ThZeal - The Zeal

Institutional

Investor A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:

811-05742

Name of Fund:

BlackRock Funds^SM

BlackRock Advantage Small Cap Growth Fund

Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809

Name and address of agent for service: John M. Perlowski, Chief Executive Officer, BlackRock Funds^SM,
50 Hudson Yards, New York, NY 10001

Registrant's telephone number, including area code:

(800) 441-7762

Date of fiscal year end:

09/30/2025

Date of reporting period:

03/31/2025

Item 1 — Reports to Stockholders

(a) The Reports to Shareholders are attached herewith

BlackRock Advantage Small Cap Growth Fund

Institutional Shares | PSGIX

Semi-Annual Shareholder Report — March 31, 2025

This semi-annual shareholder report contains important information about BlackRock Advantage Small Cap Growth Fund (the “Fund”) for the period of October 1, 2024 to March 31, 2025. You can find additional information about the Fund at blackrock.com/fundreports. You can also request this information by contacting us at (800) 441‑7762.

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment)

Class name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional Shares	$24	0.50%(a)

^(a)	Annualized.

Fund performance

Average annual total returns

	6-Month Total Returns		1 Year		5 Years		10 Years
Institutional Shares	(9.93	)%	(5.42	)%	11.29	%	6.69	%
Russell 3000^® Index	(2.21	)	7.22		18.18		11.80
Russell 2000^® Growth Index	(9.60	)	(4.86	)	10.78		6.14

Key Fund statistics

Net Assets	$539,478,102
Number of Portfolio Holdings	608
Portfolio Turnover Rate	66%

Past performance is not an indication of future results. Performance results may include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or on the redemption or sale of fund shares. Visit blackrock.com for more recent performance information.

What did the Fund invest in?

(as of March 31, 2025)

Sector allocation

Sector^(a)	Percent of Net Assets
Health Care	25.7	%
Industrials	22.3	%
Information Technology	18.3	%
Consumer Discretionary	10.5	%
Financials	8.4	%
Consumer Staples	4.0	%
Materials	3.2	%
Communication Services	2.4	%
Energy	2.2	%
Real Estate	1.7	%
Short-Term Securities	6.9	%
Liabilities in Excess of Other Assets	(5.6	)%

Ten largest holdings

Security^(b)	Percent of Net Assets
Sprouts Farmers Market, Inc.	1.5	%
Corcept Therapeutics, Inc.	1.2	%
ExlService Holdings, Inc.	1.0	%
Insmed, Inc.	1.0	%
FTAI Aviation Ltd.	0.9	%
Primoris Services Corp.	0.9	%
Moog, Inc., Class A	0.8	%
Piper Sandler Cos.	0.7	%
PJT Partners, Inc., Class A	0.7	%
Fabrinet	0.7	%

^(a)	For purposes of this report, sector sub-classifications may differ from those utilized by the Fund for compliance purposes.
^(b)	Excludes short-term securities.

Additional information

If you wish to view additional information about the Fund, including but not limited to financial statements, the Fund’s prospectus, and proxy voting policies and procedures, please visit blackrock.com/fundreports. For proxy voting records, visit blackrock.com/proxyrecords.

The Fund is not sponsored, endorsed, issued, sold, or promoted by FTSE International Limited and its affiliates, nor does this company make any representation regarding the advisability of investing in the Fund. BlackRock is not affiliated with the company listed above.

BlackRock Advantage Small Cap Growth Fund

Institutional Shares | PSGIX

Semi-Annual Shareholder Report — March 31, 2025

PSGIX-03/25-SAR

BlackRock Advantage Small Cap Growth Fund

Investor A Shares | CSGEX

Semi-Annual Shareholder Report — March 31, 2025

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment)

Class name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Investor A Shares	$36	0.75%(a)

^(a)	Annualized.

Fund performance

Average annual total returns

	6-Month Total Returns		1 Year		5 Years		10 Years
Investor A Shares	(10.03	)%	(5.61	)%	11.01	%	6.41	%
Investor A Shares (with sales charge)	(14.75	)	(10.57	)	9.82		5.84
Russell 3000^® Index	(2.21	)	7.22		18.18		11.80
Russell 2000^® Growth Index	(9.60	)	(4.86	)	10.78		6.14

Key Fund statistics

Net Assets	$539,478,102
Number of Portfolio Holdings	608
Portfolio Turnover Rate	66%

Assuming maximum sales charges. Average annual total returns with and without sales charges reflect reductions for service fees.

What did the Fund invest in?

(as of March 31, 2025)

Sector allocation

Sector^(a)	Percent of Net Assets
Health Care	25.7	%
Industrials	22.3	%
Information Technology	18.3	%
Consumer Discretionary	10.5	%
Financials	8.4	%
Consumer Staples	4.0	%
Materials	3.2	%
Communication Services	2.4	%
Energy	2.2	%
Real Estate	1.7	%
Short-Term Securities	6.9	%
Liabilities in Excess of Other Assets	(5.6	)%

Ten largest holdings

Security^(b)	Percent of Net Assets
Sprouts Farmers Market, Inc.	1.5	%
Corcept Therapeutics, Inc.	1.2	%
ExlService Holdings, Inc.	1.0	%
Insmed, Inc.	1.0	%
FTAI Aviation Ltd.	0.9	%
Primoris Services Corp.	0.9	%
Moog, Inc., Class A	0.8	%
Piper Sandler Cos.	0.7	%
PJT Partners, Inc., Class A	0.7	%
Fabrinet	0.7	%

^(a)	For purposes of this report, sector sub-classifications may differ from those utilized by the Fund for compliance purposes.
^(b)	Excludes short-term securities.

Additional information

BlackRock Advantage Small Cap Growth Fund

Investor A Shares | CSGEX

Semi-Annual Shareholder Report — March 31, 2025

CSGEX-03/25-SAR

BlackRock Advantage Small Cap Growth Fund

Class K Shares | PSGKX

Semi-Annual Shareholder Report — March 31, 2025

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment)

Class name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Class K Shares	$21	0.45%(a)

^(a)	Annualized.

Fund performance

Average annual total returns

	6-Month Total Returns		1 Year		5 Years		10 Years
Class K Shares	(9.88	)%	(5.37	)%	11.35	%	6.72	%
Russell 3000^® Index	(2.21	)	7.22		18.18		11.80
Russell 2000^® Growth Index	(9.60	)	(4.86	)	10.78		6.14

Key Fund statistics

Net Assets	$539,478,102
Number of Portfolio Holdings	608
Portfolio Turnover Rate	66%

What did the Fund invest in?

(as of March 31, 2025)

Sector allocation

Sector^(a)	Percent of Net Assets
Health Care	25.7	%
Industrials	22.3	%
Information Technology	18.3	%
Consumer Discretionary	10.5	%
Financials	8.4	%
Consumer Staples	4.0	%
Materials	3.2	%
Communication Services	2.4	%
Energy	2.2	%
Real Estate	1.7	%
Short-Term Securities	6.9	%
Liabilities in Excess of Other Assets	(5.6	)%

Ten largest holdings

Security^(b)	Percent of Net Assets
Sprouts Farmers Market, Inc.	1.5	%
Corcept Therapeutics, Inc.	1.2	%
ExlService Holdings, Inc.	1.0	%
Insmed, Inc.	1.0	%
FTAI Aviation Ltd.	0.9	%
Primoris Services Corp.	0.9	%
Moog, Inc., Class A	0.8	%
Piper Sandler Cos.	0.7	%
PJT Partners, Inc., Class A	0.7	%
Fabrinet	0.7	%

^(a)	For purposes of this report, sector sub-classifications may differ from those utilized by the Fund for compliance purposes.
^(b)	Excludes short-term securities.

Additional information

BlackRock Advantage Small Cap Growth Fund

Class K Shares | PSGKX

Semi-Annual Shareholder Report — March 31, 2025

PSGKX-03/25-SAR

BlackRock Advantage Small Cap Growth Fund

Class R Shares | BSGRX

Semi-Annual Shareholder Report — March 31, 2025

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment)

Class name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Class R Shares	$47	1.00%(a)

^(a)	Annualized.

Fund performance

Average annual total returns

	6-Month Total Returns		1 Year		5 Years		10 Years
Class R Shares	(10.19	)%	(5.92	)%	10.73	%	6.15	%
Russell 3000^® Index	(2.21	)	7.22		18.18		11.80
Russell 2000^® Growth Index	(9.60	)	(4.86	)	10.78		6.14

Key Fund statistics

Net Assets	$539,478,102
Number of Portfolio Holdings	608
Portfolio Turnover Rate	66%

Average annual total returns reflect reductions for distribution and service fees.

What did the Fund invest in?

(as of March 31, 2025)

Sector allocation

Sector^(a)	Percent of Net Assets
Health Care	25.7	%
Industrials	22.3	%
Information Technology	18.3	%
Consumer Discretionary	10.5	%
Financials	8.4	%
Consumer Staples	4.0	%
Materials	3.2	%
Communication Services	2.4	%
Energy	2.2	%
Real Estate	1.7	%
Short-Term Securities	6.9	%
Liabilities in Excess of Other Assets	(5.6	)%

Ten largest holdings

Security^(b)	Percent of Net Assets
Sprouts Farmers Market, Inc.	1.5	%
Corcept Therapeutics, Inc.	1.2	%
ExlService Holdings, Inc.	1.0	%
Insmed, Inc.	1.0	%
FTAI Aviation Ltd.	0.9	%
Primoris Services Corp.	0.9	%
Moog, Inc., Class A	0.8	%
Piper Sandler Cos.	0.7	%
PJT Partners, Inc., Class A	0.7	%
Fabrinet	0.7	%

^(a)	For purposes of this report, sector sub-classifications may differ from those utilized by the Fund for compliance purposes.
^(b)	Excludes short-term securities.

Additional information

BlackRock Advantage Small Cap Growth Fund

Class R Shares | BSGRX

Semi-Annual Shareholder Report — March 31, 2025

BSGRX-03/25-SAR

Schedule of Investments (unaudited)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Common Stocks

Aerospace & Defense — 2.1%
AeroVironment, Inc.^(a)		4,098	$	488,441
Archer Aviation, Inc., Class A^(a)		111,887		795,517
Astronics Corp.^(a)		6,167		149,056
BWX Technologies, Inc.		8,248		813,665
Ducommun, Inc.^(a)		16,197		939,912
Karman Holdings, Inc.^(a)		12,453		416,179
Kratos Defense & Security Solutions, Inc.^(a)		8,599		255,304
Leonardo DRS, Inc.		40,062		1,317,239
Moog, Inc., Class A		23,781		4,122,436
Rocket Lab U.S.A., Inc., Class A^(a)(b)		118,873		2,125,449


				11,423,198

Automobile Components — 1.5%
Adient PLC^(a)		11,281		145,074
BorgWarner, Inc.		22,746		651,673
Dorman Products, Inc.^(a)(b)		15,932		1,920,443
Gentex Corp.		16,537		385,312
Goodyear Tire & Rubber Co. (The)^(a)		18,929		174,904
Modine Manufacturing Co.^(a)		29,337		2,251,615
Patrick Industries, Inc.		11,779		996,032
Standard Motor Products, Inc.		3,954		98,573
Stoneridge, Inc.^(a)		36,269		166,475
Visteon Corp.^(a)		18,153		1,409,036


				8,199,137

Banks — 0.7%
Axos Financial, Inc.^(a)		871		56,197
Bank7 Corp.		23,837		923,445
First Business Financial Services, Inc.		17,562		828,048
First Financial Bankshares, Inc.		12,009		431,363
First Internet Bancorp.		14,554		389,756
Greene County Bancorp, Inc.		1,592		38,383
Independent Bank Corp.		1,990		61,272
Kearny Financial Corp.		24,360		152,494
Metropolitan Bank Holding Corp.^(a)		2,552		142,887
Northfield Bancorp, Inc.		16,745		182,688
ServisFirst Bancshares, Inc.		4,733		390,946
USCB Financial Holdings, Inc., Class A		18,069		335,361


				3,932,840

Beverages — 0.4%
Boston Beer Co., Inc. (The), Class A^(a)		4,900		1,170,316
National Beverage Corp.		7,068		293,605
Vita Coco Co., Inc. (The)^(a)		23,256		712,796


				2,176,717

Biotechnology — 12.8%
4D Molecular Therapeutics, Inc.^(a)		22,131		71,483
ACADIA Pharmaceuticals, Inc.^(a)		69,481		1,154,079
ADMA Biologics, Inc.^(a)		102,031		2,024,295
Agios Pharmaceuticals, Inc.^(a)		10,325		302,522
Alector, Inc.^(a)		127,329		156,615
Alkermes PLC^(a)		55,061		1,818,114
Amicus Therapeutics, Inc.^(a)(b)		238,758		1,948,265
AnaptysBio, Inc.^(a)(b)		14,442		268,477
Anika Therapeutics, Inc.^(a)		6,965		104,684
Apellis Pharmaceuticals, Inc.^(a)		4,688		102,527
Apogee Therapeutics, Inc.^(a)		15,416		575,942
Arcellx, Inc.^(a)		11,053		725,077
Arcturus Therapeutics Holdings, Inc.^(a)		22,036		233,361
Arcus Biosciences, Inc.^(a)		35,457		278,337
Arcutis Biotherapeutics, Inc.^(a)		30,287		473,689
Ardelyx, Inc.^(a)		76,365		374,952


Security	Shares		Value

Biotechnology (continued)
Arrowhead Pharmaceuticals, Inc.^(a)(b)		74,803	$	952,990
ARS Pharmaceuticals, Inc.^(a)		4,260		53,591
Astria Therapeutics, Inc.^(a)		37,508		200,293
Avidity Biosciences, Inc.^(a)		32,101		947,621
BioCryst Pharmaceuticals, Inc.^(a)		221,036		1,657,770
Biohaven Ltd.^(a)		21,757		523,038
Blueprint Medicines Corp.^(a)		32,212		2,851,084
Bridgebio Pharma, Inc.^(a)		29,201		1,009,479
Capricor Therapeutics, Inc.^(a)(b)		7,703		73,101
CareDx, Inc.^(a)		4,127		73,254
Catalyst Pharmaceuticals, Inc.^(a)		85,615		2,076,164
Celldex Therapeutics, Inc.^(a)		44,329		804,571
Coherus Biosciences, Inc.^(a)(b)		156,142		126,007
Crinetics Pharmaceuticals, Inc.^(a)		29,461		988,122
Cytokinetics, Inc.^(a)		4,698		188,813
Day One Biopharmaceuticals, Inc.^(a)		111,664		885,495
Denali Therapeutics, Inc.^(a)		80,009		1,087,722
Dynavax Technologies Corp.^(a)		8,130		105,446
Dyne Therapeutics, Inc.^(a)		46,015		481,317
Fate Therapeutics, Inc.^(a)(b)		116,212		91,819
Geron Corp.^(a)		41,389		65,808
Halozyme Therapeutics, Inc.^(a)(b)		45,990		2,934,622
Ideaya Biosciences, Inc.^(a)		90,708		1,485,797
Inhibrx Biosciences, Inc.^(a)		1		14
Insmed, Inc.^(a)		68,106		5,195,807
Intellia Therapeutics, Inc.^(a)		67,313		478,595
Ionis Pharmaceuticals, Inc.^(a)		30,176		910,410
Iovance Biotherapeutics, Inc.^(a)		182,965		609,273
iTeos Therapeutics, Inc.^(a)		65,191		389,190
Keros Therapeutics, Inc.^(a)		16,966		172,884
Kiniksa Pharmaceuticals International PLC^(a)		44,860		996,341
Krystal Biotech, Inc.^(a)		8,119		1,463,856
Kura Oncology, Inc.^(a)		148,006		976,840
Kymera Therapeutics, Inc.^(a)		30,229		827,368
Larimar Therapeutics, Inc.^(a)		37,029		79,612
Madrigal Pharmaceuticals, Inc.^(a)		6,322		2,094,036
MannKind Corp.^(a)		124,667		627,075
MeiraGTx Holdings PLC^(a)		16,274		110,338
Metsera, Inc.^(a)(b)		7,603		206,954
MiMedx Group, Inc.^(a)		53,898		409,625
Mineralys Therapeutics, Inc.^(a)		9,666		153,496
Mirum Pharmaceuticals, Inc.^(a)		11,375		512,444
Moderna, Inc.^(a)		22,029		624,522
Natera, Inc.^(a)		6,027		852,278
Novavax, Inc.^(a)(b)		22,999		147,424
Nurix Therapeutics, Inc.^(a)		13,657		162,245
Nuvalent, Inc., Class A^(a)		8,607		610,408
Organogenesis Holdings, Inc., Class A^(a)		71,059		306,975
ORIC Pharmaceuticals, Inc.^(a)		23,857		133,122
Praxis Precision Medicines, Inc.^(a)		8,712		329,923
Protagonist Therapeutics, Inc.^(a)		16,609		803,211
Prothena Corp. PLC^(a)		21,312		263,736
PTC Therapeutics, Inc.^(a)		35,560		1,812,138
Puma Biotechnology, Inc.^(a)		60,896		180,252
Recursion Pharmaceuticals, Inc., Class A^(a)(b)		144,837		766,188
REGENXBIO, Inc.^(a)		30,424		217,532
Relay Therapeutics, Inc.^(a)		128,202		335,889
Revolution Medicines, Inc.^(a)		35,375		1,250,860
Rhythm Pharmaceuticals, Inc.^(a)(b)		15,490		820,505
Rigel Pharmaceuticals, Inc.^(a)		26,122		469,935
Scholar Rock Holding Corp.^(a)		19,458		625,575
Solid Biosciences, Inc.^(a)		27,444		101,543


4		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Biotechnology (continued)
SpringWorks Therapeutics, Inc.^(a)(b)		27,235	$	1,201,881
Summit Therapeutics, Inc.^(a)(b)		10,488		202,314
Syndax Pharmaceuticals, Inc.^(a)		108,127		1,328,340
Taysha Gene Therapies, Inc.^(a)		68,658		95,435
TG Therapeutics, Inc.^(a)		67,478		2,660,658
Travere Therapeutics, Inc.^(a)		7,771		139,256
Twist Bioscience Corp.^(a)(b)		34,024		1,335,782
Vanda Pharmaceuticals, Inc.^(a)		142,968		656,223
Vaxcyte, Inc.^(a)(b)		47,011		1,775,135
Vera Therapeutics, Inc., Class A^(a)		11,503		276,302
Vericel Corp.^(a)(b)		24,212		1,080,339
Verve Therapeutics, Inc.^(a)		38,591		176,361
Viking Therapeutics, Inc.^(a)(b)		17,444		421,273
Voyager Therapeutics, Inc.^(a)		55,938		189,070
Xencor, Inc.^(a)		20,750		220,780


				69,063,911

Broadline Retail — 0.1%
Etsy, Inc.^(a)		12,141		572,812


Building Products — 1.3%
CSW Industrials, Inc.		6,297		1,835,701
Gibraltar Industries, Inc.^(a)		17,216		1,009,891
Griffon Corp.		44,977		3,215,855
Zurn Elkay Water Solutions Corp.		34,912		1,151,398


				7,212,845

Capital Markets — 3.4%
Acadian Asset Management, Inc.		89,908		2,325,021
Evercore, Inc., Class A		2,364		472,138
GCM Grosvenor, Inc., Class A		52,358		692,696
Hamilton Lane, Inc., Class A		12,303		1,829,087
Houlihan Lokey, Inc., Class A		21,578		3,484,847
Perella Weinberg Partners, Class A		22,419		412,510
Piper Sandler Cos.		16,268		4,028,933
PJT Partners, Inc., Class A		28,832		3,975,356
Silvercrest Asset Management Group, Inc., Class A		12,153		198,823
Victory Capital Holdings, Inc., Class A		7,801		451,444
Virtus Investment Partners, Inc.		2,442		420,903


				18,291,758

Chemicals — 0.7%
Balchem Corp.		16,630		2,760,580
Cabot Corp.		9,891		822,338
Ingevity Corp.^(a)		5,828		230,730


				3,813,648

Commercial Services & Supplies — 0.3%
ACV Auctions, Inc., Class A^(a)		64,249		905,268
Cimpress PLC^(a)		3,265		147,676
Clean Harbors, Inc.^(a)		336		66,226
CoreCivic, Inc.^(a)		23,082		468,334
Tetra Tech, Inc.		8,194		239,674


				1,827,178

Communications Equipment — 0.4%
ADTRAN Holdings, Inc.^(a)		33,753		294,326
Calix, Inc.^(a)		11,540		408,978
Ciena Corp.^(a)		19,238		1,162,552


				1,865,856

Construction & Engineering — 3.0%
Comfort Systems U.S.A., Inc.		8,776		2,828,768
Dycom Industries, Inc.^(a)		8,060		1,227,860
Fluor Corp.^(a)		71,421		2,558,300
IES Holdings, Inc.^(a)		3,094		510,850


Security	Shares		Value

Construction & Engineering (continued)
MasTec, Inc.^(a)		18,759	$	2,189,363
Primoris Services Corp.		84,382		4,844,371
Sterling Infrastructure, Inc.^(a)(b)		17,658		1,999,062
Tutor Perini Corp.^(a)		9,059		209,988


				16,368,562

Construction Materials — 0.1%
Eagle Materials, Inc.		896		198,849
United States Lime & Minerals, Inc.		6,459		570,847


				769,696

Consumer Finance — 1.7%
Dave, Inc., Class A^(a)		1,810		149,615
Enova International, Inc.^(a)		19,707		1,902,908
EZCORP, Inc., Class A, NVS^(a)		65,103		958,316
FirstCash Holdings, Inc.		15,122		1,819,479
LendingTree, Inc.^(a)		9,828		494,053
OneMain Holdings, Inc.		14,577		712,524
PRA Group, Inc.^(a)		33,470		690,151
Regional Management Corp.		36,984		1,113,588
Upstart Holdings, Inc.^(a)		33,960		1,563,179


				9,403,813

Consumer Staples Distribution & Retail — 1.6%
Chefs’ Warehouse, Inc. (The)^(a)		6,240		339,831
Sprouts Farmers Market, Inc.^(a)		54,027		8,246,681
United Natural Foods, Inc.^(a)		5,283		144,701


				8,731,213

Containers & Packaging — 0.3%
Crown Holdings, Inc.		12,698		1,133,424
Myers Industries, Inc.		41,067		489,929


				1,623,353

Distributors — 0.0%
GigaCloud Technology, Inc., Class A^(a)(b)		9,059		128,638


Diversified Consumer Services — 2.0%
Bright Horizons Family Solutions, Inc.^(a)		15,447		1,962,387
Coursera, Inc.^(a)		89,373		595,224
Frontdoor, Inc.^(a)		27,237		1,046,445
Laureate Education, Inc., Class A^(a)		171,119		3,499,384
OneSpaWorld Holdings Ltd.		47,814		802,797
Stride, Inc.^(a)		17,830		2,255,495
Udemy, Inc.^(a)		43,628		338,553


				10,500,285

Diversified Telecommunication Services — 0.3%
Anterix, Inc.^(a)		10,518		384,959
Bandwidth, Inc., Class A^(a)		40,498		530,524
IDT Corp., Class B		12,980		666,003


				1,581,486

Electrical Equipment — 1.4%
Allient, Inc.		19,652		431,951
American Superconductor Corp.^(a)		11,180		202,805
Atkore, Inc.		2,389		143,316
Bloom Energy Corp., Class A^(a)		96,222		1,891,725
EnerSys		8,239		754,528
Enovix Corp.^(a)(b)		10,942		80,314
Generac Holdings, Inc.^(a)		3,385		428,710
NEXTracker, Inc., Class A^(a)		52,017		2,191,996
NuScale Power Corp., Class A^(a)		14,841		210,149
Powell Industries, Inc.		2,229		379,666
Sensata Technologies Holding PLC		18,475		448,388
Vicor Corp.^(a)		10,068		470,981


				7,634,529


S C H E D U L E O F I N V E S T M E N T S		5

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Electronic Equipment, Instruments & Components — 3.1%
908 Devices, Inc.^(a)(b)		12,869	$	57,653
Advanced Energy Industries, Inc.		1,195		113,895
Arlo Technologies, Inc.^(a)		32,141		317,232
Badger Meter, Inc.		17,055		3,244,714
Benchmark Electronics, Inc.		2,061		78,380
Fabrinet^(a)		19,074		3,767,306
Flex Ltd.^(a)		40,531		1,340,765
Insight Enterprises, Inc.^(a)(b)		22,207		3,330,828
Itron, Inc.^(a)		13,338		1,397,289
Methode Electronics, Inc.		69,986		446,511
OSI Systems, Inc.^(a)(b)		5,355		1,040,691
PC Connection, Inc.		2,108		131,581
Plexus Corp.^(a)		9,549		1,223,513
TTM Technologies, Inc.^(a)		10,860		222,739


				16,713,097

Energy Equipment & Services — 1.7%
Archrock, Inc.		83,091		2,180,308
ChampionX Corp.		83,580		2,490,684
Flowco Holdings, Inc., Class A^(a)		11,338		290,820
Forum Energy Technologies, Inc.^(a)		15,868		319,105
Oceaneering International, Inc.^(a)(b)		110,362		2,406,995
Tidewater, Inc.^(a)		27,203		1,149,871
Transocean Ltd.^(a)(b)		127,352		403,706


				9,241,489

Entertainment — 0.3%
Cinemark Holdings, Inc.		11,542		287,280
Playstudios, Inc., Class A^(a)		118,462		150,447
Roku, Inc., Class A^(a)		18,690		1,316,524


				1,754,251

Financial Services — 0.9%
Euronet Worldwide, Inc.^(a)		1,546		165,190
EVERTEC, Inc.		19,355		711,684
NCR Atleos Corp.^(a)		4,314		113,803
NewtekOne, Inc.		7,803		93,324
NMI Holdings, Inc., Class A^(a)		7,332		264,319
Pagseguro Digital Ltd., Class A^(a)		54,383		414,942
Remitly Global, Inc.^(a)		89,569		1,863,035
StoneCo Ltd., Class A^(a)		49,186		515,469
Velocity Financial, Inc.^(a)		24,162		452,071


				4,593,837

Food Products — 1.1%
Cal-Maine Foods, Inc.		4,754		432,139
Darling Ingredients, Inc.^(a)		20,218		631,610
Freshpet, Inc.^(a)		6,670		554,744
John B. Sanfilippo & Son, Inc.		15,178		1,075,513
Lancaster Colony Corp.		13,013		2,277,275
Mission Produce, Inc.^(a)		15,032		157,535
Utz Brands, Inc., Class A		4,414		62,149
Vital Farms, Inc.^(a)		23,695		721,987


				5,912,952

Gas Utilities — 0.0%
New Jersey Resources Corp.		4,716		231,367

Ground Transportation — 0.3%
Covenant Logistics Group, Inc., Class A		21,532		478,011
Lyft, Inc., Class A^(a)		68,038		807,611
Saia, Inc.^(a)(b)		226		78,971


				1,364,593

Health Care Equipment & Supplies — 3.5%
Accuray, Inc.^(a)		198,672		355,623


Security	Shares		Value

Health Care Equipment & Supplies (continued)
Alphatec Holdings, Inc.^(a)		34,425	$	349,069
Axogen, Inc.^(a)		16,195		299,608
Beta Bionics, Inc.^(a)		13,205		161,629
Cerus Corp.^(a)		298,032		414,264
Envista Holdings Corp.^(a)		9,963		171,961
Glaukos Corp.^(a)		8,233		810,292
Haemonetics Corp.^(a)(b)		28,720		1,825,156
Inogen, Inc.^(a)		7		50
iRadimed Corp.		54,502		2,860,265
iRhythm Technologies, Inc.^(a)		10,518		1,101,024
Lantheus Holdings, Inc.^(a)		23,768		2,319,757
LeMaitre Vascular, Inc.		12,993		1,090,113
LivaNova PLC^(a)		9,310		365,697
Merit Medical Systems, Inc.^(a)		17,734		1,874,661
Novocure Ltd.^(a)		73,711		1,313,530
PROCEPT BioRobotics Corp.^(a)(b)		12,168		708,908
Pulmonx Corp.^(a)		15,104		101,650
RxSight, Inc.^(a)		28,852		728,513
Surmodics, Inc.^(a)		2,574		78,584
Tandem Diabetes Care, Inc.^(a)		22,449		430,123
TransMedics Group, Inc.^(a)(b)		13,092		880,830
Treace Medical Concepts, Inc.^(a)		33,454		280,679
UFP Technologies, Inc.^(a)(b)		1,871		377,399
Varex Imaging Corp.^(a)		16,996		197,154


				19,096,539

Health Care Providers & Services — 5.6%
23andMe Holding Co., Class A^(a)		7		5
Acadia Healthcare Co., Inc.^(a)		2,849		86,382
agilon health, Inc.^(a)		162,759		704,747
Alignment Healthcare, Inc.^(a)		91,123		1,696,710
AMN Healthcare Services, Inc.^(a)		7,746		189,467
Ardent Health Partners, Inc.^(a)(b)		18,619		256,011
Brookdale Senior Living, Inc.^(a)		31,727		198,611
Castle Biosciences, Inc.^(a)		2,344		46,927
CorVel Corp.^(a)		26,418		2,958,023
Encompass Health Corp.		3,029		306,777
Ensign Group, Inc. (The)		25,579		3,309,923
Guardant Health, Inc.^(a)		54,046		2,302,360
HealthEquity, Inc.^(a)		34,727		3,068,825
Hims & Hers Health, Inc., Class A^(a)		86,277		2,549,485
InfuSystem Holdings, Inc.^(a)		23,141		124,499
LifeStance Health Group, Inc.^(a)		65,272		434,712
Option Care Health, Inc.^(a)		11,604		405,560
Pennant Group, Inc. (The)^(a)		32,323		812,923
Privia Health Group, Inc.^(a)		115,643		2,596,185
Progyny, Inc.^(a)		59,850		1,337,049
RadNet, Inc.^(a)		41,585		2,067,606
Select Medical Holdings Corp.		155,693		2,600,073
Universal Health Services, Inc., Class B		5,359		1,006,956
Viemed Healthcare, Inc.^(a)		128,544		935,800


				29,995,616

Health Care Technology — 0.7%
Doximity, Inc., Class A^(a)		12,405		719,862
Evolent Health, Inc., Class A^(a)		40,062		379,387
Health Catalyst, Inc.^(a)		67,230		304,552
HealthStream, Inc		8,523		274,270
Phreesia, Inc.^(a)		56,162		1,435,501
Schrodinger, Inc.^(a)		21,809		430,510
Waystar Holding Corp.^(a)		4,171		155,828


				3,699,910


6		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Hotel & Resort REITs — 0.1%
Chatham Lodging Trust		30,092	$	214,556
DiamondRock Hospitality Co.		21,747		167,887


				382,443

Hotels, Restaurants & Leisure — 1.9%
Brinker International, Inc.^(a)		18,649		2,779,633
Despegar.com Corp.^(a)		3,747		70,406
Dutch Bros, Inc., Class A^(a)		9,571		590,913
Everi Holdings, Inc.^(a)		18,901		258,377
Life Time Group Holdings, Inc.^(a)		22,050		665,910
Lindblad Expeditions Holdings, Inc.^(a)		37,702		349,498
Marriott Vacations Worldwide Corp.		2,142		137,602
Norwegian Cruise Line Holdings Ltd.^(a)		5,014		95,065
Rush Street Interactive, Inc., Class A^(a)(b)		73,669		789,732
Shake Shack, Inc., Class A^(a)		19,915		1,755,906
Super Group SGHC Ltd.		76,300		491,372
Texas Roadhouse, Inc.		4,248		707,844
Travel + Leisure Co.		6,972		322,734
Wingstop, Inc.		2,481		559,664
Wyndham Hotels & Resorts, Inc.		1,294		117,120
Wynn Resorts Ltd.		3,236		270,206


				9,961,982

Household Durables — 1.4%
Century Communities, Inc.		16,770		1,125,267
Champion Homes, Inc.^(a)		7,541		714,585
Installed Building Products, Inc.		8,947		1,534,053
Landsea Homes Corp.^(a)		12,982		83,345
M/I Homes, Inc.^(a)		26,415		3,016,065
Newell Brands, Inc.		30,117		186,725
Taylor Morrison Home Corp., Class A^(a)		8,307		498,752
Tri Pointe Homes, Inc.^(a)		17,526		559,430


				7,718,222

Household Products — 0.5%
Central Garden & Pet Co.^(a)		1,226		44,945
Energizer Holdings, Inc.		2,505		74,950
WD-40 Co.		10,863		2,650,572


				2,770,467

Industrial REITs — 0.3%
First Industrial Realty Trust, Inc.		32,018		1,727,691


Insurance — 1.7%
Globe Life, Inc.		12,962		1,707,355
Goosehead Insurance, Inc., Class A		2,521		297,629
Hanover Insurance Group, Inc. (The)		1,064		185,083
Investors Title Co.		1		241
Lemonade, Inc.^(a)(b)		7,720		242,640
Mercury General Corp.		2,459		137,458
Oscar Health, Inc., Class A^(a)		83,598		1,095,970
Palomar Holdings, Inc.^(a)		11,592		1,589,031
Root, Inc., Class A^(a)		1,684		224,713
Stewart Information Services Corp.		17,154		1,223,938
Tiptree, Inc.		63,939		1,540,290
Universal Insurance Holdings, Inc.		30,272		717,446


				8,961,794

Interactive Media & Services — 1.5%
Cargurus, Inc., Class A^(a)		12,818		373,388
DHI Group, Inc.^(a)		24,259		33,720
EverQuote, Inc., Class A^(a)		36,050		944,149
Grindr, Inc.^(a)		70,343		1,259,140
MediaAlpha, Inc., Class A^(a)		52,012		480,591
Nextdoor Holdings, Inc., Class A^(a)		152,294		233,010
QuinStreet, Inc.^(a)		87,271		1,556,914


Security	Shares		Value

Interactive Media & Services (continued)
Shutterstock, Inc.		24,349	$	453,622
Yelp, Inc.^(a)		43,197		1,599,585
ZipRecruiter, Inc., Class A^(a)(b)		216,921		1,277,665


				8,211,784

IT Services — 0.3%
Backblaze, Inc., Class A^(a)		34,204		165,205
DigitalOcean Holdings, Inc.^(a)		5,933		198,103
Grid Dynamics Holdings, Inc., Class A^(a)		10,160		159,004
Hackett Group, Inc. (The)		24,109		704,465
Information Services Group, Inc.		48,445		189,420


				1,416,197

Leisure Products — 0.4%
Hasbro, Inc.		8,541		525,186
Peloton Interactive, Inc., Class A^(a)		147,300		930,936
YETI Holdings, Inc.^(a)		27,182		899,724


				2,355,846

Life Sciences Tools & Services — 0.4%
BioLife Solutions, Inc.^(a)		317		7,240
Bruker Corp.		12,953		540,658
Codexis, Inc.^(a)		51,071		137,381
CryoPort, Inc.^(a)		65,814		400,149
Cytek Biosciences, Inc.^(a)		32,802		131,536
Medpace Holdings, Inc.^(a)		427		130,103
Niagen Bioscience, Inc.^(a)		18,610		128,409
Personalis, Inc.^(a)		19,774		69,407
Quanterix Corp.^(a)		28,502		185,548
Seer, Inc., Class A^(a)		123,972		209,513


				1,939,944

Machinery — 5.2%
Alamo Group, Inc.		1,957		348,757
Atmus Filtration Technologies, Inc.		71,753		2,635,488
Blue Bird Corp.^(a)(b)		6,919		223,968
Chart Industries, Inc.^(a)(b)		13,521		1,951,891
Crane Co.		1,645		251,981
Douglas Dynamics, Inc.		11,508		267,331
Energy Recovery, Inc.^(a)		47,129		748,880
ESCO Technologies, Inc.		870		138,434
Federal Signal Corp.		25,498		1,875,378
Flowserve Corp.		28,821		1,407,618
Graham Corp.^(a)		7,733		222,865
ITT, Inc.		19,627		2,535,023
Kadant, Inc.		2,639		889,105
Mueller Industries, Inc.		40,093		3,052,681
Mueller Water Products, Inc., Class A		123,635		3,142,802
REV Group, Inc.		9,032		285,411
Shyft Group, Inc. (The)		13,718		110,979
SPX Technologies, Inc.^(a)		26,197		3,373,650
Tennant Co.		945		75,364
Watts Water Technologies, Inc., Class A		18,204		3,712,160
Worthington Enterprises, Inc.		11,715		586,804


				27,836,570

Media — 0.2%
Ibotta, Inc., Class A^(a)		1,744		73,597
Magnite, Inc.^(a)		9,305		106,170
PubMatic, Inc., Class A^(a)		18,253		166,832
TechTarget, Inc.^(a)		6,641		98,353
Thryv Holdings, Inc.^(a)		54,132		693,431


				1,138,383

Metals & Mining — 2.0%
Alcoa Corp.		9,849		300,395


S C H E D U L E O F I N V E S T M E N T S		7

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Metals & Mining (continued)
Alpha Metallurgical Resources, Inc.^(a)		8,587	$	1,075,522
Carpenter Technology Corp.		20,775		3,764,014
Century Aluminum Co.^(a)		59,037		1,095,727
Cleveland-Cliffs, Inc.^(a)		22,532		185,213
Compass Minerals International, Inc.		21,752		202,076
Constellium SE, Class A^(a)		9,261		93,443
Ivanhoe Electric, Inc.^(a)(b)		17,014		98,851
Kaiser Aluminum Corp.		15,091		914,816
Materion Corp.		13,586		1,108,618
Olympic Steel, Inc.		21,136		666,207
Piedmont Lithium, Inc.^(a)(b)		9,648		60,782
Radius Recycling, Inc., Class A		27,162		784,439
Ramaco Resources, Inc., Class A		50,636		416,734
SunCoke Energy, Inc.		18,848		173,402
Tredegar Corp.^(a)		11,707		90,144


				11,030,383

Oil, Gas & Consumable Fuels — 0.5%
Ardmore Shipping Corp.		8		78
California Resources Corp.		10,812		475,404
Chord Energy Corp.		5,350		603,052
DHT Holdings, Inc.		4		42
Murphy Oil Corp.		24,003		681,685
Par Pacific Holdings, Inc.^(a)		14,187		202,307
PBF Energy, Inc., Class A		3,914		74,718
REX American Resources Corp.^(a)		5,127		192,621
SM Energy Co.		8,347		249,993
Uranium Energy Corp.^(a)		81,330		388,757


				2,868,657

Passenger Airlines — 0.4%
Alaska Air Group, Inc.^(a)		6,791		334,253
American Airlines Group, Inc.^(a)		27,717		292,415
Joby Aviation, Inc., Class A^(a)		89,402		538,200
SkyWest, Inc.^(a)		9,517		831,500


				1,996,368

Personal Care Products — 0.4%
BellRing Brands, Inc.^(a)		27,260		2,029,780
Herbalife Ltd.^(a)		9,084		78,395


				2,108,175

Pharmaceuticals — 2.8%
Amneal Pharmaceuticals, Inc., Class A^(a)		59,831		501,384
Arvinas, Inc.^(a)		20,001		140,407
Atea Pharmaceuticals, Inc.^(a)		137,951		412,474
Axsome Therapeutics, Inc.^(a)		16,062		1,873,311
Collegium Pharmaceutical, Inc.^(a)		3,063		91,431
Corcept Therapeutics, Inc.^(a)		56,996		6,510,083
Edgewise Therapeutics, Inc.^(a)		25,703		565,466
EyePoint Pharmaceuticals, Inc.^(a)		22,991		124,611
Fulcrum Therapeutics, Inc.^(a)		48,967		141,025
Harmony Biosciences Holdings, Inc.^(a)		21,726		721,086
Harrow, Inc.^(a)(b)		14,296		380,274
Neumora Therapeutics, Inc.^(a)(b)		238,731		238,731
Nuvation Bio, Inc., Class A^(a)(b)		77,629		136,627
Ocular Therapeutix, Inc.^(a)		51,979		381,006
Pacira BioSciences, Inc.^(a)		11,144		276,928
Phibro Animal Health Corp., Class A		36,545		780,601
Scilex Holding Co. (Acquired 05/03/22, cost $349,038)^(a)(c)		29,374		7,271
Supernus Pharmaceuticals, Inc.^(a)		12,477		408,622
Tarsus Pharmaceuticals, Inc.^(a)		7,081		363,751
Trevi Therapeutics, Inc.^(a)		64,860		407,969


Security	Shares		Value

Pharmaceuticals (continued)
WaVe Life Sciences Ltd.^(a)		16,449	$	132,908
Xeris Biopharma Holdings, Inc.^(a)		59,621		327,319


				14,923,285

Professional Services — 4.8%
Barrett Business Services, Inc.		17,926		737,655
CACI International, Inc., Class A^(a)		2,820		1,034,714
CRA International, Inc.		6,383		1,105,536
ExlService Holdings, Inc.^(a)(b)		117,800		5,561,338
Exponent, Inc.		12,886		1,044,539
Genpact Ltd.		31,377		1,580,773
Huron Consulting Group, Inc.^(a)		6,045		867,155
IBEX Holdings Ltd.^(a)		18,264		444,728
ICF International, Inc.		15,239		1,294,858
Innodata, Inc.^(a)		3,295		118,291
Insperity, Inc.		19,258		1,718,391
KBR, Inc.		17,907		891,948
Kforce, Inc.		3,700		180,893
ManpowerGroup, Inc.		46,141		2,670,641
Maximus, Inc.		32,342		2,205,401
NV5 Global, Inc.^(a)		45,511		876,997
Robert Half, Inc.		5,569		303,789
TriNet Group, Inc.		20,903		1,656,354
Verra Mobility Corp., Class A^(a)		50,058		1,126,806
WNS Holdings Ltd.^(a)		2,996		184,224


				25,605,031

Real Estate Management & Development — 0.4%
Compass, Inc., Class A^(a)		115,868		1,011,528
Real Brokerage, Inc. (The)^(a)		37,499		152,246
Redfin Corp.^(a)		8,829		81,315
RMR Group, Inc. (The), Class A		6		100
St. Joe Co. (The)		16,581		778,478


				2,023,667

Retail REITs — 0.7%
Brixmor Property Group, Inc.		92,559		2,457,442
NETSTREIT Corp.		22,757		360,698
Saul Centers, Inc.		5,703		205,707
Tanger, Inc.		18,555		626,974


				3,650,821

Semiconductors & Semiconductor Equipment — 3.4%
ACM Research, Inc., Class A^(a)		14,613		341,067
Ambarella, Inc.^(a)		34,590		1,740,915
Axcelis Technologies, Inc.^(a)(b)		22,454		1,115,290
Credo Technology Group Holding Ltd.^(a)		73,069		2,934,451
Impinj, Inc.^(a)		8,235		746,915
Lattice Semiconductor Corp.^(a)(b)		12,053		632,180
MaxLinear, Inc.^(a)		42,193		458,216
Onto Innovation, Inc.^(a)		6,570		797,204
Power Integrations, Inc.		33,305		1,681,902
Rambus, Inc.^(a)		54,819		2,838,254
Semtech Corp.^(a)		32,640		1,122,816
Silicon Laboratories, Inc.^(a)		4,507		507,353
SiTime Corp.^(a)(b)		14,336		2,191,544
Synaptics, Inc.^(a)		9,418		600,115
Ultra Clean Holdings, Inc.^(a)		25,763		551,586


				18,259,808

Software — 10.6%
8x8, Inc.^(a)		95,942		191,884
A10 Networks, Inc.		14,589		238,384
ACI Worldwide, Inc.^(a)		54,481		2,980,656
Alarm.com Holdings, Inc.^(a)		42,351		2,356,833


8		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Software (continued)
Amplitude, Inc., Class A^(a)(b)		41,669	$	424,607
Arteris, Inc.^(a)		13,918		96,173
Asana, Inc., Class A^(a)		57,484		837,542
Aurora Innovation, Inc., Class A^(a)		161,465		1,085,852
Blend Labs, Inc., Class A^(a)		96,496		323,262
Box, Inc., Class A^(a)		99,816		3,080,322
Braze, Inc., Class A^(a)		26,581		959,042
C3.ai, Inc., Class A^(a)(b)		66,456		1,398,899
Cleanspark, Inc.^(a)(b)		77,806		522,856
Clear Secure, Inc., Class A		29,800		772,118
Clearwater Analytics Holdings, Inc., Class A^(a)		114,242		3,061,686
Commvault Systems, Inc.^(a)		11,418		1,801,304
Confluent, Inc., Class A^(a)		10,925		256,082
DoubleVerify Holdings, Inc.^(a)		6,162		82,386
Elastic NV^(a)		9,172		817,225
Expensify, Inc., Class A^(a)		29,204		88,780
Five9, Inc.^(a)		24,419		662,976
Freshworks, Inc., Class A^(a)		112,309		1,584,680
Gitlab, Inc., Class A^(a)		2,982		140,154
Intapp, Inc.^(a)		17,039		994,737
InterDigital, Inc.		11,791		2,437,789
Life360, Inc.^(a)		5,519		211,874
LiveRamp Holdings, Inc.^(a)		59,008		1,542,469
MARA Holdings, Inc.^(a)		78,779		905,958
Olo, Inc., Class A^(a)		197,256		1,191,426
Ooma, Inc.^(a)		150,142		1,965,359
Porch Group, Inc.^(a)		33,657		245,360
PROS Holdings, Inc.^(a)		48,179		916,846
Q2 Holdings, Inc.^(a)		30,760		2,461,108
Qualys, Inc.^(a)		29,364		3,697,809
Rapid7, Inc.^(a)		34,530		915,390
Red Violet, Inc.		29,549		1,110,747
RingCentral, Inc., Class A^(a)		42,456		1,051,211
SEMrush Holdings, Inc., Class A^(a)		34,653		323,312
SoundHound AI, Inc., Class A^(a)(b)		78,300		635,796
SoundThinking, Inc.^(a)		44,650		756,818
Sprout Social, Inc., Class A^(a)		10,577		232,588
SPS Commerce, Inc.^(a)		5,525		733,333
Tenable Holdings, Inc.^(a)		85,499		2,990,755
Terawulf, Inc.^(a)		35,552		97,057
Unity Software, Inc.^(a)		26,836		525,717
Varonis Systems, Inc.^(a)(b)		59,402		2,402,811
Verint Systems, Inc.^(a)		8,722		155,688
Workiva, Inc., Class A^(a)		38,609		2,930,809
Zeta Global Holdings Corp., Class A^(a)		137,401		1,863,158


				57,059,628

Specialized REITs — 0.2%
CubeSmart		6,378		272,404
Four Corners Property Trust, Inc.		11,470		329,189
Lamar Advertising Co., Class A		3,101		352,832
Rayonier, Inc.		5,624		156,797


				1,111,222

Specialty Retail — 2.8%
Abercrombie & Fitch Co., Class A^(a)		25,985		1,984,475
American Eagle Outfitters, Inc.		50,477		586,543
Bath & Body Works, Inc.		38,129		1,156,071
Boot Barn Holdings, Inc.^(a)(b)		17,898		1,922,782
Camping World Holdings, Inc., Class A		21,120		341,299
CarParts.com, Inc.^(a)		134,616		134,616
Chewy, Inc., Class A^(a)		5,733		186,380
Duluth Holdings, Inc., Class B^(a)		35,126		61,119
Five Below, Inc.^(a)		8,489		636,038


Security	Shares		Value

Specialty Retail (continued)
Floor & Decor Holdings, Inc., Class A^(a)		873	$	70,250
Haverty Furniture Cos., Inc.		13,656		269,296
Lands’ End, Inc.^(a)		9,248		94,145
Lithia Motors, Inc., Class A		4,126		1,211,146
Petco Health & Wellness Co., Inc.^(a)		29,103		88,764
RealReal, Inc. (The)^(a)		50,087		269,969
Revolve Group, Inc., Class A^(a)		77,571		1,667,001
RH^(a)		2,745		643,456
Stitch Fix, Inc., Class A^(a)		26,800		87,100
Upbound Group, Inc.		26,498		634,892
Urban Outfitters, Inc.^(a)		13,324		698,178
Victoria’s Secret & Co.^(a)		13,042		242,320
Warby Parker, Inc., Class A^(a)		69,147		1,260,550
Wayfair, Inc., Class A^(a)		14,902		477,311
Winmark Corp		677		215,198


				14,938,899

Technology Hardware, Storage & Peripherals — 0.3%
Corsair Gaming, Inc.^(a)		4,124		36,539
IonQ, Inc.^(a)		75,779		1,672,442


				1,708,981

Textiles, Apparel & Luxury Goods — 0.4%
Crocs, Inc.^(a)		1,646		174,805
Kontoor Brands, Inc.		16,887		1,082,963
Ralph Lauren Corp., Class A		3,410		752,724
Steven Madden Ltd.		4,205		112,021


				2,122,513

Tobacco — 0.0%
Turning Point Brands, Inc.		2,263		134,513


Trading Companies & Distributors — 3.5%
Applied Industrial Technologies, Inc.		12,248		2,759,964
Beacon Roofing Supply, Inc.^(a)		18,906		2,338,672
BlueLinx Holdings, Inc.^(a)		7,171		537,681
Boise Cascade Co.		27,280		2,675,895
DNOW, Inc.^(a)		68,714		1,173,635
FTAI Aviation Ltd.		44,034		4,889,095
Global Industrial Co.		18,769		420,426
H&E Equipment Services, Inc.		1,880		178,205
Herc Holdings, Inc.		16,136		2,166,581
McGrath RentCorp.		10,744		1,196,882
MRC Global, Inc.^(a)		10,427		119,702
Rush Enterprises, Inc., Class A		1,187		63,398
Xometry, Inc., Class A^(a)		19,092		475,773

				18,995,909


Total Common Stocks — 98.4% (Cost: $500,216,547)				530,684,309


Preferred Securities

Preferred Stocks — 0.3%

Software — 0.3%
Illumio, Inc., Series C (Acquired 03/10/15, cost $1,000,317)^(a)(c)(d)		311,155		1,574,444


S C H E D U L E O F I N V E S T M E N T S		9

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

(Percentages shown are based on Net Assets)


Security	Shares		Value

Technology Hardware, Storage & Peripherals — 0.0%
AliphCom
Series 6, 0.00%, (Acquired 12/16/15, cost $0)^(a)(c)(d)		8,264	$	—
Series 8, 0.00%^(a)(d)		192,156		2

				2


Total Preferred Securities — 0.3% (Cost: $2,175,301)				1,574,446


Rights

Biotechnology — 0.0%
Albireo Pharma Inc., CVR^(a)(d)		7,975		27,912
Chinook Therapeutics, Inc., CVR^(a)(d)		7,289		6,196
Contra Aduro Biotech I, CVR^(a)(d)		18,964		8,913
Flexion Therapeutics, Inc., CVR^(a)(d)		33,053		16,527
Inhibrx, Inc., CVR^(a)(d)		196		221
Poseida Therapeutics, Inc., CVR^(a)		8,645		12,017
Prevail Therapeutics, Inc., CVR^(a)(d)		10,004		5,002


				76,788

Metals & Mining — 0.0%
Pan American Silver Corp., CVR^(a)		36,363		15,541


Total Rights — 0.0% (Cost: $ —)				92,329


Total Long-Term Investments — 98.7% (Cost: $502,391,848)				532,351,084


Security	Shares		Value

Short-Term Securities

Money Market Funds — 6.9%
BlackRock Cash Funds: Institutional, SL Agency Shares, 4.50%^(e)(f)(g)		30,330,654	$	30,345,820
BlackRock Liquidity Funds, T-Fund, Institutional Shares, 4.22%^(e)(f)		7,071,742		7,071,742


Total Short-Term Securities — 6.9% (Cost: $37,413,909)				37,417,562


Total Investments — 105.6% (Cost: $539,805,757)				569,768,646
Liabilities in Excess of Other Assets — (5.6)%				(30,290,544	)


Net Assets — 100.0%			$	539,478,102

^(a)	Non-income producing security.

^(b)	All or a portion of this security is on loan.

^(c)	Restricted security as to resale, excluding 144A securities. The Fund held restricted securities with a current value of $1,581,715, representing 0.3% of its net assets as of period end, and an original cost of $1,349,355.

^(d)	Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.

^(e)	Affiliate of the Fund.

^(f)	Annualized 7-day yield as of period end.

^(g)	All or a portion of this security was purchased with the cash collateral from loaned securities.

Affiliates

Investments in issuers considered to be affiliate(s) of the Fund during the six months ended March 31, 2025 for purposes of Section 2(a)(3) of the Investment Company Act of 1940, as amended, were as follows:



Affiliated Issuer	Value at 09/30/24		Purchases at Cost			Proceeds from Sales			Net Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)		Value at 03/31/25		Shares Held at 03/31/25		Income			Capital Gain Distributions from Underlyin Funds
BlackRock Cash Funds: Institutional, SL Agency Shares	$	33,974,569	$	—		$	(3,617,334	)^(a)	$	2,341	$	(13,756)	$	30,345,820		30,330,654	$	48,434	^(b)	$	—
BlackRock Liquidity Funds, T-Fund, Institutional Shares		5,979,615		1,092,127	^(a)		—			—		—		7,071,742		7,071,742		137,292			—

									$	2,341	$	(13,756)	$	37,417,562			$	185,726		$	—

(a)

Represents net amount purchased (sold).

(b)

All or a portion represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of collateral investment fees, and other payments to and from borrowers of securities.

For purposes of this report, industry and sector sub-classifications may differ from those utilized by the Fund for compliance purposes.


10		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

Derivative Financial Instruments Outstanding as of Period End

Futures Contracts



Description	Number of Contracts		Expiration Date		Notional Amount (000)		Value/ Unrealized Appreciation (Depreciation)

Long Contracts
Russell 2000 E-Mini Index		60		06/20/25	$	6,081	$	(140,969	)

Derivative Financial Instruments Categorized by Risk Exposure

As of period end, the fair values of derivative financial instruments located in the Statement of Assets and Liabilities were as follows:



	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total

Liabilities — Derivative Financial Instruments
Futures contracts
Unrealized depreciation on futures contracts^(a)	$	—	$	—	$	140,969	$	—	$	—	$	—	$	140,969

(a)

Net cumulative unrealized appreciation (depreciation) on futures contracts, if any, are reported in the Schedule of Investments. In the Statement of Assets and Liabilities, only current day’s variation margin is reported in receivables or payables and the net cumulative unrealized appreciation (depreciation) is included in accumulated earnings (loss).

For the period ended March 31, 2025, the effect of derivative financial instruments in the Statement of Operations was as follows:



	Commodity Contracts		Credit Contracts		Equity Contracts		Foreign Currency Exchange Contracts		Interest Rate Contracts		Other Contracts		Total
Net Realized Gain (Loss) from:
Futures contracts	$	—	$	—	$	(825,400)	$	—	$	—	$	—	$	(825,400)


Net Change in Unrealized Appreciation (Depreciation) on:
Futures contracts	$	—	$	—	$	(208,635)	$	—	$	—	$	—	$	(208,635)

Average Quarterly Balances of Outstanding Derivative Financial Instruments



Futures contracts:
Average notional value of contracts — long	$	6,190,370

For more information about the Fund’s investment risks regarding derivative financial instruments, refer to the Notes to Financial Statements.

Fair Value Hierarchy as of Period End

Various inputs are used in determining the fair value of financial instruments at the measurement date. For a description of the input levels and information about the Fund’s policy regarding valuation of financial instruments, refer to the Notes to Financial Statements.

The following table summarizes the Fund’s financial instruments categorized in the fair value hierarchy. The breakdown of the Fund’s financial instruments into major categories is disclosed in the Schedule of Investments above.




	Level 1		Level 2		Level 3		Total


Assets
Investments
Long-Term Investments
Common Stocks
Aerospace & Defense	$	11,423,198	$	—	$	—	$	11,423,198
Automobile Components		8,199,137		—		—		8,199,137
Banks		3,932,840		—		—		3,932,840
Beverages		2,176,717		—		—		2,176,717
Biotechnology		69,063,911		—		—		69,063,911
Broadline Retail		572,812		—		—		572,812
Building Products		7,212,845		—		—		7,212,845
Capital Markets		18,291,758		—		—		18,291,758


S C H E D U L E O F I N V E S T M E N T S		11

Schedule of Investments (unaudited) (continued)

March 31, 2025

BlackRock Advantage Small Cap Growth Fund

Fair Value Hierarchy as of Period End (continued)



	Level 1		Level 2		Level 3		Total


Common Stocks (continued)
Chemicals	$	3,813,648	$	—	$	—	$	3,813,648
Commercial Services & Supplies		1,827,178		—		—		1,827,178
Communications Equipment		1,865,856		—		—		1,865,856
Construction & Engineering		16,368,562		—		—		16,368,562
Construction Materials		769,696		—		—		769,696
Consumer Finance		9,403,813		—		—		9,403,813
Consumer Staples Distribution & Retail		8,731,213		—		—		8,731,213
Containers & Packaging		1,623,353		—		—		1,623,353
Distributors		128,638		—		—		128,638
Diversified Consumer Services		10,500,285		—		—		10,500,285
Diversified Telecommunication Services		1,581,486		—		—		1,581,486
Electrical Equipment		7,634,529		—		—		7,634,529
Electronic Equipment, Instruments & Components		16,713,097		—		—		16,713,097
Energy Equipment & Services		9,241,489		—		—		9,241,489
Entertainment		1,754,251		—		—		1,754,251
Financial Services		4,593,837		—		—		4,593,837
Food Products		5,912,952		—		—		5,912,952
Gas Utilities		231,367		—		—		231,367
Ground Transportation		1,364,593		—		—		1,364,593
Health Care Equipment & Supplies		19,096,539		—		—		19,096,539
Health Care Providers & Services		29,995,616		—		—		29,995,616
Health Care Technology		3,699,910		—		—		3,699,910
Hotel & Resort REITs		382,443		—		—		382,443
Hotels, Restaurants & Leisure		9,961,982		—		—		9,961,982
Household Durables		7,718,222		—		—		7,718,222
Household Products		2,770,467		—		—		2,770,467
Industrial REITs		1,727,691		—		—		1,727,691
Insurance		8,961,794		—		—		8,961,794
Interactive Media & Services		8,211,784		—		—		8,211,784
IT Services		1,416,197		—		—		1,416,197
Leisure Products		2,355,846		—		—		2,355,846
Life Sciences Tools & Services		1,939,944		—		—		1,939,944
Machinery		27,836,570		—		—		27,836,570
Media		1,138,383		—		—		1,138,383
Metals & Mining		11,030,383		—		—		11,030,383
Oil, Gas & Consumable Fuels		2,868,657		—		—		2,868,657
Passenger Airlines		1,996,368		—		—		1,996,368
Personal Care Products		2,108,175		—		—		2,108,175
Pharmaceuticals		14,916,014		7,271		—		14,923,285
Professional Services		25,605,031		—		—		25,605,031
Real Estate Management & Development		2,023,667		—		—		2,023,667
Retail REITs		3,650,821		—		—		3,650,821
Semiconductors & Semiconductor Equipment		18,259,808		—		—		18,259,808
Software		57,059,628		—		—		57,059,628
Specialized REITs		1,111,222		—		—		1,111,222
Specialty Retail		14,938,899		—		—		14,938,899
Technology Hardware, Storage & Peripherals		1,708,981		—		—		1,708,981
Textiles, Apparel & Luxury Goods		2,122,513		—		—		2,122,513
Tobacco		134,513		—		—		134,513
Trading Companies & Distributors		18,995,909		—		—		18,995,909
Preferred Securities		—		—		1,574,446		1,574,446
Rights
Biotechnology		—		12,017		64,771		76,788
Metals & Mining		15,541		—		—		15,541
Short-Term Securities
Money Market Funds		37,417,562		—		—		37,417,562

	$	568,110,141	$	19,288	$	1,639,217	$	569,768,646


12		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Statement of Assets and Liabilities (unaudited)

March 31, 2025


	BlackRock Advantage Small Cap Growth Fund

ASSETS
Investments, at value — unaffiliated^(a)(b)	$	532,351,084
Investments, at value — affiliated^(c)		37,417,562
Cash pledged:
Futures contracts		622,000
Foreign currency, at value^(d)		13,243
Receivables:
Investments sold		2,111,507
Securities lending income — affiliated		6,303
Capital shares sold		2,110,404
Dividends — unaffiliated		73,852
Dividends — affiliated		20,406
From the Manager		39,843
Prepaid expenses		50,611

Total assets		574,816,815


LIABILITIES
Collateral on securities loaned		30,338,575
Payables:
Investments purchased		3,760,358
Administration fees		19,895
Capital shares redeemed		625,654
Investment advisory fees		146,633
Trustees’ and Officer’s fees		3,079
Other accrued expenses		350,325
Professional fees		20,265
Service and distribution fees		34,546
Variation margin on futures contracts		39,383

Total liabilities		35,338,713


Commitments and contingent liabilities

NET ASSETS	$	539,478,102


NET ASSETS CONSIST OF:
Paid-in capital	$	555,676,749
Accumulated loss		(16,198,647	)

NET ASSETS	$	539,478,102


^(a)Investments, at cost — unaffiliated	$	502,391,848
^(b)Securities loaned, at value	$	28,608,275
^(c)Investments, at cost — affiliated	$	37,413,909
^(d)Foreign currency, at cost	$	12,506


14		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Statement of Assets and Liabilities (unaudited) (continued)

March 31, 2025


	BlackRock Advantage Small Cap Growth Fund
NET ASSET VALUE

Institutional
Net assets	$	342,866,194

Shares outstanding		17,829,441

Net asset value	$	19.23

Shares authorized		Unlimited

Par value	$	0.001


Investor A
Net assets	$	142,253,523

Shares outstanding		11,778,588

Net asset value	$	12.08

Shares authorized		Unlimited

Par value	$	0.001


Class K
Net assets	$	47,417,213

Shares outstanding		2,465,942

Net asset value	$	19.23

Shares authorized		Unlimited

Par value	$	0.001


Class R
Net assets	$	6,941,172

Shares outstanding		574,376

Net asset value	$	12.08

Shares authorized		Unlimited

Par value	$	0.001

See notes to financial statements


S T A T E M E N T O F A S S E T S A N D L I A B I L I T I E S		15

Statement of Operations (unaudited)

Six Months Ended March 31, 2025


	BlackRock Advantage Small Cap Growth Fund

INVESTMENT INCOME
Dividends — unaffiliated	$	1,471,926
Dividends — affiliated		137,292
Securities lending income — affiliated — net		48,434
Foreign taxes withheld		(118	)

Total investment income		1,657,534


EXPENSES
Investment advisory		1,365,208
Transfer agent — class specific		427,525
Service and distribution — class specific		224,238
Administration		127,585
Professional		87,775
Administration — class specific		60,690
Custodian		59,766
Registration		44,554
Accounting services		34,726
Printing and postage		19,657
Trustees and Officer		6,350
Miscellaneous		21,040

Total expenses		2,479,114

Less:
Administration fees waived by the Manager — class specific		(60,690	)
Fees waived and/or reimbursed by the Manager		(401,295	)
Transfer agent fees waived and/or reimbursed by the Manager — class specific		(288,341	)

Total expenses after fees waived and/or reimbursed		1,728,788

Net investment loss		(71,254	)


REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments — unaffiliated		15,834,043
Investments — affiliated		2,341
Futures contracts		(825,400	)

		15,010,984

Net change in unrealized appreciation (depreciation) on:
Investments — unaffiliated		(73,691,154	)
Investments — affiliated		(13,756	)
Futures contracts		(208,635	)
Foreign currency translations		(462	)

		(73,914,007	)

Net realized and unrealized loss		(58,903,023	)

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(58,974,277)

See notes to financial statements.


16		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Statements of Changes in Net Assets


	BlackRock Advantage Small Cap Growth Fund

	Six Months Ended 03/31/25 (unaudited)			Year Ended 09/30/24

INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
Net investment income (loss)	$	(71,254	)	$	906,806
Net realized gain		15,010,984			60,427,609
Net change in unrealized appreciation (depreciation)		(73,914,007	)		81,345,637

Net increase (decrease) in net assets resulting from operations		(58,974,277	)		142,680,052


DISTRIBUTIONS TO SHAREHOLDERS^(a)
Institutional		(950,750	)		(857,268	)
Investor A		(297,001	)		(288,412	)
Class K		(147,452	)		(132,903	)

Decrease in net assets resulting from distributions to shareholders		(1,395,203	)		(1,278,583	)


CAPITAL SHARE TRANSACTIONS
Net decrease in net assets derived from capital share transactions		(4,982,502	)		(35,623,415	)


NET ASSETS
Total increase (decrease) in net assets		(65,351,982	)		105,778,054
Beginning of period		604,830,084			499,052,030

End of period	$	539,478,102		$	604,830,084

^(a)

Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

See notes to financial statements.


S T A T E M E N T S O F C H A N G E S I N N E T A S S E T S		17

Financial Highlights

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund

	Institutional

	Six Months Ended 03/31/25 (unaudited)			Year Ended 09/30/24			Year Ended 09/30/23			Year Ended 09/30/22			Year Ended 09/30/21			Year Ended 09/30/20

Net asset value, beginning of period	$	21.40		$	16.58		$	15.04		$	25.11		$	19.86		$	18.01

Net investment income^(a)		0.01			0.04			0.04			0.04			0.01			0.05
Net realized and unrealized gain (loss)		(2.13	)		4.83			1.57			(6.20	)		6.54			2.84


Net increase (decrease) from investment operations		(2.12	)		4.87			1.61			(6.16	)		6.55			2.89


Distributions^(b)
From net investment income		(0.05	)		(0.05	)		(0.07	)		—			(0.01	)		(0.07	)
From net realized gain		—			—			—			(3.91	)		(1.29	)		(0.97	)


Total distributions		(0.05	)		(0.05	)		(0.07	)		(3.91	)		(1.30	)		(1.04	)


Net asset value, end of period	$	19.23		$	21.40		$	16.58		$	15.04		$	25.11		$	19.86


Total Return^(c)
Based on net asset value		(9.93	)%^(d)		29.42	%		10.72	%		(29.20	)%		33.89	%		16.32	%


Ratios to Average Net Assets^(e)
Total expenses		0.76	%^(f)		0.79	%		0.82	%		0.71	%		0.68	%		0.73	%


Total expenses after fees waived and/or reimbursed		0.50	%^(f)		0.50	%		0.50	%		0.50	%		0.50	%		0.50	%


Net investment income		0.05	%^(f)		0.23	%		0.23	%		0.22	%		0.04	%		0.25	%


Supplemental Data
Net assets, end of period (000)	$	342,866		$	381,437		$	304,607		$	300,391		$	743,578		$	508,084


Portfolio turnover rate		66	%		148	%		133	%		102	%		125	%		126	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

See notes to financial statements.


18		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Investor A

	Six Months Ended 03/31/25 (unaudited)			Year Ended 09/30/24			Year Ended 09/30/23			Year Ended 09/30/22			Year Ended 09/30/21			Year Ended 09/30/20

Net asset value, beginning of period	$	13.45		$	10.43		$	9.50		$	17.27		$	14.01		$	12.98

Net investment income (loss)^(a)		(0.01	)		(0.00	)^(b)		(0.00	)^(b)		0.00	^(c)		(0.04	)		0.00	^(c)
Net realized and unrealized gain (loss)		(1.34	)		3.04			0.98			(3.90	)		4.57			2.04


Net increase (decrease) from investment operations		(1.35	)		3.04			0.98			(3.90	)		4.53			2.04


Distributions^(d)
From net investment income		(0.02	)		(0.02	)		(0.05	)		—			—			(0.04	)
From net realized gain		—			—			—			(3.87	)		(1.27	)		(0.97	)


Total distributions		(0.02	)		(0.02	)		(0.05	)		(3.87	)		(1.27	)		(1.01	)


Net asset value, end of period	$	12.08		$	13.45		$	10.43		$	9.50		$	17.27		$	14.01


Total Return^(e)
Based on net asset value		(10.03	)%^(f)		29.20	%		10.32	%		(29.32	)%		33.54	%		16.03	%


Ratios to Average Net Assets^(g)
Total expenses		0.99	%^(h)		1.04	%		1.06	%		0.97	%		0.96	%		1.02	%


Total expenses after fees waived and/or reimbursed		0.75	%^(h)		0.75	%		0.75	%		0.75	%		0.75	%		0.75	%


Net investment income (loss)		(0.20	)%^(h)		(0.01	)%		(0.02	)%		0.01	%		(0.21	)%		0.00	%⁽ⁱ⁾


Supplemental Data
Net assets, end of period (000)	$	142,254		$	165,783		$	148,563		$	149,192		$	225,211		$	168,457


Portfolio turnover rate		66	%		148	%		133	%		102	%		125	%		126	%

^(a)	Based on average shares outstanding.

^(b)	Amount is greater than $(0.005) per share.

^(c)	Amount is less than $0.005 per share.

^(d)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(e)	Where applicable, excludes the effects of any sales charges and assumes the reinvestment of distributions.

^(f)	Not annualized.

^(g)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(h)	Annualized.

⁽ⁱ⁾	Amount is less than 0.005%.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		19

Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Class K

	Six Months Ended 03/31/25 (unaudited)			Year Ended 09/30/24			Year Ended 09/30/23			Year Ended 09/30/22			Year Ended 09/30/21			Year Ended 09/30/20

Net asset value, beginning of period	$	21.40		$	16.58		$	15.05		$	25.11		$	19.86		$	18.01

Net investment income^(a)		0.01			0.05			0.05			0.06			0.02			0.05
Net realized and unrealized gain (loss)		(2.12	)		4.83			1.57			(6.20	)		6.54			2.85


Net increase (decrease) from investment operations		(2.11	)		4.88			1.62			(6.14	)		6.56			2.90


Distributions^(b)
From net investment income		(0.06	)		(0.06	)		(0.09	)		—			(0.02	)		(0.08	)
From net realized gain		—			—			—			(3.92	)		(1.29	)		(0.97	)


Total distributions		(0.06	)		(0.06	)		(0.09	)		(3.92	)		(1.31	)		(1.05	)


Net asset value, end of period	$	19.23		$	21.40		$	16.58		$	15.05		$	25.11		$	19.86


Total Return^(c)
Based on net asset value		(9.88	)%^(d)		29.48	%		10.72	%		(29.12	)%		33.94	%		16.37	%


Ratios to Average Net Assets^(e)
Total expenses		0.60	%^(f)		0.64	%		0.65	%		0.57	%		0.56	%		0.58	%


Total expenses after fees waived and/or reimbursed		0.45	%^(f)		0.45	%		0.45	%		0.45	%		0.45	%		0.45	%


Net investment income		0.09	%^(f)		0.28	%		0.28	%		0.33	%		0.08	%		0.27	%


Supplemental Data
Net assets, end of period (000)	$	47,417		$	50,329		$	38,981		$	34,153		$	36,442		$	13,264


Portfolio turnover rate		66	%		148	%		133	%		102	%		125	%		126	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

See notes to financial statements.


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Financial Highlights (continued)

(For a share outstanding throughout each period)


	BlackRock Advantage Small Cap Growth Fund (continued)

	Class R

	Six Months Ended 03/31/25 (unaudited)			Year Ended 09/30/24			Year Ended 09/30/23			Year Ended 09/30/22			Year Ended 09/30/21			Year Ended 09/30/20

Net asset value, beginning of period	$	13.45		$	10.44		$	9.50		$	17.26		$	13.99		$	12.96

Net investment loss^(a)		(0.03	)		(0.03	)		(0.03	)		(0.03	)		(0.08	)		(0.03	)
Net realized and unrealized gain (loss)		(1.34	)		3.04			0.99			(3.92	)		4.57			2.03


Net increase (decrease) from investment operations		(1.37	)		3.01			0.96			(3.95	)		4.49			2.00


Distributions^(b)
From net investment income		—			—			(0.02	)		—			—			—
From net realized gain		—			—			—			(3.81	)		(1.22	)		(0.97	)


Total distributions		—			—			(0.02	)		(3.81	)		(1.22	)		(0.97	)


Net asset value, end of period	$	12.08		$	13.45		$	10.44		$	9.50		$	17.26		$	13.99


Total Return^(c)
Based on net asset value		(10.19	)%^(d)		28.83	%		10.14	%		(29.57	)%		33.25	%		15.75	%


Ratios to Average Net Assets^(e)
Total expenses		1.32	%^(f)		1.34	%		1.35	%		1.29	%		1.26	%		1.27	%


Total expenses after fees waived and/or reimbursed		1.00	%^(f)		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%


Net investment loss		(0.46	)%^(f)		(0.26	)%		(0.27	)%		(0.25	)%		(0.45	)%		(0.24	)%


Supplemental Data
Net assets, end of period (000)	$	6,941		$	7,281		$	6,901		$	6,797		$	11,713		$	11,314


Portfolio turnover rate		66	%		148	%		133	%		102	%		125	%		126	%

^(a)	Based on average shares outstanding.

^(b)	Distributions for annual periods determined in accordance with U.S. federal income tax regulations.

^(c)	Where applicable, assumes the reinvestment of distributions.

^(d)	Not annualized.

^(e)	Excludes fees and expenses incurred indirectly as a result of investments in underlying funds.

^(f)	Annualized.

See notes to financial statements.


F I N A N C I A L H I G H L I G H T S		21

Notes to Financial Statements (unaudited)

1. ORGANIZATION

BlackRock Funds^SM (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized as a Massachusetts business trust. BlackRock Advantage Small Cap Growth Fund (the “Fund”) is a series of the Trust. The Fund is classified as diversified.

The Fund offers multiple classes of shares. All classes of shares have identical voting, dividend, liquidation and other rights and are subject to the same terms and conditions, except that certain classes bear expenses related to the shareholder servicing and distribution of such shares. Institutional and Class K Shares are sold only to certain eligible investors. Investor A and Class R Shares bear certain expenses related to shareholder servicing of such shares, and Class R Shares also bear certain expenses related to the distribution of such shares. Investor A Shares are generally available through financial intermediaries. Class R Shares are sold only to certain employer-sponsored retirement plans. Each class has exclusive voting rights with respect to matters relating to its shareholder servicing and distribution expenditures.



Share Class	Initial Sales Charge	CDSC	Conversion Privilege

Institutional, Class K and Class R Shares	No	No	None

Investor A Shares	Yes	No^(a)	None

^(a)

Investor A Shares may be subject to a contingent deferred sales charge (“CDSC”) for certain redemptions where no initial sales charge was paid at the time of purchase.

The Fund, together with certain other registered investment companies advised by BlackRock Advisors, LLC (the “Manager”) or its affiliates, is included in a complex of funds referred to as the BlackRock Multi-Asset Complex.

On September 18, 2024, the Board of Trustees of the Trust (the “Board”) approved a change to the Fund’s 80% investment policy to invest, under normal circumstances, at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in small cap growth equity securities of U.S. issuers and derivatives that provide investment exposure to such securities or to one or more market risk factors associated with such securities. This change became effective on January 28, 2025.

2. SIGNIFICANT ACCOUNTING POLICIES

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. Below is a summary of significant accounting policies:

Investment Transactions and Income Recognition: For financial reporting purposes, investment transactions are recorded on the dates the transactions are executed. Realized gains and losses on investment transactions are determined using the specific identification method. Dividend income and capital gain distributions, if any, are recorded on the ex-dividend dates. Non-cash dividends, if any, are recorded on the ex-dividend dates at fair value. Dividends from foreign securities where the ex-dividend dates may have passed are subsequently recorded when the Fund is informed of the ex-dividend dates. Under the applicable foreign tax laws, a withholding tax at various rates may be imposed on capital gains, dividends and interest. Upon notification from issuers, a portion of the dividend income received from a real estate investment trust may be redesignated as a reduction of cost of the related investment and/or realized gain. Income, expenses and realized and unrealized gains and losses are allocated daily to each class based on its relative net assets.

Foreign Currency Translation: The Fund’s books and records are maintained in U.S. dollars. Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates determined as of the close of trading on the New York Stock Exchange (“NYSE”). Purchases and sales of investments are recorded at the rates of exchange prevailing on the respective dates of such transactions. Generally, when the U.S. dollar rises in value against a foreign currency, the investments denominated in that currency will lose value; the opposite effect occurs if the U.S. dollar falls in relative value.

The Fund does not isolate the effect of fluctuations in foreign exchange rates from the effect of fluctuations in the market prices of investments for financial reporting purposes. Accordingly, the effects of changes in exchange rates on investments are not segregated in the Statement of Operations from the effects of changes in market prices of those investments, but are included as a component of net realized and unrealized gain (loss) from investments. The Fund reports realized currency gains (losses) on foreign currency related transactions as components of net realized gain (loss) for financial reporting purposes, whereas such components are generally treated as ordinary income for U.S. federal income tax purposes.

Foreign Taxes: The Fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, capital gains on investments, or certain foreign currency transactions. All foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the Fund invests. These foreign taxes, if any, are paid by the Fund and are reflected in its Statement of Operations as follows: foreign taxes withheld at source are presented as a reduction of income, foreign taxes on securities lending income are presented as a reduction of securities lending income, foreign taxes on stock dividends are presented as “Foreign taxes withheld”, and foreign taxes on capital gains from sales of investments and foreign taxes on foreign currency transactions are included in their respective net realized gain (loss) categories. Foreign taxes payable or deferred as of March 31, 2025, if any, are disclosed in the Statement of Assets and Liabilities.

The Fund files withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. The Fund may record a reclaim receivable based on collectability, which includes factors such as the jurisdiction’s applicable laws, payment history and market convention. The Statement of Operations includes tax reclaims recorded as well as professional and other fees, if any, associated with recovery of foreign withholding taxes.


22		2 0 2 5 B L A C K R O C K S E M I - A N N U A L F I N A N C I A L S T A T E M E N T S A N D A D D I T I O N A L I N F O R M A T I O N

Notes to Financial Statements (unaudited) (continued)

Cash: The Fund may maintain cash at its custodian which, at times may exceed United States federally insured limits. The Fund may, at times, have outstanding cash disbursements that exceed deposited cash amounts at the custodian during the reporting period. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses, where applicable. For financial reporting purposes, overdraft fees, if any, are included in interest expense in the Statement of Operations.

Collateralization: If required by an exchange or counterparty agreement, the Fund may be required to deliver/deposit cash and/or securities to/with an exchange, or broker-dealer or custodian as collateral for certain investments.

Distributions: Distributions paid by the Fund are recorded on the ex-dividend dates. The character and timing of distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.

Indemnifications: In the normal course of business, the Fund enters into contracts that contain a variety of representations that provide general indemnification. The Fund’s maximum exposure under these arrangements is unknown because it involves future potential claims against the Fund, which cannot be predicted with any certainty.

Other: Expenses directly related to the Fund or its classes are charged to the Fund or the applicable class. Expenses directly related to the Fund and other shared expenses prorated to the Fund are allocated daily to each class based on its relative net assets or other appropriate methods. Other operating expenses shared by several funds, including other funds managed by the Manager, are prorated among those funds on the basis of relative net assets or other appropriate methods.

The Fund has an arrangement with its custodian whereby credits are earned on uninvested cash balances. For financial reporting purposes, custodian credits, if any, are included in interest income in the Statement of Operations.

Segment Reporting: The Fund adopted Financial Accounting Standards Board Update 2023-07, Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures (“ASU 2023-07”) during the period. The Fund’s adoption of the new standard impacted financial statement disclosures only and did not affect the Fund’s financial position or results of operations.

The Chief Financial Officer acts as the Fund’s Chief Operating Decision Maker (“CODM’) and is responsible for assessing performance and allocating resources with respect to the Fund. The CODM has concluded that the Fund operates as a single operating segment since the Fund has a single investment strategy as disclosed in its prospectus, against which the CODM assesses performance. The financial information provided to and reviewed by the CODM is presented within the Fund’s financial statements.

3. INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS

Investment Valuation Policies: The Fund’s investments are valued at fair value (also referred to as “market value” within the financial statements) each day that the Fund is open for business and, for financial reporting purposes, as of the report date. U.S. GAAP defines fair value as the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Board has approved the designation of the Fund’s Manager as the valuation designee for the Fund. The Fund determines the fair values of its financial instruments using various independent dealers or pricing services under the Manager’s policies. If a security’s market price is not readily available or does not otherwise accurately represent the fair value of the security, the security will be valued in accordance with the Manager’s policies and procedures as reflecting fair value. The Manager has formed a committee (the “Valuation Committee”) to develop pricing policies and procedures and to oversee the pricing function for all financial instruments, with assistance from other BlackRock pricing committees.

Fair Value Inputs and Methodologies: The following methods and inputs are used to establish the fair value of the Fund’s assets and liabilities:

•

Equity investments traded on a recognized securities exchange are valued at that day’s official closing price, as applicable, on the exchange where the stock is primarily traded. Equity investments traded on a recognized exchange for which there were no sales on that day may be valued at the last trade or last available bid (long positions) or ask (short positions) price.

•

Investments in open-end U.S. mutual funds (including money market funds) are valued at that day’s net asset value (“NAV”).

•

Futures contracts are valued based on that day’s last reported settlement or trade price on the exchange where the contract is traded.

Generally, trading in foreign instruments is substantially completed each day at various times prior to the close of trading on the NYSE. Each business day, the Fund uses current market factors supplied by independent pricing services to value certain foreign instruments (“Systematic Fair Value Price”). The Systematic Fair Value Price is designed to value such foreign securities at fair value as of the close of trading on the NYSE, which occurs after the close of the local markets.

If events (e.g., market volatility, company announcement or a natural disaster) occur that are expected to materially affect the value of such investment, or in the event that application of these methods of valuation results in a price for an investment that is deemed not to be representative of the market value of such investment, or if a price is not available, the investment will be valued by the Valuation Committee in accordance with the Manager’s policies and procedures as reflecting fair value (“Fair Valued Investments”). The fair valuation approaches that may be used by the Valuation Committee include market approach, income approach and cost approach. Valuation techniques such as discounted cash flow, use of market comparables and matrix pricing are types of valuation approaches and are typically used in determining fair value. When determining the price for Fair Valued Investments, the Valuation Committee seeks to determine the price that the Fund might reasonably expect to receive or pay from the current sale or purchase of that asset or liability in an arm’s-length transaction. Fair value determinations shall be based upon all available factors that the Valuation Committee deems relevant and consistent with the principles of fair value measurement as of the measurement date.


N O T E S T O F I N A N C I A L S T A T E M E N T S		23

Notes to Financial Statements (unaudited) (continued)

For investments in equity or debt issued by privately held companies or funds (“Private Company” or collectively, the “Private Companies”) and other Fair Valued Investments, the fair valuation approaches that are used by the Valuation Committee and third-party pricing services utilized by the Valuation Committee include one or a combination of, but not limited to, the following inputs:

(i) recent market transactions, including secondary market transactions, merger or acquisition activity and subsequent rounds of financing in the underlying investment or comparable issuers

(ii) recapitalizations and other transactions across the capital structure

(iii) market or relevant indices multiples of comparable issuers

(iv) future cash flows discounted to present and adjusted as appropriate for liquidity, credit, and/or market risks

(v) quoted prices for similar investments or assets in active markets

(vi) other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts and/or default rates

(vii) audited or unaudited financial statements, investor communications and Private Company financial or operational metrics

(viii) relevant market news and other public sources.

Investments in series of preferred stock issued by Private Companies are typically valued utilizing a market approach to determine the enterprise value of the company. Such investments often contain rights and preferences that differ from other series of preferred and common stock of the same issuer. Enterprise valuation techniques such as an option pricing model (“OPM”), a probability weighted expected return model (“PWERM”), current value method or a hybrid of those techniques are used as deemed appropriate under the circumstances. The use of these valuation techniques involves a determination of the exit scenarios of the investment in order to appropriately allocate the enterprise value of the company among the various parts of its capital structure.

Private Companies are not subject to public company disclosure, timing, and reporting standards applicable to other investments held by the Fund. Certain information made available by a Private Company is as of a date that is earlier than the date the Fund is calculating its NAV. This factor may result in a difference between the value of the investment and the price the Fund could receive upon the sale of the investment.

Fair Value Hierarchy: Various inputs are used in determining the fair value of financial instruments at the measurement date. These inputs to valuation techniques are categorized into a fair value hierarchy consisting of three broad levels for financial reporting purposes as follows:

•

Level 1 – Unadjusted price quotations in active markets/exchanges that the Fund has the ability to access for identical assets or liabilities;

•

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

•

Level 3 – Inputs that are unobservable and significant to the entire fair value measurement for the asset or liability (including the Valuation Committee’s assumptions used in determining the fair value of financial instruments).

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Investments classified within Level 3 have significant unobservable inputs used by the Valuation Committee in determining the price for Fair Valued Investments. Level 3 investments include equity or debt issued by Private Companies that may not have a secondary market and/or may have a limited number of investors. The categorization of a value determined for financial instruments is based on the pricing transparency of the financial instruments and is not necessarily an indication of the risks associated with investing in those securities.

4. SECURITIES AND OTHER INVESTMENTS

Preferred Stocks: Preferred stock has a preference over common stock in liquidation (and generally in receiving dividends as well), but is subordinated to the liabilities of the issuer in all respects. As a general rule, the market value of preferred stock with a fixed dividend rate and no conversion element varies inversely with interest rates and perceived credit risk, while the market price of convertible preferred stock generally also reflects some element of conversion value. Because preferred stock is junior to debt securities and other obligations of the issuer, deterioration in the credit quality of the issuer will cause greater changes in the value of a preferred stock than in a more senior debt security with similar stated yield characteristics. Unlike interest payments on debt securities, preferred stock dividends are payable only if declared by the issuer’s board of directors. Preferred stock also may be subject to optional or mandatory redemption provisions.

Securities Lending: The Fund may lend its securities to approved borrowers, such as brokers, dealers and other financial institutions. The borrower pledges and maintains with the Fund collateral consisting of cash, an irrevocable letter of credit issued by a bank, or securities issued or guaranteed by the U.S. Government. The initial collateral received by the Fund is required to have a value of at least 102% of the current value of the loaned securities for securities traded on U.S. exchanges and a value of at least 105% for all other securities. The collateral is maintained thereafter at a value equal to at least 100% of the current market value of the securities on loan. The market value of the loaned securities is determined at the close of each business day of the Fund and any additional required collateral is delivered to the Fund, or excess collateral returned by the Fund, on the next business day. During the term of the loan, the Fund is entitled to all distributions made on or in respect of the loaned securities, but does not receive interest income on securities received as collateral. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.


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Notes to Financial Statements (unaudited) (continued)

As of period end, any securities on loan were collateralized by cash and/or U.S. Government obligations. Cash collateral invested by the securities lending agent, BlackRock Investment Management, LLC (“BIM”), if any, is disclosed in the Schedule of Investments. Any non-cash collateral received cannot be sold, re-invested or pledged by the Fund, except in the event of borrower default. The securities on loan, if any, are disclosed in the Fund’s Schedule of Investments. The market value of any securities on loan and the value of related collateral, if any, are shown separately in the Statement of Assets and Liabilities as a component of investments at value – unaffiliated and collateral on securities loaned, respectively.

Securities lending transactions are entered into by the Fund under Master Securities Lending Agreements (each, an “MSLA”), which provide the right, in the event of default (including bankruptcy or insolvency), for the non-defaulting party to liquidate the collateral and calculate a net exposure to the defaulting party or request additional collateral. In the event that a borrower defaults, the Fund, as lender, would offset the market value of the collateral received against the market value of the securities loaned. When the value of the collateral is greater than that of the market value of the securities loaned, the lender is left with a net amount payable to the defaulting party. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of an MSLA counterparty’s bankruptcy or insolvency. Under the MSLA, absent an event of default, the borrower can resell or re-pledge the loaned securities, and the Fund can reinvest cash collateral received in connection with loaned securities. Upon an event of default, the parties’ obligations to return the securities or collateral to the other party are extinguished, and the parties can resell or re-pledge the loaned securities or the collateral received in connection with the loaned securities in order to satisfy the defaulting party’s net payment obligation for all transactions under the MSLA. The defaulting party remains liable for any deficiency.

As of period end, the following table is a summary of the Fund’s securities on loan by counterparty which are subject to offset under an MSLA:



Counterparty		Securities Loaned at Value		Cash Collateral Received	^(a)		Non-Cash Collateral Received, at Fair Value	^(a)		Net Amount
BofA Securities, Inc.	$	202,639	$	(202,639	)	$	—		$	—
Citigroup Global Markets, Inc.		664,717		(664,717	)		—			—
Goldman Sachs & Co. LLC		7,422,377		(7,422,377	)		—			—
J.P. Morgan Securities LLC		3,886,788		(3,886,788	)		—			—
Morgan Stanley		11,724,632		(11,724,632	)		—			—
National Financial Services LLC		1,385,903		(1,385,903	)		—			—
State Street Bank & Trust Co.		2,431,001		(2,431,001	)		—			—
Toronto-Dominion Bank		890,218		(890,218	)		—			—

	$	28,608,275	$	(28,608,275	)	$	—		$	—

^(a)

Collateral received, if any, in excess of the market value of securities on loan is not presented in this table. The total cash collateral received by the Fund is disclosed in the Fund’s Statement of Assets and Liabilities.

The risks of securities lending include the risk that the borrower may not provide additional collateral when required or may not return the securities when due. To mitigate these risks, the Fund benefits from a borrower default indemnity provided by BIM. BIM’s indemnity allows for full replacement of the securities loaned to the extent the collateral received does not cover the value on the securities loaned in the event of borrower default. The Fund could incur a loss if the value of an investment purchased with cash collateral falls below the market value of the loaned securities or if the value of an investment purchased with cash collateral falls below the value of the original cash collateral received. Such losses are borne entirely by the Fund.

5. DERIVATIVE FINANCIAL INSTRUMENTS

The Fund engages in various portfolio investment strategies using derivative contracts both to increase the returns of the Fund and/or to manage its exposure to certain risks such as credit risk, equity risk, interest rate risk, foreign currency exchange rate risk, commodity price risk or other risks (e.g., inflation risk). Derivative financial instruments categorized by risk exposure are included in the Schedule of Investments. These contracts may be transacted on an exchange or over-the-counter (“OTC”).

Futures Contracts: Futures contracts are purchased or sold to gain exposure to, or manage exposure to, changes in interest rates (interest rate risk) and changes in the value of equity securities (equity risk) or foreign currencies (foreign currency exchange rate risk).

Futures contracts are exchange-traded agreements between the Fund and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and on a specified date. Depending on the terms of a contract, it is settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash amount on the settlement date. Upon entering into a futures contract, the Fund is required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on a contract’s size and risk profile. The initial margin deposit must then be maintained at an established level over the life of the contract. Amounts pledged, which are considered restricted, are included in cash pledged for futures contracts in the Statement of Assets and Liabilities.

Securities deposited as initial margin are designated in the Schedule of Investments and cash deposited, if any, are shown as cash pledged for futures contracts in the Statement of Assets and Liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in market value of the contract (“variation margin”). Variation margin is recorded as unrealized appreciation (depreciation) and, if any, shown as variation margin receivable (or payable) on futures contracts in the Statement of Assets and Liabilities. When the contract is closed, a realized gain or loss is recorded in the Statement of Operations equal to the difference between the notional amount of the contract at the time it was opened and the notional amount at the time it was closed. The use of futures contracts involves the risk of an imperfect correlation in the movements in the price of futures contracts and interest rates, foreign currency exchange rates or underlying assets.


N O T E S T O F I N A N C I A L S T A T E M E N T S		25

Notes to Financial Statements (unaudited) (continued)

6. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Advisory: The Trust, on behalf of the Fund, entered into an Investment Advisory Agreement with the Manager, the Fund’s investment adviser and an indirect, wholly-owned subsidiary of BlackRock, Inc. (“BlackRock”), to provide investment advisory services. The Manager is responsible for the management of the Fund’s portfolio and provides the personnel, facilities, equipment and certain other services necessary to the operations of the Fund.

For such services, the Fund pays the Manager a monthly fee at an annual rate equal to the following percentages of the average daily value of the Fund’s net assets:


Average Daily Net Assets	Investment Advisory Fees

First $1 billion		0.45	%
$1 billion — $3 billion		0.42
$3 billion — $5 billion		0.41
$5 billion — $10 billion		0.39
Greater than $10 billion		0.38

Service and Distribution Fees: The Trust, on behalf of the Fund, entered into a Distribution Agreement and a Distribution and Service Plan with BlackRock Investments, LLC (“BRIL”), an affiliate of the Manager. Pursuant to the Distribution and Service Plan and in accordance with Rule 12b-1 under the 1940 Act, the Fund pays BRIL ongoing service and distribution fees. The fees are accrued daily and paid monthly at annual rates based upon the average daily net assets of the relevant share class of the Fund as follows:



Share Class	Service Fees			Distribution Fees

Investor A		0.25	%		N/A
Class R		0.25			0.25	%

BRIL and broker-dealers, pursuant to sub-agreements with BRIL, provide shareholder servicing and distribution services to the Fund. The ongoing service and/or distribution fee compensates BRIL and each broker-dealer for providing shareholder servicing and/or distribution related services to shareholders.

For the six months ended March 31, 2025, the following table shows the class specific service and distribution fees borne directly by each share class of the Fund:


	Investor A		Class R		Total

Service and distribution — class specific		$ 205,850		$ 18,388		$ 224,238

Administration: The Trust, on behalf of the Fund, entered into an Administration Agreement with the Manager, an indirect, wholly-owned subsidiary of BlackRock, to provide administrative services. For these services, the Manager receives an administration fee computed daily and payable monthly, based on a percentage of the average daily net assets of the Fund. The administration fee, which is shown as administration in the Statement of Operations, is paid at the annual rates below.



Average Daily Net Assets	Administration Fees

First $500 million		0.0425	%
$500 million - $1 billion		0.0400
$1 billion - $2 billion		0.0375
$2 billion - $4 billion		0.0350
$4 billion - $13 billion		0.0325
Greater than $13 billion		0.0300

In addition, the Manager charges each of the share classes an administration fee, which is shown as administration — class specific in the Statement of Operations, at an annual rate of 0.02% of the average daily net assets of each respective class.

For the six months ended March 31, 2025, the following table shows the class specific administration fees borne directly by each share class of the Fund:



	Institutional		Investor A		Class K		Class R		Total

Administration — class specific		$ 38,327		$ 16,497		$ 5,130		$ 736		$ 60,690

Transfer Agent: Pursuant to written agreements, certain financial intermediaries, some of which may be affiliates, provide the Fund with sub-accounting, recordkeeping, sub-transfer agency and other administrative services with respect to servicing of underlying investor accounts. For these services, these entities receive an asset-based fee or an annual fee per shareholder account, which will vary depending on share class and/or net assets. For the six months ended March 31, 2025, the Fund paid $12,196 for the Fund’s Institutional Shares to affiliates of BlackRock in return for these services, which are included in transfer agent — class specific in the Statement of Operations.

The Manager maintains a call center that is responsible for providing certain shareholder services to the Fund. Shareholder services include responding to inquiries and processing purchases and sales based upon instructions from shareholders. For the six months ended March 31, 2025, the Fund reimbursed the Manager the following amounts for costs incurred in running the call center, which are included in transfer agent — class specific in the Statement of Operations:



	Institutional		Investor A		Class K		Class R		Total

Reimbursed amounts		$ 1,130		$ 6,606		$ 117		$ 116		$ 7,969


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Notes to Financial Statements (unaudited) (continued)

For the six months ended March 31, 2025, the following table shows the class specific transfer agent fees borne directly by each share class of the Fund:



	Institutional		Investor A		Class K		Class R		Total

Transfer agent — class specific		$ 302,874		$ 116,282		$ 367		$ 8,002		$ 427,525

Other Fees: For the six months ended March 31, 2025, affiliates earned underwriting discounts, direct commissions and dealer concessions on sales of the Fund’s Investor A Shares for a total of $5,157.

For the six months ended March 31, 2025, affiliates received CDSCs in the amount of $330 for Investor A Shares.

Expense Limitations, Waivers and Reimbursements: The Manager contractually agreed to waive its investment advisory fees by the amount of investment advisory fees the Fund pays to the Manager indirectly through its investment in affiliated money market funds (the “affiliated money market fund waiver”) through June 30, 2026. The contractual agreement may be terminated upon 90 days’ notice by a majority of the trustees who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), or by a vote of a majority of the outstanding voting securities of the Fund. The amount of waivers and/or reimbursements of fees and expenses made pursuant to the expense limitation described below will be reduced by the amount of the affiliated money market fund waiver. This amount is included in fees waived and/or reimbursed by the Manager in the Statement of Operations. For the six months ended March 31, 2025, the amount waived was $2,327.

The Manager has contractually agreed to waive its investment advisory fee with respect to any portion of the Fund’s assets invested in affiliated equity and fixed-income mutual funds and affiliated exchange-traded funds that have a contractual management fee through June 30, 2026. The contractual agreement may be terminated upon 90 days’ notice by a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund. For the six months ended March 31, 2025, there were no fees waived by the Manager pursuant to this arrangement.

The Manager contractually agreed to waive and/or reimburse fees or expenses in order to limit expenses, excluding interest expense, dividend expense, tax expense, acquired fund fees and expenses, and certain other fund expenses, which constitute extraordinary expenses not incurred in the ordinary course of the Fund’s business (“expense limitation”). The expense limitations as a percentage of average daily net assets are as follows:

The Manager has agreed not to reduce or discontinue the contractual expense limitations through June 30, 2026, unless approved by the Board, including a majority of the Independent Trustees, or by a vote of a majority of the outstanding voting securities of the Fund. For the six months ended March 31, 2025, the Manager waived and/or reimbursed investment advisory fees of $398,968, which is included in fees waived and/or reimbursed by the Manager in the Statement of Operations.

In addition, these amounts waived and/or reimbursed by the Manager are included in administration fees waived by the Manager — class specific and transfer agent fees waived and/or reimbursed by the Manager — class specific, respectively, in the Statement of Operations. For the six months ended March 31, 2025, class specific expense waivers and/or reimbursements were as follows:



	Institutional		Investor A		Class K		Class R		Total

Administration fees waived by the Manager — class specific	$	38,327	$	16,497	$	5,130	$	736	$	60,690
Transfer agent fees waived and/or reimbursed by the Manager — class specific		207,069		74,771		367		6,134		288,341

Securities Lending: The U.S. Securities and Exchange Commission (“SEC”) has issued an exemptive order which permits BIM, an affiliate of the Manager, to serve as securities lending agent for the Fund, subject to applicable conditions. As securities lending agent, BIM bears all operational costs directly related to securities lending. The Fund is responsible for fees in connection with the investment of cash collateral received for securities on loan (the “collateral investment fees”). The cash collateral is invested in a money market fund, BlackRock Cash Funds: Institutional, managed by the Manager or its affiliates. However, BIM has agreed to reduce the amount of securities lending income it receives in order to effectively limit the collateral investment fees the Fund bears to an annual rate of 0.04%. The SL Agency Shares of such money market fund will not be subject to a sales load, distribution fee or service fee. The money market fund in which the cash collateral has been reinvested may impose a discretionary liquidity fee of up to 2% on all redemptions. Discretionary liquidity fees may be imposed or terminated at any time at the discretion of the board of directors of the money market fund, or its delegate, if it is determined that such fee would be, or would not be, respectively, in the best interest of the money market fund. Additionally, the money market fund will impose a mandatory liquidity fee if the money market fund’s total net redemptions on a single day exceed 5% of the money market fund’s net assets, unless the amount of the fee is less than 0.01% of the value of the shares redeemed. The money market fund will determine the size of the mandatory liquidity fee by making a good faith estimate of certain costs the money market fund would incur if it were to sell a pro rata amount of each security in the portfolio to satisfy the amount of net redemptions on that day. There is no limit to the size of a mandatory liquidity fee. If the money market fund cannot estimate the costs of selling a pro rata amount of each portfolio security in good faith and supported by data, it is required to apply a default liquidity fee of 1% on the value of shares redeemed on that day.

Securities lending income is generally equal to the total of income earned from the reinvestment of cash collateral (and excludes collateral investment fees), and any fees or other payments to and from borrowers of securities. The Fund retains a portion of the securities lending income and remits the remaining portion to BIM as compensation for its services as securities lending agent.

Pursuant to the current securities lending agreement, the Fund retains 81% of securities lending income (which excludes collateral investment fees), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment fees.


N O T E S T O F I N A N C I A L S T A T E M E N T S		27

Notes to Financial Statements (unaudited) (continued)

In addition, commencing the business day following the date that the aggregate securities lending income earned across the BlackRock Multi-Asset Complex in a calendar year exceeds specified thresholds, the Fund, pursuant to the securities lending agreement, will retain for the remainder of that calendar year securities lending income in an amount equal to 84% of securities lending income (which excludes collateral investment fees), and this amount retained can never be less than 70% of the total of securities lending income plus the collateral investment fees.

Prior to January 1, 2025, commencing the business day following the date that the aggregate securities lending income earned across the BlackRock Multi-Asset Complex in a calendar year exceeded a specified threshold, the Fund would retain for the remainder of that calendar year securities lending income in an amount equal to 81% of securities lending income (which excluded collateral investment fees ), and this amount retained could never be less than 70% of the total of securities lending income plus the collateral investment fees.

The share of securities lending income earned by the Fund is shown as securities lending income—affiliated—net in the Statement of Operations. For the six months ended March 31, 2025, the Fund paid BIM $11,305 for securities lending agent services.

Trustees and Officers: Certain trustees and/or officers of the Trust are directors and/or officers of BlackRock or its affiliates. The Fund reimburses the Manager for a portion of the compensation paid to the Trust’s Chief Compliance Officer, which is included in Trustees and Officer in the Statement of Operations.

Other Transactions: The Fund may purchase securities from, or sell securities to, an affiliated fund provided the affiliation is due solely to having a common investment adviser, common officers, or common trustees. For the six months ended March 31, 2025, the purchase and sale transactions and any net realized gains (losses) with an affiliated fund in compliance with Rule 17a-7 under the 1940 Act were as follows:


Purchases	Sales	Net Realized Loss

$ 7,926,419	$ 11,390,397	$ (56,492)

7.	PURCHASES AND SALES

For the six months ended March 31, 2025, purchases and sales of investments, excluding short-term securities, were $392,813,838 and $401,866,047, respectively.

8.	INCOME TAX INFORMATION

It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its taxable income to its shareholders. Therefore, no U.S. federal income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns generally remains open for a period of three years after they are filed. The statutes of limitations on the Fund’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

Management has analyzed tax laws and regulations and their application to the Fund as of March 31, 2025, inclusive of the open tax return years, and does not believe that there are any uncertain tax positions that require recognition of a tax liability in the Fund’s financial statements. Management’s analysis is based on the tax laws and judicial and administrative interpretations thereof in effect as of date of these financial statements, all of which are subject to change, possibly with retroactive effect which may impact the Fund’s NAV.

As of September 30, 2024, the Fund had non-expiring capital loss carryforwards available to offset future realized capital gains of $49,150,042.

As of March 31, 2025, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes were as follows:



	Amounts

Tax cost	$	551,357,085

Gross unrealized appreciation	$	69,139,190
Gross unrealized depreciation		(50,868,598	)

Net unrealized appreciation (depreciation)	$	18,270,592

9.	BANK BORROWINGS

The Trust, on behalf of the Fund, along with certain other funds managed by the Manager and its affiliates (“Participating Funds”), is party to a 364-day, $2.40 billion credit agreement with a group of lenders. Under this agreement, the Fund may borrow to fund shareholder redemptions. Excluding commitments designated for certain individual funds, the Participating Funds, including the Fund, can borrow up to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other limitations as specified in the agreement. The credit agreement has the following terms: a fee of 0.10% per annum on unused commitment amounts and interest at a rate equal to the higher of (a) Overnight Bank Funding Rate (“OBFR”) (but, in any event, not less than 0.00%) on the date the loan is made plus 0.80% per annum, (b) the Fed Funds rate (but, in any event, not less than 0.00%) in effect from time to time plus 0.80% per annum on amounts borrowed or (c) the sum of (x) Daily Simple Secured Overnight Financing Rate (“SOFR”) (but, in any event, not less than 0.00%) on the date the loan is made plus 0.10% and (y) 0.80% per annum. The agreement expires in April


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Notes to Financial Statements (unaudited) (continued)

2025 unless extended or renewed. Prior to April 11, 2024, the aggregate commitment amount was $2.50 billion. These fees were allocated among such funds based upon portions of the aggregate commitment available to them and relative net assets of Participating Funds. During the six months ended March 31, 2025, the Fund did not borrow under the credit agreement.

10.	PRINCIPAL RISKS

In the normal course of business, the Fund invests in securities or other instruments and may enter into certain transactions, and such activities subject the Fund to various risks, including among others, fluctuations in the market (market risk) or failure of an issuer to meet all of its obligations. The value of securities or other instruments may also be affected by various factors, including, without limitation: (i) the general economy; (ii) the overall market as well as local, regional or global political and/or social instability; (iii) regulation, taxation, tariffs or international tax treaties between various countries; or (iv) currency, interest rate and price fluctuations. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the Fund and its investments. The Fund’s prospectus provides details of the risks to which the Fund is subject.

The Fund may be exposed to additional risks when reinvesting cash collateral in money market funds that do not seek to maintain a stable NAV per share of $1.00, which may be subject to mandatory and discretionary liquidity fees under certain circumstances.

Valuation Risk: The market values of equities, such as common stocks and preferred securities or equity related investments, such as futures and options, may decline due to general market conditions which are not specifically related to a particular company. They may also decline due to factors which affect a particular industry or industries. The Fund may invest in illiquid investments. An illiquid investment is any investment that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. The Fund may experience difficulty in selling illiquid investments in a timely manner at the price that it believes the investments are worth. Prices may fluctuate widely over short or extended periods in response to company, market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. This volatility may cause the Fund’s NAV to experience significant increases or decreases over short periods of time. If there is a general decline in the securities and other markets, the NAV of the Fund may lose value, regardless of the individual results of the securities and other instruments in which the Fund invests. The Fund’s ability to value its investments may also be impacted by technological issues and/or errors by pricing services or other third-party service providers.

The price the Fund could receive upon the sale of any particular portfolio investment may differ from the Fund’s valuation of the investment, particularly for securities that trade in thin or volatile markets or that are valued using a fair valuation technique or a price provided by an independent pricing service. Changes to significant unobservable inputs and assumptions (i.e., publicly traded company multiples, growth rate, time to exit) due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As a result, the price received upon the sale of an investment may be less than the value ascribed by the Fund, and the Fund could realize a greater than expected loss or lesser than expected gain upon the sale of the investment.

Counterparty Credit Risk: The Fund may be exposed to counterparty credit risk, or the risk that an entity may fail to or be unable to perform on its commitments related to unsettled or open transactions, including making timely interest and/or principal payments or otherwise honoring its obligations. The Fund manages counterparty credit risk by entering into transactions only with counterparties that the Manager believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Fund to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Fund’s exposure to market, issuer and counterparty credit risks with respect to these financial assets is approximately their value recorded in the Statement of Assets and Liabilities, less any collateral held by the Fund.

A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract.

With exchange-traded futures, there is less counterparty credit risk to the Fund since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency). Additionally, credit risk exists in exchange-traded futures with respect to initial and variation margin that is held in a clearing broker’s customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro rata basis across all the clearing broker’s customers, potentially resulting in losses to the Fund.

Geographic/Asset Class Risk: A diversified portfolio, where this is appropriate and consistent with a fund’s objectives, minimizes the risk that a price change of a particular investment will have a material impact on the NAV of a fund. The investment concentrations within the Fund’s portfolio are disclosed in its Schedule of Investments.

The Fund invests a significant portion of its assets in securities within a single or limited number of market sectors. When a Fund concentrates its investments in this manner, it assumes the risk that economic, regulatory, political and social conditions affecting such sectors may have a significant impact on the Fund and could affect the income from, or the value or liquidity of, the Fund’s portfolio. Investment percentages in specific sectors are presented in the Schedule of Investments.

Significant Shareholder Redemption Risk: Certain shareholders may own or manage a substantial amount of fund shares and/or hold their fund investments for a limited period of time. Large redemptions of fund shares by these shareholders may force a fund to sell portfolio securities, which may negatively impact the fund’s NAV, increase the fund’s brokerage costs, and/or accelerate the realization of taxable income/gains and cause the fund to make additional taxable distributions to shareholders.


N O T E S T O F I N A N C I A L S T A T E M E N T S		29

Notes to Financial Statements (unaudited) (continued)

11.	CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for each class were as follows:



	Six Months Ended 03/31/25						Year Ended 09/30/24

Share Class	Shares			Amount			Shares			Amount

Institutional

Shares sold		1,783,596		$	38,025,845			4,096,566		$	76,978,397

Shares issued in reinvestment of distributions		36,891			828,941			42,643			741,557

Shares redeemed		(1,817,824	)		(39,230,332	)		(4,688,237	)		(89,415,569	)

		2,663		$	(375,546	)		(549,028	)	$	(11,695,615	)


Investor A

Shares sold and automatic conversion of shares		1,066,785		$	14,579,271			1,931,309		$	23,445,354

Shares issued in reinvestment of distributions		20,472			289,070			25,647			280,839

Shares redeemed		(1,638,351	)		(22,335,009	)		(3,864,424	)		(45,866,954	)

		(551,094	)	$	(7,466,668	)		(1,907,468	)	$	(22,140,761	)


Class K

Shares sold		480,196		$	10,284,925			701,966		$	13,161,286

Shares issued in reinvestment of distributions		6,137			137,817			7,173			124,658

Shares redeemed		(372,201	)		(8,018,923	)		(708,616	)		(13,602,333	)

		114,132		$	2,403,819			523		$	(316,389	)


Class R

Shares sold		116,041		$	1,586,843			120,829		$	1,446,377

Shares redeemed		(83,093	)		(1,130,950	)		(240,240	)		(2,917,027	)

		32,948		$	455,893			(119,411	)	$	(1,470,650	)

		(401,351	)	$	(4,982,502	)		(2,575,384	)	$	(35,623,415	)

12.	SUBSEQUENT EVENTS

Management’s evaluation of the impact of all subsequent events on the Fund’s financial statements was completed through the date the financial statements were issued and the following item was noted:

Effective April 10, 2025, the credit agreement was extended until April 2026 under substantially similar terms.


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Additional Information

Changes in and Disagreements with Accountants

Not applicable.

Proxy Results

Not applicable.

Remuneration Paid to Trustees, Officers, and Others

Compensation to the independent directors/trustees of the Trust is paid by the Trust, on behalf of the Fund.

General Information

Quarterly performance, shareholder reports, semi-annual and annual financial statements, current net asset value and other information regarding the Fund may be found on BlackRock’s website, which can be accessed at blackrock.com. Any reference to BlackRock’s website in this report is intended to allow investors public access to information regarding the Fund and does not, and is not intended to, incorporate BlackRock’s website in this report.

Electronic Delivery

Shareholders can sign up for e-mail notifications of quarterly statements, annual and semi-annual shareholder reports and prospectuses by enrolling in the electronic delivery program.

To enroll in electronic delivery:

Shareholders Who Hold Accounts with Investment Advisors, Banks or Brokerages:

Please contact your financial advisor. Please note that not all investment advisors, banks or brokerages may offer this service.

Shareholders Who Hold Accounts Directly with BlackRock:

1. Access the BlackRock website at blackrock.com

2. Select “Access Your Account”

3. Next, select “eDelivery” in the “Related Resources” box and follow the sign-up instructions.

BlackRock’s Mutual Fund Family

BlackRock offers a diverse lineup of open-end mutual funds crossing all investment styles and managed by experts in equity, fixed-income and tax-exempt investing. Visit blackrock.com for more information.

Shareholder Privileges

Account Information

Call us at (800) 441-7762 from 8:00 AM to 6:00 PM ET on any business day to get information about your account balances, recent transactions and share prices. You can also visit blackrock.com for more information.

Automatic Investment Plans

Investor class shareholders who want to invest regularly can arrange to have $50 or more automatically deducted from their checking or savings account and invested in any of the BlackRock funds.

Systematic Withdrawal Plans

Investor class shareholders can establish a systematic withdrawal plan and receive periodic payments of $50 or more from their BlackRock funds, as long as their account balance is at least $10,000.

Retirement Plans

Shareholders may make investments in conjunction with Traditional, Rollover, Roth, Coverdell, Simple IRAs, SEP IRAs and 403(b) Plans.


A D D I T I O N A L I N F O R M A T I O N		31

Item 8 –

Changes in and Disagreements with Accountants for Open-End Management Investment Companies – See Item 7

Item 9 –

Proxy Disclosures for Open-End Management Investment Companies – See Item 7

Item 10 –

Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies – See Item 7

Item 11 –

Statement Regarding Basis for Approval of Investment Advisory Contract – Not Applicable

Item 12 –

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable

Item 13 –

Portfolio Managers of Closed-End Management Investment Companies – Not Applicable

Item 14 –

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable

Item 15 –

Submission of Matters to a Vote of Security Holders – There have been no material changes to these procedures.

Item 16 –

Controls and Procedures

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 17 –

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not Applicable


		Page
Derivative Financial Instruments		3
Schedule of Investments		4
Statement of Assets and Liabilities		14
Statement of Operations		16
Statements of Changes in Net Assets		17
Financial Highlights		18
Notes to Financial Statements		22
Additional Information		31
Glossary of Terms Used in these Financial Statements		33


D E R I V A T I V E F I N A N C I A L I N S T R U M E N T S		3


Investment Adviser and Administrator		Independent Registered Public Accounting Firm
BlackRock Advisors, LLC		Deloitte & Touche LLP
Wilmington, DE 19809		Boston, MA 02110
Accounting Agent and Transfer Agent		Distributor
BNY Mellon Investment Servicing (US) Inc.		BlackRock Investments, LLC
Wilmington, DE 19809		New York, NY 10001
Custodian		Legal Counsel
The Bank of New York Mellon		Sidley Austin LLP
New York, NY 10286		New York, NY 10019
		Address of the Trust
		100 Bellevue Parkway
		Wilmington, DE 19809



CVR		Contingent Value Rights

NVS		Non-Voting Shares

REIT		Real Estate Investment Trust


G L O S S A R Y O F T E R M S U S E D I N T H E S E F I N A N C I A L S T A T E M E N T S		33


		By:		/s/ John M. Perlowski
				John M. Perlowski
				Chief Executive Officer (principal executive officer) of
				BlackRock Funds^SM


		By:		/s/ Trent Walker
				Trent Walker
				Chief Financial Officer (principal financial officer) of
				BlackRock Funds^SM