lead
to the Fund’s shares trading in the secondary market at a premium or discount to
NAV or to the intraday value of the Fund’s portfolio holdings. If you buy Fund
shares at a time when the market price is at a premium to NAV or sell Fund
shares at a time when the market price is at a discount to NAV, you may pay
significantly more or receive significantly less than the underlying value of
the Fund shares.
S-6
Money Market
Securities Risk. If market conditions improve while the Fund has
invested some or all of its assets in high quality money market securities, this
strategy could result in reducing the potential gain from the market upswing,
thus reducing the Fund’s opportunity to achieve its investment
objective.
Mortgage- and
Asset-Backed Securities Risks. Mortgage- and asset-backed securities
represent interests in “pools” of mortgages or other assets, including consumer
loans or receivables held in trust. Mortgage- and asset-backed securities are
subject to credit, interest rate, prepayment and extension risks. These
securities also are subject to risk of default on the underlying mortgage or
asset, particularly during periods of economic downturn. Small movements in
interest rates (both increases and decreases) may quickly and significantly
reduce the value of certain mortgage-backed
securities.
Non‑Diversification
Risk — The Fund is a non‑diversified fund. Because the Fund may
invest in securities of a smaller number of issuers, it may be more exposed to
the risks associated with and developments affecting an individual issuer than a
fund that invests more widely.
Operational and
Technology Risks. The Fund is directly and indirectly susceptible
to operational and technology risks, including those related to human errors,
processing errors, communication errors, systems failures, cybersecurity
incidents, and the use of artificial intelligence and machine learning (“AI”),
which may result in losses for the Fund and its shareholders or may impair the
Fund’s operations. While the Fund’s service providers are required to have
appropriate operational, information security and cybersecurity risk management
policies and procedures, their methods of risk management may differ from those
of the Fund. Operational and technology risks for the issuers in which the Fund
invests could also result in material adverse consequences for such issuers and
may cause the Fund’s investments in such issuers to lose
value.
Repurchase Agreements
and Purchase and Sale Contracts Risk. If the other party to a
repurchase agreement or purchase and sale contract defaults on its obligation
under the agreement, the Fund may suffer delays and incur costs or lose money in
exercising its rights under the agreement. If the seller fails to repurchase the
security in either situation and the market value of the security declines, the
Fund may lose money.
Small Fund
Risk. When the Fund’s size is small, the Fund may experience low
trading volume and wide bid/ask spreads. The Fund’s performance near its
inception date may not represent how the Fund will perform in the future or with
a larger asset base. The Fund may buy smaller-sized bonds known as “odd lots,”
which may be purchased or sold at a discount to similar “round lot” bonds. The
prices used by the Fund may differ from the value that would be realized if
these securities were sold, and the impact of such pricing differences on the
Fund’s performance may be heightened when the Fund’s size is small. In addition,
the Fund may face the risk of being delisted if it does not meet certain
requirements set by the listing exchange. Any resulting liquidation of the Fund
could lead to elevated transaction costs for the Fund and negative tax
consequences for its shareholders.
Performance
Information
As
of the date of this prospectus (the “Prospectus”), the Fund does not have a full
calendar year of performance information to
report.
Management
Investment Adviser and Sub‑Adviser. The Fund’s
investment adviser is BFA. The Fund’s sub‑adviser is BlackRock International
Limited (“BIL” or the “Sub‑Adviser”). Where applicable, the use of the term BFA
also refers to the Sub‑Adviser.
Portfolio Managers. Thomas Becker, Richard
Murrall, Simon Wan, Daniel Felder, and Vish Acharya (the “Portfolio Managers”)
are jointly and primarily responsible for the day to day management of the Fund.
Messrs. Becker, Felder, Murrall, Wan and Acharya have been Portfolio Managers of
the Fund since 2025.
Purchase
and Sale of Fund Shares
The
Fund is an ETF. Individual shares of the Fund may only be bought and sold in the
secondary market through a broker-dealer. Because ETF shares trade at market
prices rather than at NAV, shares may trade at a price greater than NAV (a
premium) or less than NAV (a discount). An investor may incur costs attributable
to the difference between the highest price a buyer is willing to pay to
purchase shares of the Fund (bid) and the lowest price a seller is willing to
accept for shares of the Fund (ask) when buying or selling shares in the
secondary market (the “bid-ask spread”).
S-7
Tax
Information
The
Fund intends to make distributions that may be taxable to you as ordinary income
or capital gains, unless you are investing through a tax‑deferred arrangement
such as a 401(k) plan or an individual retirement account (“IRA”), in which
case, your distributions generally will be taxed when withdrawn.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (such as a
bank),
BFA or other related companies may pay the intermediary for marketing activities
and presentations, educational training programs, conferences, the development
of technology platforms and reporting systems or other services related to the
sale or promotion of the Fund. These payments may create a conflict of interest
by influencing the broker-dealer or other intermediary and your salesperson to
recommend the Fund over another investment. Ask your salesperson or visit your
financial intermediary’s website for more information.
S-8
More
Information About the Fund
This
Prospectus contains important information about investing in the Fund. Please
read this Prospectus carefully before you make any investment decisions.
Additional information regarding the Fund is available at www.blackrock.com.
BlackRock
Fund Advisors (“BFA”) is the investment adviser to the Fund. Shares of the Fund
are listed for trading on NYSE Arca, Inc. (“NYSE Arca”). The market price for a
share of the Fund may be different from the Fund’s most recent net asset value
(“NAV”).
The
Fund is an actively managed ETF and, thus, does not seek to replicate the
performance of a specified index. Accordingly, the management team has
discretion on a daily basis to manage the Fund’s portfolio in accordance with
the Fund’s investment objective.
ETFs
are funds that trade like other publicly-traded securities. Similar to shares of
a mutual fund, each share of the Fund represents an ownership interest in an
underlying portfolio of securities and other instruments. Unlike shares of a
mutual fund, which can be bought and redeemed from the issuing fund by all
shareholders at a price based on NAV, shares of the Fund may be purchased or
redeemed directly from the Fund at NAV solely by Authorized Participants and
only in aggregations of a specified number of shares (“Creation Units”). Also
unlike shares of a mutual fund, shares of the Fund are listed on a national
securities exchange and trade in the secondary market at market prices that
change throughout the day.
Investment Objective. The investment objective
of the Fund is to seek a total return, net of Fund expenses, in excess of the
Bloomberg Global Treasury USD Hedged Index. The Fund’s investment objective is a
non‑fundamental policy and may be changed without shareholder approval.
Additional Information on Principal Investment
Strategies.
The
Fund seeks to achieve its investment objective by investing primarily in a
portfolio of government bonds globally and related derivative instruments with
similar economic characteristics while hedging currency exposure to United
States (“U.S.”) dollars.
Under
normal circumstances, the Fund will invest at least 80% of its net assets, plus
the amount of any borrowings for investment purposes, in a portfolio of
government bonds and derivatives that provide investment exposure to such
securities or to one or more market risk factors associated with such
securities. For the purposes of this strategy, “government bonds” include
obligations issued or guaranteed by the U.S. Government or a foreign government
or their agencies, instrumentalities or political subdivisions. The 80% policy
is a non‑fundamental policy of the Fund and may not be changed without 60 days’
prior notice to shareholders.
Under
normal circumstances, the Fund anticipates it will allocate a substantial amount
(approximately 40% or more — unless market conditions are not deemed favorable
by BlackRock, in which case the Fund would invest at least 30%) of its total
assets in securities (or derivatives with similar economic characteristics) of
(i) foreign government issuers, (ii) issuers organized or located
outside the U.S., (iii) issuers whose securities primarily trade in a market
located outside the U.S., or (iv) issuers doing a substantial amount of
business outside the U.S., which the Fund considers to be companies that derive
at least 50% of their revenue or profits from business outside the U.S. or have
at least 50% of their sales or assets outside the U.S.. The Fund will allocate
its assets among various regions and countries, including the U.S. (but in no
less than three different countries). The Fund may invest in both developed and
emerging markets. For temporary defensive purposes, the Fund may deviate very
substantially from the allocations described above.
In
order to mitigate exposure to fluctuations between the value of non‑U.S.
currencies and the U.S. dollar, the Fund intends to enter into foreign currency
transactions on a spot basis and foreign currency forward contracts designed to
offset the Fund’s exposure to non‑U.S. currencies. A foreign currency forward
contract is a contract between two parties to buy or sell a specified amount of
a specific currency in the future at an agreed-upon exchange rate. The Fund’s
utilization of spot foreign currency transactions foreign currency forward
contracts is based on the aggregate exposure of the Fund to non‑U.S. currencies.
The
Fund may also use non‑deliverable forward (“NDF”) contracts to execute its
hedging transactions. An NDF contract is a contract where there is no physical
settlement of two currencies at maturity. Rather, based on the
9
movement
of the currencies and the contractually agreed-upon exchange rate, a net cash
settlement will be made by one party to the other in U.S. dollars.
The
Fund may use derivatives, including options, futures, swaps (including, but not
limited to, credit default swaps and total return swaps, some of which may be
referred to as contracts for difference) and forward contracts, both to seek to
increase the return of the Fund and to hedge (or protect) the value of its
assets against adverse movements in interest rates and movements in the
securities markets. In order to manage cash flows into or out of the Fund
effectively, the Fund may buy and sell financial futures contracts or options on
such contracts. Derivatives are financial instruments whose value is derived
from another security, a currency or an index.
The
Fund may invest in securities rated either investment grade or below investment
grade at the time of purchase. Investment grade bonds are bonds rated in the
four highest categories by at least one of the major rating agencies or
determined by Fund management to be of similar quality. The Fund may invest in
securities of any maturity or duration. The average maturity of the Fund’s
portfolio securities will vary based upon BlackRock’s view of economic and
market conditions.
The
Fund may also invest in mortgage-backed securities (“MBS”); securitized assets
such as asset-backed securities; structured securities; repurchase agreements;
money market instruments and dollar-denominated and non‑dollar‑denominated debt
obligations of U.S. or foreign issuers.
The
Fund is classified as non‑diversified under the Investment Company Act.
Investment Process. The Fund seeks to achieve
its objective by investing primarily in government bonds globally and related
derivative instruments and hedging currency exposure to U.S. dollars. The
portfolio management team’s investment process focuses on creating a macro
outlook based on economic fundamentals and looking for investment opportunities
where the team believes that outlook is mispriced.
The
portfolio management team will use a combination of systematic (i.e. rule based)
and discretionary investment techniques to manage the portfolio. The systematic
techniques analyze macro fundamentals like growth, inflation, and policy as well
as various measures of market pricing data across countries to identify
investment opportunities. The discretionary investment process derives
investment themes based on research and analysis of macro-economic data. Both
processes seek to identify attractive risk-adjusted tactical opportunities and
are combined into a diversified portfolio of active insights and exposures.
An
investment in the Fund is not a bank deposit and it is not insured or guaranteed
by the Federal Deposit Insurance Corporation or any other government agency, BFA
or any of its affiliates.
Other Strategies. In addition to the principal
strategies discussed above, the Fund may also invest or engage in the following
investments/strategies:
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Borrowing — The Fund may borrow
for temporary or emergency purposes, including to meet redemptions, for
the payment of dividends, for share repurchases or for the clearance of
transactions, subject to the limits set forth under the Investment Company
Act, the rules and regulations thereunder and any applicable exemptive
relief. |
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Convertible
Securities — The Fund may invest in convertible securities.
Convertible securities generally are debt securities or preferred stock
that may be converted into common stock. Convertible securities typically
pay current income as either interest (debt security convertibles) or
dividends (preferred stock). A convertible security’s value usually
reflects both the stream of current income payments and the market value
of the underlying common stock. |
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Equity
Securities — The Fund may invest in equity securities,
including common stock and warrants. The Fund may acquire and hold common
stock either directly or indirectly. Indirect acquisitions include unit
offerings with fixed-income securities or in connection with an amendment,
waiver, or a conversion or exchange of fixed-income securities, or in
connection with the bankruptcy or workout of a distressed fixed-income
security, or upon the exercise of a right or warrant obtained in
connection with the Fund’s investment in a fixed-income security.
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Pay‑in‑kind
Bonds — The Fund may invest in pay‑in‑kind bonds, which are
bonds that allow the lender, at its option, to make current interest
payments on such securities either in cash or in additional securities.
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10
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Investment
Companies — The Fund has the ability to
invest in other investment companies, such as exchange-traded funds, unit
investment trusts, and open‑end and closed‑end funds, subject to the
applicable limits under the Investment Company Act and the rules
thereunder. The Fund may invest in affiliated investment
companies, including affiliated money market funds and affiliated
exchange-traded funds. |
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Securities
Lending — The Fund may lend securities with a value up to 33
1/3 % of its total assets to financial institutions that provide cash
or securities issued or guaranteed by the U.S. Government as collateral.
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Restricted
Securities — Restricted securities are securities that
cannot be offered for public resale unless registered under the
applicable securities laws or that have a contractual restriction that
prohibits or limits their resale. They may include Rule 144A
securities, which are privately placed securities that can be resold to
qualified institutional buyers but not to the general public, and
securities of U.S. and non‑U.S. issuers that are offered pursuant
to Regulation S under the Securities Act of 1933, as amended.
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Temporary
Defensive Strategies — For temporary defensive purposes, for
example, to respond to adverse market, economic, political or other
conditions, the Fund may depart from its principal investment strategies
and may restrict the markets in which it invests and may invest without
limitation in cash, cash equivalents, money market securities, such as
U.S. Treasury and agency obligations, other U.S. Government securities,
short-term debt obligations of corporate issuers, certificates of deposit,
bankers acceptances, commercial paper (short-term, unsecured, negotiable
promissory notes of a domestic or foreign issuer) or other high quality
fixed-income securities. Temporary defensive positions may affect the
Fund’s ability to achieve its investment objective.
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Warrants — The Fund may invest in
warrants, which are options to buy, directly from the issuer, a stated
number of shares of stock at a specified price anytime during the life of
the warrant. Since a warrant does not carry with it the right to dividends
or voting rights with respect to securities that the warrant holder is
entitled to purchase, and because it does not represent any rights to the
assets of the issuer, a warrant may be considered more speculative than
certain other types of investments. |
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When-Issued and
Delayed Delivery Securities and Forward Commitments — The
Fund may invest in securities prior to their date of issue. The purchase
or sale of securities on a when-issued basis or on a delayed delivery
basis or through a forward commitment involves the purchase or sale of
securities by the Fund at an established price with payment and delivery
taking place in the future. The Fund enters into these transactions to
obtain what is considered an advantageous price to the Fund at the time of
entering into the transaction. |
A
Further Discussion of Principal Risks
The
Fund is subject to various risks, including the principal risks noted below, any
of which may adversely affect the Fund’s NAV, trading price, yield, total return
and ability to meet its investment objective. You could lose all or part of your
investment in the Fund, and the Fund could underperform other investments. The
order of the below risk factors does not indicate the significance of any
particular risk factor. The Fund discloses its portfolio holdings daily at
www.blackrock.com.
Assets Under
Management (AUM) Risk — From time to time, an Authorized
Participant (as defined in the Creations and Redemptions section of the
Prospectus), a third-party investor, the Fund’s adviser, an affiliate of the
Fund’s adviser, or another fund may invest in the Fund and hold its investment
for a specific period of time to allow the Fund to achieve size or scale. There
can be no assurance that any such entity would not redeem its investment or that
the size of the Fund would be maintained at such levels, which could negatively
impact the Fund.
Authorized
Participant Concentration Risk — Only an Authorized Participant
may engage in creation or redemption transactions directly with the Fund. There
are a limited number of institutions that may act as Authorized Participants for
the Fund, including on an agency basis on behalf of other market participants.
No Authorized Participant is obligated to engage in creation or redemption
transactions. To the extent that Authorized Participants exit the business or do
not place creation or redemption orders for the Fund and no other Authorized
Participant places orders, Fund shares are more likely to trade at a premium or
discount to NAV and possibly face trading halts or delisting. Authorized
Participant concentration risk may be heightened for the Fund because it may
invest in securities issued by non-U.S. issuers or instruments with lower
trading volume. Such assets often entail greater settlement and operational
complexity and higher capital costs for Authorized Participants, which may limit
the number of Authorized Participants that engage with the Fund.
11
Cash Transactions
Risk — The Fund may effect
part or all of its creations and redemptions for cash, rather than in‑kind
securities. Paying redemption proceeds in cash rather than through in‑kind
delivery of portfolio securities may require the Fund to dispose of or sell
portfolio securities or other assets at an inopportune time to obtain the cash
needed to meet redemption orders. This may cause the Fund to sell a security and
recognize a capital gain or loss that might not have been incurred if it had
made a redemption in‑kind. As a result, the Fund may pay out higher or lower
annual capital gains distributions than ETFs that redeem in‑kind. The use of
cash creations and redemptions may also cause the Fund’s shares to trade in the
market at greater bid‑ask spreads or greater premiums or discounts to the Fund’s
NAV. Furthermore, the Fund may not be able to execute cash transactions for
creation and redemption purposes at the same price used to determine the Fund’s
NAV. To the extent that the maximum additional charge for creation or redemption
transactions is insufficient to cover the execution shortfall, the Fund’s
performance could be negatively impacted.
Debt Securities
Risk — Debt securities, such as bonds, involve risks, such as
credit risk, interest rate risk, extension risk, and prepayment risk, each of
which are described in further detail below:
Credit Risk — Credit risk refers to the
possibility that the issuer of a debt security (i.e., the borrower) will not be
able to make payments of interest and principal when due. Changes in an issuer’s
credit rating or the market’s perception of an issuer’s creditworthiness may
also affect the value of the Fund’s investment in that issuer. The degree of
credit risk depends on both the financial condition of the issuer and the terms
of the obligation.
Interest Rate Risk — The market value of bonds
and other fixed-income securities changes in response to interest rate changes
and other factors. Interest rate risk is the risk that prices of bonds and other
fixed-income securities will increase as interest rates fall and decrease as
interest rates rise.
The
Fund may be subject to a greater risk of rising interest rates during a period
of historically low interest rates. For example, if interest rates increase by
1%, assuming a current portfolio duration of ten years, and all other factors
being equal, the value of the Fund’s investments would be expected to decrease
by 10%. (Duration is a measure of the price sensitivity of a debt security or
portfolio of debt securities to relative changes in interest rates.) The
magnitude of these fluctuations in the market price of bonds and other
fixed-income securities is generally greater for those securities with longer
maturities. Fluctuations in the market price of the Fund’s investments will not
affect interest income derived from instruments already owned by the Fund, but
will be reflected in the Fund’s net asset value. The Fund may lose money if
short-term or long-term interest rates rise sharply in a manner not anticipated
by Fund management.
To
the extent the Fund invests in debt securities that may be prepaid at the option
of the obligor (such as mortgage-backed securities), the sensitivity of such
securities to changes in interest rates may increase (to the detriment of the
Fund) when interest rates rise. Moreover, because rates on certain floating rate
debt securities typically reset only periodically, changes in prevailing
interest rates (and particularly sudden and significant changes) can be expected
to cause some fluctuations in the net asset value of the Fund to the extent that
it invests in floating rate debt securities.
These
basic principles of bond prices also apply to U.S. Government securities. A
security backed by the “full faith and credit” of the U.S. Government is
guaranteed only as to its stated interest rate and face value at maturity, not
its current market price. Just like other fixed-income securities,
government-guaranteed securities will fluctuate in value when interest rates
change.
Changing
interest rates may have unpredictable effects on markets, may result in
heightened market volatility, and could negatively impact the Fund’s
performance. A general rise in interest rates has the potential to cause
investors to move out of fixed-income securities on a large scale, which may
increase redemptions from mutual funds that hold large amounts of fixed-income
securities. Heavy redemptions could cause the Fund to sell assets at inopportune
times or at a loss or depressed value and could hurt the Fund’s performance.
During
periods of very low or negative interest rates, the Fund may be unable to
maintain positive returns. Certain countries have recently experienced negative
interest rates on certain fixed-income instruments. Very low or negative
interest rates may magnify interest rate risk. Changing interest rates,
including rates that fall below zero, may have unpredictable effects on markets,
may result in heightened market volatility and may detract from Fund performance
to the extent the Fund is exposed to such interest rates.
Extension Risk — When interest rates rise,
certain obligations will be paid off by the obligor more slowly than
anticipated, causing the value of these obligations to fall. Rising interest
rates tend to extend the duration of securities,
12
making
them more sensitive to changes in interest rates. The value of longer-term
securities generally changes more in response to changes in interest rates than
shorter-term securities. As a result, in a period of rising interest rates,
securities may exhibit additional volatility and may lose value.
Prepayment Risk — When interest rates fall,
certain obligations will be paid off by the obligor more quickly than originally
anticipated, and the Fund may have to invest the proceeds in securities with
lower yields. In periods of falling interest rates, the rate of prepayments
tends to increase (as does price fluctuation) as borrowers are motivated to pay
off debt and refinance at new lower rates. During such periods, reinvestment of
the prepayment proceeds by the management team will generally be at lower rates
of return than the return on the assets that were prepaid. Prepayment reduces
the yield to maturity and the average life of the security.
Derivatives
Risk — The Fund’s use of derivatives may
increase its costs, reduce the Fund’s returns and/or increase volatility.
Derivatives involve significant risks, including:
Leverage Risk — The Fund’s use of derivatives
can magnify the Fund’s gains and losses. Relatively small market movements may
result in large changes in the value of a derivatives position and can result in
losses that greatly exceed the amount originally invested.
Market Risk — Some derivatives are more
sensitive to interest rate changes and market price fluctuations than other
securities. The Fund could also suffer losses related to its derivatives
positions as a result of unanticipated market movements, which losses are
potentially unlimited. Finally, BFA may not be able to predict correctly the
direction of securities prices, interest rates and other economic factors, which
could cause the Fund’s derivatives positions to lose value.
Counterparty Risk — Derivatives are also
subject to counterparty risk, which is the risk that the other party in the
transaction will be unable or unwilling to fulfill its contractual obligation,
and the related risks of having concentrated exposure to such a counterparty.
Illiquidity Risk — The possible lack of a
liquid secondary market for derivatives and the resulting inability of the Fund
to sell or otherwise close a derivatives position could expose the Fund to
losses and could make derivatives more difficult for the Fund to value
accurately.
Operational Risk — The use of derivatives
includes the risk of potential operational issues, including documentation
issues, settlement issues, systems failures, inadequate controls and human
error.
Legal Risk — The risk of insufficient
documentation, insufficient capacity or authority of counterparty, or legality
or enforceability of a contract.
Volatility and Correlation Risk — The Fund’s
use of derivatives may reduce the Fund’s returns and/or increase volatility.
Volatility is defined as the characteristic of a security, an index or a market
to fluctuate significantly in price within a short time period. A risk of the
Fund’s use of derivatives is that the fluctuations in their values may not
correlate with the overall securities markets.
Valuation Risk — Valuation for derivatives may
not be readily available in the market. Valuation may be more difficult in times
of market turmoil since many investors and market makers may be reluctant to
purchase complex instruments or quote prices for them. Derivatives may also
expose the Fund to greater risk and increase its costs. Certain transactions in
derivatives involve substantial leverage risk and may expose the Fund to
potential losses that exceed the amount originally invested by the Fund.
Hedging Risk — When a derivative is used as a
hedge against a position that the Fund holds, any loss generated by the
derivative generally should be substantially offset by gains on the hedged
investment, and vice versa. While hedging can reduce or eliminate losses, it can
also reduce or eliminate gains. Hedges are sometimes subject to imperfect
matching between the derivative and the underlying security, and there can be no
assurance that the Fund’s hedging transactions will be effective. The use of
hedging may result in certain adverse tax consequences noted below.
Tax Risk — The federal income tax treatment of
a derivative may not be as favorable as a direct investment in an underlying
asset and may adversely affect the timing, character and amount of income the
Fund realizes from its
13
investments.
As a result, a larger portion of the Fund’s distributions may be treated as
ordinary income rather than capital gains. In addition, certain derivatives are
subject to mark‑to‑market or straddle provisions of the Internal Revenue Code of
1986, as amended (the “Internal Revenue Code”). If such provisions are
applicable, there could be an increase (or decrease) in the amount of taxable
dividends paid by the Fund. In addition, the tax treatment of certain
derivatives, such as swaps, is unsettled and may be subject to future
legislation, regulation or administrative pronouncements issued by the IRS.
Regulatory Risk — Derivative contracts are
subject to regulation under the Dodd-Frank Wall Street Reform and Consumer
Protection Act (the “Dodd-Frank Act”) in the United States and under comparable
regimes in Europe, Asia and other non‑U.S. jurisdictions. Under the Dodd-Frank
Act, with respect to uncleared swaps, swap dealers are required to collect
variation margin from the Fund and may be required by applicable regulations to
collect initial margin from the Fund. Both initial and variation margin may be
comprised of cash and/or securities, subject to applicable regulatory haircuts.
Shares of investment companies (other than certain money market funds) may not
be posted as collateral under applicable regulations. In addition, regulations
adopted by global prudential regulators that are now in effect require certain
bank-regulated counterparties and certain of their affiliates to include in
certain financial contracts, including many derivatives contracts, terms that
delay or restrict the rights of counterparties, such as the Fund, to terminate
such contracts, foreclose upon collateral, exercise other default rights or
restrict transfers of credit support in the event that the counterparty and/or
its affiliates are subject to certain types of resolution or insolvency
proceedings. The implementation of these requirements with respect to
derivatives, as well as regulations under the Dodd-Frank Act regarding clearing,
mandatory trading and margining of other derivatives, may increase the costs and
risks to the Fund of trading in these instruments and, as a result, may affect
returns to investors in the Fund.
Future
regulatory developments may impact the Fund’s ability to invest or remain
invested in certain derivatives. Legislation or regulation may also change the
way in which the Fund itself is regulated. BFA cannot predict the effects of any
new governmental regulation that may be implemented on the ability of the Fund
to use swaps or any other financial derivative product, and there can be no
assurance that any new governmental regulation will not adversely affect the
Fund’s ability to achieve its investment objective.
Risks Specific to Certain Derivatives Used by the
Fund
Swaps — Swap agreements, including total
return swaps that may be referred to as contracts for difference, are two‑party
contracts entered into for periods ranging from a few days to more than one
year. In a standard “swap” transaction, two parties agree to exchange the
value(s) or cash flow(s) of one asset for another over a certain period of time.
Swap agreements involve the risk that the party with whom the Fund has entered
into the swap will default on its obligation to pay the Fund and the risk that
the Fund will not be able to meet its obligations to pay the other party to the
agreement. Swap agreements may also involve the risk that there is an imperfect
correlation between the return on the Fund’s obligation to its counterparty and
the return on the referenced asset. In addition, swap agreements are subject to
market and illiquidity risk, leverage risk and hedging risk.
Forward Foreign Currency Exchange Contracts —
Forward foreign currency exchange transactions are OTC contracts to purchase or
sell a specified amount of a specified currency or multinational currency unit
at a price and future date set at the time of the contract. Forward foreign
currency exchange contracts do not eliminate fluctuations in the value of
non‑U.S. securities but rather allow the Fund to establish a fixed rate of
exchange for a future point in time. This strategy can have the effect of
reducing returns and minimizing opportunities for gain.
Futures — Futures are standardized,
exchange-traded contracts that obligate a purchaser to take delivery, and a
seller to make delivery, of a specific amount of an asset at a specified future
date at a specified price. The primary risks associated with the use of futures
contracts and options are: (a) the imperfect correlation between the change
in market value of the instruments held by the Fund and the price of the futures
contract or option; (b) the possible lack of a liquid secondary market for
a futures contract and the resulting inability to close a futures contract when
desired; (c) losses caused by unanticipated market movements, which are
potentially unlimited; (d) the investment adviser’s inability to predict
correctly the direction of securities prices, interest rates, currency exchange
rates and other economic factors; and (e) the possibility that the
counterparty will default in the performance of its obligations.
Options — An option is an agreement that, for
a premium payment or fee, gives the option holder (the purchaser) the right but
not the obligation to buy (a “call option”) or sell (a “put option”) the
underlying asset (or settle for cash in an amount based on an underlying asset,
rate, or index) at a specified price (the “exercise price”) during a period of
time
14
or
on a specified date. Investments in options are considered speculative. When the
Fund purchases an option, it may lose the total premium paid for it if the price
of the underlying security or other assets decreased, remained the same or
failed to increase to a level at or beyond the exercise price (in the case of a
call option) or increased, remained the same or failed to decrease to a level at
or below the exercise price (in the case of a put option). If a put or call
option purchased by the Fund were permitted to expire without being sold or
exercised, its premium would represent a loss to the Fund. To the extent that
the Fund writes or sells an option, if the decline or increase in the underlying
asset is significantly below or above the exercise price of the written option,
the Fund could experience a substantial loss.
Emerging Markets
Risk — The risks of foreign investments are usually much greater
for emerging markets. Investments in emerging markets may be considered
speculative. Emerging markets may include those in countries considered emerging
or developing by the World Bank, the International Finance Corporation or the
United Nations. Emerging markets are riskier than more developed markets because
they tend to develop unevenly and may never fully develop. They are more likely
to experience hyperinflation and currency devaluations, which adversely affect
returns to U.S. investors. In addition, many emerging markets have far lower
trading volumes and less liquidity than developed markets. Since these markets
are often small, they may be more likely to suffer sharp and frequent price
changes or long-term price depression because of adverse publicity, investor
perceptions or the actions of a few large investors. In addition, traditional
measures of investment value used in the United States, such as price to
earnings ratios, may not apply to certain small markets. Also, there may be less
publicly available information about issuers in emerging markets than would be
available about issuers in more developed capital markets, and such issuers may
not be subject to accounting, auditing and financial reporting standards and
requirements comparable to those to which U.S. companies are subject.
Many
emerging markets have histories of political instability and abrupt changes in
policies. As a result, their governments are more likely to take actions that
are hostile or detrimental to private enterprise or foreign investment than
those of more developed countries, including expropriation of assets,
confiscatory taxation, high rates of inflation or unfavorable diplomatic
developments. In the past, governments of such nations have expropriated
substantial amounts of private property, and most claims of the property owners
have never been fully settled. There is no assurance that such expropriations
will not reoccur. In such an event, it is possible that the Fund could lose the
entire value of its investments in the affected market. Some countries have
pervasive corruption and crime that may hinder investments. Certain emerging
markets may also face other significant internal or external risks, including
the risk of war, and ethnic, religious and racial conflicts. In addition,
governments in many emerging market countries participate to a significant
degree in their economies and securities markets, which may impair investment
and economic growth. National policies that may limit the Fund’s investment
opportunities include restrictions on investment in issuers or industries deemed
sensitive to national interests.
There
could be additional impacts on the value of the Fund as a result of
sustainability risks which may affect these markets, in particular those caused
by environmental changes related to climate change, social issues (including
relating to labor rights) and governance risk (including but not limited to
risks around board independence, ownership and control, or audit and tax
management). Additionally, disclosures or third-party data coverage associated
with sustainability risks is generally less available or transparent in these
markets.
Emerging
markets may also have differing legal systems and the existence or possible
imposition of exchange controls, custodial restrictions or other foreign or U.S.
governmental laws or restrictions applicable to such investments may adversely
affect the Fund’s performance. Sometimes, they may lack or be in the relatively
early development of legal structures governing private and foreign investments
and private property. Many emerging markets do not have income tax treaties with
the United States, and as a result, investments by the Fund may be subject to
higher withholding taxes in such countries. In addition, some countries with
emerging markets may impose differential capital gains taxes on foreign
investors. Foreign companies with securities listed on U.S. exchanges may be
delisted if they do not meet U.S. accounting standards and auditor oversight
requirements, which may significantly decrease the liquidity and value of the
securities.
Practices
in relation to settlement of securities transactions in emerging markets involve
higher risks than those in developed markets, in part because the Fund will need
to use brokers and counterparties that are less well capitalized, and custody
and registration of assets in some countries may be unreliable. The possibility
of fraud, negligence, undue influence being exerted by the issuer or refusal to
recognize ownership exists in some emerging markets, and, along with other
factors, could result in ownership registration being completely lost. The Fund
would absorb any loss resulting from such registration problems and may have no
successful claim for compensation. In addition, communications between the
United States and emerging market countries may be unreliable, increasing the
risk of delayed settlements or losses of security certificates.
15
Foreign Currency
Transactions Risk — The Fund may invest in forward foreign
currency exchange contracts. Forward foreign currency exchange contracts do not
eliminate movements in the value of non- U.S. currencies and securities but
rather allow the Fund to establish a fixed rate of exchange for a future point
in time. This strategy can have the effect of reducing returns and minimizing
opportunities for gain.
Foreign Securities
Risk — Securities traded in foreign markets have often (though not
always) performed differently from securities traded in the United States.
However, such investments often involve special risks not present in U.S.
investments that can increase the chances that the Fund will lose money. In
particular, the Fund is subject to the risk that because there may be fewer
investors on foreign exchanges and a smaller number of securities traded each
day, it may be more difficult for the Fund to buy and sell securities on those
exchanges. In addition, prices of foreign securities may go up and down more
than prices of securities traded in the United States.
Certain Risks of Holding Fund Assets Outside the
United States — The Fund generally holds its foreign securities and cash
in foreign banks and securities depositories. Some foreign banks and securities
depositories may be recently organized or new to the foreign custody business.
In addition, there may be limited or no regulatory oversight of their
operations. Also, the laws of certain countries limit the Fund’s ability to
recover its assets if a foreign bank, depository or issuer of a security, or any
of their agents, goes bankrupt. In addition, it is often more expensive for the
Fund to buy, sell and hold securities in certain foreign markets than in the
United States. The increased expense of investing in foreign markets reduces the
amount the Fund can earn on its investments and typically results in a higher
operating expense ratio for the Fund than for investment companies invested only
in the United States.
Currency Risk — Securities and other
instruments in which the Fund invests may be denominated or quoted in currencies
other than the U.S. dollar. For this reason, changes in foreign currency
exchange rates can affect the value of the Fund’s portfolio.
Generally,
when the U.S. dollar rises in value against a foreign currency, a security
denominated in that currency loses value because the currency is worth fewer
U.S. dollars. Conversely, when the U.S. dollar decreases in value against a
foreign currency, a security denominated in that currency gains value because
the currency is worth more U.S. dollars. This risk, generally known as “currency
risk,” means that a strong U.S. dollar will reduce returns for U.S. investors
while a weak U.S. dollar will increase those returns.
Should
the Fund invest in a debt security denominated in U.S. dollars and issued by an
issuer whose functional currency is a currency other than the U.S. dollar, and
such currency decreases in value against the U.S. dollar, such issuer’s ability
to repay its obligation under the U.S. dollar-denominated security may be
negatively impacted.
Foreign Economy Risk — The economies of
certain foreign markets may not compare favorably with the economy of the United
States with respect to such issues as growth of gross national product,
reinvestment of capital, resources and balance of payments position. Certain
foreign economies may rely heavily on particular industries or foreign capital
and are more vulnerable to diplomatic developments, the imposition of economic
sanctions against a particular country or countries, changes in international
trading patterns, trade barriers and other protectionist or retaliatory
measures. Investments in foreign markets may also be adversely affected by
governmental actions such as the imposition of capital controls, nationalization
of companies or industries, expropriation of assets or the imposition of
punitive taxes. In addition, economic conditions, such as volatile currency
exchange rates and interest rates, political events, military action and other
conditions may, without prior warning, lead to the governments of certain
countries, or the U.S. Government with respect to certain countries, prohibiting
or imposing substantial restrictions through capital controls and/or sanctions
on foreign investments in the capital markets or certain industries in those
countries. Capital controls and/or sanctions may include the prohibition of, or
restrictions on, the ability to own or transfer currency, securities,
derivatives or other assets and may also include retaliatory actions of one
government against another government, such as seizure of assets. Any of these
actions could severely impair the Fund’s ability to purchase, sell, transfer,
receive, deliver or otherwise obtain exposure to foreign securities and assets,
including the ability to transfer the Fund’s assets or income back into the
United States, and could negatively impact the value and/or liquidity of such
assets or otherwise adversely affect the Fund’s operations, causing the Fund to
decline in value.
Other
potential foreign market risks include foreign exchange controls, difficulties
in pricing securities, defaults on foreign government securities, difficulties
in enforcing legal judgments in foreign courts and political and social
instability. Diplomatic and political developments, including rapid and adverse
political changes, social instability, regional conflicts, terrorism and war,
could affect the economies, industries and securities and currency markets, and
the value of the Fund’s investments, in non‑U.S. countries. These factors are
extremely difficult, if not impossible, to predict and take into account with
respect to the Fund’s investments.
16
Governmental Supervision and Regulation/Accounting
Standards — Many foreign governments do not supervise and regulate stock
exchanges, brokers and the sale of securities to the same extent as such
regulations exist in the United States. They also may not have laws to protect
investors that are comparable to U.S. securities laws. For example, some foreign
countries may have no laws or rules against insider trading. Insider trading
occurs when a person buys or sells a company’s securities based on material
non‑public information about that company. In addition, some countries may have
legal systems that may make it difficult for the Fund to vote proxies, exercise
shareholder rights, and pursue legal remedies with respect to its foreign
investments. Accounting standards in other countries are not necessarily the
same as in the United States. If the accounting standards in another country do
not require as much detail as U.S. accounting standards, it may be harder for
Fund management to completely and accurately determine a company’s financial
condition.
Settlement Risk — Settlement and clearance
procedures in certain foreign markets differ significantly from those in the
United States. Foreign settlement and clearance procedures and trade regulations
also may involve certain risks (such as delays in payment for or delivery of
securities) not typically associated with the settlement of U.S. investments.
At
times, settlements in certain foreign countries have not kept pace with the
number of securities transactions. These problems may make it difficult for the
Fund to carry out transactions. If the Fund cannot settle or is delayed in
settling a purchase of securities, it may miss attractive investment
opportunities and certain of its assets may be uninvested with no return earned
thereon for some period. If the Fund cannot settle or is delayed in settling a
sale of securities, it may lose money if the value of the security then declines
or, if it has contracted to sell the security to another party, the Fund could
be liable for any losses incurred.
Withholding Tax Reclaims Risk — The Fund may
file claims to recover foreign withholding taxes on dividend and interest income
(if any) received from issuers in certain countries and capital gains on the
disposition of stocks or securities where such withholding tax reclaim is
possible. Whether or when the Fund will receive a withholding tax refund is
within the control of the tax authorities in such countries. Where the Fund
expects to recover withholding taxes, the net asset value of the Fund generally
includes accruals for such tax refunds. The Fund regularly evaluates the
probability of recovery. If the likelihood of recovery materially decreases, due
to, for example, a change in tax regulation or approach in the foreign country,
accruals in the Fund’s net asset value for such refunds may be written down
partially or in full, which will adversely affect the Fund’s net asset value.
Shareholders in the Fund at the time an accrual is written down will bear the
impact of the resulting reduction in net asset value regardless of whether they
were shareholders during the accrual period. Conversely, if the Fund receives a
tax refund that has not been previously accrued, shareholders in the Fund at the
time of the successful recovery will benefit from the resulting increase in the
Fund’s net asset value. Shareholders who sold their shares prior to such time
will not benefit from such increase in the Fund’s net asset value.
High Yield Bonds
Risk — Although junk bonds generally pay higher rates of interest
than investment grade bonds, junk bonds are high risk investments that are
considered speculative and may cause income and principal losses for the Fund.
The major risks of junk bond investments include:
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Junk
bonds may be issued by less creditworthy issuers. Issuers of junk bonds
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 junk bond
holders, leaving few or no assets available to repay junk bond holders.
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Prices
of junk bonds 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 junk bonds than on other higher rated fixed-income
securities. |
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Issuers
of junk 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. |
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Junk
bonds frequently have redemption features that permit an issuer to
repurchase the security from the Fund before it matures. If the issuer
redeems junk bonds, the Fund may have to invest the proceeds in bonds with
lower yields and may lose income. |
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Junk
bonds may be less liquid than higher rated fixed-income securities, even
under normal economic conditions. There are fewer dealers in the junk bond
market, and there may be significant differences in the prices quoted for
junk bonds by the dealers. Because they are less liquid than higher rated
fixed-income securities, judgment may play a greater role in valuing junk
bonds than is the case with securities trading in a more liquid market.
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17
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The
Fund may incur expenses to the extent necessary to seek recovery upon
default or to negotiate new terms with a defaulting issuer.
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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.
Large Shareholder and
Large-Scale Redemption Risk — Certain shareholders, including an
Authorized Participant, a third-party investor, the Fund’s adviser or an
affiliate of the Fund’s adviser, a market maker, or another entity, may from
time to time own or manage a substantial amount of Fund shares or may invest in
the Fund and hold their investment for a limited period of time. These
shareholders may also pledge or loan Fund shares (to secure financing or
otherwise), which may result in the shares becoming concentrated in another
party. There can be no assurance that any large shareholder or large group of
shareholders would not redeem their investment or that the size of the Fund
would be maintained. Redemptions of a large number of Fund shares by these
shareholders may adversely affect the Fund’s liquidity and net assets. These
redemptions may force the Fund to sell portfolio securities when it might not
otherwise do so, which may negatively impact the Fund’s NAV, have a material
effect on the market price of the shares and increase the Fund’s brokerage costs
and/or accelerate the realization of taxable income and/or gains and cause the
Fund to make taxable distributions to its shareholders earlier than the Fund
otherwise would have. In addition, under certain circumstances, non‑redeeming
shareholders may be treated as receiving a disproportionately large taxable
distribution during or with respect to such tax year. The Fund also may be
required to sell its more liquid Fund investments to meet a large redemption, in
which case the Fund’s remaining assets may be less liquid, more volatile, and
more difficult to price. To the extent these large shareholders transact in
shares on the secondary market, such transactions may account for a large
percentage of the trading volume for the shares of the Fund and may, therefore,
have a material upward or downward effect on the market price of the Fund
shares. In addition, large purchases of Fund shares may adversely affect the
Fund’s performance to the extent that the Fund is delayed in investing new cash
and is required to maintain a larger cash position than it ordinarily would,
diluting its investment returns.
Leverage
Risk — Some transactions may give rise to a form of economic
leverage. These transactions may include, among others, derivatives, and may
expose the Fund to greater risk and increase its costs. As an open‑end
investment company registered with the SEC, the Fund is subject to the federal
securities laws, including the Investment Company Act and the rules thereunder.
Under Rule 18f‑4 under the Investment Company Act, among other things, the Fund
must either use derivatives in a limited manner or comply with an outer limit on
fund leverage risk based on value‑at‑risk. The use of leverage may cause the
Fund to liquidate portfolio positions when it may not be advantageous to do so
to satisfy its obligations or to meet the applicable requirements of the
Investment Company Act and the rules thereunder. Increases and decreases in the
value of the Fund’s portfolio will be magnified when the Fund uses leverage.
Market Risk and
Selection Risk — Market risk is the risk that one or more markets
in which the Fund invests will go down in value, including the possibility that
the markets will go down sharply and unpredictably. The value of a security or
other asset may decline due to changes in general market conditions, economic
trends or events that are not specifically related to the issuer of the security
or other asset, or factors that affect a particular issuer or issuers, exchange,
country, group of countries, region, market, industry, group of industries,
sector or asset class. Local, regional or global events such as war, acts of
terrorism, the spread of infectious illness or other public health issues like
pandemics or epidemics, recessions, or other events could have a significant
impact on the Fund and its investments. Selection risk is the risk that the
securities selected by Fund management will underperform the markets, the
relevant indices or the securities selected by other funds with similar
investment objectives and investment strategies. This means you may lose money.
Recent
policy initiatives undertaken by the U.S. government have the potential to
impact international relations, trade agreements and the overall regulatory
environment in ways that could create uncertainty and instability in domestic
and global markets, and could adversely affect the investment performance of the
Fund. In particular, actions taken by the U.S. government in respect of
international trade relations could lead to trade wars, increased costs for
imported goods, disruptions in supply chains, reduced foreign investment, and
instability in regions where the Fund invests.
Market Trading
Risk — The Fund faces numerous market trading
risks, any of which may lead to its shares trading in the secondary market at a
premium or discount to NAV or to the intraday value of the Fund’s portfolio
holdings. If you buy Fund shares at a time when the market price is at a premium
to NAV or sell Fund shares at a time when the
18
market
price is at a discount to the NAV, you may pay significantly more or receive
significantly less than the underlying value of the Fund shares.
Absence of an Active Primary Market. Although
Fund shares are listed for trading on one or more stock exchanges, there can be
no assurance that an active primary trading market for Fund shares will develop
or be maintained by market makers or Authorized Participants.
Secondary Listing Risks. The Fund’s shares may
be listed or traded on U.S. and non‑U.S. stock exchanges other than the U.S.
stock exchange where the Fund’s primary listing is maintained. Fund shares also
may be available to non‑U.S. investors through funds or structured investment
vehicles similar to depositary receipts. There can be no assurance that the
Fund’s shares will continue to trade on any such stock exchange or in any market
or that the Fund’s shares will continue to meet the requirements for exchange
listing or market trading. The Fund’s shares may be less actively traded in
certain markets than in others, and investors are subject to the execution and
settlement risks and market standards of the market where they or their broker
direct their trades for execution. Certain information that is available to
investors who trade Fund shares on a U.S. stock exchange during regular U.S.
market hours may not be available to investors who trade in other markets, which
may result in secondary market prices in such markets being less efficient.
Secondary Market Trading Risk. Shares of the
Fund may trade in the secondary market at times when the Fund does not accept
orders to create or redeem shares. At such times, shares may trade in the
secondary market with more significant premiums or discounts to NAV than might
be experienced at times when the Fund accepts creation and redemption orders.
Securities held by the Fund may be traded in markets that close at a different
time than an exchange on which Fund shares are traded. Liquidity in those
securities may be reduced after the applicable closing time. As a result, during
the time when the exchange is open but after the applicable market closing,
fixing or settlement time, there may be wider bid/ask spreads on the exchange
and a greater premium or discount to NAV.
In
stressed market conditions, the market for the Fund’s shares may become less
liquid in response to deteriorating liquidity in the markets for the Fund’s
portfolio holdings, and an investor may be unable to sell their Fund shares.
Secondary
market trading in Fund shares may be halted by a stock exchange because of
market conditions or for other reasons. In times of extraordinary market
volatility, Fund shares may be subject to trading halts pursuant to “circuit
breaker” rules of a stock exchange or market. If there is a trading halt or
unanticipated closure of an exchange or market, an investor may be unable to
purchase or sell Fund shares. In addition, if trading in certain securities or
financial instruments is restricted, this may disrupt the Fund’s
creation/redemption process, affect the price at which Fund shares trade in the
secondary market, and result in the Fund being unable to trade certain
securities or financial instruments. In such circumstances, the Fund may be
unable to rebalance its portfolio or accurately price its portfolio holdings and
may incur substantial trading losses Shares of the Fund, similar to shares of
other issuers listed on a stock exchange, may be sold short and are therefore
subject to the risk of increased volatility and price decreases associated with
being sold short. In addition, trading activity in derivative products based on
the Fund may lead to increased trading volume and volatility in the secondary
market for the shares of the Fund.
Fund Shares May Trade at Prices Other Than
NAV. Shares of the Fund trade on stock exchanges at prices at, above or
below the Fund’s most recent NAV. The Fund’s NAV is calculated at the end of
each business day and fluctuates with changes in the market value of the Fund’s
portfolio holdings. The trading price of the Fund’s shares fluctuates throughout
trading hours based on both market supply of and demand for Fund shares and the
underlying value of the Fund’s portfolio holdings or NAV. As a result, the
trading prices of the Fund’s shares may deviate significantly from NAV during
times of market volatility, significant redemption requests, or other unusual
market conditions However, because Fund shares can be created and redeemed in
Creation Units at NAV, BFA believes that large discounts or premiums to the
Fund’s NAV are not likely to be sustained over the long term (unlike shares of
many closed‑end funds, which frequently trade at appreciable discounts from, and
sometimes at premiums to, their NAVs). While the creation/redemption feature is
designed to make it more likely that a Fund’s shares normally will trade on
stock exchanges at prices close to the Fund’s next calculated NAV, exchange
prices are not expected to correlate exactly with the Fund’s NAV due to timing
reasons, supply and demand imbalances and other factors. In addition,
disruptions to creations and redemptions, including disruptions at market
makers, Authorized Participants, or other market participants, and during
periods of significant market volatility, may result in trading prices for
shares of a Fund that differ significantly from its NAV. Authorized Participants
may be less willing to create or redeem a Fund’s shares if there is a lack of an
active market for such shares or the Fund’s underlying investments, which may
contribute to the Fund’s shares trading at a premium or discount to NAV.
19
Costs of Buying or Selling Fund Shares. Buying
or selling Fund shares on an exchange involves two types of costs that apply to
all securities transactions. When buying or selling Fund shares through a
broker, you will likely incur a brokerage commission and other charges. In
addition, you may incur the cost of the “spread,” which is the difference
between what investors are willing to pay for Fund shares (the “bid” price) and
the price at which they are willing to sell Fund shares (the “ask” price). The
spread varies over time for Fund shares based on trading volume and market
liquidity. It is generally narrower if the Fund has more trading volume and
market liquidity and wider if the Fund has less trading volume and market
liquidity. Increased market volatility also may cause wider spreads. In
addition, there may be regulatory and other charges that are incurred as a
result of trading activity. Because of the costs inherent in buying or selling
Fund shares, frequent trading may detract significantly from investment results,
and an investment in Fund shares may not be advisable for investors who
anticipate regularly making small investments through a brokerage account.
Money Market
Securities Risk — If market conditions improve while the Fund has
invested some or all of its assets in high quality money market securities, this
strategy could result in reducing the potential gain from the market upswing,
thus reducing the Fund’s opportunity to achieve its investment objective.
Mortgage‑and
Asset-Backed Securities Risks
— Mortgage-backed securities (residential and commercial) and
asset-backed securities represent interests in “pools” of mortgages or other
assets, including consumer loans or receivables held in trust. Although
asset-backed and commercial mortgage-backed securities (“CMBS”) generally
experience less prepayment than residential mortgage-backed securities,
mortgage-backed and asset-backed securities, like traditional fixed-income
securities, are subject to credit, interest rate, prepayment and extension
risks.
Small
movements in interest rates (both increases and decreases) may quickly and
significantly reduce the value of certain mortgage-backed securities. The Fund’s
investments in asset-backed securities are subject to risks similar to those
associated with mortgage-related securities, as well as additional risks
associated with the nature of the assets and the servicing of those assets.
These securities also are subject to the risk of default on the underlying
mortgages or assets, particularly during periods of economic downturn. Certain
CMBS are issued in several classes with different levels of yield and credit
protection. The Fund’s investments in CMBS with several classes may be in the
lower classes that have greater risks than the higher classes, including greater
interest rate, credit and prepayment risks.
Mortgage-backed
securities may be either pass-through securities or collateralized mortgage
obligations (“CMOs”). Pass-through securities represent a right to receive
principal and interest payments collected on a pool of mortgages, which are
passed through to security holders. CMOs are created by dividing the principal
and interest payments collected on a pool of mortgages into several revenue
streams (“tranches”) with different priority rights to portions of the
underlying mortgage payments. Certain CMO tranches may represent a right to
receive interest only (“IOs”), principal only (“POs”) or an amount that remains
after floating-rate tranches are paid (an “inverse floater”). These securities
are frequently referred to as “mortgage derivatives” and may be extremely
sensitive to changes in interest rates. Interest rates on inverse floaters, for
example, vary inversely with a short-term floating rate (which may be reset
periodically). Interest rates on inverse floaters will decrease when short-term
rates increase, and will increase when short-term rates decrease. These
securities have the effect of providing a degree of investment leverage. In
response to changes in market interest rates or other market conditions, the
value of an inverse floater may increase or decrease at a multiple of the
increase or decrease in the value of the underlying securities. If the Fund
invests in CMO tranches (including CMO tranches issued by government agencies)
and interest rates move in a manner not anticipated by Fund management, it is
possible that the Fund could lose all or substantially all of its investment.
Certain mortgage-backed securities in which the Fund may invest may also provide
a degree of investment leverage, which could cause the Fund to lose all or
substantially all of its investment.
The
mortgage market in the United States has experienced difficulties that may
adversely affect the performance and market value of certain of the Fund’s
mortgage-related investments. Delinquencies and losses on mortgage loans
(including subprime and second-lien mortgage loans) and a decline in or
flattening of real estate values (in each case as has been experienced and may
continue to be experienced in many housing markets) may exacerbate such
delinquencies and losses. Also, a number of mortgage loan originators have
experienced serious financial difficulties or bankruptcy. Reduced investor
demand for mortgage loans and mortgage-related securities and increased investor
yield requirements have caused limited liquidity in the secondary market for
mortgage-related securities, which can adversely affect the market value of
mortgage-related securities. It is possible that such limited liquidity in such
secondary markets could continue or worsen.
Asset-backed
securities entail certain risks not presented by mortgage-backed securities,
including the risk that in certain states it may be difficult to perfect the
liens securing the collateral backing certain asset-backed securities. In
20
addition,
certain asset-backed securities are based on loans that are unsecured, which
means that there is no collateral to seize if the underlying borrower defaults.
Non‑Diversification
Risk — The Fund is a non‑diversified fund. Because the Fund may
invest in securities of a smaller number of issuers, it may be more exposed to
the risks associated with and developments affecting an individual issuer than a
fund that invests more widely.
Operational and
Technology Risks — The Fund and the entities with which it
interacts directly or indirectly are susceptible to operational and technology
risks, including those related to human errors, processing errors, communication
errors, systems failures, cybersecurity incidents, and the use of artificial
intelligence and machine learning (“AI”), which may result in losses for the
Fund and its shareholders or impair the Fund’s operations. These entities
include, but are not limited to, the Fund’s adviser, administrator, distributor,
other service providers (e.g., index and benchmark providers, accountants,
custodians, and transfer agents), financial intermediaries, counterparties,
market makers, Authorized Participants, listing exchanges, other financial
market operators, and governmental authorities, as applicable. Operational and
technology risks for the issuers in which the Fund invests could also result in
material adverse consequences for such issuers and may cause the Fund’s
investments in such issuers to lose value. The Fund may incur substantial costs
in order to mitigate operational and technology risks.
Cybersecurity
incidents can result from deliberate attacks or unintentional events against an
issuer in which the Fund invests, the Fund or any of its service providers. They
include, but are not limited to, gaining unauthorized access to systems,
misappropriating assets or sensitive information, corrupting or destroying data,
and causing operational disruption. Geopolitical tension may increase the scale
and sophistication of deliberate attacks, particularly those from nation states
or from entities with nation state backing. Cybersecurity incidents may result
in any of the following: financial losses; interference with the Fund’s ability
to calculate its NAV; disclosure of confidential information; impediments to
trading; submission of erroneous trades by the Fund or erroneous subscription or
redemption orders; the inability of the Fund or its service providers to
transact business; violations of applicable privacy and other laws; regulatory
fines; penalties; reputational damage; reimbursement or other compensation
costs; and other legal and compliance expenses. Furthermore, cybersecurity
incidents may render records of the Fund, including records relating to its
assets and transactions, shareholder ownership of Fund shares, and other data
integral to the Fund’s functioning, inaccessible, inaccurate or incomplete.
Power outages, natural disasters, equipment malfunctions and processing errors
that threaten information and technology systems relied upon by the Fund or its
service providers, as well as market events that occur at a pace that overloads
these systems, may also disrupt business operations or impact critical data. In
addition, the risks of increased use of AI technologies, such as machine
learning, include data risk, transparency risk, and operational risk. The AI
technologies, which are generally highly reliant on the collection and analysis
of large amounts of data, may incorporate biased or inaccurate data, and it is
not possible or practicable to incorporate all relevant data into such
technologies. The output or results of any such AI technologies may therefore be
incomplete, erroneous, distorted or misleading. Further, AI tools may lack
transparency as to how data is utilized and how outputs are generated. AI
technologies may also allow the unintended introduction of vulnerabilities into
infrastructures and applications. The Fund and its shareholders could be
negatively impacted as a result of these risks associated with AI technologies.
AI technologies and their current and potential future applications, and the
regulatory frameworks within which they operate, continue to quickly evolve, and
it is impossible to anticipate the full scope of future AI capabilities or rules
and the associated risks to the Fund.
While
the Fund’s service providers are required to have appropriate operational,
information security and cybersecurity risk management policies and procedures,
their methods of risk management may differ from those of the Fund in the
setting of priorities, the personnel and resources available or the
effectiveness of relevant controls. The Fund and its adviser seek to reduce
these risks through controls, procedures and oversight, including establishing
business continuity plans and risk management systems. However, there are
inherent limitations in such plans and systems, including the possibility that
certain risks that may affect the Fund have not been identified or may emerge in
the future; that such plans and systems may not completely eliminate the
occurrence or mitigate the effects of operational or information security
disruptions or failures or of cybersecurity incidents; or that prevention and
remediation efforts will not be successful or that incidents will go undetected.
The Fund cannot control the systems, information security or other cybersecurity
of the issuers in which it invests or its service providers, counterparties, and
other third parties whose activities affect the Fund. Lastly, the regulatory
climate governing cybersecurity and data protection is developing quickly and
may vary considerably across jurisdictions. Regulators continue to develop new
rules and standards related to cybersecurity and data protection. Compliance
with evolving regulations can be demanding and costly, requiring substantial
resources to monitor and implement required changes.
21
Repurchase Agreements
and Purchase and Sale Contracts Risk — If the other party to a
repurchase agreement or purchase and sale contract defaults on its obligation
under the agreement, the Fund may suffer delays and incur costs or lose money in
exercising its rights under the agreement. If the seller fails to repurchase the
security in either situation and the market value of the security declines, the
Fund may lose money.
Sovereign Debt
Risk — Sovereign debt instruments are subject to the risk that a
governmental entity may delay or refuse to pay interest or repay principal on
its sovereign debt, due, for example, to cash flow problems, insufficient
foreign currency reserves, political considerations, the relative size of the
governmental entity’s debt position in relation to the economy or the failure to
put in place economic reforms required by the International Monetary Fund or
other multilateral agencies. If a governmental entity defaults, it may ask for
more time in which to pay or for further loans. There is no legal process for
collecting sovereign debt that a government does not pay nor are there
bankruptcy proceedings through which all or part of the sovereign debt that a
governmental entity has not repaid may be collected.
U.S. Government
Obligations Risk — Not all U.S. Government securities are backed
by the full faith and credit of the United States. Obligations of certain
agencies, authorities, instrumentalities and sponsored enterprises of the U.S.
Government are backed by the full faith and credit of the United States (e.g.,
the Government National Mortgage Association); other obligations are backed by
the right of the issuer to borrow from the U.S. Treasury (e.g., the Federal Home
Loan Banks) and others are supported by the discretionary authority of the U.S.
Government to purchase an agency’s obligations. Still others are backed only by
the credit of the agency, authority, instrumentality or sponsored enterprise
issuing the obligation. No assurance can be given that the U.S. Government would
provide financial support to any of these entities if it is not obligated to do
so by law. In addition, circumstances could arise that could prevent the timely
payment of interest or principal on U.S. Government obligations, such as
reaching the legislative “debt ceiling.” Such non‑payment could result in losses
to the Fund and substantial negative consequences for the U.S. economy and the
global financial system.
A
Further Discussion of Other Risks
The
Fund may also be subject to certain other non‑principal risks associated with
its investments and investment strategies.
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Borrowing
Risk — Borrowing may exaggerate changes in the net asset
value of Fund shares and in the return on the Fund’s portfolio. Borrowing
will cost the Fund interest expense and other fees. The costs of borrowing
may reduce the Fund’s return. Borrowing may cause the Fund to liquidate
positions when it may not be advantageous to do so to satisfy its
obligations. |
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Equity
Securities Risk — Common and preferred stocks represent
equity ownership in a company. Stock markets are volatile. The price of
equity securities will fluctuate and can decline and reduce the value of a
portfolio investing in equities. The value of equity securities purchased
by the Fund could decline if the financial condition of the companies the
Fund invests in declines or if overall market and economic conditions
deteriorate. The value of equity securities may also decline due to
factors that affect a particular industry or industries, such as labor
shortages or an increase in production costs and competitive conditions
within an industry. In addition, the value may decline due to general
market conditions that are not specifically related to a company or
industry, such as real or perceived adverse economic conditions, changes
in the general outlook for corporate earnings, changes in inflation,
interest or currency rates or generally adverse investor sentiment.
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Expense Risk
— Fund expenses are subject to a variety of factors,
including fluctuations in the Fund’s net assets. Accordingly, actual
expenses may be greater or less than those indicated. For example, to the
extent that the Fund’s net assets decrease due to market declines or
redemptions, the Fund’s expenses will increase as a percentage of Fund net
assets. During periods of high market volatility, these increases in the
Fund’s expense ratio could be significant. |
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Investment in
Other Investment Companies Risk — As with other investments,
investments in other investment companies, including ETFs, are subject to
market and selection risk. In addition, if the Fund acquires shares of
investment companies, including ones affiliated with the Fund,
shareholders bear both their proportionate share of expenses in the Fund
(including management and advisory fees) and, indirectly, the expenses of
the investment companies (to the extent not offset by BFA through
waivers). To the extent the Fund is held by an affiliated fund, the
ability of the Fund itself to hold other investment companies may be
limited. |
22
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Ownership
Limitations Risk — If certain aggregate and/or fund-level
ownership thresholds are reached through transactions undertaken by BFA,
its affiliates or the Fund, or as a result of third-party transactions or
actions by an issuer or regulator, the ability of BFA and its affiliates
on behalf of clients (including the Fund) to purchase or dispose of
investments, exercise rights or undertake business transactions may be
restricted by law, regulation or rule or otherwise impaired. The capacity
of the Fund to invest in certain securities or other assets may be
affected by the relevant threshold limits, and such limitations may have
adverse effects on the liquidity and performance of the Fund’s portfolio
holdings. For example, ownership limits may apply to securities whose
issuers operate in certain regulated industries or in certain
international markets. Such limits also may apply where the investing
entity (such as the Fund) is subject to corporate or regulatory ownership
restrictions or invests in certain futures or other derivative
transactions. In certain circumstances, aggregate and/or fund-level
amounts invested or voted by BFA and its affiliates for client funds and
accounts managed by BFA (including the Fund) may not exceed the relevant
limits without the grant of a license or other regulatory or corporate
approval, order, consent, relief or non-disapproval. However, there is no
guarantee that permission will be granted, or that, once granted, it will
not be modified or revoked at a later date with minimal or no notice. In
other cases, exceeding such thresholds may cause BFA and its affiliates,
the Fund or other client accounts to suffer disadvantages or business
restrictions. Ownership limitations are highly complex. It is possible
that, despite BFA’s intent to either comply with or be granted permission
to exceed ownership limitations, it may inadvertently breach a limit or
violate the corporate or regulatory approval, order, consent, relief or
non-disapproval that was obtained. |
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Pay‑in‑kind
Bonds Risk — Similar to zero coupon obligations, pay‑in‑kind
bonds also carry additional risk as holders of these types of securities
realize no cash until the cash payment date unless a portion of such
securities is sold and, if the issuer defaults, the Fund may obtain no
return at all on its investment. The market price of pay‑in‑kind bonds is
affected by interest rate changes to a greater extent, and therefore tends
to be more volatile, than that of securities which pay interest in cash.
Additionally, current federal tax law requires the holder of certain
pay-in-kind bonds to accrue income with respect to these securities prior
to the receipt of cash payments. To maintain its qualification as a
regulated investment company and avoid liability for U.S. federal income
and excise taxes, the Fund may be required to distribute income accrued
with respect to these securities and may have to dispose of portfolio
securities under disadvantageous circumstances in order to generate cash
to satisfy these distribution requirements. |
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Reliance on
Advisor Risk — The Fund is dependent upon services and
resources provided by BFA, and therefore BFA’s parent, BlackRock, Inc. BFA
is not required to devote its full time to the business of the Fund and
there is no guarantee or requirement that any investment professional or
other employee of BFA will allocate a substantial portion of his or her
time to the Fund. The loss of, or changes in, BFA’s personnel could have a
negative effect on the performance or the continued operation of the Fund.
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Securities
Lending Risk — The Fund may engage in securities lending.
Securities lending involves the risk that the Fund may lose money because
the borrower of the loaned securities fails to return the securities in a
timely manner or at all. The Fund could also lose money in the event of a
decline in the value of collateral provided for loaned securities or a
decline in the value of any investments made with cash collateral. These
events could also trigger adverse tax consequences for the Fund.
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Warrants
Risk — If the price of the underlying stock does not rise
above the exercise price before the warrant expires, the warrant generally
expires without any value and the Fund will lose any amount it paid for
the warrant. Thus, investments in warrants may involve substantially more
risk than investments in common stock. Warrants may trade in the same
markets as their underlying stock; however, the price of the warrant does
not necessarily move with the price of the underlying stock.
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Portfolio
Holdings Information
A
description of the Trust’s policies and procedures with respect to the
disclosure of the Fund’s portfolio securities is available in the Fund’s
Statement of Additional Information (“SAI”). The Fund discloses its portfolio
holdings daily at www.blackrock.com. Fund fact sheets providing information
regarding the Fund’s top holdings are posted on www.blackrock.com when available
and may be requested by calling 1‑800‑474‑2737.
Management
Investment Adviser and Sub‑Adviser. The Fund’s
investment adviser is BlackRock Fund Advisors. The Fund’s sub‑adviser is
BlackRock International Limited (“BIL” or the “Sub‑Adviser”). Where applicable,
the use of the term BFA also refers to the Fund’s sub‑adviser. As investment
adviser, BFA has overall responsibility for the general management and
administration of the Fund. BFA provides an investment program for the Fund and
manages the
23
investment
of the Fund’s assets. In managing the Fund, BFA may draw upon the research and
expertise of its asset management affiliates with respect to certain portfolio
securities. In seeking to achieve the Fund’s investment objectives, BFA uses
teams of portfolio managers, investment strategists and other investment
specialists. This team approach brings together many disciplines and leverages
BFA’s extensive resources.
Pursuant
to the Investment Advisory Agreement between BFA and the Trust (entered into on
behalf of the Fund), BFA is responsible for substantially all expenses of the
Fund, except the management fees, interest expenses, taxes, expenses incurred
with respect to the acquisition and disposition of portfolio securities and the
execution of portfolio transactions, including brokerage commissions,
distribution fees or expenses, litigation expenses and any extraordinary
expenses (as determined by a majority of the Trustees who are not “interested
persons” of the Trust).
For
its investment advisory services to the Fund, BFA is paid a management fee by
the Fund, based on a percentage of the Fund’s average daily net assets, at an
annual rate of 0.39%.
BFA
has entered into a sub-advisory agreement with the Sub-Adviser, an affiliate of
BFA, under which BFA pays the Sub-Adviser for services it provides for that
portion of the Fund for which it acts as sub-adviser a monthly fee at an annual
rate equal to a percentage of the management fee paid to BFA under the
Investment Advisory Agreement.
BFA
has contractually agreed to waive a portion of its management fees in an amount
equal to the aggregate Acquired Fund Fees and Expenses, if any, attributable to
investments by the Fund in other equity and fixed-income mutual funds and ETFs
advised by BFA or its affiliates through June 30, 2027. BFA has also
contractually agreed to waive a portion of its management fees by an amount
equal to the aggregate Acquired Fund Fees and Expenses, if any, attributable to
investments by the Fund in money market funds advised by BFA or its affiliates
through June 30, 2027. The agreement (with respect to either waiver) may be
terminated upon 90 days’ notice by a majority of the non‑interested trustees of
the Trust or by a vote of a majority of the outstanding voting securities of the
Fund.
BFA
may also from time to time voluntarily waive and/or reimburse other fees or
expenses in order to limit total annual fund operating expenses (excluding
acquired fund fees and expenses, if any). Any such voluntary waiver or
reimbursement may be eliminated by BFA at any time.
For
the period June 25, 2025 (commencement of operations of the Fund) to the fiscal
year ended October 31, 2025, BFA received a management fee, net of management
fee waivers, at the annual rate of 0.39% of the Fund’s average daily net assets.
BFA
is located at 400 Howard Street, San Francisco, CA 94105. It is an indirect
majority-owned subsidiary of BlackRock, Inc. (“BlackRock”). As of December 31,
2025, BFA and its affiliates provided investment advisory services for assets of
approximately $14.0 trillion. BIL is a registered investment adviser, organized
in 1999, located in the U.K. at Exchange Place One, 1 Semple Street, Edinburgh,
EH3 8BL, United Kingdom. BFA and its affiliates trade and invest for their own
accounts in the actual securities and types of securities in which the Fund may
also invest, which may affect the price of such securities.
A
discussion regarding the basis for the approval by the Board of the Investment
Advisory Agreement with BFA and the Sub‑Advisory Agreement between BFA and
BIL is available in the Fund’s reports filed on Form N‑CSR for the fiscal
year ending October 31, 2025.
From
time to time, a manager, analyst, or other employee of BlackRock or its
affiliates may express views regarding a particular asset class, company,
security, industry, or market sector. The views expressed by any such person are
the views of only that individual as of the time expressed and do not
necessarily represent the views of BlackRock or any other person within the
BlackRock organization. Any such views are subject to change at any time based
upon market or other conditions and BlackRock disclaims any responsibility to
update such views. These views may not be relied on as investment advice and,
because investment decisions for the Fund are based on numerous factors, may not
be relied on as an indication of trading intent on behalf of the Fund.
Portfolio Managers. Thomas Becker, Richard
Murrall, Simon Wan, Daniel Felder, and Vish Acharya, are jointly and primarily
responsible for the day‑to‑day management of the Fund.
Mr. Becker
has been with BlackRock since 2010. Mr. Becker has been employed by BFA or
its affiliates as a portfolio manager since 2010 and has been a portfolio
manager of the Fund since 2025.
24
Mr. Murrall
has been with BlackRock since 2010. Mr. Murrall has been employed by BFA or
its affiliates as a portfolio manager since 2017 and has been a portfolio
manager of the Fund since 2025.
Mr. Wan
has been with BlackRock since 2016. Mr. Wan has been employed by BFA or its
affiliates as a portfolio manager since 2019 and has been a portfolio manager of
the Fund since 2025.
Mr. Felder
has been with BlackRock since 2011. Mr. Felder has been employed by BFA or
its affiliates as a portfolio manager since 2015 and has been a portfolio
manager of the Fund since 2025.
Mr. Acharya
has been with BlackRock since 2007. Mr. Acharya has been employed by BFA or
its affiliates as a portfolio manager since 2010 and has been a portfolio
manager of the Fund since 2025.
The
Fund’s SAI provides additional information about the Portfolio Managers’
compensation, other accounts managed by the Portfolio Managers and the Portfolio
Managers’ ownership (if any) of shares in the Fund.
Administrator, Custodian and Transfer Agent.
State Street Bank and Trust Company (“State Street”) is the administrator,
custodian and transfer agent for the Fund.
Conflicts of Interest. The investment
activities of BFA and its affiliates (including BlackRock and its subsidiaries
(collectively, the “Affiliates”)), and their respective directors, officers or
employees, in managing their own accounts and other accounts, may present
conflicts of interest that could disadvantage the Fund and its shareholders. BFA
and its Affiliates are involved worldwide with a broad spectrum of financial
services and asset management activities and in the ordinary course of business
may engage in activities in which their interests or the interests of other
clients may conflict with those of the Fund. BFA and its Affiliates act, or may
act, as an investor, research provider, investment manager, commodity pool
operator, commodity trading advisor, financier, underwriter, adviser, trader,
lender, index provider, agent and/or principal. BFA and its Affiliates may have
other direct and indirect interests in securities, currencies, commodities,
derivatives and other assets in which the Fund may directly or indirectly
invest. BFA and its Affiliates may engage in proprietary trading and advise
accounts and other funds that have investment objectives similar to those of the
Fund and/or that engage in and compete for transactions in the same or similar
types of securities, currencies and other assets as are held by the Fund. This
may include transactions in securities issued by other open‑end and closed‑end
investment companies, including investment companies that are affiliated with
the Fund and BFA, to the extent permitted under the 1940 Act. The trading
activities of BFA and its Affiliates are carried out without reference to
positions held directly or indirectly by the Fund. These activities may result
in BFA or an Affiliate having positions in assets that are senior or junior to,
or that have interests different from or adverse to, the assets held by the
Fund.
The
Fund may invest in securities issued by, or engage in other transactions with,
entities with which an Affiliate has significant debt or equity investments or
other interests. The Fund may also invest in issuances (such as debt offerings
or structured notes) for which an Affiliate is compensated for providing
advisory, cash management or other services. The Fund also may invest in
securities of, or engage in other transactions with, entities for which an
Affiliate provides or may provide research coverage or other analysis.
An
Affiliate may have business relationships with, and receive compensation from,
distributors, consultants or others who recommend a Fund or who engage in
transactions with or for the Fund.
Neither
BFA nor any Affiliate is under any obligation to share any investment
opportunity, idea or strategy with the Fund. As a result, an Affiliate may
compete with the Fund for appropriate investment opportunities.
The
results of the Fund’s investment activities, therefore, may differ from those of
an Affiliate and of other accounts managed by an Affiliate. It is possible that
the Fund could sustain losses during periods in which one or more Affiliates and
other accounts achieve profits on their trading for proprietary or other
accounts. The opposite result is also possible.
In
addition, the Fund may enter into transactions in which BFA or an Affiliate or
their directors, officers, employees or clients have an adverse interest. The
Fund may be adversely impacted by the effects of transactions undertaken by BFA
or an Affiliate or their directors, officers, employees or clients.
From
time to time, BFA or its advisory clients (including other funds and accounts)
may, subject to compliance with applicable law, purchase and hold shares of the
Fund. The price, availability, liquidity, and (in some cases) expense ratio of
the Fund may be impacted by purchases and sales of the Fund by BFA or its
advisory clients.
25
The
Fund’s activities may be limited because of regulatory restrictions applicable
to BFA or an Affiliate or their policies designed to comply with such
restrictions.
Under
a securities lending program approved by the Board, the Fund has retained
BlackRock Institutional Trust Company, N.A. (“BTC”), an Affiliate of BFA, to
serve as its securities lending agent to the extent that it participates in the
securities lending program. For these services, the securities lending agent
will receive a fee from the participating Fund based on the returns earned on
the Fund’s lending activities, including the investment of the cash received as
collateral for the loaned securities. In addition, one or more Affiliates may be
among the entities to which the Fund may lend its portfolio securities under the
securities lending program.
Under
an ETF Services Agreement, the Fund has retained BlackRock Investments, LLC (the
“Distributor” or “BRIL”), an Affiliate of BFA, to perform certain order
processing, Authorized Participant communications, and related services in
connection with the issuance and redemption of Creation Units (“ETF Services”).
BRIL has engaged Citibank, N.A. (“Citibank”) as a subcontractor to provide
certain ETF Services. BRIL retains a portion of the standard transaction fee
received from Authorized Participants on each creation or redemption order from
the Authorized Participant for the ETF Services provided. BlackRock collaborated
with, and received payment from, Citibank on the design and development of the
ETF Services platform. Citibank has, and may from time to time may develop,
additional relationships with BlackRock or funds managed by BFA and its
Affiliates.
BFA
and its Affiliates may benefit from a fund using a BlackRock index by creating
increasing acceptance in the marketplace for such indexes. BFA and its
Affiliates are not obligated to license an index to a fund, and no fund is under
an obligation to use a BlackRock index. The terms of a fund’s index licensing
agreement with BFA or its Affiliates may not be as favorable as the terms
offered to other licensees.
The
activities of BFA and its Affiliates and their respective directors, officers or
employees, may give rise to other conflicts of interest that could disadvantage
the Fund and its shareholders. BFA has adopted policies and procedures designed
to address these potential conflicts of interest. Please see the SAI for further
information.
Shareholder
Information
Additional shareholder information, including how to
buy and sell shares of the Fund, is available free of charge by calling
toll-free: 1 800 474 2737 or visiting our website at www.blackrock.com.
Buying and Selling Shares. Shares of the Fund
may be acquired or redeemed directly from the Fund only in Creation Units or
multiples thereof, as discussed in the Creations and Redemptions section of this
Prospectus. Only an Authorized Participant (as defined in the Creations and
Redemptions section below) may engage in creation or redemption transactions
directly with the Fund. Once created, shares of the Fund generally trade in the
secondary market in amounts less than a Creation Unit.
Shares
of the Fund are listed on a national securities exchange for trading during the
trading day. Shares can be bought and sold throughout the trading day like
shares of other publicly-traded companies. The Trust does not impose any minimum
investment for shares of the Fund purchased on an exchange or otherwise in the
secondary market. The Fund’s shares trade under the ticker symbol “GGOV.”
Buying
or selling Fund shares on an exchange or other secondary market involves two
types of costs that may apply to all securities transactions. When buying or
selling shares of the Fund through a broker, you may incur a brokerage
commission and other charges. The commission is frequently a fixed amount and
may be a significant proportional cost for investors seeking to buy or sell
small amounts of shares. In addition, you may incur the cost of the “spread,”
that is, any difference between the bid price and the ask price. The spread
varies over time for shares of the Fund based on the Fund’s trading volume and
market liquidity, and is generally lower if the Fund has high trading volume and
market liquidity, and higher if the Fund has little trading volume and market
liquidity (which is often the case for funds that are newly launched or small in
size). The Fund’s spread may also be impacted by the liquidity or illiquidity of
the underlying securities held by the Fund, particularly for newly launched or
smaller funds or in instances of significant volatility of the underlying
securities.
The
Fund does not impose restrictions on the frequency of purchases and redemptions
of Fund shares directly with the Fund. The Board determined not to adopt
policies and procedures designed to prevent or monitor for frequent purchases
and redemptions of Fund shares because the Fund generally sells and redeems its
shares directly through
26
transactions
that are in‑kind and/or for cash, with a deadline for placing cash-related
transactions no later than the close of the primary markets for the Fund’s
portfolio securities. However, the Fund has taken certain measures (e.g.,
imposing transaction fees on purchases and redemptions of Creation Units and
reserving the right to reject purchases of Creation Units under certain
circumstances) to minimize the potential consequences of frequent cash purchases
and redemptions by Authorized Participants, such as disruption of portfolio
management, dilution to the Fund, and/or increased transaction costs. Further,
the vast majority of trading in Fund shares occurs on the secondary market,
which does not involve the Fund directly, and such trading is unlikely to cause
many of the harmful effects of frequent cash purchases or redemptions of Fund
shares.
The
national securities exchange on which the Fund’s shares are listed is open for
trading Monday through Friday and is closed on weekends and the following
holidays (or the days on which they are observed): New Year’s Day,
Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day,
Juneteenth, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. The
Fund’s listing exchange is NYSE Arca.
Book Entry. Shares of the Fund are held in
book-entry form, which means that no stock certificates are issued. The
Depository Trust Company (“DTC”) or its nominee is the record owner of, and
holds legal title to, all outstanding shares of the Fund.
Investors
owning shares of the Fund are beneficial owners as shown on the records of DTC
or its participants. DTC serves as the securities depository for shares of the
Fund. DTC participants include securities brokers and dealers, banks, trust
companies, clearing corporations and other institutions that directly or
indirectly maintain a custodial relationship with DTC. As a beneficial owner of
shares, you are not entitled to receive physical delivery of stock certificates
or to have shares registered in your name, and you are not considered a
registered owner of shares. Therefore, to exercise any right as an owner of
shares, you must rely upon the procedures of DTC and its participants. These
procedures are the same as those that apply to any other securities that you
hold in book-entry or “street name” form.
Share Prices. The trading prices of the Fund’s
shares in the secondary market generally differ from the Fund’s daily NAV and
are affected by market forces such as the supply of and demand for ETF shares
and shares of underlying securities held by the Fund, economic conditions and
other factors.
Determination of Net Asset Value. The NAV of
the Fund normally is determined once daily Monday through Friday, generally as
of the close of regular trading hours of the New York Stock Exchange (“NYSE”)
(normally 4:00 p.m., Eastern time) on each day that the NYSE is open for
trading, based on prices at the time of closing, provided that any Fund assets
or liabilities denominated in currencies other than the U.S. dollar are
translated into U.S. dollars at the prevailing market rates on the date of
valuation as quoted by one or more data service providers. The NAV of the Fund
is calculated by dividing the value of the net assets of the Fund (i.e., the
value of its total assets less total liabilities) by the total number of
outstanding shares of the Fund, generally rounded to the nearest cent.
The
value of the securities and other assets and liabilities held by the Fund is
determined pursuant to BFA’s valuation policies and procedures. BFA has been
designated by the Board as the valuation designee for the Fund pursuant to Rule
2a 5 under the Investment Company Act of 1940, as amended.
Equity
securities and other equity instruments (except ETF options, equity index
options or those that are customized) for which market quotations are readily
available are valued at market value, which is generally determined using the
last reported official closing price or, if a reported closing price is not
available, the last traded price on the exchange or market on which the security
or instrument is primarily traded at the time of valuation. Shares of underlying
open-end funds (including money market funds) are valued at net asset value.
Shares of underlying exchange-traded closed-end funds or other ETFs are valued
at their most recent closing price.
The
Fund values fixed-income portfolio securities and certain derivative instruments
using bid prices provided by dealers or prices (including evaluated prices)
supplied by the Fund’s approved independent third-party pricing services, each
in accordance with BFA’s valuation policies and procedures. Pricing services may
use valuation models that utilize certain inputs and assumptions to derive
values. Pricing services generally value fixed-income securities assuming
orderly transactions of an institutional round lot size, but the Fund may hold
or transact in such securities in smaller odd lot sizes. Odd lots of securities
in certain asset classes may trade at lower prices than institutional round
lots, and the value ultimately realized when the securities are sold could
differ from the prices used by the Fund. The amortized cost method of valuation
may be used with respect to debt obligations with 60 days or less remaining to
maturity unless BFA determines in good faith that such method does not represent
fair value.
27
Generally,
trading in non U.S. securities is substantially completed each day at various
times prior to the close of regular trading hours of the NYSE. The values of
such securities used in computing the NAV of the Fund are determined as of such
times. U.S. government securities, money market instruments and certain fixed
income securities are generally priced as of close of regular trading hours on
the NYSE.
When
market quotations are not readily available or are believed by BFA to be
unreliable, BFA will fair value the Fund’s investments in accordance with its
policies and procedures. BFA may conclude that a market quotation is not readily
available or is unreliable if a security or other asset or liability does not
have a price source due to its lack of trading or other reasons, if a market
quotation differs significantly from recent price quotations or otherwise no
longer appears to reflect fair value, where the security or other asset or
liability is thinly traded, when there is a significant event subsequent to the
most recent market quotation, or if the trading market on which a security is
listed is suspended or closed and no appropriate alternative trading market is
available. A “significant event” is deemed to occur if BFA determines, in its
reasonable business judgment prior to or at the time of pricing the Fund’s
assets or liabilities, that the event is likely to cause a material change to
the last exchange closing price or closing market price of one or more assets
held by, or liabilities of, the Fund. For certain foreign assets, a third-party
vendor supplies evaluated, systematic fair value pricing based upon the movement
of a proprietary multi-factor model after the relevant foreign markets have
closed. This systematic fair value pricing methodology is designed to correlate
the prices of foreign assets in one or more non-U.S. markets following the close
of the local markets to the prices that might have prevailed as of the Fund’s
pricing time.
Fair
value represents a good faith approximation of the value of an asset or
liability. The fair value of an asset or liability held by the Fund is the
amount the Fund might reasonably expect to receive from the current sale of that
asset or the cost to extinguish that liability in an arm’s length transaction.
Valuing the Fund’s investments using fair value pricing will result in prices
that may differ from current market valuations and that may not be the prices at
which those investments could have been sold during the period in which the
particular fair values were used.
Dividends
and Distributions
General Policies. Dividends from net
investment income, if any, generally are declared and paid at least once a year
by the Fund. Distributions of net realized securities gains, if any, generally
are declared and paid once a year, but the Trust may make distributions on a
more frequent basis for the Fund. The Trust reserves the right to declare
special distributions if, in its reasonable discretion, such action is necessary
or advisable to preserve its status as a regulated investment company (“RIC”) or
to avoid imposition of income or excise taxes on undistributed income or
realized gains.
Dividends
and other distributions on shares of the Fund are distributed on a pro rata
basis to beneficial owners of such shares. Dividend payments are made through
DTC participants and indirect participants to beneficial owners then of record
with proceeds received from the Fund.
Dividend Reinvestment Service. No dividend
reinvestment service is provided by the Trust. Broker-dealers may make available
the DTC book-entry Dividend Reinvestment Service for use by beneficial owners of
the Fund for reinvestment of their dividend distributions. Beneficial owners
should contact their broker to determine the availability and costs of the
service and the details of participation therein. Brokers may require beneficial
owners to adhere to specific procedures and timetables. If this service is
available and used, dividend distributions of both income and realized gains
will be automatically reinvested in additional whole shares of the Fund
purchased in the secondary market.
Note on Tax Information. The following
sections summarize some of the consequences under current U.S. federal tax law
of an investment in the Fund. It is not a substitute for personal tax advice.
You may also be subject to state and local taxation on Fund distributions and
sales of shares. Certain states and localities may exempt from tax distributions
attributable to interest from U.S. federal government obligations. Consult your
personal tax advisor about the potential tax consequences of an investment in
shares of the Fund under all applicable tax laws.
Taxes. As with any investment, you should
consider how your investment in shares of the Fund will be taxed. The tax
information in this Prospectus is provided as general information, based on
current law. You should consult your own tax professional about the tax
consequences of an investment in shares of the Fund.
Unless
your investment in Fund shares is made through a tax-exempt entity or
tax-deferred retirement account, such as an IRA, in which case your
distributions generally will be taxable when withdrawn, you need to be aware of
the possible tax consequences when the Fund makes distributions or you sell Fund
shares.
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Taxes on Distributions. Distributions from the
Fund’s investment company taxable income (other than qualified dividend income),
including distributions of income from securities lending and distributions out
of the Fund’s net short-term capital gains, if any, are taxable to you as
ordinary income. Distributions by the Fund of net long-term capital gains, if
any, in excess of net short-term capital losses (capital gain dividends) are
taxable to you as long-term capital gains, regardless of how long you have held
the Fund’s shares. Distributions by the Fund that qualify as qualified dividend
income are taxable to you at long-term capital gain rates, subject to the
holding period requirements applicable to both you and the Fund, as set forth
below. Long-term capital gains and qualified dividend income are generally
eligible for taxation at a maximum rate of 15% or 20% for non‑corporate
shareholders, depending on whether their income exceeds certain threshold
amounts. In addition, a 3.8% U.S. federal Medicare contribution tax is imposed
on “net investment income,” including, but not limited to, interest, dividends,
and net gain, of U.S. individuals with income exceeding $200,000 (or $250,000 if
married and filing jointly) and of estates and trusts.
Provided
that a certain holding period and other requirements are met, ordinary income
dividends (if properly reported by the Fund) may qualify (i) for the dividends
received deduction in the case of corporate shareholders to the extent that the
Fund’s income consists of dividend income from U.S. corporations, and (ii) in
the case of non-corporate shareholders, as “qualified dividend income” eligible
to be taxed at long-term capital gains rates to the extent that the Fund
receives qualified dividend income. The Fund does not expect that a significant
portion of its distributions will consist of qualified dividend income or be
eligible for the dividends received deduction.
In
general, your distributions are subject to U.S. federal income tax for the year
when they are paid. Certain distributions paid in January, however, may be
treated as paid on December 31 of the prior year.
If
the Fund’s distributions exceed current and accumulated earnings and profits,
all or a portion of the distributions made in the taxable year may be
recharacterized as a return of capital to shareholders. Distributions in excess
of the Fund’s minimum distribution requirements, but not in excess of the Fund’s
current and accumulated earnings and profits, will be taxable to shareholders
and will not constitute nontaxable returns of capital. A return of capital
distribution generally will not be taxable but will reduce the shareholder’s
cost basis and result in a higher capital gain or lower capital loss when those
shares on which the distribution was received are sold. Once a shareholder’s
cost basis is reduced to zero, further distributions will be treated as capital
gain, if the shareholder holds shares of the Fund as capital assets.
Dividends,
interest and capital gains earned by the Fund with respect to securities issued
by non‑U.S. issuers may give rise to withholding, capital gains and other taxes
imposed by non‑U.S. countries. Tax conventions between certain countries and the
U.S. may reduce or eliminate such taxes. If more than 50% of the total assets of
the Fund at the close of a year consists of non‑U.S. stocks or securities
(generally, for this purpose, depositary receipts, no matter where traded, of
non‑U.S. companies are treated as “non‑U.S.”), generally the Fund may “pass
through” to you certain non‑U.S. income taxes (including withholding taxes) paid
by the Fund. This means that you would be considered to have received as an
additional dividend your share of such non‑U.S. taxes, but you may be entitled
to either a corresponding tax deduction in calculating your taxable income, or,
subject to certain limitations, a credit in calculating your U.S. federal income
tax.
For
purposes of foreign tax credits for U.S. shareholders of the Fund, foreign
capital gains taxes may not produce associated foreign source income, limiting
the availability of such credits for U.S. persons.
If
you are neither a resident nor a citizen of the United States or if you are a
non‑U.S. entity (other than a pass-through entity to the extent owned by U.S.
persons), the Fund’s ordinary income dividends (which include distributions of
net short-term capital gains) will generally be subject to a 30% U.S.
withholding tax, unless a lower treaty rate applies, provided that withholding
tax will generally not apply to distributions properly reported by the Fund as
capital gain dividends, interest-related dividends or short-term capital gain
dividends or upon the sale or other disposition of shares of the Fund.
If
you are a resident or a citizen of the U.S., by law, backup withholding at a 24%
rate will apply to your distributions and proceeds if you have not provided a
taxpayer identification number or social security number and made other required
certifications.
Taxes on Sales of Shares. Currently, any
capital gain or loss realized upon a sale of Fund shares is generally treated as
a long-term gain or loss if the shares have been held for more than one year.
Any capital gain or loss realized upon a sale of Fund shares held for one year
or less is generally treated as short-term gain or loss, except
29
that
any capital loss on the sale of shares held for six months or less is treated as
long-term capital loss to the extent that capital gain dividends were paid with
respect to such shares. Any such capital gains, including from sales of Fund
shares or from capital gain dividends, are included in “net investment income”
for purposes of the 3.8% U.S. federal Medicare contribution tax mentioned above.
FATCA. Separately, a 30% withholding tax is
currently imposed on U.S.-source dividends, interest and other income items paid
to (i) foreign financial institutions, including non‑U.S. investment funds
and (ii) certain other foreign entities. To avoid withholding, foreign
financial institutions will need to (i) enter into agreements with the
Internal Revenue Service (“IRS”) that state that they will provide the IRS
information, including the names, addresses and taxpayer identification numbers
of direct and indirect U.S. account holders, comply with due diligence
procedures with respect to the identification of U.S. accounts, report to the
IRS certain information with respect to U.S. accounts maintained, agree to
withhold tax on certain payments made to non‑compliant foreign financial
institutions or to account holders who fail to provide the required information,
and determine certain other information concerning their account holders, or
(ii) in the event that an applicable intergovernmental agreement and
implementing legislation are adopted, provide local revenue authorities with
similar account holder information. Other foreign entities may need to report
the name, address, and taxpayer identification number of each substantial U.S.
owner or provide certifications of no substantial U.S. ownership unless certain
exceptions apply.
Creations and Redemptions. Prior to trading in
the secondary market, shares of the Fund are “created” at NAV by market makers,
large investors and institutions only in block size Creation Units or multiples
thereof. Each “creator” or authorized participant (an “Authorized Participant”)
has entered into an agreement with the Fund’s distributor, BlackRock
Investments, LLC (the “Distributor”), an affiliate of BFA. An Authorized
Participant is a member or participant of a clearing agency registered with the
SEC, which has a written agreement with the Fund or one of its service providers
that allows such member or participant to place orders for the purchase and
redemption of Creation Units.
A
creation transaction, which is subject to acceptance by the Distributor and the
Fund, generally takes place when an Authorized Participant deposits into the
Fund a designated portfolio of securities, assets or other positions (a
“creation basket”), and an amount of cash (including any cash representing the
value of substituted securities, assets or other positions), if any, which
together approximate the holdings of the Fund in exchange for a specified number
of Creation Units. Similarly, shares can be redeemed only in Creation Units,
generally for a designated portfolio of securities, assets or other positions (a
“redemption basket”) held by the Fund and an amount of cash (including any
portion of such securities for which cash may be substituted). The Fund
generally offers Creation Units partially for cash, but may, in certain
circumstances, offer Creation Units solely for cash or solely in-kind. Except
when aggregated in Creation Units, shares are not redeemable by the Fund.
Creation and redemption baskets may differ and the Fund may accept “custom
baskets.” More information regarding custom baskets is contained in the Fund’s
SAI.
The
prices at which creations and redemptions occur are based on the next
calculation of NAV after a creation or redemption order is received in an
acceptable form under the authorized participant agreement.
Only
an Authorized Participant may create or redeem Creation Units with the Fund.
Authorized Participants may create or redeem Creation Units for their own
accounts or for customers, including, without limitation, affiliates of the
Fund.
In
the event of a system failure or other interruption, including disruptions at
market makers or Authorized Participants, orders to purchase or redeem Creation
Units either may not be executed according to the Fund’s instructions or may not
be executed at all, or the Fund may not be able to place or change orders.
To
the extent the Fund engages in in kind transactions, the Fund intends to comply
with the U.S. federal securities laws in accepting securities for deposit and
satisfying redemptions with redemption securities by, among other means,
assuring that any securities accepted for deposit and any securities used to
satisfy redemption requests will be sold in transactions that would be exempt
from registration under the Securities Act of 1933, as amended (the “1933 Act”).
Further, an Authorized Participant that is not a “qualified institutional
buyer,” as such term is defined in Rule 144A under the 1933 Act, will not be
able to receive restricted securities eligible for resale under Rule 144A.
Creations
and redemptions must be made through a firm that is either a member of the
Continuous Net Settlement System of the National Securities Clearing Corporation
or a DTC participant that has executed an agreement with the Distributor with
respect to creations and redemptions of Creation Units. Information about the
procedures regarding
30
creation
and redemption of Creation Units (including the cut off times for receipt of
creation and redemption orders) is included in the Fund’s SAI.
Because
new shares may be created and issued on an ongoing basis, at any point during
the life of the Fund a “distribution,” as such term is used in the 1933 Act, may
be occurring. Broker-dealers and other persons are cautioned that some
activities on their part may, depending on the circumstances, result in their
being deemed participants in a distribution in a manner that could render them
statutory underwriters subject to the prospectus delivery and liability
provisions of the 1933 Act. Any determination of whether one is an underwriter
must take into account all the relevant facts and circumstances of each
particular case.
Broker-dealers
should also note that dealers who are not “underwriters” but are participating
in a distribution (as contrasted to ordinary secondary transactions), and thus
dealing with shares that are part of an “unsold allotment” within the meaning of
Section 4(a)(3)(C) of the 1933 Act, would be unable to take advantage of
the prospectus delivery exemption provided by Section 4(a)(3) of the 1933
Act. For delivery of prospectuses to exchange members, the prospectus delivery
mechanism of Rule 153 under the 1933 Act is available only with respect to
transactions on a national securities exchange.
Householding. Householding is an option
available to certain Fund investors. Householding is a method of delivery, based
on the preference of the individual investor, in which a single copy of certain
shareholder documents can be delivered to investors who share the same address,
even if their accounts are registered under different names. Please contact your
broker-dealer if you are interested in enrolling in householding and receiving a
single copy of prospectuses and other shareholder documents, or if you are
currently enrolled in householding and wish to change your householding status.
Distribution
The
Distributor or its agent distributes Creation Units for the Fund on an agency
basis. The Distributor does not maintain a secondary market in shares of the
Fund. The Distributor has no role in determining the policies of the Fund or the
securities that are purchased or sold by the Fund. The Distributor’s principal
address is 50 Hudson Yards, New York, NY 10001.
BFA
or its affiliates make payments to broker-dealers, registered investment
advisers, banks or other intermediaries (together, “intermediaries”) related to
marketing activities and presentations, educational training programs,
conferences, the development of technology platforms and reporting systems, data
provision services, or their making shares of the Fund and certain other BFA
advised ETFs available to their customers generally and in certain investment
programs. Such payments, which may be significant to the intermediary, are not
made by the Fund. Rather, such payments are made by BFA or its affiliates from
their own resources, which come directly or indirectly in part from fees paid by
the BFA advised ETFs. Payments of this type are sometimes referred to as
revenue-sharing payments. A financial intermediary may make decisions about
which investment options it recommends or makes available, or the level of
services provided, to its customers based on the payments or other financial
incentives it is eligible to receive. Therefore, such payments or other
financial incentives offered or made to an intermediary create conflicts of
interest between the intermediary and its customers and may cause the
intermediary to recommend the Fund or other BFA advised ETFs over another
investment. More information regarding these payments is contained in the Fund’s
SAI. Please contact your salesperson or other
investment professional for more information regarding any such payments his or
her firm may receive from BFA or its affiliates.
31
Financial
Highlights
The
financial highlights table is intended to help investors understand the Fund’s
financial performance since inception. Certain information reflects financial
results for a single share of the Fund. The total returns in the table represent
the rate that an investor would have earned (or lost) on an investment in the
Fund, assuming reinvestment of all dividends and distributions. This information
has been audited by Deloitte & Touche, whose report is included, along with
the Fund’s financial statements, in the Fund’s Annual Financial Statements and
Additional Information for the fiscal year ended October 31, 2025, as filed with
the SEC on Form N-CSR, which is available upon request and at www.blackrock.com
32
Disclaimers
Shares
of the Fund are not sponsored, endorsed or promoted by NYSE Arca. NYSE Arca
makes no representation or warranty, express or implied, to the owners of shares
of the Fund or any member of the public regarding the ability of the Fund to
achieve its investment objective. NYSE Arca is not responsible for, nor has it
participated in, the determination of the Fund’s investments, nor in the
determination of the timing of, prices of, or quantities of shares of the Fund
to be issued, nor in the determination or calculation of the equation by which
the shares are redeemable. NYSE Arca has no obligation or liability to owners of
shares of the Fund in connection with the administration, marketing or trading
of shares of the Fund.
Without
limiting any of the foregoing, in no event shall NYSE Arca have any liability
for any direct, indirect, special, punitive, consequential or any other damages
(including lost profits) even if notified of the possibility of such damages.
33
Want
to know more?
www.blackrock.com | 1
800 474 2737
Information
on the Fund’s net asset value, market price, premiums and discounts, and bid‑ask
spreads can be found at www.blackrock.com. Copies of the Prospectus, SAI, annual
and semi-annual reports, Annual and Semi-Annual Financial Statements and
Additional Information and other information, as applicable and when available,
can be found on our website at www.blackrock.com. For more information about the
Fund, you may request a copy of the SAI. The SAI provides detailed information
about the Fund and is incorporated by reference into this Prospectus. This means
that the SAI, for legal purposes, is a part of this Prospectus.
The
Fund’s annual and semi-annual reports and Form N‑CSR contain additional
information about the Fund’s investments. In the Fund’s annual report, you will
find a discussion of the market conditions and investment strategies that
significantly affected the Fund’s performance during the last fiscal year. In
Form N‑CSR, you will find the Fund’s financial statements.
If
you have any questions about the Trust or shares of the Fund or you wish to
obtain the SAI, annual and semi-annual reports and other information such as
Fund financial statements free of charge, please:
|
|
| |
| Call: |
|
1 800 474 2737 (toll free) |
| Write: |
|
c/o BlackRock Investments, LLC |
|
| |
1 University Square Drive, Princeton, NJ
08540 |
Reports
and other information about the Fund are available on the EDGAR database on the
SEC’s website at www.sec.gov, and copies of this information may be obtained,
after paying a duplicating fee, by electronic request at the following e mail
address:
[email protected].
No person is authorized to give any information or to
make any representations about the Fund and its shares not contained in this
Prospectus and you should not rely on any other information. Read and keep this
Prospectus for future reference.
Investment
Company Act File No.: 811‑23511
PRO‑GGOV‑0226