{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-229654","form_type":"8-K","ticker":null,"cik":"0001364742","company_name":"BlackRock Finance, Inc.","filed_at":"2024-10-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:08.261309+00:00","generated_at":"2026-05-30T23:10:21.547013+00:00","sec_items":["3.01","3.03","5.03","5.01","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"BlackRock closes GIP acquisition: $3B cash + ~12M shares; reincorporation completed","bullets":["Total consideration of $3B cash + ~12M shares of new BlackRock common stock; ~30% of stock consideration deferred.","Old BlackRock (formerly BlackRock, Inc.) became wholly owned sub of New BlackRock; BLK ticker continued on NYSE.","Directors and officers of new parent company: Laurence Fink (CEO), Robert Kapito (President), Martin Small (CFO).","Old BlackRock common stock delisted from NYSE; euro-denominated 1.25% notes due 2025 moved to TISE.","Certificate of incorporation and bylaws amended to reflect name change to BlackRock Finance, Inc. and post-merger structure."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-229654","json":"https://secwatch.observer/filing/0001193125-24-229654.json","markdown":"https://secwatch.observer/filing/0001193125-24-229654.md","text":"https://secwatch.observer/filing/0001193125-24-229654.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/d856279d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-30T23:10:21.547013+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0918d08411","claim":"R. Andrew Dickson III was appointed as Corporate Secretary and Managing Director at BlackRock Finance, Inc..","evidence_excerpt":"R. Andrew Dickson III Corporate Secretary and Managing Director","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Corporate Secretary and Managing Director"}],"fact_type":"executive_change"},{"claim_id":"16926bf1fc","claim":"Martin Small was appointed as Director at BlackRock Finance, Inc..","evidence_excerpt":"the directors of Merger Sub immediately prior to the Merger Effective Time became the directors of Old BlackRock. The names of these directors are Martin Small, Robert Goldstein and R. Andrew Dickson III.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"1af0b200f7","claim":"Laurence Fink was appointed as Chief Executive Officer at BlackRock Finance, Inc..","evidence_excerpt":"Laurence Fink Chief Executive Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"2e2de8fa85","claim":"Philippe Matsumoto was appointed as Treasurer and Managing Director at BlackRock Finance, Inc..","evidence_excerpt":"Philippe Matsumoto Treasurer and Managing Director","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Treasurer and Managing Director"}],"fact_type":"executive_change"},{"claim_id":"7aa783f02c","claim":"R. Andrew Dickson III was appointed as Director at BlackRock Finance, Inc..","evidence_excerpt":"the directors of Merger Sub immediately prior to the Merger Effective Time became the directors of Old BlackRock. The names of these directors are Martin Small, Robert Goldstein and R. Andrew Dickson III.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"825cad96af","claim":"Robert Kapito was appointed as President at BlackRock Finance, Inc..","evidence_excerpt":"Robert Kapito President","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"President"}],"fact_type":"executive_change"},{"claim_id":"bb1fb0bec4","claim":"Christopher J. Meade was appointed as General Counsel, Chief Legal Officer and Senior Managing Director at BlackRock Finance, Inc..","evidence_excerpt":"Christopher J. Meade General Counsel, Chief Legal Officer and Senior Managing Director","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"General Counsel, Chief Legal Officer and Senior Managing Director"}],"fact_type":"executive_change"},{"claim_id":"c03b12bbf5","claim":"Robert Goldstein was appointed as Director at BlackRock Finance, Inc..","evidence_excerpt":"the directors of Merger Sub immediately prior to the Merger Effective Time became the directors of Old BlackRock. The names of these directors are Martin Small, Robert Goldstein and R. Andrew Dickson III.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"c8afa36d9b","claim":"Martin Small was appointed as Chief Financial Officer and Senior Managing Director at BlackRock Finance, Inc..","evidence_excerpt":"Martin Small Chief Financial Officer and Senior Managing Director","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Financial Officer and Senior Managing Director"}],"fact_type":"executive_change"},{"claim_id":"252b82779362a4bc2721c08bb20a4e813928f1ad","claim":"BlackRock Finance, Inc. completed an acquisition involving Global Infrastructure Management, LLC (Global Infrastructure Partners (GIP)) for $3 billion in cash and approximately 12 million shares of New BlackRock Common Stock (approximately 30% of the total consideration, all in stock, is deferred) (closed 2024-10-01).","evidence_excerpt":"at the Closing and immediately following the Merger, New BlackRock acquired 100% of the issued and outstanding limited liability company interests of GIP, for a total consideration of $3 billion in cash and approximately 12 million shares of New BlackRock Common Stock","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Global Infrastructure Management, LLC (Global Infrastructure Partners (GIP))"},{"label":"Consideration","value":"$3 billion in cash and approximately 12 million shares of New BlackRock Common Stock (approximately 30% of the total consideration, all in stock, is deferred)"},{"label":"Closing","value":"2024-10-01"}],"fact_type":"ma_transaction"},{"claim_id":"8dd223f58cc0a1bee798ca8037b3bf4f71a8b3f1","claim":"BlackRock Finance, Inc. underwent a change of control involving New BlackRock (formerly known as BlackRock Funding, Inc.) for each share of Old BlackRock Common Stock converted into one share of New BlackRock Common Stock (closed 2024-10-01).","evidence_excerpt":"As a result of the consummation of the Merger, a change of control of the registrant occurred and Old BlackRock became a wholly owned subsidiary of New BlackRock.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1364742/000119312524229654/0001193125-24-229654-index.htm","confidence":0.95,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"New BlackRock (formerly known as BlackRock Funding, Inc.)"},{"label":"Consideration","value":"each share of Old BlackRock Common Stock converted into one share of New BlackRock Common Stock"},{"label":"Closing","value":"2024-10-01"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}