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: 811-09729
Name of Fund: iShares Trust
Fund Address: c/o BlackRock Fund
Advisors, 400 Howard Street, San Francisco, CA 94105
Name and address of agent for service: The
Corporation Trust Company, 1209 Orange
Street, Wilmington, DE 19801
Registrant’s telephone number, including area code: (415)
670-2000
Date of fiscal year end: 02/28/2025
Date of reporting period: 02/28/2025
Item 1 – Reports to
Stockholders
(a) The Reports to Shareholders are
attached herewith.
(b) Not Applicable
Item 2 – Code of Ethics – The registrant has adopted a code of ethics, as
of the end of the period covered by this report, applicable to the registrant’s
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions. During the period covered by this report, the
registrant has not amended the code of ethics and there have been no waivers
granted under the code of ethics. The
registrant undertakes to provide a copy of the code of ethics to any person
upon request, without charge, by calling 1-800-474-2737.
Item 3 – Audit Committee Financial Expert – The
registrant’s board of trustees (the “board of trustees”), has determined that
(i) the registrant has the following audit committee financial experts serving
on its audit committee and (ii) each audit committee financial expert is
independent:
Richard L. Fagnani
Laura Fergerson
Under applicable securities
laws, a person determined to be an audit committee financial expert will not be
deemed an “expert” for any purpose, including without limitation for the
purposes of Section 11 of the Securities Act of 1933, as a result of being
designated or identified as an audit committee financial expert. The
designation or identification of a person as an audit committee financial
expert does not impose on such person any duties, obligations, or liabilities
greater than the duties, obligations, and liabilities imposed on such person as
a member of the audit committee and board of trustees in the absence of such
designation or identification. The designation or identification of a person as
an audit committee financial expert does not affect the duties, obligations, or
liability of any other member of the audit committee or board of trustees.
Item 4 –
Principal Accountant Fees and Services
The principal accountant fees disclosed in items 4(a),
4(b), 4(c), 4(d) and 4(g) are for the fifteen series of the registrant for
which the fiscal year-end is February 28, 2025 (the “Funds”), and whose annual
financial statements are reported in Item 1.
(a) Audit Fees – The aggregate fees billed for
each of the last two fiscal years for professional services rendered by the
principal accountant for the audit of the Funds’ annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years were $203,750
for the fiscal year ended February 29, 2024 and $203,750 for the fiscal year
ended February 28, 2025.
(b) Audit-Related Fees – There were no fees
billed for the fiscal years ended February 29, 2024 and February 28, 2025 for
assurance and related services by the principal accountant that were reasonably
related to the performance of the audit of the Funds’ financial statements and
are not reported under (a) of this Item.
(c) Tax Fees – The aggregate fees billed in
each of the last two fiscal years for professional services rendered by the
principal accountant for tax compliance, tax advice and tax planning for the
Funds were $145,500 for the fiscal year ended February 29, 2024 and $145,500 for
the fiscal year ended February 28, 2025. These services related to the review
of the Funds’ tax returns and excise tax calculations.
(d) All Other Fees – There
were no other fees billed in each of the fiscal years ended February 29, 2024
and February 28, 2025 for products and services provided by the principal
accountant, other than the services reported in (a) through (c) of this Item.
(e)(1) Audit Committee
Pre-Approval Policies and Procedures:
The
registrant’s audit committee charter, as amended, provides that the audit
committee is responsible for the approval, prior to appointment, of the
engagement of the principal accountant to annually audit and provide their
opinion on the registrant’s financial statements. The audit committee must also
approve, prior to appointment, the engagement of the principal accountant to
provide non-audit services to the registrant or to any entity controlling,
controlled by or under common control with the registrant’s investment adviser
(“Adviser Affiliate”) that provides ongoing services to the registrant, if the
engagement relates directly to the operations and financial reporting of the
registrant.
(e)(2) None of the services described in each of Items 4(b) through (d) were
approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01
of Regulation S-X.
(f) Not Applicable
(g) The
aggregate non-audit fees billed by the registrant’s principal accountant for
services rendered to the Funds, and rendered to the registrant’s investment
adviser, and any Adviser Affiliate that provides ongoing services to the
registrant for the last two fiscal years were $145,500 for the fiscal year
ended February 29, 2024 and $145,500 for the fiscal year ended February 28, 2025.
(h) The registrant’s audit committee has
considered whether the provision of non-audit services rendered to the
registrant’s investment adviser and any Adviser
Affiliate that provides ongoing services
to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii)
of Rule 2-01 of Regulation S-X, if any, is compatible with maintaining the
principal accountant’s independence, and has determined that the provision of
these services, if any, does not compromise the principal accountant’s
independence.
(i)
– Not Applicable
(j) – Not Applicable
Item
5 – Audit Committee of Listed Registrant
(a) The
following individuals are members of the registrant’s separately designated
standing Committee established in accordance with Section 3(a)(58)(A) of the
Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(58)(A)):
Richard L. Fagnani
Laura F. Fergerson
Cecilia H. Herbert
John Martinez
(b) Not Applicable
Item 6
– Investments
(a) The registrant’s Schedule of Investments is included as part of the Financial
Statements and Financial Highlights for Open-End Management Investment
Companies filed under Item 7 of this Form.
(b) Not Applicable due to no such divestments during the semi-annual period
covered since the previous Form N-CSR filing.
Item 7
– Financial Statements and Financial Highlights for Open-End Management
Investment Companies
(a)
The registrant’s Financial Statements are attached herewith.
(b) The registrant’s Financial Highlights are attached herewith.
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
Item
18 – Recovery of Erroneously Awarded Compensation – Not Applicable
Item
19 – Exhibits attached hereto
(a)(2) Any
policy required by the listing standards adopted pursuant to Rule 10D-1 under
the Exchange Act (17 CFR 240.10D-1) by the registered national securities
exchange or registered national securities association upon which the registrant’s
securities are listed – Not Applicable
(a)(4) Any written solicitation to purchase securities under Rule 23c-1
– Not Applicable
(a)(5) Change in registrant’s independent public accountant – Not
Applicable
Pursuant
to the requirements of the Securities Exchange Act of 1934 and the Investment
Company Act of 1940, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
iShares
Trust
By: /s/ Jessica Tan
Jessica
Tan
President
(principal executive officer) of
iShares
Trust
Date:
April 22, 2025
Pursuant
to the requirements of the Securities Exchange Act of 1934 and the Investment
Company Act of 1940, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates indicated.
By: /s/ Jessica Tan
Jessica
Tan
President
(principal executive officer) of
iShares
Trust
Date:
April 22, 2025
By: /s/ Trent Walker
Trent
Walker
Treasurer and Chief Financial Officer (principal
financial officer) of
iShares Trust
Date:
April 22, 2025