EXHIBIT 4.2 AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services • Delaware
BACKGROUND ----------Services Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services
BLACKROCK, INC. 1999 STOCK AWARD AND INCENTIVE PLANStock Option Agreement • July 13th, 2006 • Blackrock Inc /Ny • Investment advice
EXHIBIT 10.7 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services • New York
EXHIBIT 1.1 BLACKROCK, INC. (a Delaware corporation) __ Shares of Class A Common Stock U.S. PURCHASE AGREEMENT ----------------------- Dated: __, 1999 Table of ContentsPurchase Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services • New York
Exhibit 1.2 BLACKROCK, INC. (a Delaware corporation) * * Shares of Class A Common Stock (Par Value $.01 Per Share) INTERNATIONAL PURCHASE AGREEMENTBlackrock Inc /Ny • September 24th, 1999 • Services-facilities support management services • New York
BACKGROUND ----------Services Agreement • September 24th, 1999 • Blackrock Inc /Ny • Services-facilities support management services
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services • New York
Between 40 EAST 52ND STREET L.P., Owner and BLACKROCK, INC., Tenant PremisesBlackrock Inc /Ny • May 12th, 2000 • Services-facilities support management services • New York
Exhibit 10.1 ------------ BLACKROCK, INC. 1999 STOCK AWARD AND INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT Name of Grantee: --------------- Restricted Stock Units: Covering [ ] shares of Class A Common Stock, $0.01 ---------------------- par value,...Restricted Stock Unit Agreement • January 10th, 2006 • Blackrock Inc /Ny • Investment advice
REGISTRATION RIGHTS AGREEMENT dated as of February 23, 2005 between BLACKROCK, INC. and MORGAN STANLEY & CO. INCORPORATED, as representative of the Initial PurchasersRegistration Rights Agreement • March 10th, 2005 • Blackrock Inc /Ny • Investment advice • New York
REGISTRATION RIGHTS AGREEMENT dated as of February 23, 2005 between Blackrock, Inc., a Delaware corporation (the “Company”), and Morgan Stanley & Co. Incorporated, as representative of the several initial purchasers listed on Schedule I (the “Initial Purchasers”) to be named in the Purchase Agreement dated February 16, 2005 (the “Purchase Agreement”) with the Company. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.
AMONG BLACKROCK, INC. PNC ASSET MANAGEMENT, INC. AND PNC BANK CORP.Tax Disaffiliation Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services • Pennsylvania
EXHIBIT 10.6 INITIAL PUBLIC OFFERING AGREEMENT DATED AS OF _________ __, 1999Initial Public Offering Agreement • September 9th, 1999 • Blackrock Inc /Ny • Services-facilities support management services • Delaware
BLACKROCK, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 5th, 2004 • Blackrock Inc /Ny • Investment advice • Delaware
This Restricted Stock Agreement (this “Agreement”) is executed and delivered as of the Grant Date set forth above by and between BlackRock, Inc., a Delaware company, and its successors (the “Company”) and the Grantee set forth above. The Grantee and the Company hereby agree as follows:
AMENDMENT NO. 1 TO THE AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • November 13th, 2002 • Blackrock Inc /Ny • Investment advice • New York
This AMENDMENT NO. 1 TO THE AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Amendment”) is made and entered into as of October 10, 2002, by and among BLACKROCK, INC., a Delaware corporation (together with any successor, “BlackRock”), PNC ASSET MANAGEMENT, INC. a Delaware corporation (together with any successor and with any assignee or group of assignees (treated for this purpose as a single assignee) that holds or beneficially owns at least a majority of the voting power of BlackRock’s Common Stock, “PAM”), and the director(s) of BlackRock nominated by the BlackRock Management Committee (“Management Committee Directors”), amending and supplementing the Amended and Restated Stockholders Agreement, dated as of September 30, 1999 (the “Stockholders Agreement”), among BlackRock, PAM and the Employee Stockholders. Capitalized terms used herein and not otherwise defined herein have the meanings ascribed thereto in the Stockholders Agreement.
PARK AVENUE PLAZA COMPANY, L.P. c/o Fisher BrothersBlackrock Inc /Ny • August 6th, 2004 • Investment advice
This letter agreement shall serve to amend the Lease. Initially-capitalized terms used herein shall have the same meanings ascribed to such terms in the Lease.
AMONGImplementation and Stockholder Agreement • February 22nd, 2006 • Blackrock Inc /Ny • Investment advice • Delaware
Execution Draft TRANSACTION AGREEMENT AND PLAN OF MERGERTransaction Agreement and Plan of Merger • February 22nd, 2006 • Blackrock Inc /Ny • Investment advice • Delaware
AMENDMENT NO. 1 TO THE REGISTRATION RIGHTS AGREEMENTThe Registration Rights Agreement • November 13th, 2002 • Blackrock Inc /Ny • Investment advice • New York
This AMENDMENT NO. 1 TO THE REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of October 10, 2002, by and among BLACKROCK, INC., a Delaware corporation (“BlackRock”), PNC ASSET MANAGEMENT, INC., a Delaware corporation (“PNC”), and the persons listed on the signature pages hereof (the “Management Stockholders”), amending and supplementing the Registration Rights Agreement, dated as of October 6, 1999 (the “Registration Rights Agreement”), among BlackRock, PNC and the Employee Stockholders. Capitalized terms used herein and not otherwise defined herein have the meanings ascribed thereto in the Registration Rights Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2002 • Blackrock Inc /Ny • Investment advice • New York
AGREEMENT by and between BlackRock, Inc., a Delaware corporation (the “Company”) and Laurence Fink (the “Executive”) dated as of the 10th day of October, 2002 (the “Agreement”).
BlackRock, Inc.Award Agreement • November 5th, 2004 • Blackrock Inc /Ny • Investment advice • Delaware
Pursuant to the terms and conditions of this agreement (the “Award Agreement”) and the 2002 Long-Term Retention and Incentive Plan (the “Plan”), for good and valuable consideration, receipt of which is hereby acknowledged, BlackRock, Inc. (the “Company”) hereby grants to the Award Holder (set forth above), the Award (set forth above) in connection with the Award Holder’s retention as an employee and as compensation for services to be rendered hereafter.
AGREEMENT OF LEASE between PARK AVENUE PLAZA COMPANY L.P., Landlord and BLACKROCK, INC, Tenant as of July 29, 2004Agreement • August 6th, 2004 • Blackrock Inc /Ny • Investment advice • New York
AGREEMENT OF LEASE made as of the 29th day of July, 2004 between Park Avenue Plaza Company L.P., a New York limited partnership, having an office at c/o FISHER BROTHERS, 299 Park Avenue, New York, New York 10171 (herein called “Landlord”) and BlackRock, Inc., a Delaware corporation, having an office at 40 East 52nd Street, New York NY 10022 (herein called “Tenant”). All initially-capitalized terms are listed in the Table of Defined Terms which follows the table of contents of this Lease.
SHARE SURRENDER AGREEMENTShare Surrender Agreement • November 13th, 2002 • Blackrock Inc /Ny • Investment advice • New York
THIS SHARE SURRENDER AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2002, by and between BlackRock, Inc., a Delaware corporation (“BlackRock”), PNC Asset Management, Inc., a Delaware corporation (“PAM”) and an indirect wholly-owned subsidiary of The PNC Financial Services Group, Inc., a Pennsylvania corporation (“PNC”), and PNC.
BETWEENStockholder Agreement • February 22nd, 2006 • Blackrock Inc /Ny • Investment advice • Delaware
AMENDMENT NO. 1 TO THE INITIAL PUBLIC OFFERING AGREEMENTInitial Public Offering Agreement • November 13th, 2002 • Blackrock Inc /Ny • Investment advice • New York
This AMENDMENT NO. 1 TO THE INITIAL PUBLIC OFFERING AGREEMENT (this “Amendment”) is made and entered into as of October 10, 2002, by and among THE PNC FINANCIAL SERVICES GROUP, INC. (formerly PNC Bank Corp.), a Pennsylvania corporation (together with any successor,“PNC”), PNC ASSET MANAGEMENT, INC., a Delaware corporation and an indirect wholly owned subsidiary of PNC (together with any successor and with any assignee or group of or affiliated assignees (treated for this purpose as a single assignee) that is a Controlling Stockholder, “PAM”), and BLACKROCK, INC., a Delaware corporation and a majority owned subsidiary of PAM (together with any successor, “BlackRock”), amending and supplementing the Initial Public Offering Agreement, dated as of September 30, 1999 (the “IPO Agreement”), among PNC, PAM and BlackRock. Capitalized terms used herein and not otherwise defined herein have the meanings ascribed thereto in the IPO Agreement.
STOCK PURCHASE AGREEMENT by and among METLIFE, INC., METROPOLITAN LIFE INSURANCE COMPANY, SSRM HOLDINGS, INC., BLACKROCK, INC. and BLACKROCK FINANCIAL MANAGEMENT, INC.Stock Purchase Agreement • August 30th, 2004 • Blackrock Inc /Ny • Investment advice • New York
This STOCK PURCHASE AGREEMENT, dated as of August 25, 2004, is by and among BlackRock, Inc., a Delaware corporation (“Buyer Parent”), BlackRock Financial Management, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Buyer Parent (“Buyer” and, together with Buyer Parent, “Buyers”), SSRM Holdings, Inc., a Delaware corporation (the “Company”), MetLife, Inc., a Delaware corporation (“Seller Parent”), and Metropolitan Life Insurance Company, a New York corporation and wholly-owned subsidiary of Seller Parent (“Seller”). Capitalized terms used herein shall have the meanings given such terms in Annex A of this Agreement.
BLACKROCK, INC. as Issuer AND JPMORGAN CHASE BANK, N.A. as Trustee INDENTURE Dated as of February 23, 2005 2.625% Convertible Debentures due 2035Blackrock Inc /Ny • March 10th, 2005 • Investment advice • New York
INDENTURE dated as of February 23, 2005 between BlackRock, Inc., a Delaware corporation, as issuer (hereinafter sometimes called the “Company”, as more fully set forth in Section 1.01), and JPMorgan Chase Bank, N.A., a national banking association, as trustee (hereinafter sometimes called the “Trustee”, as more fully set forth in Section 1.01).
ADDITIONAL SPACE AGREEMENTAdditional Space Agreement • November 9th, 2001 • Blackrock Inc /Ny • Services-facilities support management services
AGREEMENT made as of the 4th day of September, 2001, between 40 EAST 52ND L.P., a Delaware limited partnership having its principal office at 345 Park Avenue, Borough of Manhattan, City, County and State of New York, as landlord (referred to herein as “Owner”), and BLACKROCK, INC., a Delaware corporation having an office at 40 East 52nd Street, Borough of Manhattan, City, County and State of New York, as tenant (referred to herein as “Tenant”).
RECITALSShare Surrender Agreement • February 22nd, 2006 • Blackrock Inc /Ny • Investment advice
