BlackRock, Inc. (BLK) FY2025 10-K and Q2 FY2026 10-Q Summary

Business

From the FY2025 Form 10-K (accession 0001193125-26-071966).

BlackRock is a publicly traded investment management firm with $14.0 trillion of assets under management (AUM) at December 31, 2025, approximately 24,900 employees in more than 30 countries, and clients in over 100 countries. It manages client assets as a fiduciary and does not engage in proprietary trading that could conflict with client interests. No single shareholder holds a majority; over 80% of the Board is independent.

How it makes money. Investment management fees are earned as a percentage of AUM ("base fees"). The firm also earns performance fees on certain portfolios relative to a benchmark or return hurdle, securities lending revenue, technology services and subscription fees, distribution and service fees, and advisory/transition-management fees. Roughly 80% of revenue is generated in US dollars, with the remainder principally in euros and British pounds, partly offset by a non-dollar expense base.

Platform. BlackRock offers alpha-seeking active, private markets, index and cash management strategies across equities, fixed income, private markets, liquid alternatives, digital assets, currencies and commodities, and money market instruments. Vehicles include open-end and closed-end mutual funds, iShares ETFs, separate accounts, collective trust funds and other pooled vehicles. Technology offerings include Aladdin (Enterprise, Risk, and accounting), Aladdin Wealth, eFront, Preqin and Cachematrix.

AUM composition at December 31, 2025 (five-year AUM CAGR of 10%):

• By product: equity $7.8 trillion (61% of long-term AUM, 50% of long-term base fees and securities lending revenue); fixed income $3.3 trillion (25% / 22%); multi-asset $1.2 trillion (9% / 8%); alternatives (3% of long-term AUM but 17% of long-term base fees and securities lending revenue); digital assets $78 billion; currency and commodities $169 billion; cash management $1.1 trillion.
• By channel: ETFs $5.5 trillion of iShares AUM, 42% of long-term AUM and 45% of long-term base fees and securities lending revenue; retail 10% of long-term AUM but 25% of long-term base fees and securities lending revenue; institutional active $2.5 trillion (19% / 24%); institutional index $3.7 trillion (29% of long-term AUM but only 6% of long-term base fees and securities lending revenue).
• By region: Americas 68% of total AUM and 67% of base fees and securities lending revenue; EMEA 25% / 28%; Asia-Pacific 7% / 5%. Approximately 35% of AUM is managed for clients domiciled outside the US.

The fee-rate asymmetry between institutional index and the retail/alternatives channels is the central economics of the business: institutional non-ETF index mandates are very large and very low fee, so flows there have limited revenue impact, while retail, ETF and private-markets assets carry the revenue weight.

2025 flows. Full-year net inflows were a record $698 billion, driving 9% organic base fee growth. ETF net inflows were $527 billion (equity $289 billion, fixed income $175 billion, digital asset exchange-traded products (ETPs) $35 billion, commodities $25 billion). US retail long-term net inflows were $62 billion and international retail $45 billion. Institutional active net inflows were $53 billion, offset by $119 billion of institutional index net outflows driven largely by a single client's partial redemptions. Cash management added $131 billion.

Private markets. Private markets generated $40 billion of net inflows and $30 billion of realizations in 2025. At year-end the platform stood at infrastructure $112 billion, private credit $145 billion, private equity $31 billion, real estate $25 billion and multi-alternatives $9 billion; liquid alternatives were $101 billion, with an additional $105 billion in liquid credit reported inside active fixed income. BlackRock held approximately $91 billion of non-fee-paying, unfunded, uninvested commitments not counted in AUM, which convert to fee-paying AUM as deployed.

Acquisitions reshaping the platform. Preqin (private markets data) closed March 3, 2025 for £2.5 billion (approximately $3.2 billion) in cash. HPS Investment Partners (global credit manager) closed July 1, 2025, with substantially all consideration paid in Class B-2 common units ("Subco Units") of BlackRock Saturn Subco, LLC; the transaction added $165 billion of client AUM and $118 billion of fee-paying AUM. ElmTree Funds (net-lease real estate) closed September 2, 2025, consideration primarily in BlackRock common stock, adding $3 billion of AUM. These follow Global Infrastructure Partners (GIP, October 2024, $70 billion) and earlier tuck-ins (Aperio 2021, Kreos 2023, SpiderRock 2024).

Technology. Technology services and subscription revenue was $2.0 billion in 2025, up 24%. Annual contract value (ACV) rose 31% year over year including Preqin and 16% excluding it. Aladdin, which represents the majority of technology revenue, is sold under long-term recurring contracts; the majority of positions on the platform are fixed income. BlackRock also holds minority investments in Viridium, Generation Life, Securitize, Upvest, Avaloq, Human Interest, Circle, Clarity AI, Envestnet, Acorns, Scalable Capital and iCapital.

Securities lending. Outstanding loan balances ended 2025 at approximately $455 billion, up from $412 billion at year-end 2024, on higher demand and equity valuations, with stable lending spreads and higher cash reinvestment spreads.

Regulation. Virtually every part of the business is regulated. In the US: the SEC, DOL, Federal Reserve, OCC, FINRA, NFA, FTC, DOJ and CFTC, plus the Advisers Act, the Investment Company Act and ERISA. BlackRock Institutional Trust Company, N.A. (BTC) is a nationally chartered limited-purpose trust bank supervised by the OCC. Internationally, the FCA and PRA in the UK, MiFID II/UCITS/AIFMD and DORA in the EU, and regulators in Japan, Australia, New Zealand, Hong Kong, Taiwan, China, Singapore, India (the Jio BlackRock joint ventures), Korea, the Middle East and South Africa.

Risk factors

Condensed from Item 1A of the FY2025 Form 10-K (accession 0001193125-26-071966).

Market and competition. Revenue is a percentage of AUM, so declines in equity, debt, real asset, commodity, digital asset or currency markets, including from global fiscal, monetary and trade policy and tariffs, directly reduce AUM, revenue and earnings, and can trigger redemptions, rotation into lower-fee products, goodwill or intangible impairment, and losses on seed and co-investment capital. Because roughly half of equity AUM is tied to international strategies with higher fee rates than US equity, shifts in the geographic and product mix move the average effective fee rate independently of AUM growth. Advisory contracts can be terminated by clients or non-renewed by fund boards, and US registered fund contracts must be approved annually by majority-independent boards. Failure or poor performance of a competitor's similar product can drain confidence from BlackRock's equivalent. Industry competition, on performance, liquidity, technology, fees, breadth and brand, continues to compress fees. Aladdin's competitive position is specifically named: sophisticated competitors, client shifts to standalone or in-house solutions, or faster-innovating rivals could cost clients and market share. New products, including customizable, digital-asset, tokenized and blended public-private offerings, carry operational-control, data-dependency and IP-litigation risk. At December 31, 2025 net economic investment exposure was approximately $4.9 billion in seed and co-investments, whose value moves with markets. BlackRock indemnifies certain securities lending clients against borrower default: approximately $353 billion of securities on loan were subject to that indemnification at year-end 2025, against approximately $375 billion of collateral held. Discretionary support of products (seeding, warehousing, credit support) consumes capital and may be constrained by regulation or liquidity. Geopolitical unrest, trade tensions and tariffs, regional conflicts, US-China strategic competition, and climate-related physical and transition risks round out the category.

Investment performance. Poor performance, or inefficient delivery of beta in index products, can cause withdrawals, shifts to cheaper products, weaker new-business capture, reduced or zero performance fees, and impairment. Performance fees ($1.4 billion, 6% of 2025 revenue) add volatility because carried-interest recognition on private markets products and the concentration of liquid-product measurement periods in the third and fourth quarters make the timing lumpy. Undetected errors in the quantitative models used for risk assessment, portfolio management and trading could damage performance and client relationships.

Technology and operations. Operationally, BlackRock depends on infrastructure, data centers and business-continuity plans that can fail or be disrupted, and on information-security controls that can prove inadequate or be defeated by cyber-attack, including through interconnectivity with vendors, exchanges and clearing houses. It also depends on third parties whose services can become unavailable, a dependency that reaches Aladdin, whose expansion into new markets increases complexity and exposes BlackRock to heightened regulatory scrutiny through its regulated client base. AI is called out separately: model, data-quality, IP-ownership, confidentiality, bias and evolving-regulation risks, and the observation that generative AI can produce output that appears correct but is factually wrong. The category also takes in corporate and contingent liquidity, and operating risk in the securities lending program.

Inorganic strategy. Acquisitions may fail to deliver expected earnings, product breadth or whole-portfolio capability, and integration diverts management attention. BlackRock explicitly flags risk tied to its recent GIP and HPS acquisitions, that anticipated synergies and value creation may not be realized fully, at all, or on the expected timeline, with exposure to transaction and integration costs, unknown liabilities, employee turnover, and acquisition-related litigation or regulatory action. Alternatives products carry a long list of underlying-asset risks: illiquidity, early-stage companies, construction and force-majeure risk, emerging-market exposure, environmental hazards, leverage, concentration, distressed positions, critical-infrastructure exposure, valuation of illiquid assets absent observable prices, portfolio-company governance and employee misconduct, and contingent liabilities on disposition.

Human capital. BlackRock is exposed to human error in complex operational systems, to fraud, circumvention of controls or violation of workplace policies, and to failure to recruit, train and retain skilled employees or to execute executive succession. Deferred compensation tied to the share price or to incentive fees means a falling share price or weak fund performance raises retention risk.

Key third-party relationships. BlackRock relies on counterparties that can become impaired or fail in the portfolios it manages, on key providers of fund administration, accounting, custody and market data, where significant deficiencies may leave few or no alternative vendors and long-term contract commitments can limit renegotiation and bring additional costs, and on third-party distribution channels that can be disrupted. BlackRock transfers key contracts between third-party providers from time to time, and states that such transfers may themselves be costly and complex. It relies as well on key technology partnerships, including with Microsoft: Aladdin's infrastructure for BlackRock and external clients is hosted on Microsoft Azure and Amazon Web Services, which introduces third-party reliability, security, execution and regulatory-oversight risk. Disruption to the authorized participants, market makers and index providers integral to the ETP platform, where BlackRock is the largest global provider, is a further exposure.

Legal, regulatory and reputational. Extensive global regulation raises the cost of doing business and exposes BlackRock to anti-corruption, anti-money-laundering, sanctions, risk-retention and regulatory-capital requirements, and to antitrust and competition scrutiny. Named regulatory workstreams include macroprudential policy for asset managers and open-ended funds, global money market fund reform, sustainability regulation, FTC/DOJ antitrust guidance, potential FSOC designation of nonbank SIFIs, the SEC Treasury clearing mandate, short-position and securities-loan reporting rules, the US outbound investment screening regime, beneficial-ownership (Schedule 13G) guidance, proxy-voting reform, the FinCEN adviser AML rule (effective January 2028), Form PF amendments (compliance extended to October 2026), the EU's DORA, Retail Investment Strategy, EMIR 3.0, Digital Omnibus, T+1 settlement (October 2027) and supervisory reform, UK operational-resilience designation, Consumer Duty and the CCI regime, and China's evolving data-security and policy environment. Legal proceedings, competing stakeholder demands on environmental and social matters, with some US states and state officials adopting or proposing legislation or restricting business with BlackRock, reputational damage, conflicts of interest, OCC limits on the trust bank subsidiary, and ownership-threshold reporting obligations across managed funds. BlackRock is also the subject of commentary on the scale of index investing, concentrated proxy voting power and the "common ownership" theory, which the FTC identified as a key enforcement area in 2021. Finally, tax: the OECD's Pillar One and Pillar Two framework, with a January 2026 OECD package of simplifications and a "Side-by-Side System" for groups parented in jurisdictions such as the US that is generally expected to mitigate some Pillar Two impact.

Management's discussion and analysis, FY2025

From Item 7 of the FY2025 Form 10-K (accession 0001193125-26-071966).

Results. Revenue rose $3.8 billion, or 19%, to $24.2 billion, on the positive impact of markets, organic base fee growth, fees from the GIP and HPS transactions, and higher technology revenue.

• Base fees and securities lending revenue of $19.2 billion, up $3.1 billion from $16.1 billion, including securities lending revenue of $705 million (up $90 million on higher average balances and spreads).
• Performance fees of $1.4 billion, up $217 million, on higher private markets revenue including HPS, partly offset by weaker liquid alternatives.
• Technology services and subscription revenue of $2.0 billion, up $378 million, including approximately $210 million from Preqin.

Expense rose $4.3 billion, or 34%, to $17.2 billion: employee compensation and benefits $8.4 billion (up $1.9 billion, on the GIP/HPS/Preqin transactions including nonrecurring retention-related deferred compensation, and higher incentive compensation); sales, asset and account expense $4.5 billion (up $685 million); general and administration $2.7 billion (up $474 million); change in fair value of contingent consideration $720 million versus $(36) million in 2024, driven by GIP and HPS; amortization and impairment of intangibles $775 million (up $484 million); a $39 million second-quarter restructuring charge; and a $109 million noncash Charitable Contribution (a December 10, 2025 contribution of part of BlackRock's Circle stake to the BlackRock Charitable Fund, offset by a $29 million tax benefit).

The result is a wide GAAP/adjusted gap. GAAP operating income fell $529 million to $7.0 billion and GAAP operating margin fell 800 bps to 29.1%, entirely on noncash acquisition-related expense and the Charitable Contribution. Operating income as adjusted rose $1.5 billion to $9.6 billion, with adjusted margin of 44.1%, down only 40 bps. GAAP diluted EPS fell $6.70, or 16%, to $35.31; adjusted diluted EPS rose $4.48, or 10%, to $48.09. Nonoperating income net of noncontrolling interests in consolidated investment products (NCI-CIPs) fell $266 million on lower net interest income, and included noncash pre-tax gains of approximately $100 million on Circle and approximately $89 million on iCapital. The GAAP effective tax rate was 22.8% (including $251 million of net discrete benefits from entity-structure changes, $67 million from stock-based compensation vesting and $29 million from the Charitable Contribution); the adjusted rate was 21.5%.

AUM. AUM rose $2.5 trillion to $14.0 trillion, from $11.6 trillion: net market appreciation of $1.5 trillion, record net inflows, a $221 billion positive foreign-exchange impact (chiefly a weaker dollar against the euro, sterling and Canadian dollar), and AUM added by HPS and ElmTree.

Balance sheet and capital. Goodwill and intangible assets rose $16.6 billion on Preqin, HPS and ElmTree. Contingent consideration liabilities rose $4.1 billion. Investing cash outflows excluding consolidated products were $4.5 billion (including $3.1 billion for Preqin and $369 million for HPS); financing outflows were $4.8 billion, including $3.3 billion of dividends and Subco distributions and $2.0 billion of share and share-equivalent repurchases. The company repurchased 1.6 million shares and share equivalents for approximately $1.6 billion in 2025 and paid $20.84 per share in dividends. Book value per share was $360.41. The revolving credit facility stood at $5.9 billion undrawn; the leverage covenant of 3.5 to 1 was met at less than 1 to 1; no commercial paper was outstanding. Required regulatory net capital across BTC, UK-regulated entities and broker-dealers was approximately $2.2 billion, and the company was in compliance.

Business outlook as stated for 2026. Management frames long-term value creation as differentiated organic growth, margin expansion through scale, and consistent capital return. It expects a dynamic investing environment shaped by AI, financial technology innovation and the evolution of debt financing, and expects fixed income returns in 2026 to be driven primarily by income rather than price appreciation. Stated ambitions and positioning: $400 billion of private markets capital raised by 2030; largest general-account manager for insurers at $720 billion of long-term AUM; a $600 billion LifePath franchise and a leading defined-contribution investment-only platform; expanded distribution of HPS non-traded business development companies (BDCs) to wirehouses and registered investment advisers (RIAs) plus a planned H-Series fund family in 2026; continued double-digit organic base fee growth from the systematic equity platform despite industry-wide active equity outflows; and integrated public-private enterprise technology through Aladdin, eFront and Preqin.

Current quarter, Q2 and first half 2026

From the Form 10-Q for the quarter and six months ended June 30, 2026 (accession 0001193125-26-337177); results were also reported July 15, 2026 on Form 8-K (accession 0001193125-26-304013).

Headline. Revenue of $7,084 million for the quarter, up 31%, and $13,782 million for the six months, up 29%. GAAP operating income of $2,461 million with a 34.7% margin, up 280 bps; as adjusted, $2,916 million and 45.9%, up 260 bps. Net income attributable to BlackRock was $1,914 million and GAAP diluted EPS $12.19, up 20%; adjusted diluted EPS was $13.91, up 15%. For the six months, GAAP operating margin was 38.3% (up 630 bps) and adjusted margin 45.2% (up 200 bps); GAAP diluted EPS of $26.25 rose 32% while adjusted EPS of $26.45 rose 13%, the gap reflects a large noncash contingent-consideration benefit inside GAAP results.

AUM reached $15.3 trillion at June 30, 2026, up $1.5 trillion in the quarter from $13.9 trillion, up $1.3 trillion from $14.0 trillion at year-end, and up $2.8 trillion from $12.5 trillion a year earlier.

• Second-quarter long-term net inflows of $199 billion: ETFs $178 billion (core equity $85 billion, index bond $61 billion, active ETFs $20 billion); retail $19 billion (active fixed income, Aperio, liquid alternatives); institutional active $44 billion (private markets, fixed income, systematic equity, outsourcing and target-date); against institutional index net outflows of $41 billion concentrated in low-fee index equity. Cash management had $7 billion of net outflows from US government funds. Market appreciation was $1.28 trillion; foreign exchange cost $18 billion; realizations were $7.2 billion.
• Six-month long-term net inflows of $335 billion (ETFs $310 billion, retail $34 billion, institutional net outflows of $9 billion as $68 billion of active inflows were more than offset by $76 billion of index outflows), with cash management net outflows of $14 billion. Trailing-twelve-month total net inflows were $868 billion.
• Private markets AUM was $329 billion at June 30, 2026, with $15.4 billion of quarterly net inflows against $6.2 billion of realizations: private credit $151 billion, infrastructure $113 billion, private equity $32 billion, real estate $22 billion, multi-alternatives $10 billion.
• Digital assets fell to $49 billion from $78 billion at year-end, on $2.2 billion of six-month net outflows and $27.4 billion of market depreciation, the clearest reversal in the mix this year. Currency and commodities fell to $152 billion.

Revenue detail (quarter). Base fees and securities lending revenue of $5,726 million, up $1.3 billion, driven by market beta on average AUM, organic base fee growth and approximately $230 million of fees related to HPS (approximately $460 million for the six months); securities lending revenue of $239 million, up from $171 million on higher spreads. Performance fees of $305 million, up $211 million, of which private markets contributed $137 million and liquid alternatives $100 million. Technology services and subscription revenue of $566 million, up $67 million on sustained Aladdin and multi-product demand. Distribution fees of $395 million.

Expense detail (quarter). Total expense of $4,623 million, up 25%. Employee compensation and benefits $2,274 million (up $510 million on higher operating income, performance fees and HPS); sales, asset and account expense $1,342 million; general and administration $720 million; amortization of intangibles $276 million (up $139 million); change in fair value of contingent consideration a modest $11 million expense. For the six months, contingent consideration was a $538 million benefit versus a $172 million expense a year earlier, a $710 million swing tied to the GIP and HPS liabilities, which are marked to BlackRock's period-end share price. This is the single largest source of GAAP volatility in the current period and is excluded from adjusted results.

Nonoperating and tax. Nonoperating income net of NCI-CIPs fell to $223 million from $449 million, mainly because the prior-year quarter included an approximately $330 million noncash pre-tax gain on Circle, versus an approximately $37 million noncash loss this quarter. The GAAP effective tax rate was 25.2% for the quarter (26.9% a year earlier) and 21.6% for the six months, including a $62 million discrete benefit from stock-based compensation vesting.

Balance sheet and liquidity at June 30, 2026. Total assets of $175.9 billion on a GAAP basis, or $99.9 billion excluding separate account assets and consolidated products; goodwill and intangibles of $62.6 billion; borrowings of $12.7 billion (long-term note principal $12.8 billion); contingent consideration liabilities of $7.9 billion ($4.3 billion GIP, $3.4 billion HPS); BlackRock stockholders' equity of $57.6 billion and book value per share of $371.70. Cash and cash equivalents of $10.5 billion, $10.2 billion excluding cash held by consolidated products, plus a fully undrawn $6.3 billion credit facility give total liquidity resources of $16.5 billion. Economic investment exposure was $4,964 million. Unfunded investment commitments to sponsored products were $2.8 billion. Securities on loan subject to borrower-default indemnification were approximately $458 billion against approximately $491 billion of collateral. Required regulatory net capital remained approximately $2.2 billion, in compliance.

Financing actions. In March 2026 the revolving credit facility was amended to increase commitments by $400 million to $6.3 billion, extend the maturity to March 2031 for extending lenders (non-extending lender commitments mature March 2028) and remove the SOFR adjustment on SOFR-based loans (Form 8-K filed April 3, 2026, accession 0001193125-26-142112). In January 2026 the Board authorized repurchase of an additional seven million shares, bringing total authorization to approximately 9.2 million shares; 0.8 million shares and share equivalents were repurchased for approximately $900 million in the first half, leaving approximately 8.4 million authorized at June 30, 2026. Dividends and Subco distributions were $1.9 billion in the first half at $5.73 per share per quarter ($11.46 year to date), and total share and share-equivalent repurchases including employee tax withholding were $1.3 billion. Operating cash flow excluding consolidated products was $3.1 billion.

Litigation. BlackRock is defending a suit brought by thirteen state Attorneys General in the Eastern District of Texas against BlackRock, State Street and Vanguard alleging antitrust violations on the theory that the three conspired to suppress coal supply; four states also pursue state consumer-protection claims regarding statements on BlackRock fund websites. In 2025 the court largely denied the defendants' motion to dismiss. Management does not currently anticipate that aggregate liability from regulatory matters or lawsuits will be material, and cannot reasonably estimate a possible loss or range of loss.

Subsequent events

From the notes to the condensed consolidated financial statements in the Form 10-Q for the period ended June 30, 2026 (accession 0001193125-26-337177), and from the FY2025 Form 10-K (accession 0001193125-26-071966).

The subsequent-events note in the June 30, 2026 Form 10-Q states that BlackRock conducted a review and determined that no subsequent events had occurred that would require accrual or additional disclosure. No post-period acquisition, divestiture, financing, borrowing or litigation outcome is disclosed there. Two post-period items are disclosed elsewhere in the same filing's notes, both stemming from the same date:

• July 1, 2026, expiration of the cash-settlement provision on the Subco Units. A contractual provision that could have required cash settlement of the Subco Units issued as HPS consideration expired. As a result, in the third quarter of 2026 BlackRock will reclassify a portion of noncontrolling interests representing Subco Units from temporary equity (redeemable NCI) to permanent equity (nonredeemable NCI).
• July 1, 2026, expiration of the cash-settlement provision on the HPS contingent consideration. The parallel provision covering the HPS contingent consideration also expired. In the third quarter of 2026 BlackRock will reclassify 2.8 million Subco Units with a fair value of approximately $2.6 billion, subject to achievement of a specified post-closing condition, from liabilities to equity. Once equity-classified, that consideration is no longer subject to fair value remeasurement and will no longer flow through the income statement, removing that portion of the volatility. The GIP contingent consideration liability of $4.3 billion, and any HPS units above the 2.8 million being reclassified, continue to be marked to BlackRock's share price each period. The total HPS contingent consideration ranges from approximately 2.8 million to 4.4 million Subco Units and is expected to be payable approximately five years after the July 1, 2025 closing.

Related post-period and near-period corporate actions on Form 8-K:

• June 30, 2026, BlackRock filed a prospectus supplement registering issuance of up to 12,035,866 shares of common stock: up to 7,606,927 shares issuable on redemption of the Subco Units issued as closing consideration for the HPS acquisition, and up to 4,428,939 shares issuable on redemption of the deferred-consideration Subco Units that may be issued subject to post-closing conditions and financial performance milestones. Subco Units become redeemable at holders' option at certain times following the one-year anniversary of the July 1, 2025 closing, for one share of common stock each or a cash settlement amount at Subco's option; BlackRock expects to satisfy these through direct exchanges for common stock (accession 0001193125-26-290830).
• July 15, 2026, BlackRock reported results of operations for the three and six months ended June 30, 2026 (accession 0001193125-26-304013).

For reference, the FY2025 Form 10-K's subsequent-events note disclosed a single item: on January 15, 2026 the Board approved a quarterly dividend of $5.73 per share, paid March 24, 2026 to holders of record on March 6, 2026.