Filed Pursuant to Rule 424(b)(3)
Reg No.: 333-278583 and 333-278583-01
The information contained in this preliminary prospectus
supplement is not complete and may be changed. A registration statement relating to these securities is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not
soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.
Subject to Completion, dated July 17, 2024
PRELIMINARY PROSPECTUS SUPPLEMENT
(To Prospectus dated
April 9, 2024)
BlackRock Funding, Inc.
Guaranteed on a senior unsecured basis by BlackRock, Inc.
$ % NOTES DUE 2027
$ % NOTES DUE 2035
$ % NOTES DUE 2055
The % Notes due 2027 (the
2027 notes) will bear interest at the rate of % per year and will mature on , 2027. The % Notes due 2035 (the 2035 notes) will bear interest at the rate of % per year
and mature on , 2035. The % Notes due 2055 (the 2055 notes) will bear interest at the rate of % per year and mature on , 2055. The 2027 notes, the 2035 notes and the 2055 notes are
referred to collectively as the notes.
Interest on the notes for each series will be payable semi-annually in arrears
on and of each year, beginning on , 20 .
The notes will be issued by
BlackRock Funding, Inc. (BlackRock Funding), which is currently a direct wholly owned subsidiary of BlackRock, Inc. (BlackRock). The notes will be BlackRock Fundings unsecured and unsubordinated debt obligations and
will be fully and unconditionally guaranteed (the note guarantees), on a senior unsecured basis by BlackRock. The notes and the note guarantees will rank equally in right of payment with all of BlackRock Funding and BlackRocks
other unsubordinated indebtedness, respectively, from time to time outstanding.
BlackRock Funding may redeem the notes of each series, in whole or in part,
at any time at the redemption prices described under Description of the NotesOptional Redemption of the Notes.
The net proceeds of this
offering are intended to be used to fund a portion of the cash consideration for BlackRocks proposed acquisition of the business and assets of Preqin Holding Limited, a private company limited by shares registered in England and Wales
(Preqin), and its subsidiaries by the indirect acquisition, through one of BlackRocks wholly owned subsidiaries, of 100% of the shares of Preqin (which is referred to herein as the Preqin Transaction). The Preqin
Transaction has not been completed as of the date of this prospectus supplement. We currently expect the Preqin Transaction to close before year-end 2024. The closing of the Preqin Transaction is subject to
customary conditions, including, among others, the receipt of specified regulatory approvals, and we cannot guarantee that the Preqin Transaction will be completed on a timely basis, on the terms described herein, or at all. This offering is not
conditioned upon the completion of the Preqin Transaction, which, if completed, will occur subsequent to the closing of this offering. However, if (i) the Preqin Transaction is not consummated on or before the later of
(x) September 2, 2025 and (y) the date that is five business days after any later date upon which Completion may occur under the terms of the Preqin Transaction Agreement (as defined herein) (including any such later date
as mutually agreed upon by the parties to the Preqin Transaction Agreement) (the Special Mandatory Redemption End Date) or (ii) BlackRock Funding notifies the trustee under the indenture that BlackRock will not pursue consummation
of the Preqin Transaction, BlackRock Funding will be required to redeem all outstanding 2027 notes (the Special Mandatory Redemption), at a special mandatory redemption price equal to 101% of the aggregate principal amount of the 2027
notes, plus accrued and unpaid interest, if any, to, but excluding, the Special Mandatory Redemption Date (as defined herein). The proceeds from this offering will not be deposited into an escrow account pending completion of the Preqin Transaction
or any Special Mandatory Redemption, nor will BlackRock Funding be required to grant any security interest or other lien on those proceeds to secure any redemption of the notes. See Description of the NotesSpecial Mandatory
Redemption.
The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.
Investing in the notes involves risks, including those described in the Risk Factors section beginning on page S-10 of this prospectus supplement and the section entitled
Risk Factors beginning on page 20 of BlackRocks Annual Report on Form 10-K for the year ended December 31, 2023, which is incorporated by reference into this prospectus supplement.
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Per 2027 Note |
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2027 Notes Total |
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Per 2035 Note |
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2035 Notes Total |
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Per 2055 Note |
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2055 Notes Total |
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Public Offering Price(1) |
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Underwriting Discount |
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$ |
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Proceeds, before Expenses, to BlackRock Funding, Inc. |
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(1) |
Plus accrued interest from , 2024. |
Interest on the notes will accrue from , 2024.
Neither the Securities and Exchange Commission (the SEC) nor any state securities commission has approved or disapproved of these securities or
determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the notes to purchasers in book-entry form only through the facilities of The Depository Trust Company (DTC) and
its participants, including Clearstream Banking, société anonyme (Clearstream), and Euroclear Bank, S.A./N.V. (Euroclear), on or about , 2024, which is the seventh U.S. business day
following the date of this prospectus supplement. See UnderwritingDelayed Settlement in this prospectus supplement.
Joint
Book-Running Managers
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Morgan Stanley |
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J.P. Morgan |
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BofA Securities |
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Wells Fargo Securities |
Prospectus Supplement dated July , 2024