Proxy Statement (definitive) (def 14a)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A INFORMATION

 

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

Filed by the Registrant    ☒

 

Filed by a Party other than the Registrant    ☐

 

Check the appropriate box:
☐    Preliminary Proxy Statement		☐				Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒    Definitive Proxy Statement
☐    Definitive Additional Materials
☐    Soliciting Material Pursuant to § 240.14a-12

 

BlackRock 2022 Global Income Opportunity Trust

BlackRock California Municipal Income Trust

BlackRock Core Bond Trust

BlackRock Corporate High Yield Fund, Inc.

BlackRock Credit Allocation Income Trust

BlackRock Debt Strategies Fund, Inc.

BlackRock Energy and Resources Trust

BlackRock Enhanced Capital and Income Fund, Inc.

BlackRock Enhanced Equity Dividend Trust

BlackRock Enhanced Global Dividend Trust

BlackRock Enhanced Government Fund, Inc.

BlackRock Enhanced International Dividend Trust

BlackRock Floating Rate Income Strategies Fund, Inc.

BlackRock Floating Rate Income Trust

BlackRock Florida Municipal 2020 Term Trust

BlackRock Health Sciences Trust

BlackRock Health Sciences Trust II

BlackRock Income Trust, Inc.

BlackRock Investment Quality Municipal Trust, Inc.

BlackRock Limited Duration Income Trust

BlackRock Long-Term Municipal Advantage Trust

BlackRock Maryland Municipal Bond Trust

BlackRock Multi-Sector Income Trust

BlackRock MuniAssets Fund, Inc.

BlackRock Municipal 2030 Target Term Trust

BlackRock Municipal 2020 Term Trust

BlackRock Municipal Bond Trust

BlackRock Municipal Income Investment Quality Trust

BlackRock Municipal Income Investment Trust

BlackRock Municipal Income Quality Trust

BlackRock Municipal Income Trust

BlackRock Municipal Income Trust II

BlackRock New York Municipal Income Quality Trust

BlackRock New York Municipal Income Trust

BlackRock New York Municipal Income Trust II

BlackRock Resources & Commodities Strategy Trust

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BlackRock Science and Technology Trust

BlackRock Science and Technology Trust II

BlackRock Taxable Municipal Bond Trust

BlackRock Utilities, Infrastructure & Power Opportunities Trust

BlackRock Virginia Municipal Bond Trust

The BlackRock Strategic Municipal Trust

 

 

(Name of Registrant as Specified In Its Charter)

 

 

(Name of Person(s) Filing Proxy Statement, if Other than the Registrant)

 

Payment of Filing Fee (Check the appropriate box):
☒    No fee required.
☐    Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

 

(1)

Title of each class of securities to which transaction applies:

 

 

 

(2)

Aggregate number of securities to which transaction applies:

 

 

 

(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

 

 

(4)

Proposed maximum aggregate value of transaction:

 

 

 

(5)

Total fee paid:

 

 

 

☐

Fee paid previously with preliminary materials.

 

☐

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

(1)

Amount Previously Paid:

 

 

 

(2)

Form, Schedule or Registration Statement No.:

 

 

 

(3)

Filing Party:

 

 

 

(4)

Date Filed:

 

 

 

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June 9, 2020

 

Dear Shareholder:

 

A joint annual meeting of the shareholders of the BlackRock Closed-End Funds listed in Appendix A to the enclosed joint proxy statement (each, a “Fund”) will be held on Monday, July 27, 2020, at 10:00 a.m. (Eastern time), to consider and vote on the proposal discussed in the enclosed joint proxy statement. Because of our concerns regarding the coronavirus disease (COVID-19) pandemic, the meeting will be held in a virtual meeting format only. Shareholders will not have to travel to attend the meeting but will be able to view the meeting live and cast their votes by accessing a web link.

 

The purpose of the meeting is to seek shareholder approval of the nominees named in the enclosed joint proxy statement to the Boards of Directors or Trustees (each, a “Board” and collectively, the “Boards,” the members of which are referred to as “Board Members”) of each Fund. Each Board has unanimously approved the nominees named in the enclosed joint proxy statement on behalf of its Fund (the “Board Nominees”), subject to approval by the Fund’s shareholders. The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that they possess the requisite experience in overseeing investment companies and that their election is in your best interest.

 

The Board Members responsible for your Fund recommend that you vote “FOR” the Board Nominees for your Fund. In connection with your vote, we urge you to read the full text of the enclosed joint proxy statement.

 

You have received this joint proxy statement because you were a shareholder of record of at least one of the Funds listed in Appendix A on May 29, 2020 (the “Record Date”). Certain other BlackRock Closed-End Funds not listed in Appendix A will also hold annual meetings of shareholders on the date stated above, but at a different time. If you were also a shareholder of record on the Record Date of one or more of such other funds, you will receive a separate proxy statement and proxy card(s) relating to such fund(s). Please be certain to vote by telephone or via the Internet with respect to each fund in which you are a shareholder of record or sign, date and return each proxy card you receive from us.

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Your vote is important. Attendance at the annual meeting will be limited to each Fund’s shareholders as of the Record Date.

 

If your shares in a Fund are registered in your name, you may attend and participate in the meeting at www.meetingcenter.io/216964993 by entering the control number found in the shaded box on your proxy card and password BLKA2020 on the date and time of the meeting. You may vote during the meeting by following the instructions that will be available on the meeting website during the meeting.

 

If you are a beneficial shareholder of a Fund (that is if you hold your shares of a Fund through a bank, broker, financial intermediary or other nominee) and want to attend the meeting you must register in advance of the meeting. To register, you must submit proof of your proxy power (legal proxy) reflecting your Fund holdings along with your name and email address to Georgeson LLC, the Funds’ tabulator. You may email an image of your legal proxy to [e-mail]. Requests for registration must be received no later than 5:00 p.m. (Eastern time) three business days prior to the meeting date. You will receive a confirmation email from Georgeson LLC (through Computershare) of your registration and a control number and security code that will allow you to vote at the meeting.

 

Even if you plan to attend the meeting, please promptly follow the enclosed instructions to submit your voting instructions by telephone or via the Internet. Alternatively, you may submit voting instructions by signing and dating each proxy card you receive, and if received by mail, returning it in the accompanying postage-paid return envelope.

 

We encourage you to carefully review the enclosed materials, which explain this proposal in more detail. As a shareholder, your vote is important, and we hope that you will respond today to ensure that your shares will be represented at the meeting. You may vote using one of the methods below by following the instructions on your proxy card or voting instruction form(s):

 

•

By touch-tone telephone;

 

•

By Internet;

 

•

By signing, dating and returning the enclosed proxy card or voting instruction form(s) in the postage-paid envelope; or

 

•

By participating at the meeting as described above.

 

If you do not vote using one of these methods, you may be called by Georgeson LLC, the Funds’ proxy solicitor, to vote your shares.

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If you have any questions about the proposal to be voted on or the virtual meeting, please call Georgeson LLC, the firm assisting us in the solicitation of proxies, toll free at 1-866-328-5445.

 

Sincerely,

 

Janey Ahn

Secretary of the Funds

40 East 52^nd Street, New York, NY 10022

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IMPORTANT INFORMATION

FOR FUND SHAREHOLDERS

 

While we encourage you to read the full text of the enclosed joint proxy statement, for your convenience we have provided a brief overview of the matters to be voted on.

 

Questions and Answers

 

Q:

Why am I receiving the joint proxy statement?

 

A:

Each Fund is required to hold an annual meeting of shareholders for the election of Board Members. This joint proxy statement describes a proposal to approve the nominees to the Board of the Fund(s) in which you own shares and provides you with other information relating to the meeting. The enclosed proxy card(s) indicate the Fund(s) in which you own shares. The table starting on page 8 of the joint proxy statement identifies the Board Members, including the Board Nominees, for each Fund.

 

Q:

Will my vote make a difference?

 

A:

YES. Your vote is very important and can make a difference in the governance and management of your Fund(s), no matter how many shares you own. We encourage all shareholders to participate in the governance of their Fund(s). Your vote can help ensure that the Board Nominees will be elected.

 

Q:

How do the Boards of the Funds recommend that I vote?

 

A:

The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that the Board Nominees possess the requisite experience in overseeing investment companies and are familiar with the Funds and their investment advisers. The Boards have approved the Board Nominees named in the joint proxy statement, believe their election is in your best interest and unanimously recommend that you vote “FOR” each Board Nominee.

 

Q:

When and where will the meeting be held?

 

A:

The meeting will be held on Monday, July 27, 2020, at 10:00 a.m. (Eastern time). Because of our concerns regarding the COVID-19 pandemic, the meeting will be held in a virtual meeting format only. Shareholders will not have to travel to attend the meeting but will be able to view the meeting live and cast their votes by accessing a web link.

 

Q:

How do I vote my shares?

 

A:

You can provide voting instructions by telephone, by calling the toll-free number on the proxy card(s) or on the Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020 (the “Notice of Internet Availability of Proxy Materials”), or by going to the Internet address provided on the Notice of Internet Availability of Proxy Materials or proxy card(s) and following the instructions. If you vote by telephone or via the Internet, you will be asked to enter a unique code that has been assigned to you, which is printed on your proxy card(s) or Notice of Internet Availability of Proxy Materials, as applicable. This code is designed to confirm your identity, provide access to the voting website and confirm that your voting instructions are properly recorded. Alternatively, if you received your proxy card(s) by mail, you can vote your shares by signing and dating the proxy card(s) and mailing it (them) in the enclosed postage-paid envelope.

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You may also vote at the meeting; however, even if you plan to attend the virtual meeting, we still encourage you to provide voting instructions by one of the methods discussed above. In addition, we ask that you please note the following:

 

If your shares in a Fund are registered in your name, you may attend and participate in the meeting at www.meetingcenter.io/216964993 by entering the control number found in the shaded box on your proxy card and password BLKA2020 on the date and time of the meeting. You may vote during the meeting by following the instructions that will be available on the meeting website during the meeting.

 

Also, if you are a beneficial shareholder of a Fund, you will not be able to vote at the virtual meeting unless you have registered in advance to attend the meeting. To register, you must submit proof of your proxy power (legal proxy) reflecting your Fund holdings along with your name and email address to Georgeson LLC (“Georgeson”), the Funds’ tabulator. You may email an image of your legal proxy to [e-mail]. Requests for registration must be received no later than 5:00 p.m. (Eastern time) three business days prior to the meeting date. You will receive a confirmation email from Georgeson (through Computershare) of your registration and a control number and security code that will allow you to vote at the Meeting.

 

Even if you plan to attend the meeting, please promptly follow the enclosed instructions to submit your voting instructions by telephone or via the Internet. Alternatively, you may submit voting instructions by signing and dating each proxy card you receive, and if received by mail, returning it in the accompanying postage-paid return envelope.

 

Q:

Are the Funds paying for the cost of the joint proxy statement?

 

A:

The costs associated with the joint proxy statement, including the printing, distribution and proxy solicitation costs, will be borne by the Funds. Additional out-of-pocket costs, such as legal expenses and auditor fees, incurred in connection with the preparation of the joint proxy statement, also will be borne by the Funds. Costs that are borne by the Funds collectively will be allocated among the Funds on the basis of a combination of their respective net assets and number of shareholder accounts, except when direct costs can reasonably be attributed to one or more specific Funds.

 

The Funds and BlackRock, Inc. have retained Georgeson, 1290 Avenue of the Americas, 9th Floor, New York, NY 10104, a proxy solicitation firm, to assist in the distribution of proxy materials and the solicitation and tabulation of proxies. It is anticipated that Georgeson will be paid approximately $95,000 for such services (including reimbursements of out-of-pocket expenses).

 

Q:

Whom do I call if I have questions?

 

A:

If you need more information, or have any questions about voting, please call Georgeson, the Funds’ proxy solicitor, toll free at 1-866-328-5445.

 

Please vote now. Your vote is important.

 

To avoid the wasteful and unnecessary expense of further solicitation and no matter how large or small your holdings may be, we urge you to indicate your voting instructions on the enclosed proxy card(s), and if received by mail, date and sign it (them) and return it (them) promptly in the postage-paid envelope provided, or record your voting instructions by telephone or via the Internet. If you submit a properly executed proxy card but do not indicate how you wish your shares to be voted, your shares will be voted “FOR” the election of the Board Nominees. If your shares of a Fund are held through a broker, you must provide voting instructions to your broker about how to vote your shares in order for your broker to vote your shares as you instruct at the meeting.

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June 9, 2020

 

NOTICE OF JOINT ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON JULY 27, 2020

 

To the Shareholders:

 

A joint annual meeting of the shareholders of the BlackRock Closed-End Funds identified below (each, a “Fund”) will be held on Monday, July 27, 2020, at 10:00 a.m. (Eastern time), to consider and vote on the proposal, as more fully described in the accompanying joint proxy statement. Because of our concerns regarding the COVID-19 pandemic, the meeting will be held in a virtual meeting format only. Shareholders will not have to travel to attend the meeting but will be able to view the meeting live and cast their votes by accessing a web link.

 

PROPOSAL 1.

To elect to the Board (defined below) of your Fund(s) the nominees named in the accompanying joint proxy statement.

 

To transact such other business as may properly come before the meeting or any adjournments, postponements or delays thereof.

 

The purpose of the meeting is to seek shareholder approval of the nominees named in the accompanying joint proxy statement to the Boards of Directors or Trustees (each, a “Board,” and collectively, the “Boards,” the members of which are referred to as “Board Members”) of each Fund. Each Board has unanimously approved the nominees on behalf of its Fund (the “Board Nominees”), subject to approval by the Fund’s shareholders. The Boards have reviewed the qualifications and backgrounds of the Board Nominees and believe that the Board Nominees possess the requisite experience in overseeing investment companies and that their election is in your best interest.

 

Your Board unanimously recommends that you vote “FOR” the Board Nominees with respect to which you are being asked to vote.

 

Shareholders of record of each Fund as of the close of business on May 29, 2020 (the “Record Date”) are entitled to vote at the meeting and at any adjournments, postponements or delays thereof.

 

If you owned shares of more than one Fund as of the Record Date, you may receive more than one proxy card or voting instruction form. Certain other BlackRock Closed-End Funds will also hold their annual meetings of shareholders at the place and on the date stated above, but not at the same time. If you were also a shareholder of record on the Record Date of one or more of such other funds, you will receive a separate proxy statement and proxy card(s) relating to such fund(s). Please be certain to vote by telephone or via the Internet with respect to each fund in which you are a shareholder of record or sign, date and return each proxy card you receive from us.

 

If you have any questions about the proposal to be voted on or the virtual meeting, please call Georgeson LLC, the firm assisting us in the solicitation of proxies, toll free at 1-866-328-5445.

 

By Order of the Boards,

 

Janey Ahn

Secretary of the Funds

40 East 52^nd Street, New York, NY 10022

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BlackRock Closed-End Funds

Holding Annual Meetings of Shareholders on July 27, 2020

 

Name of Fund		Ticker
BlackRock 2022 Global Income Opportunity Trust		BGIO
BlackRock California Municipal Income Trust		BFZ
BlackRock Core Bond Trust		BHK
BlackRock Corporate High Yield Fund, Inc.		HYT
BlackRock Credit Allocation Income Trust		BTZ
BlackRock Debt Strategies Fund, Inc.		DSU
BlackRock Energy and Resources Trust		BGR
BlackRock Enhanced Capital and Income Fund, Inc.		CII
BlackRock Enhanced Equity Dividend Trust		BDJ
BlackRock Enhanced Global Dividend Trust		BOE
BlackRock Enhanced Government Fund, Inc.		EGF
BlackRock Enhanced International Dividend Trust		BGY
BlackRock Floating Rate Income Strategies Fund, Inc.		FRA
BlackRock Floating Rate Income Trust		BGT
BlackRock Florida Municipal 2020 Term Trust		BFO
BlackRock Health Sciences Trust		BME
BlackRock Health Sciences Trust II		BMEZ
BlackRock Income Trust, Inc.		BKT
BlackRock Investment Quality Municipal Trust, Inc.		BKN
BlackRock Limited Duration Income Trust		BLW
BlackRock Long-Term Municipal Advantage Trust		BTA
BlackRock Maryland Municipal Bond Trust		BZM
BlackRock Multi-Sector Income Trust		BIT
BlackRock MuniAssets Fund, Inc.		MUA
BlackRock Municipal 2030 Target Term Trust		BTT
BlackRock Municipal 2020 Term Trust		BKK
BlackRock Municipal Bond Trust		BBK
BlackRock Municipal Income Investment Quality Trust		BAF
BlackRock Municipal Income Investment Trust		BBF
BlackRock Municipal Income Quality Trust		BYM
BlackRock Municipal Income Trust		BFK
BlackRock Municipal Income Trust II		BLE
BlackRock New York Municipal Income Quality Trust		BSE
BlackRock New York Municipal Income Trust		BNY
BlackRock New York Municipal Income Trust II		BFY
BlackRock Resources & Commodities Strategy Trust		BCX
BlackRock Science and Technology Trust		BST
BlackRock Science and Technology Trust II		BSTZ
BlackRock Taxable Municipal Bond Trust		BBN
BlackRock Utilities, Infrastructure & Power Opportunities Trust		BUI
BlackRock Virginia Municipal Bond Trust		BHV
The BlackRock Strategic Municipal Trust		BSD

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TABLE OF CONTENTS

 

		Page
JOINT PROXY STATEMENT			1
SUMMARY OF PROPOSAL AND FUNDS VOTING			5
PROPOSAL 1—ELECTION OF BOARD NOMINEES			7
VOTE REQUIRED AND MANNER OF VOTING PROXIES			20
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			21
ADDITIONAL INFORMATION			24
Appendix A – Fund Information			A-1
Appendix B – Compensation of the Board Members			B-1
Appendix C – Equity Securities Owned by Board Members and Board Nominees			C-1
Appendix D – Meetings of the Boards			D-1
Appendix E – Committees of the Boards			E-1
Appendix F – Information Pertaining to the Executive Officers of the Funds			F-1
Appendix G – Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees to Independent Registered Public Accountants			G-1
Appendix H – 5% Beneficial Share Ownership			H-1

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ANNUAL MEETING OF SHAREHOLDERS

 

 

 

July 27, 2020

 

 

 

JOINT PROXY STATEMENT

 

This joint proxy statement (this “Proxy Statement”) is furnished in connection with the solicitation of proxies by the Boards of Directors or Trustees (each, a “Board,” and collectively, the “Boards,” the members of which are referred to as “Board Members”) of each BlackRock Closed-End Fund listed in Appendix A of this Proxy Statement (each, a “Fund”). The proxies will be voted at the joint annual meeting (the “meeting”) of shareholders of the Funds and at any and all adjournments, postponements or delays thereof. The meeting will be held on Monday, July 27, 2020, at 10:00 a.m. (Eastern time). The meeting will be held for the purposes set forth in the accompanying Notice of Annual Meeting of Shareholders to be Held on July 27, 2020. Because of our concerns regarding the COVID-19 pandemic, the meeting will be held in a virtual meeting format only.

 

The Boards of the Funds have determined that the use of this Proxy Statement for the meeting is in the best interests of the Funds and their shareholders in light of the similar matters being considered and voted on by the shareholders of each Fund. Distribution to shareholders of this Proxy Statement and the accompanying materials, or the Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020 (the “Notice of Internet Availability of Proxy Materials”), will commence on or about June 9, 2020.

 

Each Fund listed in Appendix A to this Proxy Statement is organized as a Maryland corporation (each, a “Maryland Corporation”), a Maryland statutory trust (a “Maryland Trust”) or a Delaware statutory trust (each, a “Delaware Trust”). The Maryland Corporations, the Maryland Trust and the Delaware Trusts are closed-end management investment companies registered under the Investment Company Act of 1940 (the “1940 Act”). A list identifying each Fund as a Maryland Corporation, a Maryland Trust or a Delaware Trust is set forth in Appendix A.

 

Shareholders of record of a Fund as of the close of business on May 29, 2020 (the “Record Date”) are entitled to notice of and to vote at that Fund’s annual meeting of shareholders and at any and all adjournments, postponements or delays thereof. Shareholders of the Funds are entitled to one vote for each share held, with no shares having cumulative voting rights. Holders of Preferred Shares (as defined below) will have equal voting rights with the holders of shares of common stock or common shares of beneficial interest (collectively, the “Common Shares”) of the Preferred Funds (as defined below). Holders of Preferred Shares will vote together with the holders of Common Shares as a single class on each nominee to the Board of each Preferred Fund in which they own Preferred Shares, except that holders of Preferred Shares are entitled to vote separately as a class to elect two Board Members for each Preferred Fund in which they own Preferred Shares. With respect to the Preferred Funds (as defined below), the Board Members representing holders of Preferred Shares are Class I and Class II Board Members and only Class I Board Members are standing for election this year. The quorum and voting requirements for each Fund are described in the section herein entitled “Vote Required and Manner of Voting Proxies.”

 

As used herein, the “Preferred Shares” consist of the variable rate muni term preferred shares (collectively, the “VMTP Shares”) of each of the Funds identified in Appendix A as having

 

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VMTP Shares outstanding (collectively, the “VMTP Funds”), the remarketable variable rate muni term preferred shares (collectively, the “RVMTP Shares”) of the Fund identified in Appendix A as having RVMTP Shares outstanding (the “RVMTP Fund”), and the variable rate demand preferred shares (collectively, the “VRDP Shares”) of each of the Funds identified in Appendix A as having VRDP Shares outstanding (collectively, the “VRDP Funds”). The “Preferred Funds” are collectively defined as the VMTP Funds, the RVMTP Fund and the VRDP Funds.

 

The number of shares outstanding of each Fund as of the close of business on the Record Date and the managed assets of each Fund on the Record Date are shown in Appendix A. Except as set forth in Appendix H, to the knowledge of each Fund, as of April 30, 2020, no person was the beneficial owner of more than five percent of a class of a Fund’s outstanding shares.

 

The Fund(s) in which you owned shares on the Record Date is named on the proxy card(s) or Notice of Internet Availability of Proxy Materials. If you owned shares of more than one Fund on the Record Date, you may receive more than one proxy card or voting instruction form. Even if you plan to attend the meeting, please sign, date and return EACH proxy card you receive or, if you provide voting instructions by telephone or via the Internet, please vote on the proposal affecting EACH Fund you own. If you vote by telephone or via the Internet, you will be asked to enter a unique code that has been assigned to you, which is printed on your proxy card(s) or Notice of Internet Availability of Proxy Materials, as applicable. This code is designed to confirm your identity, provide access to the voting website and confirm that your voting instructions are properly recorded.

 

All properly executed proxies received prior to the meeting will be voted at the meeting and at any and all adjournments, postponements or delays thereof. On any matter coming before the meeting as to which a shareholder has specified a choice on that shareholder’s proxy, the shares will be voted accordingly. If a proxy card is properly executed and returned and no choice is specified with respect to the proposal, the shares will be voted “FOR” the proposal. Shareholders who execute proxies or provide voting instructions by telephone or via the Internet may revoke them with respect to the proposal at any time before a vote is taken on the proposal by filing with the applicable Fund a written notice of revocation (addressed to the Secretary of the Fund at the principal executive offices of the Fund at the New York address provided herein), by delivering a duly executed proxy bearing a later date, or by attending the virtual meeting and voting at the meeting, in all cases prior to the exercise of the authority granted in the proxy card. Merely attending the meeting, however, will not revoke any previously executed proxy. If you hold shares through a bank, broker or other intermediary, please consult your bank, broker or intermediary regarding your ability to revoke voting instructions after such instructions have been provided.

 

Certain other BlackRock Closed-End Funds not listed in Appendix A will also hold their annual meetings of shareholders on the date stated above, but at a different time. If you were also a shareholder of record on the Record Date of one or more of those other funds, you will receive a separate proxy statement and proxy card(s) relating to such fund(s). Please be certain to vote by telephone or via the Internet with respect to each fund in which you are a shareholder of record or sign, date and return each proxy card you receive from us.

 

If your shares in a Fund are registered in your name, you may attend and participate in the meeting at www.meetingcenter.io/216964993 by entering the control number found in the shaded box on your proxy card and password BLKA2020 on the date and time of the meeting. You may vote during the meeting by following the instructions that will be available on the meeting website during the meeting. If you are a beneficial shareholder of a Fund (that is if you hold your shares of a Fund through a bank, broker, financial intermediary or other nominee) you will not be able to vote at the virtual meeting unless you have registered in advance to attend the meeting. To register, you must submit proof of your proxy power (legal proxy)

 

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reflecting your Fund holdings along with your name and email address to Georgeson LLC (“Georgeson”), the Funds’ tabulator. You may email an image of your legal proxy to [e-mail]. Requests for registration must be received no later than 5:00 p.m. (Eastern time) three business days prior to the meeting date. You will receive a confirmation email from Georgeson (through Computershare) of your registration and a control number and security code that will allow you to vote at the meeting. Even if you plan to participate in the virtual meeting, please promptly follow the enclosed instructions to submit voting instructions by telephone or via the Internet. Alternatively, you may submit voting instructions by signing and dating each proxy card and voting instruction form you receive, and returning it in the accompanying postage-paid return envelope.

 

Each Fund will furnish, without charge, a copy of its annual report and most recent semi-annual report succeeding the annual report, if any, to a shareholder upon request. Such requests should be directed to the applicable Fund at 100 Bellevue Parkway, Wilmington, DE 19809, or by calling toll free at 1-800-882-0052. Copies of annual and semi-annual reports of each Fund are also available on the EDGAR Database on the U.S. Securities and Exchange Commission’s website at www.sec.gov.

 

BlackRock, Inc. (“BlackRock”) will update performance and certain other data for the Funds on a monthly basis on its website in the “Closed-End Funds” section of http://www.blackrock.com as well as certain other material information as necessary from time to time. Investors and others are advised to check the website for updated performance information and the release of other material information about the Funds. This reference to BlackRock’s website is intended to allow investors public access to information regarding the Funds and does not, and is not intended to, incorporate BlackRock’s website in this Proxy Statement.

 

Please note that only one annual or semi-annual report or this Proxy Statement or Notice of Internet Availability of Proxy Materials may be delivered to two or more shareholders of a Fund who share an address, unless the Fund has received instructions to the contrary. To request a separate copy of an annual report or semi-annual report or this Proxy Statement or Notice of Internet Availability of Proxy Materials, or for instructions on how to request a separate copy of these documents or as to how to request a single copy if multiple copies of these documents are received, shareholders should contact the applicable Fund at the Delaware address and phone number provided above.

 

Please vote now. Your vote is important.

 

To avoid the wasteful and unnecessary expense of further solicitation and no matter how large or small your holdings may be, we urge you to indicate your voting instructions on the enclosed proxy card(s), and if received by mail, date and sign it (them) and return it (them) promptly in the postage-paid envelope provided, or record your voting instructions by telephone or via the Internet. If you submit a properly executed proxy card but do not indicate how you wish your shares to be voted, your shares will be voted “FOR” the election of the Board Nominees. If your shares of a Fund are held through a broker, you must provide voting instructions to your broker about how to vote your shares in order for your broker to vote your shares as you instruct at the meeting.

 

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YOUR VOTE IS IMPORTANT.

 

PLEASE VOTE PROMPTLY BY SIGNING AND RETURNING THE

ENCLOSED PROXY CARD/VOTING INSTRUCTION FORM OR BY RECORDING YOUR

VOTING INSTRUCTIONS BY TELEPHONE OR VIA THE INTERNET, NO MATTER HOW

MANY SHARES YOU OWN.

 

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR

THE JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020.

 

THE PROXY STATEMENT FOR THIS MEETING IS AVAILABLE AT:

 

www.proxy-direct.com/blk-31374

 

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SUMMARY OF PROPOSAL AND FUNDS VOTING

 

The following table shows the Funds for which the Board Nominees are standing for election.

 

Fund Name		Ticker		Class I(1)		Class II		Class III		Preferred Shares Nominees Standing for Election(2)
BlackRock 2022 Global Income Opportunity Trust		BGIO		X
BlackRock California Municipal Income Trust		BFZ		X						X
BlackRock Core Bond Trust		BHK		X
BlackRock Corporate High Yield Fund, Inc.		HYT		X
BlackRock Credit Allocation Income Trust		BTZ		X
BlackRock Debt Strategies Fund, Inc.		DSU		X
BlackRock Energy and Resources Trust		BGR		X
BlackRock Enhanced Capital and Income Fund, Inc.		CII		X
BlackRock Enhanced Equity Dividend Trust		BDJ		X
BlackRock Enhanced Global Dividend Trust		BOE		X
BlackRock Enhanced Government Fund, Inc.		EGF		X
BlackRock Enhanced International Dividend Trust		BGY		X
BlackRock Floating Rate Income Strategies Fund, Inc.		FRA		X
BlackRock Floating Rate Income Trust		BGT		X
BlackRock Florida Municipal 2020 Term Trust		BFO		X
BlackRock Health Sciences Trust		BME		X
BlackRock Health Sciences Trust II		BMEZ		X
BlackRock Income Trust, Inc.		BKT		X
BlackRock Investment Quality Municipal Trust, Inc.		BKN		X						X
BlackRock Limited Duration Income Trust		BLW		X
BlackRock Long-Term Municipal Advantage Trust		BTA		X						X
BlackRock Maryland Municipal Bond Trust		BZM		X						X
BlackRock Multi-Sector Income Trust		BIT		X
BlackRock MuniAssets Fund, Inc.		MUA		X
BlackRock Municipal 2030 Target Term Trust		BTT		X						X
BlackRock Municipal 2020 Term Trust		BKK		X
BlackRock Municipal Bond Trust		BBK		X						X
BlackRock Municipal Income Investment Quality Trust		BAF		X						X
BlackRock Municipal Income Investment Trust		BBF		X						X
BlackRock Municipal Income Quality Trust		BYM		X						X
BlackRock Municipal Income Trust		BFK		X						X
BlackRock Municipal Income Trust II		BLE		X						X
BlackRock New York Municipal Income Quality Trust		BSE		X						X
BlackRock New York Municipal Income Trust		BNY		X						X
BlackRock New York Municipal Income Trust II		BFY		X						X
BlackRock Resources & Commodities Strategy Trust		BCX		X
BlackRock Science and Technology Trust		BST		X
BlackRock Science and Technology Trust II		BSTZ		X
BlackRock Taxable Municipal Bond Trust		BBN		X
BlackRock Utilities, Infrastructure & Power Opportunities Trust		BUI		X
BlackRock Virginia Municipal Bond Trust		BHV		X						X
The BlackRock Strategic Municipal Trust		BSD		X						X

 

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(1)

The Class I Board Nominees for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ are Cynthia L. Egan, Michael J. Castellano and Catherine A. Lynch. For each other Fund, the Class I Board Nominees are Michael J. Castellano, R. Glenn Hubbard, W. Carl Kester and John M. Perlowski. For the Preferred Funds, each of the Class I Board Nominees are voted upon by the holders of Common Shares and Preferred Shares of each respective Preferred Fund voting together as a single class. For Funds other than the Preferred Funds, each nominee is voted upon by the holders of Common Shares of each respective Fund voting as a single class. Please see the description herein under “PROPOSAL 1 — ELECTION OF BOARD NOMINEES.”

(2)

With respect to the Preferred Funds, Frank J. Fabozzi and W. Carl Kester are currently the Board Members elected solely by the owners of Preferred Shares. Only W. Carl Kester is standing for election this year as a Preferred Shares Nominee. Frank J. Fabozzi’s term as a Board Member of the Preferred Funds is scheduled to expire in 2021; therefore, he is not standing for election this year as a Preferred Shares Nominee. Please see the description herein under “PROPOSAL 1 — ELECTION OF BOARD NOMINEES” for a more detailed discussion regarding the Preferred Shares Nominee.

 

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PROPOSAL 1—ELECTION OF BOARD NOMINEES

 

The purpose of Proposal 1 is to elect Board Members for each Fund.

 

Nominees for each Fund. The Board of each Fund consists of ten Board Members, eight of whom are not “interested persons” of the Funds (as defined in the 1940 Act) (the “Independent Board Members”). The Funds divide their Board Members into three classes: Class I, Class II and Class III, and generally only one class of Board Members stands for election each year.

 

Under this classified board structure, generally only those Board Members in a single class may be replaced in any one year. The Board believes that it is in the best interest of the Funds, as closed-end, exchange traded investment companies subject to extensive regulation by the Securities and Exchange Commission (“SEC”), to continue to have a classified board structure. The Board believes that a classified board structure provides a Fund and its shareholders with important benefits. The Board believes that a classified board structure promotes continuity of experiences and an orderly succession of Board Members by ensuring that at any given time there are experienced board members serving on the Board who are familiar with such Fund, its business, operations and investment and compliance policies, and its relationships with its services providers. Specifically, the Board believes that a classified board structure: (a) creates a more experienced Board that is better able to identify and accomplish long-term objectives in supervising the management of the Funds; (b) enhances the independence of the Independent Board Members from management and from special interest groups by providing them with a three-year term of office, so they are better positioned to make decisions that are in the best long-term interest of the Funds and their shareholders; (c) strengthens the Funds’ ability to attract and retain qualified individuals who are willing to make multi-year commitments to the Funds and to develop a deep understanding of the Funds; (d) allows new Board Members an opportunity to gain knowledge from experienced Board Members; (e) helps prevent complete changes in control and corresponding changes in fund philosophy or strategies in any one year; and (f) protects against abrupt changes in a Fund based on the short-term objectives of shareholders who may seek to implement an agenda that is contrary to the long-term interest of Fund shareholders.

 

The Board further believes that the considerations with respect to classified boards in the closed-end, exchange traded investment company context are different than those for traditional operating companies, and in this regard notes that the classified board structure is expressly acknowledged by the 1940 Act, the principal regulatory regime governing the Funds and their operations. The role of a board of a closed-end, exchange traded investment company is different in material respects to the role of a board of directors of a traditional operating company. For example, an investment company’s board has the primary responsibility for oversight of the fund’s service providers and management of conflicts of interest involving the fund, including oversight of the fund’s investment advisory arrangements. A traditional operating company does not have investment advisers and is not subject to the same types of conflicts of interests that an investment company’s board must oversee. Additionally, an investment company registered pursuant to the 1940 Act is subject to extensive regulation with respect to governance and operations that requires independence of its board members and makes them accountable to shareholders. The Board believes that a classified board structure is consistent with good corporate governance, which depends principally on active and independent board members who have extensive business experience and are knowledgeable about critical aspects of the Funds. The BTZ Board considered the 2019 non-binding shareholder proposal for such Board to consider declassification, but determined that such action would not be in the best interest of the Fund for

 

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the reasons discussed herein. The BTZ Board further notes that BTZ’s market price ranks in the first quartile amongst its peers over the past one-, three- and five-year periods.¹

 

The Class I Board Members are standing for election this year. The Class I Board Nominees for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ are Cynthia L. Egan, Michael J. Castellano and Catherine A. Lynch. For each other Fund, the Class I Board Nominees are Michael J. Castellano, R. Glenn Hubbard, W. Carl Kester and John M. Perlowski. Each Class I Board Member elected at the meeting will serve until the later of the date of the 2023 annual meeting or until his or her successor is elected and qualifies, or until his or her earlier death, resignation, retirement or removal.

 

With respect to the Preferred Funds, the owners of Preferred Shares are entitled to vote as a separate class to elect two of the Board Members (the “Preferred Shares Nominees”) for the Preferred Fund in which they own Preferred Shares. This means that owners of Common Shares are not entitled to vote in connection with the election of the Preferred Shares Nominees. However, the owners of Common Shares and the owners of Preferred Shares, voting together as a single class, are entitled to elect the remainder of the Board Nominees. Frank J. Fabozzi and W. Carl Kester are currently the Board Members elected solely by the owners of Preferred Shares. Only W. Carl Kester is standing for election this year as a Preferred Shares Nominee. Frank J. Fabozzi’s term as a Board Member of the Preferred Funds is scheduled to expire in 2021. Therefore, he is not standing for election this year as a Preferred Shares Nominee.

 

With respect to BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ, the Board recommends a vote “FOR” the election of Cynthia L. Egan, Michael J. Castellano and Catherine A. Lynch. With respect to all of the other Funds, the Board recommends a vote “FOR” the election of Michael J. Castellano, R. Glenn Hubbard, W. Carl Kester and John M. Perlowski. The aforementioned nominees to the Board of each Fund are collectively referred to herein as the “Board Nominees.” To vote for the Board Nominees, please vote by telephone or via the Internet, as described in the proxy card, or date and sign the enclosed proxy card and return it promptly in the enclosed postage-paid envelope. Each of the Board Nominees has consented to being named in this Proxy Statement and to serve as a Board Member if elected.

 

Board Members’/Nominees’ Biographical Information. Please refer to the below table which identifies the Board Nominees and any Preferred Shares Nominees for election to the Board of each Fund and sets forth certain biographical information about the Board Members, including the Board Nominees, for all of the Funds. Please note that only the Class I Board Members are standing for election this year. Each Board Nominee was reviewed by the Governance and Nominating Committee (the “Governance Committee”) of the Board of each respective Fund and nominated by the full Board. Richard E. Cavanagh and Karen P. Robards were selected to serve as the Co-Chairs of each Board. All of the closed-end investment companies registered under the 1940 Act advised by BlackRock Advisors, LLC (the “Advisor”), including the Funds, are referred to collectively as the “BlackRock Closed-End Funds.” The BlackRock Closed-End Funds are part of a complex of investment companies advised by the Advisor or its affiliates that also includes open-end non-index fixed-income funds (the “BlackRock Fixed-Income Complex”).

 

1

Source: Lipper as of April 30, 2020. Lipper peer group: Corporate Debt BBB-Rated Funds (Leveraged). Lipper defines this peer group as funds that invest primarily in corporate and government debt issues rated in the top four grades. These funds can be leveraged via use of debt, preferred equity, and/or reverse repurchase agreements. All returns reflect reinvestment of dividends and/or distributions on the ex-date at the lower of the fund’s ex-date NAV or ex-date market price. Results are annualized for periods greater than one year.

 

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Name, Address(1) and Year of Birth

Position(s) Held with Funds

Term of Office and Length of Time Served*

Principal Occupation(s) During Past Five Years

Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen**

Public Company and Other Investment Company Directorships Held During Past Five Years***

Independent Board Members/Nominees †

Richard E. Cavanagh   1946

Co-Chair of the Boards and Director/ Trustee

2022 for all Funds; from 2007 to present

Director, The Guardian Life Insurance Company of America since 1998; Board Chair, Volunteers of America (a not-for-profit organization) from 2015 to 2018 (board member since 2009); Director, Arch Chemicals (chemical and allied products) from 1999 to 2011; Trustee, Educational Testing Service from 1997 to 2009 and Chairman thereof from 2005 to 2009; Senior Advisor, The Fremont Group since 2008 and Director thereof since 1996; Faculty Member/Adjunct Lecturer, Harvard University since 2007 and Executive Dean from 1987 to 1995; President and Chief Executive Officer, The Conference Board, Inc. (global business research organization) from 1995 to 2007.

87 RICs consisting of 111 Portfolios

None

Karen P. Robards   1950

Co-Chair of the Boards and Director/ Trustee

2021 for all Funds; from 2007 to present

Principal of Robards & Company, LLC (consulting and private investing) since 1987; Co-founder and Director of the Cooke Center for Learning and Development (a not-for-profit organization) since 1987; Director of Enable Injections, LLC (medical devices) since 2019; Investment Banker at Morgan Stanley from 1976 to 1987.

87 RICs consisting of 111 Portfolios

Greenhill & Co., Inc.; AtriCure, Inc. (medical devices) from 2000 until 2017

 

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Name, Address(1) and Year of Birth		Position(s) Held with Funds		Term of Office and Length of Time Served*		Principal Occupation(s) During Past Five Years		Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen**		Public Company and Other Investment Company Directorships Held During Past Five Years***
Michael J. Castellano (2)   1946		Director/ Trustee		2020 for all Funds; from 2011 to present		Chief Financial Officer of Lazard Group LLC from 2001 to 2011; Chief Financial Officer of Lazard Ltd from 2004 to 2011; Director, Support Our Aging Religious (non-profit) from 2009 to June 2015 and since 2017; Director, National Advisory Board of Church Management at Villanova University since 2010; Trustee, Domestic Church Media Foundation since 2012; Director, CircleBlack Inc. (financial technology company) since 2015.		87 RICs consisting of 111 Portfolios		None
Cynthia L. Egan (3)   1955		Director/ Trustee		2020 for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ; 2022 for all other Funds; from 2016 to present		Advisor, U.S. Department of the Treasury from 2014 to 2015; President, Retirement Plan Services, for T. Rowe Price Group, Inc. from 2007 to 2012; executive positions within Fidelity Investments from 1989 to 2007.		87 RICs consisting of 111 Portfolios		Unum (insurance); The Hanover Insurance Group (insurance); Envestnet (investment platform) from 2013 until 2016
Frank J. Fabozzi   1948		Director/ Trustee		2022 for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ; 2021 for all other Funds; from 2007 to present		Editor of The Journal of Portfolio Management since 1986; Professor of Finance, EDHEC Business School (France) since 2011; Visiting Professor, Princeton University for the 2013 to 2014 academic year and Spring 2017 semester; Professor in the Practice of Finance, Yale University School of Management from 1994 to 2011 and currently a Teaching Fellow in Yale’s Executive Programs; Board Member, BlackRock Equity-Liquidity Funds from 2014 to 2016; affiliated professor Karlsruhe Institute of Technology from 2008 to 2011; Visiting Professor, Rutgers University for the Spring 2019 semester; Visiting Professor, New York University for the 2019 academic year.		88 RICs consisting of 112 Portfolios		None

 

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Name, Address(1) and Year of Birth		Position(s) Held with Funds		Term of Office and Length of Time Served*		Principal Occupation(s) During Past Five Years		Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen**		Public Company and Other Investment Company Directorships Held During Past Five Years***
R. Glenn Hubbard (4)   1958		Director/ Trustee		2021 for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ; 2020 for all other Funds; from 2007 to present		Dean, Columbia Business School from 2004 to 2019; Faculty member, Columbia Business School since 1988.		87 RICs consisting of 111 Portfolios		ADP (data and information services); Metropolitan Life Insurance Company (insurance); KKR Financial Corporation (finance) from 2004 until 2014
W. Carl Kester (4)(5)   1951		Director/ Trustee		2021 for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ; 2020 for all other Funds; from 2007 to present		George Fisher Baker Jr. Professor of Business Administration, Harvard Business School since 2008; Deputy Dean for Academic Affairs from 2006 to 2010; Chairman of the Finance Unit, from 2005 to 2006; Senior Associate Dean and Chairman of the MBA Program from 1999 to 2005; Member of the faculty of Harvard Business School since 1981.		88 RICs consisting of 112 Portfolios		None
Catherine A. Lynch (3)   1961		Director/ Trustee		2020 for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ; 2021 for all other Funds; from 2016 to present		Chief Executive Officer, Chief Investment Officer and various other positions, National Railroad Retirement Investment Trust from 2003 to 2016; Associate Vice President for Treasury Management, The George Washington University from 1999 to 2003; Assistant Treasurer, Episcopal Church of America from 1995 to 1999.		88 RICs consisting of 112 Portfolios		None

 

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Name, Address(1) and Year of Birth

Position(s) Held with Funds

Term of Office and Length of Time Served*

Principal Occupation(s) During Past Five Years

Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen**

Public Company and Other Investment Company Directorships Held During Past Five Years***

Interested Board Members/Nominees ††

Robert Fairbairn   1965

Director/ Trustee

2022 for all Funds; from 2018 to present

Vice Chairman of BlackRock, Inc. since 2019; Member of BlackRock’s Global Executive and Global Operating Committees; Co-Chair of BlackRock’s Human Capital Committee; Senior Managing Director of BlackRock, Inc. from 2010 to 2019; oversaw BlackRock’s Strategic Partner Program and Strategic Product Management Group from 2012 to 2019; Member of the Board of Managers of BlackRock Investments, LLC from 2011 to 2018; Global Head of BlackRock’s Retail and iShares® businesses from 2012 to 2016.

123 RICs consisting of 264 Portfolios

None

John M. Perlowski (4)   1964

Director/ Trustee, President and Chief Executive Officer

2021 for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ; 2020 for all other Funds; Director/ Trustee from 2014 to present; President and Chief Executive Officer from 2011 to present

Managing Director of BlackRock, Inc. since 2009; Head of BlackRock Global Accounting and Product Services since 2009; Advisory Director of Family Resource Network (charitable foundation) since 2009.

124 RICs consisting of 265 Portfolios

None

 

*

Date shown is the earliest date a person has served for the Funds covered by this Proxy Statement. Following the combination of Merrill Lynch Investment Managers, L.P. (“MLIM”) and BlackRock, Inc. in September 2006, the various legacy MLIM and legacy BlackRock fund boards were realigned and consolidated into three new fund boards in 2007. As a result, although the chart shows certain Independent Board Members as joining the Funds’ Boards in 2007, those Board Members first became members of the boards of other legacy MLIM or legacy BlackRock funds as follows: Richard E. Cavanagh, 1994; Frank J. Fabozzi, 1988; R. Glenn Hubbard, 2004; W. Carl Kester, 1995; and Karen P. Robards, 1998.

 

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**

For purposes of this chart, “RICs” refers to investment companies registered under the 1940 Act and “Portfolios” refers to the investment programs of the BlackRock-advised funds. The BlackRock Fixed-Income Complex is comprised of 87 RICs consisting of 111 Portfolios. Messrs. Fairbairn and Perlowski are also board members of a complex of BlackRock registered open-end equity, multi-asset, index and money market funds (the “BlackRock Multi-Asset Complex”).

***

Directorships disclosed under this column do not include directorships disclosed under the column “Principal Occupation(s) During Past Five Years.”

†

Each Independent Board Member will serve until his or her successor is elected and qualifies, or until his or her earlier death, resignation, retirement or removal, or until December 31 of the year in which he or she turns 75. The maximum age limitation may be waived as to any Board Member by action of a majority of the Board upon a finding of good cause therefor.

††

Messrs. Fairbairn and Perlowski are both “interested persons,” as defined in the 1940 Act, of the Funds based on their positions with BlackRock, Inc. and its affiliates. Messrs. Fairbairn and Perlowski are also board members of the BlackRock Multi-Asset Complex. Interested Board Members serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. The maximum age limitation may be waived as to any Board Member by action of a majority of the Board Members upon a finding of good cause therefor.

(1)

The address of each Board Member and Board Nominee is c/o BlackRock, Inc., 55 East 52nd Street, New York, NY 10055.

(2)

Class I Board Member and Board Nominee for all Funds.

(3)

Class I Board Member and Board Nominee for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ.

(4)

Class I Board Member and Board Nominee for all Funds other than BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ.

(5)

Preferred Shares Nominee. Frank J. Fabozzi’s term as a Class II Board Member of the Preferred Funds is scheduled to expire in 2021; therefore, he is not standing for election this year as a Preferred Shares Nominee.

 

The Independent Board Members have adopted a statement of policy that describes the experiences, qualifications, skills and attributes that are necessary and desirable for potential Independent Board Member candidates (the “Statement of Policy”). The Boards believe that each Independent Board Member satisfied, at the time he or she was initially elected or appointed as a Board Member, and continues to satisfy, the standards contemplated by the Statement of Policy as well as the standards set forth in each Fund’s By-laws. Furthermore, in determining that a particular Board Member was and continues to be qualified to serve as a Board Member, the Boards have considered a variety of criteria, none of which, in isolation, was controlling. The Boards believe that, collectively, the Board Members/Nominees have balanced and diverse experiences, skills, attributes and qualifications, which allow the Boards to operate effectively in governing the Funds and protecting the interests of shareholders. Among the attributes common to all Board Members/Nominees is their ability to review critically, evaluate, question and discuss information provided to them, to interact effectively with the Funds’ investment adviser, sub-advisers, other service providers, counsel and independent auditors, and to exercise effective business judgment in the performance of their duties as Board Members. Each Board Member’s/Nominee’s ability to perform his or her duties effectively is evidenced by his or her educational background or professional training; business, consulting, public service or academic positions; experience from service as a board member of the Funds or the other funds in the BlackRock fund complexes (and any predecessor funds), other investment funds, public companies, or not-for-profit entities or other organizations; ongoing commitment and participation in Board and committee meetings, as well as their leadership of standing and other committees throughout the years; or other relevant life experiences.

 

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The table below discusses some of the experiences, qualifications and skills of the Board Members, including the Board Nominees, that support the conclusion that they should serve (or continue to serve) on the Boards.

 

Board Members/Nominees		Experience, Qualifications and Skills
Richard E. Cavanagh		Richard E. Cavanagh brings to the Boards a wealth of practical business knowledge and leadership as an experienced director/trustee of various public and private companies. In particular, because Mr. Cavanagh served for over a decade as President and Chief Executive Officer of The Conference Board, Inc., a global business research organization, he is able to provide the Boards with expertise about business and economic trends and governance practices. Mr. Cavanagh created the “blue ribbon” Commission on Public Trust and Private Enterprise in 2002, which recommended corporate governance enhancements. Mr. Cavanagh’s service as a director of The Guardian Life Insurance Company of America and as a senior advisor and director of The Fremont Group provides added insight into investment trends and conditions. Mr. Cavanagh’s long-standing service as a director/trustee/chair of the BlackRock Fixed-Income Complex also provides him with a specific understanding of the Funds, their operations, and the business and regulatory issues facing the Funds. Mr. Cavanagh is also an experienced board leader, having served as the lead independent director of a NYSE public company (Arch Chemicals) and as the Board Chairman of the Educational Testing Service. Mr. Cavanagh’s independence from the Funds and the Advisor enhances his service as Co-Chair of the Boards, Chair of the Executive Committee, and a member of the Compliance Committee, the Governance Committee and the Performance Oversight Committee.
Karen P. Robards		The Boards benefit from Karen P. Robards’ many years of experience in investment banking and the financial advisory industry where she obtained extensive knowledge of the capital markets and advised clients on corporate finance transactions, including mergers and acquisitions and the issuance of debt and equity securities. Ms. Robards’ prior position as an investment banker at Morgan Stanley provides useful oversight of the Funds’ investment decisions and investment valuation processes. Additionally, Ms. Robards’ experience as a director of publicly held and private companies allows her to provide the Boards with insight into the management and governance practices of other companies. Ms. Robards’ long-standing service on the boards of directors/trustees of closed-end funds in the BlackRock Fixed-Income Complex also provides her with a specific understanding of the Funds, their operations, and the business and regulatory issues facing the Funds. Ms. Robards’ knowledge of financial and accounting matters qualifies her to serve as Co-Chair of the Boards and a member of the Audit Committee. Ms. Robards’ independence from the Funds and the Advisor enhances her service as a member of the Governance Committee, the Performance Oversight Committee and the Executive Committee.

 

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Board Members/Nominees		Experience, Qualifications and Skills
Michael J. Castellano *		The Boards benefit from Michael J. Castellano’s career in accounting which spans over forty years. Mr. Castellano has served as Chief Financial Officer of Lazard Ltd. and as a Managing Director and Chief Financial Officer of Lazard Group. Prior to joining Lazard, Mr. Castellano held various senior management positions at Merrill Lynch & Co., including Senior Vice President — Chief Control Officer for Merrill Lynch’s capital markets businesses, Chairman of Merrill Lynch International Bank and Senior Vice President — Corporate Controller. Prior to joining Merrill Lynch & Co., Mr. Castellano was a partner with Deloitte & Touche where he served a number of investment banking clients over the course of his 24 years with the firm. Mr. Castellano currently serves as a director for CircleBlack Inc. Mr. Castellano’s knowledge of financial and accounting matters qualifies him to serve as Chair of the Audit Committee. Mr. Castellano’s independence from the Funds and the Advisor enhances his service as a member of the Governance Committee and the Performance Oversight Committee.
Cynthia L. Egan ***		Cynthia L. Egan brings to the Boards a broad and diverse knowledge of investment companies and the retirement industry as a result of her many years of experience as President, Retirement Plan Services, for T. Rowe Price Group, Inc. and her various senior operating officer positions at Fidelity Investments, including her service as Executive Vice President of FMR Co., President of Fidelity Institutional Services Company and President of the Fidelity Charitable Gift Fund. Ms. Egan has also served as an advisor to the U.S. Department of Treasury as an expert in domestic retirement security. Ms. Egan began her professional career at the Board of Governors of the Federal Reserve and the Federal Reserve Bank of New York. Ms. Egan is also a director of UNUM Corporation, a publicly traded insurance company providing personal risk reinsurance, and of The Hanover Group, a public property casualty insurance company. Ms. Egan’s independence from the Funds and the Advisor enhances her service as Chair of the Compliance Committee, and a member of the Governance Committee and the Performance Oversight Committee.

 

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Board Members/Nominees		Experience, Qualifications and Skills
Frank J. Fabozzi		Frank J. Fabozzi has served for over 25 years on the boards of registered investment companies. Dr. Fabozzi holds the designations of Chartered Financial Analyst and Certified Public Accountant. Dr. Fabozzi was inducted into the Fixed Income Analysts Society’s Hall of Fame and is the 2007 recipient of the C. Stewart Sheppard Award and the 2015 recipient of the James R. Vertin Award, both given by the CFA Institute. The Boards benefit from Dr. Fabozzi’s experiences as a professor and author in the field of finance. Dr. Fabozzi’s experience as a professor at various institutions, including EDHEC Business School, Yale, MIT, and Princeton, as well as Dr. Fabozzi’s experience as a Professor in the Practice of Finance and Becton Fellow at the Yale University School of Management and as editor of the Journal of Portfolio Management demonstrates his wealth of expertise in the investment management and structured finance areas. Dr. Fabozzi has authored and edited numerous books and research papers on topics in investment management and financial econometrics, and his writings have focused on fixed-income securities and portfolio management, many of which are considered standard references in the investment management industry. Dr. Fabozzi’s long-standing service on the boards of directors/trustees of the closed-end funds in the BlackRock Fixed-Income Complex also provides him with a specific understanding of the Funds, their operations and the business and regulatory issues facing the Funds. Moreover, Dr. Fabozzi’s knowledge of financial and accounting matters qualifies him to serve as a member of the Audit Committee. Dr. Fabozzi’s independence from the Funds and the Advisor enhances his service as Chair of the Performance Oversight Committee.
R. Glenn Hubbard **		R. Glenn Hubbard has served in numerous roles in the field of economics, including as the Chairman of the U.S. Council of Economic Advisers of the President of the United States. Dr. Hubbard has served as the Dean of Columbia Business School, as a member of the Columbia Faculty and as a Visiting Professor at the John F. Kennedy School of Government at Harvard University, the Harvard Business School and the University of Chicago. Dr. Hubbard’s experience as an adviser to the President of the United States adds a dimension of balance to the Funds’ governance and provides perspective on economic issues. Dr. Hubbard’s service on the boards of ADP and Metropolitan Life Insurance Company provides the Boards with the benefit of his experience with the management practices of other financial companies. Dr. Hubbard’s long-standing service on the boards of directors/trustees of the closed-end funds in the BlackRock Fixed-Income Complex also provides him with a specific understanding of the Funds, their operations, and the business and regulatory issues facing the Funds. Dr. Hubbard’s independence from the Funds and the Advisor enhances his service as Chair of the Governance Committee and a member of the Compliance Committee and the Performance Oversight Committee.

 

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Board Members/Nominees		Experience, Qualifications and Skills
W. Carl Kester **		The Boards benefit from W. Carl Kester’s experiences as a professor and author in finance, and his experience as the George Fisher Baker Jr. Professor of Business Administration at Harvard Business School and as Deputy Dean of Academic Affairs at Harvard Business School from 2006 through 2010 adds to the Boards a wealth of expertise in corporate finance and corporate governance. Dr. Kester has authored and edited numerous books and research papers on both subject matters, including co-editing a leading volume of finance case studies used worldwide. Dr. Kester’s long-standing service on the boards of directors/trustees of the closed-end funds in the BlackRock Fixed-Income Complex also provides him with a specific understanding of the Funds, their operations, and the business and regulatory issues facing the Funds. Dr. Kester’s independence from the Funds and the Advisor enhances his service as a member of the Compliance Committee and the Performance Oversight Committee.
Catherine A. Lynch ***		Catherine A. Lynch, who served as the Chief Executive Officer and Chief Investment Officer of the National Railroad Retirement Investment Trust, benefits the Boards by providing business leadership and experience and a diverse knowledge of pensions and endowments. Ms. Lynch also holds the designation of Chartered Financial Analyst. Ms. Lynch’s knowledge of financial and accounting matters qualifies her to serve as a member of the Audit Committee. Ms. Lynch’s independence from the Funds and the Advisor enhances her service as a member of the Performance Oversight Committee.
Robert Fairbairn		Robert Fairbairn has more than 25 years of experience with BlackRock, Inc. and over 30 years of experience in finance and asset management. In particular, Mr. Fairbairn’s positions as Vice Chairman of BlackRock, Inc., Member of BlackRock’s Global Executive and Global Operating Committees and Co-Chair of BlackRock’s Human Capital Committee provide the Boards with a wealth of practical business knowledge and leadership. In addition, Mr. Fairbairn has global investment management and oversight experience through his former positions as Global Head of BlackRock’s Retail and iShares® businesses, Head of BlackRock’s Global Client Group, Chairman of BlackRock’s international businesses and his previous oversight over BlackRock’s Strategic Partner Program and Strategic Product Management Group. Mr. Fairbairn also serves as a board member for the funds in the BlackRock Multi-Asset Complex.
John M. Perlowski **		John M. Perlowski’s experience as Managing Director of BlackRock, Inc. since 2009, as the Head of BlackRock Global Accounting and Product Services since 2009, and as President and Chief Executive Officer of the Funds provides him with a strong understanding of the Funds, their operations, and the business and regulatory issues facing the Funds. Mr. Perlowski’s prior position as Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, and his former service as Treasurer and Senior Vice President of the Goldman Sachs Mutual Funds and as Director of the Goldman Sachs Offshore Funds provides the Boards with the benefit of his experience with the management practices of other financial companies. Mr. Perlowski also serves as a board member for the funds in the BlackRock Multi-Asset Complex. Mr. Perlowski’s experience with BlackRock enhances his service as a member of the Executive Committee.

 

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*

Class I Board Member and Board Nominee for all Funds.

**

Class I Board Member and Board Nominee for all Funds other than BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ.

***

Class I Board Member and Board Nominee for BGIO, HYT, DSU, CII, EGF, FRA, BSTZ and BMEZ.

 

Board Leadership Structure and Oversight

 

The Boards consist of ten Board Members, eight of whom are Independent Board Members. The registered investment companies advised by the Advisor are composed of the BlackRock Fixed-Income Complex, the BlackRock Multi-Asset Complex and one complex of exchange-traded funds. The Funds are included in the BlackRock Fixed-Income Complex. The Board Members also oversee the operations of the other open-end and closed-end registered investment companies included in the BlackRock Fixed-Income Complex as directors or trustees.

 

The Boards have overall responsibility for the oversight of the Funds. The Co-Chairs of the Boards and the Chief Executive Officer are different people. Not only is each Co-Chair an Independent Board Member, but also the Chair of each Board committee (each, a “Committee”) is an Independent Board Member. The Boards have five standing Committees: an Audit Committee, a Governance Committee, a Compliance Committee, a Performance Oversight Committee and an Executive Committee. The Boards have also established an ad hoc Discount Sub-Committee.

 

The Boards currently oversee the Funds’ usage of leverage, including the Funds’ incurrence, refinancing and maintenance of leverage and, to the extent necessary or appropriate, authorize or approve the execution of documentation in respect thereto. The Executive Committee of each Fund has authority to make any such authorizations or approvals that are required between regular meetings of the Boards.

 

The Funds do not have a compensation committee because their executive officers, other than the Funds’ Chief Compliance Officer (“CCO”), do not receive any direct compensation from the Funds and the CCO’s compensation is comprehensively reviewed by the Boards. The role of each Co-Chair of the Boards is to preside over all meetings of the Boards and to act as a liaison with service providers, officers, attorneys, and other Board Members between meetings. The Chair of each Committee performs a similar role with respect to such Committee. The Co-Chairs of the Boards or Chair of a Committee may also perform such other functions as may be delegated by the Boards or the Committees from time to time. The Independent Board Members meet regularly outside the presence of the Funds’ management, in executive sessions or with other service providers to the Funds. The Boards have regular meetings five times a year, including a meeting to consider the approval of the Funds’ investment management agreements and, if necessary, may hold special meetings before their next regular meeting. Each Committee meets regularly to conduct the oversight functions delegated to that Committee by the Boards and reports its findings to the Boards. The Boards and each standing Committee conduct annual assessments of their oversight function and structure. The Boards have determined that the Boards’ leadership structure is appropriate because it allows the Boards to exercise independent judgment over management and to allocate areas of responsibility among Committees and the Boards to enhance oversight.

 

The Boards decided to separate the roles of Chief Executive Officer from the Co-Chairs because they believe that having independent Co-Chairs:

 

•

increases the independent oversight of the Funds and enhances the Boards’ objective evaluation of the Chief Executive Officer;

 

•

allows the Chief Executive Officer to focus on the Funds’ operations instead of Board administration;

 

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•

provides greater opportunities for direct and independent communication between shareholders and the Boards; and

 

•

provides independent spokespersons for the Funds.

 

The Boards have engaged the Advisor to manage the Funds on a day-to-day basis. Each Board is responsible for overseeing the Advisor, other service providers, the operations of each Fund and associated risks in accordance with the provisions of the 1940 Act, state law, other applicable laws, each Fund’s charter, and each Fund’s investment objective(s) and strategies. The Boards review, on an ongoing basis, the Funds’ performance, operations, and investment strategies and techniques. The Boards also conduct reviews of the Advisor and its role in running the operations of the Funds.

 

Day-to-day risk management with respect to the Funds is the responsibility of the Advisor or other service providers (depending on the nature of the risk), subject to the supervision of the Advisor. The Funds are subject to a number of risks, including investment, compliance, operational and valuation risks, among others. While there are a number of risk management functions performed by the Advisor or other service providers, as applicable, it is not possible to eliminate all of the risks applicable to the Funds. Risk oversight is part of the Boards’ general oversight of the Funds and is addressed as part of various Board and Committee activities. The Boards, directly or through Committees, also review reports from, among others, management, the independent registered public accounting firm for the Funds, the Advisor, and internal auditors for the Advisor or its affiliates, as appropriate, regarding risks faced by the Funds and management’s or the service providers’ risk functions. The Committee system facilitates the timely and efficient consideration of matters by the Board Members and facilitates effective oversight of compliance with legal and regulatory requirements and of the Funds’ activities and associated risks. The Boards have approved the appointment of a Chief Compliance Officer, who oversees the implementation and testing of the Funds’ compliance program and reports regularly to the Boards regarding compliance matters for the Funds and their service providers. The Independent Board Members have engaged independent legal counsel to assist them in performing their oversight responsibilities.

 

Compensation. Information relating to compensation paid to the Board Members for each Fund’s most recent fiscal year is set forth in Appendix B.

 

Equity Securities Owned by Board Members and Board Nominees. Information relating to the amount of equity securities owned by Board Members/Nominees in the Funds that they oversee as of April 30, 2020 is set forth in Appendix C.

 

Attendance of Board Members at Annual Shareholders’ Meetings. It is the policy of all the Funds to encourage Board Members to attend the annual shareholders’ meeting. All but one of the Board Members of each Fund in office at the time attended last year’s annual shareholders’ meeting.

 

Board Meetings. During the calendar year 2019, the Board of each Fund met eight times. Information relating to the number of times that the Boards met during each Fund’s most recent full fiscal year is set forth in Appendix D. No incumbent Board Member attended less than 75% of the aggregate number of meetings of each Board and of each Committee on which the Board Member served during each Fund’s most recently completed full fiscal year.

 

Committees of the Boards. Information relating to the various standing Committees of the Boards, as well as an ad hoc Sub-Committee, is set forth in Appendix E.

 

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Delinquent Section 16(a) Reports. Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder requires the Funds’ Board Members, executive officers, persons who own, either directly or indirectly, more than ten percent of a registered class of a Fund’s equity securities, the Advisor and certain officers of the Advisor (the “Section 16 insiders”), including in some cases former Section 16 insiders for a period of up to 6 months, to file reports on holdings of, and transactions in, Fund shares with the SEC. Based solely on a review of copies of such reports furnished to the relevant Funds during the relevant Funds’ most recent fiscal year and representations from these Section 16 insiders, or former Section 16 insiders, as applicable, with respect to the relevant Funds’ most recent fiscal year, each Fund believes that its Section 16 insiders met all such applicable SEC filing requirements for the Fund’s most recently concluded fiscal year, except for certain inadvertent late filings. For each of BlackRock Core Bond Trust (BHK), BlackRock Corporate High Yield, Inc. (HYT), BlackRock Debt Strategies Fund, Inc. (DSU), BlackRock Limited Duration Income Trust (BLW) and BlackRock Multi-Sector Income Trust (BIT), there was one inadvertent late filing by BlackRock International Limited, a sub-adviser to the Fund, during the Fund’s most recently concluded fiscal year relating to BlackRock International Limited’s initial filing under Section 16(a) of the Exchange Act. For each of BlackRock Core Bond Trust (BHK) and BlackRock Limited Duration Income Trust (BLW), there was one inadvertent late filing by BlackRock (Singapore) Limited, a sub-adviser to the Fund, during the Fund’s most recently concluded fiscal year relating to BlackRock (Singapore) Limited’s initial filing under Section 16(a) of the Exchange Act. Such late filings were due to administrative errors.

 

Executive Officers of the Funds. Information about the executive officers of each Fund, including their year of birth and their principal occupations during the past five years, is set forth in Appendix F.

 

Your Board recommends that you vote “FOR” the election of each Board Nominee to the Board of your Fund(s).

 

VOTE REQUIRED AND MANNER OF VOTING PROXIES

 

A quorum of shareholders is required to take action at the meeting. For BlackRock Investment Quality Municipal Trust, Inc. (BKN), BlackRock Income Trust, Inc. (BKT), BlackRock Enhanced Capital and Income Fund, Inc. (CII), BlackRock Debt Strategies Fund, Inc. (DSU), BlackRock Enhanced Government Fund, Inc. (EGF), BlackRock Floating Rate Income Strategies Fund, Inc. (FRA), BlackRock Corporate High Yield Fund, Inc. (HYT) and BlackRock MuniAssets Fund, Inc. (MUA), the holders of one-third of the shares entitled to vote on any matter at a shareholder meeting, either present in person or by proxy, shall constitute a quorum for purposes of conducting business on such matter. For the remainder of the Funds, the holders of a majority of the shares entitled to vote on any matter at a shareholder meeting present in person or by proxy shall constitute a quorum for purposes of conducting business on such matter. The affirmative vote of a plurality of the votes cast with respect to a Board Nominee at a meeting at which a quorum is present is necessary to elect each of the respective Board Nominees under Proposal 1 for each respective Fund. Because each Fund requires the affirmative vote of a plurality of votes to elect each of the Board Nominees, withheld votes and broker non-votes, if any, will not have an effect on the outcome of Proposal 1. A “plurality” vote means that the Board Nominees who receive the largest number of votes cast (even if they receive less than a majority) will be elected as Board Members. Since the Board Nominees are running unopposed, each Board Nominee only needs one vote to be elected if there is a quorum present at the meeting.

 

Votes cast by proxy or in person at each meeting will be tabulated by the inspectors of election appointed for that meeting. The inspectors of election will determine whether or not a quorum is present at the meeting. The inspectors of election will treat withheld votes and “broker non-votes,”

 

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if any, as present for purposes of determining a quorum. Broker non-votes occur when shares are held by brokers or nominees, typically in “street name,” for which proxies have been returned but (a) voting instructions have not been received from the beneficial owners or persons entitled to vote, (b) the broker or nominee does not have discretionary voting power or elects not to exercise discretion on a particular matter and (c) the shares are present at the meeting. Preferred Shares of any Fund held in “street name” may be counted for purposes of establishing a quorum of shareholders of that Fund if no instructions are received one business day before the applicable meeting or, if adjourned, postponed, or delayed, one business day before the day to which the meeting is adjourned, postponed, or delayed.

 

If you hold your shares directly (not through a broker-dealer, bank or other financial institution) and if you return a signed and dated proxy card that does not specify how you wish to vote on a proposal, your shares will be voted “FOR” the Board Nominees in Proposal 1.

 

Broker-dealer firms holding shares of a Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares on Proposal 1 before the meeting. The Funds understand that, under the rules of the New York Stock Exchange, such broker-dealer firms may for certain “routine” matters, without instructions from their customers and clients, grant discretionary authority to the proxies designated by the Board to vote if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. Proposal 1 is a “routine” matter and beneficial owners who do not provide proxy instructions or who do not return a proxy card may have their shares voted by broker-dealer firms in favor of Proposal 1. A properly executed proxy card or other authorization by a beneficial owner of Fund shares that does not specify how the beneficial owner’s shares should be voted on Proposal 1 may be deemed an instruction to vote such shares in favor of Proposal 1.

 

If you hold shares of a Fund through a bank, broker, other financial institution or intermediary (called a service agent), the service agent may be the record holder of your shares. At the meeting, a service agent will vote shares for which it receives instructions from its customers in accordance with those instructions. A properly executed proxy card or other authorization by a shareholder that does not specify how the shareholder’s shares should be voted on a proposal may be deemed to authorize a service provider to vote such shares in favor of the proposal. Depending on its policies, applicable law or contractual or other restrictions, a service agent may be permitted to vote shares with respect to which it has not received specific voting instructions from its customers. In those cases, the service agent may, but is not required to, vote such shares in the same proportion as those shares for which the service agent has received voting instructions. This practice is commonly referred to as “echo voting.”

 

If you beneficially own shares that are held in “street name” through a broker-dealer or that are held of record by a service agent, and if you do not give specific voting instructions for your shares, they may not be voted at all or, as described above, they may be voted in a manner that you may not intend. Therefore, you are strongly encouraged to give your broker-dealer or service agent specific instructions as to how you want your shares to be voted.

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

The Board Members, including a majority of the Independent Board Members, of each Fund have selected Deloitte & Touche LLP (“D&T”) as the independent registered public accounting firm for the Funds.

 

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A representative of D&T is expected to be present at the meeting. The representative of D&T will have the opportunity to make a statement at the meeting if he or she desires to do so and is expected to be available to respond to appropriate questions.

 

Each Fund’s Audit Committee has discussed with D&T the matters required to be discussed by the applicable requirements of the Public Company Accounting Oversight Board (“PCAOB”) and the SEC.

 

Each Fund’s Audit Committee has received from D&T the written disclosures and the letter required by PCAOB Ethics and Independence Rule 3526, Communication with Audit Committees Concerning Independence, has discussed D&T’s independence with D&T, and has considered the compatibility of non-audit services with the independence of the independent registered public accounting firm.

 

Each Fund’s Audit Committee also reviews and discusses the Fund’s financial statements with Fund management and the independent registered public accounting firm. If any material concerns arise during the course of the audit and the preparation of the audited financial statements mailed to shareholders and included in the Fund’s annual report to shareholders, the Audit Committee would be notified by Fund management or the independent registered public accounting firm. The Audit Committees received no such notifications for any Fund during its most recently completed fiscal year. Following each Fund’s Audit Committee’s review and discussion with the Fund’s independent registered public accounting firm, pursuant to authority delegated by its respective Board, each Fund’s Audit Committee approved the respective Fund’s audited financial statements for the Fund’s most recently completed fiscal year (each Fund’s fiscal year end is set forth in Appendix G) for inclusion in the Fund’s annual report to shareholders.

 

Appendix G sets forth for each Fund the fees billed by that Fund’s independent registered public accounting firm for the two most recent fiscal years for all audit, non-audit, tax and all other services provided directly to the Fund. The fee information in Appendix G is presented under the following captions:

 

(a)    Audit Fees—fees related to the audit and review of the financial statements included in annual reports and registration statements, and other services that are normally provided in connection with statutory and regulatory filings or engagements, including out-of-pocket expenses.

 

(b)    Audit-Related Fees—fees related to assurance and related services that are reasonably associated with the performance of the audit or review of financial statements, but not reported under “Audit Fees,” including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters and internal control reviews not required by regulators.

 

(c)    Tax Fees—fees associated with tax compliance and/or tax preparation, as applicable. Tax compliance and preparation include services such as the filing or amendment of federal, state or local income tax returns, and services relating to regulated investment company qualification reviews, taxable income and tax distribution calculations. All of the fees included under “Tax Fees” in Appendix G relate solely to services provided for tax compliance and/or tax preparation, and none of such fees relate to tax advice, tax planning or tax consulting.

 

(d)    All Other Fees—fees for products and services provided to the Fund other than those reported under “Audit Fees,” “Audit-Related Fees” and “Tax Fees.”

 

(e)    Aggregate Non-Audit Fees for Services Provided to Each Fund and its Affiliated Service Providers Pre-Approved by the Audit Committee—the sum of the fees shown under “Audit-Related

 

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Fees,” “Tax Fees,” and “All Other Fees” and fees paid by each Fund’s Affiliated Service Providers to the Fund’s independent registered public accounting firm.

 

Each Fund’s Audit Committee is required to approve all audit engagement fees and terms for the Fund. Each Fund’s Audit Committee also is required to consider and approve (i) the provision by the Fund’s independent registered public accounting firm of any non-audit services to the Fund, and (ii) the provision by the Fund’s independent registered public accounting firm of non-audit services to BlackRock and any entity controlling, controlled by or under common control with BlackRock that provides ongoing services to the Fund (“Affiliated Service Providers”) to the extent that such approval (in the case of this clause (ii)) is required under applicable regulations of the SEC. See Appendix G to this Proxy Statement for information about the fees paid by the Funds, their investment advisers, and Affiliated Service Providers to each Fund’s independent registered public accounting firm.

 

The Audit Committee of each Fund complies with applicable laws and regulations with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to a Fund on an annual basis require specific pre-approval by the Fund’s Audit Committee. As noted above, each Fund’s Audit Committee must also approve other non-audit services provided by the Fund’s independent registered public accounting firm to the Fund and to the Fund’s Affiliated Service Providers that relate directly to the operations and financial reporting of the Fund. Each Fund’s Audit Committee has implemented policies and procedures by which such services may be approved other than by the full Audit Committee. Subject to such policies and procedures, including applicable dollar limitations, each Fund’s Audit Committee may pre-approve, without consideration on a specific case-by-case basis (“general pre-approval”), certain permissible non-audit services that the Audit Committee believes are (a) consistent with the SEC’s auditor independence rules and (b) routine and recurring services that will not impair the independence of the independent registered public accounting firm. Each service approved subject to general pre-approval is presented to each Fund’s Audit Committee for ratification at the next regularly scheduled in-person Board meeting.

 

For each Fund’s two most recently completed fiscal years, there were no services rendered by D&T to the Funds for which the general pre-approval requirement was waived.

 

Fees for non-audit services provided to each Fund’s Affiliated Service Providers for which pre-approval by such Fund’s Audit Committee was required for the calendar years ended December 31, 2019 and December 31, 2018 were $2,050,500 and $2,224,000, respectively. These fees were paid in their entirety by BlackRock in connection with services provided to the Affiliated Service Providers of each Fund and of other BlackRock open-end and closed-end funds primarily for a service organization controls review and secondarily, a subscription to the Deloitte Accounting Research Tool.

 

Each Fund’s Audit Committee has considered the provision of non-audit services that were rendered by D&T to the Fund’s Affiliated Service Providers that were not pre-approved (and did not require pre-approval) in connection with determining such auditor’s independence. All services provided by D&T to each Fund and each Fund’s Affiliated Service Providers that required pre-approval were pre-approved during the Fund’s most recently completed fiscal year.

 

The Audit Committee of each Fund consists of the following Board Members:

 

Michael J. Castellano (Chair);

Frank J. Fabozzi;

Catherine A. Lynch; and

Karen P. Robards.

 

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ADDITIONAL INFORMATION

 

5% Beneficial Share Ownership

 

As of April 30, 2020, to the best of the Funds’ knowledge, the persons listed in Appendix H beneficially owned more than 5% of the outstanding shares of the class of the Fund(s) indicated.

 

Investment Advisor and Administrator

 

The Advisor provides investment advisory and administrative services to the Funds. The Advisor is responsible for the management of the Funds’ portfolios and provides the necessary personnel, facilities, equipment and certain other services necessary to the operation of the Funds. The Advisor, located at 100 Bellevue Parkway, Wilmington, DE 19809, is a wholly owned subsidiary of BlackRock.

 

Sub-Advisors

 

BlackRock International Limited (“BIL”), an affiliate of the Advisor, acts as the sub-advisor for BlackRock 2022 Global Income Opportunity Trust (BGIO), BlackRock Core Bond Trust (BHK), BlackRock Corporate High Yield Fund, Inc. (HYT), BlackRock Credit Allocation Income Trust (BTZ), BlackRock Debt Strategies Fund, Inc. (DSU), BlackRock Energy and Resources Trust (BGR), BlackRock Enhanced Global Dividend Trust (BOE), BlackRock Enhanced International Dividend Trust (BGY), BlackRock Floating Rate Income Strategies Fund, Inc. (FRA), BlackRock Floating Rate Income Trust (BGT), BlackRock Income Trust, Inc. (BKT), BlackRock Limited Duration Income Trust (BLW), BlackRock Multi-Sector Income Trust (BIT), BlackRock Utilities, Infrastructure & Power Opportunities Trust (BUI) and BlackRock Resources & Commodities Strategy Trust (BCX). BIL is a wholly owned subsidiary of BlackRock.

 

BlackRock (Singapore) Limited (“BRS”), an affiliate of the Advisor, acts as the sub-advisor for BlackRock 2022 Global Income Opportunity Trust (BGIO), BlackRock Core Bond Trust (BHK), BlackRock Limited Duration Income Trust (BLW) and BlackRock Multi-Sector Income Trust (BIT). BRS is a wholly owned subsidiary of BlackRock.

 

Distributor

 

BlackRock Investments, LLC serves as the placement agent for the common shares of BlackRock Health Sciences Trust (BME), BlackRock MuniAssets Fund, Inc. (MUA), BlackRock Science and Technology Trust (BST) and BlackRock Utilities, Infrastructure & Power Opportunities Trust (BUI) through various specified transactions, including at-the-market offerings pursuant to Rule 415 under the Securities Act of 1933, as amended, subject to various conditions. BlackRock Investments, LLC is located at 55 East 52^nd Street, New York, NY 10055.

 

Submission of Shareholder Proposals

 

A shareholder proposal intended to be presented at a future meeting of shareholders of a Fund must be received at the offices of the Fund, 40 East 52^nd Street, New York, NY 10022, in accordance with the timing requirements set forth below. Timely submission of a proposal does not guarantee that such proposal will be included in a proxy statement.

 

If a Fund shareholder intends to present a proposal at the 2021 annual meeting of the Fund’s shareholders and desires to have the proposal included in such Fund’s proxy statement and form of proxy for that meeting pursuant to Rule 14a-8 under the Exchange Act, the shareholder must deliver the proposal to the offices of the Fund by Tuesday, February 9, 2021. In the event a Fund

 

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moves the date of its 2021 annual shareholder meeting by more than 30 days from the anniversary of its 2020 annual shareholder meeting, shareholder submissions of proposals for inclusion in such Fund’s proxy statement and proxy card for the 2021 annual shareholder meeting pursuant to Rule 14a-8 under the Exchange Act must be delivered to the Fund at a reasonable time before the Fund begins to print and send its proxy materials in connection with the 2021 annual shareholder meeting.

 

Shareholders who do not wish to submit a proposal for inclusion in a Fund’s proxy statement and form of proxy for the 2021 annual shareholder meeting in accordance with Rule 14a-8 under the Exchange Act may submit a proposal for consideration at the 2021 annual shareholder meeting in accordance with the By-laws of the Fund. The By-laws for each Fund require that advance notice be given to the Fund in the event a shareholder desires to transact any business, including business from the floor, at an annual meeting of shareholders, including the nomination of Board Members. Notice of any such business or nomination for consideration at the 2021 annual shareholder meeting must be in writing, comply with the requirements of the Fund’s By-laws and, assuming that the 2021 annual shareholder meeting is held within 25 days of July 27, 2021, must be received by the Fund between Saturday, February 27, 2021 and Monday, March 29, 2021.

 

In order for a shareholder proposal made outside of Rule 14a-8 under the Exchange Act to be considered “timely” within the meaning of Rule 14a-4(c) under the Exchange Act, such proposal must be received at the Fund’s principal executive offices by Monday, March 29, 2021. In the event a Fund moves the date of its 2021 annual shareholder meeting by more than 25 days from the anniversary of its 2020 annual shareholder meeting, shareholders who wish to submit a proposal or nomination for consideration at the 2021 annual shareholder meeting in accordance with the advance notice provisions of the By-laws of a Fund must deliver such proposal or nomination not later than the close of business on the tenth day following the day on which the notice of the date of the meeting was mailed or such public disclosure of the meeting date was made, whichever comes first. If such proposals are not “timely” within the meaning of Rule 14a-4(c), then proxies solicited by the Board for the 2021 annual shareholder meeting may confer discretionary authority to the Board to vote on such proposals.

 

Copies of the By-laws of each Fund are available on the EDGAR Database on the SEC’s website at www.sec.gov. Each Fund will also furnish, without charge, a copy of its By-laws to a shareholder upon request. Such requests should be directed to the appropriate Fund at 100 Bellevue Parkway, Wilmington, DE 19809, or by calling toll free at 1-800-882-0052. For further information, please see Appendix E — Committees of the Boards — Governance Committee.

 

For all Funds, written proposals (including nominations of Board Members) and notices should be sent to the Secretary of the Fund, 40 East 52^nd Street, New York, NY 10022.

 

Shareholder Communications

 

Shareholders who want to communicate with the Boards or any individual Board Member should write to the attention of the Secretary of their Fund, 40 East 52^nd Street, New York, NY 10022. Shareholders may communicate with the Boards electronically by sending an e-mail to [e-mail]. The communication should indicate that you are a Fund shareholder. If the communication is intended for a specific Board Member and so indicates, it will be sent only to that Board Member. If a communication does not indicate a specific Board Member, it will be sent to the Chair of the Governance Committee and the outside counsel to the Independent Board Members for further distribution as deemed appropriate by such persons.

 

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Additionally, shareholders with complaints or concerns regarding accounting matters may address letters to the CCO, 40 East 52^nd Street, New York, NY 10022. Shareholders who are uncomfortable submitting complaints to the CCO may address letters directly to the Chair of the Audit Committee of the Board that oversees the Fund. Such letters may be submitted on an anonymous basis.

 

Expense of Proxy Solicitation

 

The cost of preparing, printing and mailing the enclosed proxy, accompanying notice and this Proxy Statement, and costs in connection with the solicitation of proxies and hosting the virtual meeting will be borne by the Funds. Additional out-of-pocket costs, such as legal expenses and auditor fees, incurred in connection with the preparation of this Proxy Statement, also will be borne by the Funds. Costs that are borne by the Funds collectively will be allocated among the Funds on the basis of a combination of their respective net assets and number of shareholder accounts, except when direct costs can reasonably be attributed to one or more specific Fund(s).

 

Solicitation may be made by mail, telephone, fax, e-mail or the Internet by officers or employees of the Advisor, or by dealers and their representatives. Brokerage houses, banks and other fiduciaries may be requested to forward proxy solicitation material to their principals to obtain authorization for the execution of proxies. The Funds will reimburse brokerage firms, custodians, banks and fiduciaries for their expenses in forwarding this Proxy Statement and proxy materials to the beneficial owners of each Fund’s shares. The Funds and BlackRock have retained Georgeson, 1290 Avenue of the Americas, 9^th Floor, New York, NY 10104, a proxy solicitation firm, to assist in the distribution of proxy materials, the solicitation and tabulation of proxies and the hosting of the virtual meeting. It is anticipated that Georgeson will be paid approximately $95,000 for such services (including reimbursements of out-of-pocket expenses). Georgeson may solicit proxies personally and by mail, telephone, fax, e-mail or the Internet. Each Fund’s portion of the foregoing expenses is not subject to any cap or voluntary agreement to waive fees and/or reimburse expenses that may otherwise apply to that Fund.

 

If You Plan to Attend the Annual Meeting

 

Attendance at the annual meeting will be limited to each Fund’s shareholders as of the Record Date. If your shares in a Fund are registered in your name, you may attend and participate in the meeting at www.meetingcenter.io/216964993 by entering the control number found in the shaded box on your proxy card and password BLKA2020 on the date and time of the meeting. You may vote during the meeting by following the instructions that will be available on the meeting website during the meeting. If you are a beneficial shareholder of a Fund, you will not be able to vote at the virtual meeting unless you have registered in advance to attend the meeting. To register, you must submit proof of your proxy power (legal proxy) reflecting your Fund holdings along with your name and email address to Georgeson, the Funds’ tabulator. You may email an image of your legal proxy to [e-mail]. Requests for registration must be received no later than 5:00 p.m. (Eastern time) three business days prior to the meeting date. You will receive a confirmation email from Georgeson (through Computershare) of your registration and a control number and security code that will allow you to vote at the meeting.

 

Privacy Principles of the Funds

 

The Funds are committed to maintaining the privacy of their current and former shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Funds collect, how the Funds protect that information and why, in certain cases, the Funds may share such information with select parties.

 

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If you are located in a jurisdiction where specific laws, rules or regulations require a Fund to provide you with additional or different privacy-related rights beyond what is set forth above, then the Fund will comply with those specific laws, rules or regulations.

 

The Funds obtain or verify personal non-public information from and about you from different sources, including the following: (i) information the Funds receive from you or, if applicable, your financial intermediary, on applications, forms or other documents; (ii) information about your transactions with the Funds, their affiliates or others; (iii) information the Funds receive from a consumer reporting agency; and (iv) information the Funds receive from visits to the Funds’ or their affiliates’ websites.

 

The Funds do not sell or disclose to non-affiliated third parties any non-public personal information about their current and former shareholders, except as permitted by law or as is necessary to respond to regulatory requests or to service shareholder accounts. These non-affiliated third parties are required to protect the confidentiality and security of this information and to use it only for its intended purpose.

 

The Funds may share information with their affiliates to service your account or to provide you with information about other BlackRock products or services that may be of interest to you. In addition, the Funds restrict access to non-public personal information about their current and former shareholders to those BlackRock employees with a legitimate business need for the information. The Funds maintain physical, electronic and procedural safeguards that are designed to protect the non-public personal information of their current and former shareholders, including procedures relating to the proper storage and disposal of such information.

 

General

 

Management does not intend to present and does not have reason to believe that any other items of business will be presented at the 2020 annual shareholder meeting. However, if other matters are properly presented to the meeting for a vote, the proxies will be voted by the persons named in the enclosed proxy upon such matters in accordance with their judgment of what is in the best interests of the Funds.

 

A list of each Fund’s shareholders of record as of the Record Date will be available for inspection at the shareholder meeting. For each Delaware Trust, a list of shareholders of record as of the Record Date will be available at the offices of the Funds, 100 Bellevue Parkway, Wilmington, DE 19809, for inspection by such Fund’s shareholders during regular business hours beginning ten days prior to the date of the meeting.

 

Failure of a quorum to be present at any meeting may necessitate adjournment. The Board of each Fund, prior to any shareholder meeting being convened, may postpone such meeting from time to time to a date not more than 120 days after the original record date. The chair of any shareholder meeting may also adjourn such meeting from time to time to reconvene at the same or some other place, and notice of any such adjourned meeting need not be given if the time and place by which shareholders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. The chair of any shareholder meeting may adjourn such meeting to permit further solicitation of proxies with respect to a proposal if they determine that adjournment and further solicitation is reasonable and in the best interests of shareholders. At the adjourned shareholder meeting, the Fund may transact any business which might have been transacted at the original meeting. Any adjourned shareholder meeting may be held as adjourned one or more times without further notice not later than one hundred and twenty (120) days after the original record date.

 

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Please vote promptly by signing and dating each enclosed proxy card, and if received by mail, returning it (them) in the accompanying postage-paid return envelope OR by following the enclosed instructions to provide voting instructions by telephone or via the Internet.

 

By Order of the Boards,

 

Janey Ahn

Secretary of the Funds

 

June 9, 2020

 

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Appendix A – Fund Information

 

The following table lists, with respect to each Fund, the total number of shares outstanding and the managed assets of the Fund on May 29, 2020, the record date for voting at the annual meeting. All Funds have a policy to encourage Board Members to attend the annual meeting.

 

Ticker

Fund

Form of Organization

Total Common Shares Outstanding

Total VRDP Shares

Total VMTP Shares

Total RVMTP Shares

Managed Assets ($)*

BAF

BlackRock Municipal Income Investment Quality Trust †

Delaware Statutory Trust

8,749,418

N/A

422

N/A

220,742,489

BBF

BlackRock Municipal Income Investment Trust †

Delaware Statutory Trust

10,232,375

520

N/A

N/A

224,622,812

BBK

BlackRock Municipal Bond Trust †

Delaware Statutory Trust

10,522,957

N/A

799

N/A

281,117,811

BBN

BlackRock Taxable Municipal Bond Trust

Delaware Statutory Trust

57,140,417

N/A

N/A

N/A

2,023,423,274

BCX

BlackRock Resources & Commodities Strategy Trust

Delaware Statutory Trust

90,562,596

N/A

N/A

N/A

646,222,288

BDJ

BlackRock Enhanced Equity Dividend Trust

Delaware Statutory Trust

187,542,405

N/A

N/A

N/A

1,533,079,462

BFK

BlackRock Municipal Income Trust †

Delaware Statutory Trust

44,831,340

N/A

2,708

N/A

1,017,791,713

BFO

BlackRock Florida Municipal 2020 Term Trust

Delaware Statutory Trust

5,320,452

N/A

N/A

N/A

78,767,345

BFY

BlackRock New York Municipal Income Trust II †

Delaware Statutory Trust

5,004,922

444

N/A

N/A

130,234,666

BFZ

BlackRock California Municipal Income Trust †

Delaware Statutory Trust

31,676,734

N/A

1,713

N/A

792,654,330

BGIO

BlackRock 2022 Global Income Opportunity Trust

Delaware Statutory Trust

22,147,272

N/A

N/A

N/A

225,404,298

BGR

BlackRock Energy and Resources Trust

Delaware Statutory Trust

29,825,326

N/A

N/A

N/A

242,679,996

BGT

BlackRock Floating Rate Income Trust

Delaware Statutory Trust

22,699,055

N/A

N/A

N/A

393,804,740

BGY

BlackRock Enhanced International Dividend Trust

Delaware Statutory Trust

105,245,774

N/A

N/A

N/A

608,658,289

BHK

BlackRock Core Bond Trust

Delaware Statutory Trust

53,935,126

N/A

N/A

N/A

1,118,850,514

BHV

BlackRock Virginia Municipal Bond Trust †

Delaware Statutory Trust

1,607,662

116

N/A

N/A

40,506,581

BIT

BlackRock Multi-Sector Income Trust

Delaware Statutory Trust

37,537,596

N/A

N/A

N/A

930,742,942

BKK

BlackRock Municipal 2020 Term Trust

Delaware Statutory Trust

20,236,628

N/A

N/A

N/A

305,313,555

 

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Ticker

Fund

Form of Organization

Total Common Shares Outstanding

Total VRDP Shares

Total VMTP Shares

Total RVMTP Shares

Managed Assets ($)*

BKN

BlackRock Investment Quality Municipal Trust, Inc. †

Maryland Corporation

17,185,859

N/A

1,259

N/A

452,569,535

BKT

BlackRock Income Trust, Inc.

Maryland Corporation

63,797,112

N/A

N/A

N/A

595,559,921

BLE

BlackRock Municipal Income Trust II †

Delaware Statutory Trust

23,544,171

N/A

1,513

N/A

557,502,241

BLW

BlackRock Limited Duration Income Trust

Delaware Statutory Trust

35,751,603

N/A

N/A

N/A

799,370,872

BME

BlackRock Health Sciences Trust

Delaware Statutory Trust

11,374,387

N/A

N/A

N/A

470,474,966

BMEZ

BlackRock Health Sciences Trust II

Maryland Statutory Trust

112,669,825

N/A

N/A

N/A

2,553,950,723

BNY

BlackRock New York Municipal Income Trust †

Delaware Statutory Trust

12,976,074

N/A

945

N/A

323,603,455

BOE

BlackRock Enhanced Global Dividend Trust

Delaware Statutory Trust

65,161,330

N/A

N/A

N/A

693,557,519

BSD

The BlackRock Strategic Municipal Trust †

Delaware Statutory Trust

7,308,173

N/A

429

N/A

167,963,797

BSE

BlackRock New York Municipal Income Quality Trust †

Delaware Statutory Trust

6,519,660

405

N/A

N/A

160,635,711

BST

BlackRock Science and Technology Trust

Delaware Statutory Trust

23,960,738

N/A

N/A

N/A

850,213,066

BSTZ

BlackRock Science and Technology Trust II

Delaware Statutory Trust

78,089,962

N/A

N/A

N/A

1,832,446,308

BTA

BlackRock Long-Term Municipal Advantage Trust †

Delaware Statutory Trust

13,426,027

760

N/A

N/A

270,540,918

BTT

BlackRock Municipal 2030 Target Term Trust †

Delaware Statutory Trust

70,505,571

N/A

N/A

150

2,777,171,881

BTZ

BlackRock Credit Allocation Income Trust

Delaware Statutory Trust

93,478,999

N/A

N/A

N/A

1,854,140,599

BUI

BlackRock Utilities, Infrastructure & Power Opportunities Trust

Delaware Statutory Trust

17,734,663

N/A

N/A

N/A

351,494,883

BYM

BlackRock Municipal Income Quality Trust †

Delaware Statutory Trust

26,406,273

N/A

1,372

N/A

653,031,040

BZM

BlackRock Maryland Municipal Bond Trust †

Delaware Statutory Trust

2,082,345

160

N/A

N/A

49,533,282

CII

BlackRock Enhanced Capital and Income Fund, Inc.

Maryland Corporation

44,121,400

N/A

N/A

N/A

704,562,341

DSU

BlackRock Debt Strategies Fund, Inc.

Maryland Corporation

46,818,075

N/A

N/A

N/A

696,545,449

EGF

BlackRock Enhanced Government Fund, Inc.

Maryland Corporation

4,734,987

N/A

N/A

N/A

79,982,982

 

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Ticker

Fund

Form of Organization

Total Common Shares Outstanding

Total VRDP Shares

Total VMTP Shares

Total RVMTP Shares

Managed Assets ($)*

FRA

BlackRock Floating Rate Income Strategies Fund, Inc.

Maryland Corporation

35,832,590

N/A

N/A

N/A

637,876,801

HYT

BlackRock Corporate High Yield Fund, Inc.

Maryland Corporation

121,904,056

N/A

N/A

N/A

1,876,707,838

MUA

BlackRock MuniAssets Fund, Inc.

Maryland Corporation

36,110,788

N/A

N/A

N/A

551,829,760

 

†

Denotes a Preferred Fund.

*

“Managed Assets” means the total assets of the Fund minus its accrued liabilities (other than aggregate indebtedness constituting financial leverage).

 

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Appendix B – Compensation of the Board Members

 

Each Independent Board Member is paid an annual retainer of $330,000 per year for his or her services as a Board Member of the BlackRock-advised funds, including the Funds, and each Independent Board Member may also receive a $10,000 board meeting fee for special unscheduled meetings or meetings in excess of six Board meetings held in a calendar year, together with out-of-pocket expenses in accordance with a Board policy on travel and other business expenses relating to attendance at meetings. In addition, each Co-Chair of the Boards is paid an additional annual retainer of $100,000. The Chairs of the Audit Committee, Performance Oversight Committee, Compliance Committee, and Governance Committee are paid an additional annual retainer of $45,000, $30,000, $45,000 and $20,000, respectively. Each of the members of the Audit Committee and Compliance Committee is paid an additional annual retainer of $30,000 and $25,000, respectively, for his or her service on such committee. The Funds will pay a pro rata portion quarterly (based on relative net assets) of the foregoing Board Member fees paid by the funds in the BlackRock Fixed-Income Complex.

 

The Independent Board Members have agreed that a maximum of 50% of each Independent Board Member’s total compensation paid by funds in the BlackRock Fixed-Income Complex may be deferred pursuant to the BlackRock Fixed-Income Complex’s deferred compensation plan. Under the deferred compensation plan, deferred amounts earn a return for the Independent Board Members as though equivalent dollar amounts had been invested in shares of certain funds in the BlackRock Fixed-Income Complex selected by the Independent Board Members. This has approximately the same economic effect for the Independent Board Members as if they had invested the deferred amounts in such funds in the BlackRock Fixed-Income Complex. The deferred compensation plan is not funded and obligations thereunder represent general unsecured claims against the general assets of a fund and are recorded as a liability for accounting purposes.

 

The following table sets forth the aggregate compensation, including deferred compensation amounts, paid to each Independent Board Member by each Fund during its most recently completed fiscal year and by all BlackRock-advised funds for the most recently completed calendar year. Messrs. Perlowski and Fairbairn serve without compensation from the Funds because of their affiliation with BlackRock, Inc. and the Advisor.

 

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Fund		Fund’s Fiscal  Year End(1)		Michael J. Castellano(2)				Richard E. Cavanagh(2)				Cynthia  L. Egan(2)				Frank  J. Fabozzi(2)				Henry Gabbay(2)(4)				R. Glenn Hubbard(2)				W.  Carl Kester(2)				Catherine  A. Lynch(2)				Karen  P. Robards(2)				Fund Total
BAF		31-Aug		$	1,221			$	1,448			$	1,249			$	1,234			$	727			$	1,171			$	1,131			$	1,140			$	1,460			$	10,781
BBF		31-Jul		$	1,317			$	1,587			$	1,358			$	1,345			$	679			$	1,270			$	1,231			$	1,240			$	1,600			$	11,627
BBK		31-Aug		$	1,526			$	1,814			$	1,561			$	1,542			$	896			$	1,461			$	1,411			$	1,422			$	1,830			$	13,463
BBN		31-Jul		$	11,448			$	13,966			$	11,831			$	11,715			$	5,515			$	11,014			$	10,655			$	10,734			$	14,087			$	100,965
BCX		31-Dec		$	6,605			$	7,437			$	6,522			$	6,355			$	5,856			$	6,106			$	5,773			$	5,856			$	7,521			$	58,031
BDJ		31-Dec		$	13,702			$	15,451			$	13,527			$	13,177			$	12,128			$	12,652			$	11,953			$	12,128			$	15,626			$	120,344
BFK		30-Apr		$	5,088			$	5,724			$	5,024			$	4,897			$	3,397			$	4,706			$	4,452			$	4,515			$	5,787			$	43,590
BFO		31-Dec		$	807			$	890			$	799			$	782			$	733			$	757			$	724			$	733			$	898			$	7,123
BFY		31-Aug		$	752			$	883			$	768			$	759			$	468			$	723			$	700			$	705			$	890			$	6,648
BFZ		31-Jul		$	4,148			$	5,047			$	4,285			$	4,244			$	2,026			$	3,993			$	3,865			$	3,894			$	5,091			$	36,593
BGIO		31-Dec		$	1,805			$	2,017			$	1,784			$	1,742			$	1,615			$	1,678			$	1,593			$	1,615			$	2,038			$	15,887
BGR		31-Dec		$	3,073			$	3,449			$	3,036			$	2,960			$	2,735			$	2,848			$	2,697			$	2,735			$	3,486			$	27,019
BGT		31-Dec		$	2,720			$	3,050			$	2,687			$	2,621			$	2,423			$	2,522			$	2,390			$	2,423			$	3,083			$	23,919
BGY		31-Dec		$	5,251			$	5,909			$	5,186			$	5,054			$	4,660			$	4,857			$	4,594			$	4,660			$	5,974			$	46,145
BHK		31-Dec		$	6,301			$	7,094			$	6,222			$	6,063			$	5,588			$	5,825			$	5,508			$	5,588			$	7,173			$	55,362
BHV		31-Aug		$	187			$	212			$	194			$	194			$	111			$	188			$	187			$	187			$	213			$	1,673
BIT		31-Oct		$	5,826			$	6,790			$	5,868			$	5,760			$	4,160			$	5,483			$	5,238			$	5,297			$	6,858			$	51,280
BKK		31-Dec		$	2,582			$	2,894			$	2,551			$	2,488			$	2,301			$	2,394			$	2,270			$	2,301			$	2,925			$	22,706
BKN		30-Apr		$	2,285			$	2,558			$	2,257			$	2,202			$	1,536			$	2,120			$	2,011			$	2,038			$	2,586			$	19,593
BKT		31-Dec		$	3,353			$	3,765			$	3,312			$	3,230			$	2,982			$	3,106			$	2,941			$	2,982			$	3,806			$	29,477
BLE		31-Aug		$	3,033			$	3,629			$	3,105			$	3,067			$	1,731			$	2,899			$	2,796			$	2,819			$	3,662			$	26,741
BLW		31-Dec		$	4,844			$	5,448			$	4,783			$	4,662			$	4,300			$	4,481			$	4,239			$	4,300			$	5,509			$	42,566
BME		31-Dec		$	3,142			$	3,526			$	3,103			$	3,026			$	2,796			$	2,911			$	2,757			$	2,796			$	3,565			$	27,622
BMEZ		31-Dec		$	0			$	0			$	0			$	0			$	0			$	0			$	0			$	0			$	0			$	0
BNY		31-Jul		$	1,728			$	2,089			$	1,783			$	1,766			$	880			$	1,665			$	1,613			$	1,625			$	2,106			$	15,255
BOE		31-Dec		$	6,266			$	7,054			$	6,187			$	6,029			$	5,556			$	5,793			$	5,477			$	5,556			$	7,133			$	55,051
BSD		30-Apr		$	971			$	1,074			$	960			$	940			$	659			$	908			$	867			$	877			$	1,085			$	8,341
BSE		31-Aug		$	914			$	1,078			$	934			$	923			$	559			$	877			$	849			$	855			$	1,087			$	8,076
BST		31-Dec		$	5,455			$	6,138			$	5,387			$	5,250			$	4,840			$	5,045			$	4,771			$	4,840			$	6,207			$	47,933
BSTZ		31-Dec		$	2,892			$	3,261			$	2,855			$	2,782			$	2,561			$	2,671			$	2,524			$	2,561			$	3,298			$	25,405
BTA		30-Apr		$	1,468			$	1,636			$	1,451			$	1,418			$	991			$	1,367			$	1,300			$	1,317			$	1,653			$	12,601
BTT		31-Jul		$	14,716			$	17,935			$	15,198			$	15,044			$	7,178			$	14,147			$	13,680			$	13,783			$	18,092			$	129,773
BTZ		31-Dec		$	11,664			$	13,151			$	11,516			$	11,219			$	10,327			$	10,773			$	10,178			$	10,327			$	13,299			$	102,454
BUI		31-Dec		$	2,841			$	3,187			$	2,807			$	2,738			$	2,530			$	2,634			$	2,496			$	2,530			$	3,222			$	24,985
BYM		31-Aug		$	3,432			$	4,109			$	3,514			$	3,470			$	1,959			$	3,280			$	3,162			$	3,189			$	4,146			$	30,261
BZM		31-Aug		$	209			$	242			$	218			$	219			$	111			$	210			$	209			$	209			$	242			$	1,869
CII		31-Dec		$	5,767			$	6,491			$	5,695			$	5,550			$	5,116			$	5,333			$	5,043			$	5,116			$	6,564			$	50,675
DSU		31-Dec		$	5,000			$	5,625			$	4,938			$	4,813			$	4,438			$	4,625			$	4,375			$	4,438			$	5,687			$	43,939
EGF		31-Dec		$	729			$	801			$	721			$	707			$	663			$	685			$	656			$	663			$	809			$	6,434
FRA		31-Dec		$	4,309			$	4,845			$	4,256			$	4,149			$	3,828			$	3,988			$	3,774			$	3,828			$	4,898			$	37,875

 

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Fund		Fund’s Fiscal  Year End(1)		Michael J. Castellano(2)				Richard E. Cavanagh(2)				Cynthia  L. Egan(2)				Frank  J. Fabozzi(2)				Henry Gabbay(2)(4)				R. Glenn Hubbard(2)				W.  Carl Kester(2)				Catherine  A. Lynch(2)				Karen  P. Robards(2)				Fund Total
HYT		31-Dec		$	11,155			$	12,575			$	11,013			$	10,728			$	9,876			$	10,302			$	9,734			$	9,876			$	12,717			$	97,976
MUA		30-Apr		$	4,093			$	4,601			$	4,042			$	3,941			$	2,732			$	3,789			$	3,586			$	3,636			$	4,651			$	35,071
Total Compensation from all BlackRock-advised funds (3)				$	405,000			$	455,000			$	400,000			$	405,000			$	360,000			$	375,000			$	370,000			$	375,000			$	460,000
Number of Registered Investment Companies (“RICs”) in BlackRock Fixed-Income Complex Overseen by Board Member					88				88				88				88				88				88				88				88				88

 

(1)

Information is for the Fund’s most recent fiscal year.

(2)

Total amount of deferred compensation payable by the BlackRock Fixed-Income Complex to Mr. Castellano, Mr. Cavanagh, Dr. Fabozzi, Dr. Hubbard, Dr. Kester, Ms. Lynch and Ms. Robards is $1,053,110, $1,638,381, $905,955, $2,751,743, $1,394,527, $209,827, and $1,021,994, respectively, as of December 31, 2019. Ms. Egan and Mr. Gabbay did not participate in the deferred compensation plan as of December 31, 2019.

(3)

Represents the aggregate compensation earned by such persons from all BlackRock-advised funds during the calendar year ended December 31, 2019. Of this amount, Mr. Castellano, Mr. Cavanagh, Dr. Fabozzi, Dr. Hubbard, Dr. Kester, Ms. Lynch and Ms. Robards deferred $120,528, $112,840, $0, $186,000, $49,600, $55,818, and $22,816, respectively, pursuant to the BlackRock Fixed-Income Complex’s deferred compensation plan.

(4)

Mr. Gabbay resigned as a Board Member of the Funds effective February 19, 2020.

 

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Appendix C – Equity Securities Owned by Board Members and Board Nominees

 

The following table shows the amount of equity securities owned by the Board Members and Board Nominees in the Funds that they are nominated to oversee as of April 30, 2020, except as otherwise indicated. No Board Member or Board Nominee owns Preferred Shares.

 

Name of Board Member and Board Nominee

Fund Name

Number of Common Shares

Aggregate Dollar Range of Common Shares in Each Fund

Aggregate Dollar Range of Common Shares in All Funds Overseen or To  Be Overseen by the Board Member/ Nominee in Family of Investment Companies

Number  of Share Equivalents(1)

Aggregate Dollar Range of Share Equivalents in Each Fund

Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies

Interested Board Members, including the Board Nominee:

Robert Fairbairn

BlackRock Health Sciences Trust II

15,000

Over $100,000

Over $100,000

N/A

N/A

Over $100,000

John M. Perlowski

BlackRock Energy and Resources Trust

6

$1 - $10,000

Over $100,000

N/A

N/A

Over $100,000

BlackRock Debt Strategies Fund, Inc.

4,035

$10,001 - $50,000

N/A

N/A

BlackRock Floating Rate Income Strategies Fund, Inc.

1,683

$10,001 - $50,000

N/A

N/A

Independent Board Members, including the Board Nominees:

Richard E. Cavanagh

BlackRock Municipal Income Investment Quality Trust

347

$1 - $10,000

Over $100,000

N/A

N/A

Over $100,000

BlackRock Municipal Income Investment Trust

470

$1 - $10,000

N/A

N/A

BlackRock Municipal Bond Trust

115

$1 - $10,000

N/A

N/A

BlackRock Taxable Municipal Bond Trust

603

$10,001 - $50,000

N/A

N/A

BlackRock Resources & Commodities Strategy Trust

530

$1 - $10,000

N/A

N/A

BlackRock Enhanced Equity Dividend Trust

645

$1 - $10,000

26,564

Over $100,000

BlackRock Municipal Income Trust

348

$1 - $10,000

N/A

N/A

BlackRock Florida Municipal 2020 Term Trust

106

$1 - $10,000

N/A

N/A

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock New York Municipal Income Trust II		114		$1 - $10,000				N/A		N/A
		BlackRock California Municipal Income Trust		115		$1 - $10,000				N/A		N/A
		BlackRock 2022 Global Income Opportunity Trust		606		$1 - $10,000				N/A		N/A
		BlackRock Energy and Resources Trust		125		$1 - $10,000				11,105		Over $100,000
		BlackRock Floating Rate Income Trust		239		$1 - $10,000				15,898		Over $100,000
		BlackRock Enhanced International Dividend Trust		124		$1 - $10,000				27,618		Over $100,000
		BlackRock Core Bond Trust		683		$10,001 - $50,000				N/A		N/A
		BlackRock Virginia Municipal Bond Trust		112		$1 - $10,000				N/A		N/A
		BlackRock Multi-Sector Income Trust		129		$1 - $10,000				N/A		N/A
		BlackRock Municipal 2020 Term Trust		108		$1 - $10,000				N/A		N/A
		BlackRock Investment Quality Municipal Trust, Inc.		579		$1 - $10,000				N/A		N/A
		BlackRock Income Trust, Inc.		600		$1 - $10,000				N/A		N/A
		BlackRock Municipal Income Trust II		116		$1 - $10,000				N/A		N/A
		BlackRock Limited Duration Income Trust		113		$1 - $10,000				17,145		Over $100,000
		BlackRock Health Sciences Trust		113		$1 - $10,000				1,865		$50,001 - $100,000
		BlackRock Health Sciences Trust II		503		$1 - $10,000				N/A		N/A

 

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Name of Board Member and Board Nominee

Fund Name

Number of Common Shares

Aggregate Dollar Range of Common Shares in Each Fund

Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies

Number  of Share Equivalents(1)

Aggregate Dollar Range of Share Equivalents in Each Fund

Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies

BlackRock New York Municipal Income Trust

339

$1 - $10,000

N/A

N/A

BlackRock Enhanced Global Dividend Trust

294

$1 - $10,000

N/A

N/A

The BlackRock Strategic Municipal Trust

580

$1 - $10,000

N/A

N/A

BlackRock New York Municipal Income Quality Trust

224

$1 - $10,000

N/A

N/A

BlackRock Science and Technology Trust

616

$10,001 - $50,000

N/A

N/A

BlackRock Science and Technology Trust II

505

$10,001 - $50,000

N/A

N/A

BlackRock Long-Term Municipal Advantage Trust

233

$1 - $10,000

N/A

N/A

BlackRock Municipal 2030 Target Term Trust

546

$10,001 - $50,000

N/A

N/A

BlackRock Credit Allocation Income Trust

532

$1 - $10,000

18,496

Over $100,000

BlackRock Utilities, Infrastructure & Power Opportunities Trust

612

$10,001 - $50,000

N/A

N/A

BlackRock Municipal Income Quality Trust

229

$1 - $10,000

N/A

N/A

BlackRock Maryland Municipal Bond Trust

112

$1 - $10,000

N/A

N/A

BlackRock Enhanced Capital and Income Fund, Inc.

314

$1 - $10,000

1,343

$10,001 - $50,000

BlackRock Debt Strategies Fund, Inc.

1,535

$10,001 - $50,000

N/A

N/A

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock Enhanced Government Fund, Inc.		112		$1 - $10,000				N/A		N/A
		BlackRock Floating Rate Income Strategies Fund, Inc.		316		$1 - $10,000				N/A		N/A
		BlackRock Corporate High Yield Fund, Inc.		580		$1 - $10,000				23,529		Over $100,000
		BlackRock MuniAssets Fund, Inc.		196		$1 - $10,000				N/A		N/A
Karen P. Robards		BlackRock Taxable Municipal Bond Trust		600		$10,001 - $50,000		Over $100,000		N/A		N/A		Over $100,000
		BlackRock Resources & Commodities Strategy Trust		1,129		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Equity Dividend Trust		1,573		$10,001 - $50,000				15,757		Over $100,000
		BlackRock 2022 Global Income Opportunity Trust		1,000		$1 - $10,000				N/A		N/A
		BlackRock Energy and Resources Trust		400		$1 - $10,000				7,273		$50,001 - $100,000
		BlackRock Floating Rate Income Trust		0		$0				10,399		Over $100,000
		BlackRock Enhanced International Dividend Trust		0		$0				18,405		$50,001 - $100,000
		BlackRock Income Trust, Inc.		1,750		$10,001 - $50,000				N/A		N/A
		BlackRock Limited Duration Income Trust		0		$0				10,156		Over $100,000
		BlackRock Health Sciences Trust		500		$10,001 - $50,000				682		$10,001 - $50,000

 

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Name of Board Member and Board Nominee

Fund Name

Number of Common Shares

Aggregate Dollar Range of Common Shares in Each Fund

Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies

Number  of Share Equivalents(1)

Aggregate Dollar Range of Share Equivalents in Each Fund

Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies

BlackRock Health Sciences and Trust II

50

$1 - $10,000

N/A

N/A

BlackRock Science and Technology Trust

750

$10,001 - $50,000

N/A

N/A

BlackRock Science and Technology Trust II

250

$1 - $10,000

N/A

N/A

BlackRock Credit Allocation Income Trust

1,055

$10,001 - $50,000

11,561

Over $100,000

BlackRock Utilities, Infrastructure & Power Opportunities Trust

1,000

$10,001 - $50,000

N/A

N/A

BlackRock Enhanced Capital and Income Fund, Inc.

1,794

$10,001 - $50,000

N/A

N/A

BlackRock Debt Strategies Fund, Inc.

1,333

$10,001 - $50,000

N/A

N/A

BlackRock Corporate High Yield Fund, Inc.

0

$0

15,571

Over $100,000

Michael J. Castellano

BlackRock Municipal Income Investment Quality Trust

700

$1 - $10,000

Over $100,000

N/A

N/A

Over $100,000

BlackRock Taxable Municipal Bond Trust

2,100

$10,001 - $50,000

N/A

N/A

BlackRock Resources & Commodities Strategy Trust

957

$1 - $10,000

N/A

N/A

BlackRock Enhanced Equity Dividend Trust

2,379

$10,001 - $50,000

17,531

Over $100,000

BlackRock Municipal Income Trust

800

$10,001 - $50,000

N/A

N/A

BlackRock New York Municipal Income Trust II

600

$1 - $10,000

N/A

N/A

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock 2022 Global Income Opportunity Trust		1,000		$1 - $10,000				N/A		N/A
		BlackRock Energy and Resources Trust		400		$1 - $10,000				7,333		$50,001 - $100,000
		BlackRock Floating Rate Income Trust		0		$0				8,954		$50,001 - $100,000
		BlackRock Enhanced International Dividend Trust		1,000		$1 - $10,000				19,248		$50,001 - $100,000
		BlackRock Core Bond Trust		1,480		$10,001 - $50,000				N/A		N/A
		BlackRock Multi-Sector Income Trust		600		$1 - $10,000				N/A		N/A
		BlackRock Investment Quality Municipal Trust, Inc.		800		$10,001 - $50,000				N/A		N/A
		BlackRock Income Trust, Inc.		1,300		$1 - $10,000				N/A		N/A
		BlackRock Limited Duration Income Trust		600		$1 - $10,000				10,279		Over $100,000
		BlackRock Health Sciences Trust		400		$10,001 - $50,000				1,966		$50,001 - $100,000
		The BlackRock Strategic Municipal Trust		600		$1 - $10,000				N/A		N/A
		BlackRock Science and Technology Trust		600		$10,001 - $50,000				N/A		N/A
		BlackRock Science and Technology Trust II		1,250		$10,001 - $50,000				N/A		N/A
		BlackRock Long-Term Municipal Advantage Trust		800		$1 - $10,000				N/A		N/A
		BlackRock Municipal 2030 Target Term Trust		800		$10,001 - $50,000				N/A		N/A

 

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Name of Board Member and Board Nominee

Fund Name

Number of Common Shares

Aggregate Dollar Range of Common Shares in Each Fund

Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies

Number  of Share Equivalents(1)

Aggregate Dollar Range of Share Equivalents in Each Fund

Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies

BlackRock Credit Allocation Income Trust

819

$10,001 - $50,000

11,544

Over $100,000

BlackRock Utilities, Infrastructure & Power Opportunities Trust

500

$1 - $10,000

N/A

N/A

BlackRock Enhanced Capital and Income Fund, Inc.

800

$10,001 - $50,000

1,292

$10,001 - $50,000

BlackRock Debt Strategies Fund, Inc.

4,315

$10,001 - $50,000

N/A

N/A

BlackRock Corporate High Yield Fund, Inc.

1,634

$10,001 - $50,000

11,643

Over $100,000

BlackRock MuniAssets Fund, Inc.

1,500

$10,001 - $50,000

N/A

N/A

Cynthia L. Egan

BlackRock Enhanced Equity Dividend Trust

10,870

$50,001 - $100,000

Over $100,000

N/A

N/A

Over $100,000

BlackRock Science and Technology Trust II

7,407

Over $100,000

N/A

N/A

BlackRock Health Sciences Trust

3,737

Over $100,000

N/A

N/A

BlackRock Debt Strategies Fund, Inc.

8,750

$50,001 - $100,000

N/A

N/A

BlackRock Corporate High Yield Fund, Inc.

13,550

Over $100,000

N/A

N/A

Frank J. Fabozzi

BlackRock Municipal Bond Trust

20

$1 - $10,000

$10,001 - $50,000

N/A

N/A

Over $100,000

BlackRock Resources & Commodities Strategy Trust

295

$1 - $10,000

N/A

N/A

BlackRock Enhanced Equity Dividend Trust

781

$1 - $10,000

15,766

Over $100,000

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock Municipal Income Trust		20		$1 - $10,000				N/A		N/A
		BlackRock Energy and Resources Trust		100		$1 - $10,000				6,101		$10,001 - $50,000
		BlackRock Floating Rate Income Trust		100		$1 - $10,000				9,983		Over $100,000
		BlackRock Enhanced International Dividend Trust		300		$1 - $10,000				15,373		$50,001 - $100,000
		BlackRock Core Bond Trust		27		$1 - $10,000				N/A		N/A
		BlackRock Municipal 2020 Term Trust		100		$1 - $10,000				N/A		N/A
		BlackRock Investment Quality Municipal Trust, Inc.		10		$1 - $10,000				N/A		N/A
		BlackRock Income Trust, Inc.		2,010		$10,001 - $50,000				N/A		N/A
		BlackRock Municipal Income Trust II		10		$1 - $10,000				N/A		N/A
		BlackRock Limited Duration Income Trust		100		$1 - $10,000				10,042		Over $100,000
		BlackRock Health Sciences Trust		100		$1 - $10,000				195		$1 - $10,000
		BlackRock Enhanced Global Dividend Trust		324		$1 - $10,000				N/A		N/A
		The BlackRock Strategic Municipal Trust		100		$1 - $10,000				N/A		N/A
		BlackRock Long-Term Municipal Advantage Trust		100		$1 - $10,000				N/A		N/A
		BlackRock Credit Allocation Income Trust		192		$1 - $10,000				10,717		Over $100,000
		BlackRock Municipal Income Quality Trust		10		$1 - $10,000				N/A		N/A

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock Enhanced Capital and Income Fund		N/A		N/A				306		$1 - $10,000
		BlackRock Debt Strategies Fund, Inc.		115		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Government Fund, Inc.		10		$1 - $10,000				N/A		N/A
		BlackRock Floating Rate Income Strategies Fund, Inc.		26		$1 - $10,000				N/A		N/A
		BlackRock Corporate High Yield Fund, Inc.		43		$1 - $10,000				15,947		Over $100,000
		BlackRock MuniAssets Fund, Inc.		17		$1 - $10,000				N/A		N/A
R. Glenn Hubbard		BlackRock Municipal Bond Trust		265		$1 - $10,000		Over $100,000		N/A		N/A		Over $100,000
		BlackRock Resources & Commodities Strategy Trust		238		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Equity Dividend Trust		1,621		$10,001 - $50,000				36,511		Over $100,000
		BlackRock Municipal Income Trust		260		$1 - $10,000				N/A		N/A
		BlackRock New York Municipal Income Trust II		234		$1 - $10,000				N/A		N/A
		BlackRock Energy and Resources Trust		654		$1 - $10,000				18,645		Over $100,000
		BlackRock Floating Rate Income Trust		311		$1 - $10,000				26,685		Over $100,000
		BlackRock Enhanced International Dividend Trust		375		$1 - $10,000				47,264		Over $100,000
		BlackRock Core Bond Trust		500		$1 - $10,000				N/A		N/A

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock Municipal 2020 Term Trust		196		$1 - $10,000				N/A		N/A
		BlackRock Investment Quality Municipal Trust, Inc.		256		$1 - $10,000				N/A		N/A
		BlackRock Income Trust, Inc.		246		$1 - $10,000				N/A		N/A
		BlackRock Municipal Income Trust II		258		$1 - $10,000				N/A		N/A
		BlackRock Limited Duration Income Trust		324		$1 - $10,000				28,467		Over $100,000
		BlackRock Health Sciences Trust		358		$10,001 - $50,000				3,244		Over $100,000
		BlackRock New York Municipal Income Trust		235		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Global Dividend Trust		998		$1 - $10,000				N/A		N/A
		The BlackRock Strategic Municipal Trust		256		$1 - $10,000				N/A		N/A
		BlackRock New York Municipal Income Quality Trust		222		$1 - $10,000				N/A		N/A
		BlackRock Long-Term Municipal Advantage Trust		224		$1 - $10,000				N/A		N/A
		BlackRock Credit Allocation Income Trust		591		$1 - $10,000				30,301		Over $100,000
		BlackRock Municipal Income Quality Trust		237		$1 - $10,000				N/A		N/A
		BlackRock Debt Strategies Fund, Inc.		353		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Capital and Income Fund		0		$0				1,994		$10,001 - $50,000
		BlackRock Corporate High Yield Fund, Inc.		283		$1 - $10,000				32,880		Over $100,000

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
W. Carl Kester		BlackRock Municipal Income Investment Quality Trust		100		$1 - $10,000		Over $100,000		N/A		N/A		Over $100,000
		BlackRock Taxable Municipal Bond Trust		100		$1 - $10,000				N/A		N/A
		BlackRock Resources & Commodities Strategy Trust		648		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Equity Dividend Trust		425		$1 - $10,000				24,103		Over $100,000
		BlackRock Energy and Resources Trust		0		$0				10,036		Over $100,000
		BlackRock Floating Rate Income Trust		0		$0				13,683		Over $100,000
		BlackRock Enhanced International Dividend Trust		0		$0				25,500		Over $100,000
		BlackRock Core Bond Trust		1,078		$10,001 - $50,000				N/A		N/A
		BlackRock Income Trust, Inc.		3,000		$10,001 - $50,000				N/A		N/A
		BlackRock Limited Duration Income Trust		0		$0				13,547		Over $100,000
		BlackRock Health Sciences Trust		100		$1 - $10,000				1,481		$50,001 - $100,000
		BlackRock Enhanced Global Dividend Trust		751		$1 - $10,000				N/A		N/A
		BlackRock Science and Technology Trust		100		$1 - $10,000				N/A		N/A
		BlackRock Long-Term Municipal Advantage Trust		100		$1 - $10,000				N/A		N/A
		BlackRock Municipal 2030 Target Term Trust		100		$1 - $10,000				N/A		N/A

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock Credit Allocation Income Trust		239		$1 - $10,000				15,583		Over $100,000
		BlackRock Enhanced Capital and Income Fund, Inc.		1,808		$10,001 - $50,000				532		$1 - $10,000
		BlackRock Debt Strategies Fund, Inc.		832		$1 - $10,000				N/A		N/A
		BlackRock Enhanced Government Fund, Inc.		1,000		$10,001 - $50,000				N/A		N/A
		BlackRock Floating Rate Income Strategies Fund, Inc.		263		$1 - $10,000				N/A		N/A
		BlackRock Corporate High Yield Fund, Inc.		367		$1 - $10,000				19,856		Over $100,000
		BlackRock MuniAssets Fund, Inc.		100		$1 - $10,000				N/A		N/A
Catherine A. Lynch		BlackRock Enhanced Equity Dividend Trust		0		$0		Over $100,000		3,011		$10,001 - $50,000		Over $100,000
		BlackRock Energy and Resources Trust		0		$0				1,369		$1 - $10,000
		BlackRock Floating Rate Income Trust		0		$0				1,359		$10,001 - $50,000
		BlackRock Enhanced International Dividend Trust		0		$0				3,127		$10,001 - $50,000
		BlackRock Virginia Municipal Bond Trust		3,226		$10,001 - $50,000				N/A		N/A
		BlackRock Investment Quality Municipal Trust, Inc.		1,520		$10,001 - $50,000				N/A		N/A
		BlackRock Limited Duration Income Trust		0		$0				2,229		$10,001 - $50,000

 

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Name of Board Member and Board Nominee		Fund Name		Number of Common Shares		Aggregate Dollar Range of Common Shares in Each Fund		Aggregate Dollar Range of Common Shares in All Funds Overseen or To Be  Overseen by the Board Member/ Nominee in Family of Investment Companies		Number  of Share Equivalents(1)		Aggregate Dollar Range of Share Equivalents in Each Fund		Aggregate Dollar Range of Common Shares and Share Equivalents in Family  of Investment Companies
		BlackRock Health Sciences Trust		0		$0				523		$10,001 - $50,000
		BlackRock Credit Allocation Income Trust		0		$0				2,489		$10,001 - $50,000
		BlackRock Enhanced Capital and Income Fund		0		$0				606		$10,001 - $50,000
		BlackRock Debt Strategies Fund, Inc.		5,229		$50,001 - $100,000				N/A		N/A
		BlackRock Corporate High Yield Fund, Inc.		5,218		$50,001 - $100,000				1,510		$10,001 - $50,000
		BlackRock MuniAssets Fund, Inc.		788		$1 - $10,000				N/A		N/A

 

(1)

Represents, as of April 30, 2020, the approximate number of share equivalents owned under the deferred compensation plan in the funds in the BlackRock Fixed-Income Complex by certain Independent Board Members who have participated in the deferred compensation plan. Under the deferred compensation plan, BlackRock Enhanced Equity Dividend Trust (BDJ), BlackRock Enhanced Capital and Income Fund, Inc. (CII), BlackRock Credit Allocation Income Trust (BTZ) and BlackRock Limited Duration Income Trust (BLW) are eligible investments. As of April 30, 2020, Ms. Egan did not participate in the deferred compensation plan.

 

As of April 30, 2020, all Board Members, Board Nominees and executive officers as a group owned less than 1% of the outstanding shares of each Fund which they oversee (or are nominated to oversee), and the Chief Financial Officer of each Fund did not own any shares in the Fund.

 

As of April 30, 2020, none of the Independent Board Members nor their immediate family members had any interest in BlackRock or any person directly or indirectly controlling, controlled by, or under common control with BlackRock.

 

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Appendix D – Meetings of the Boards

 

During the most recent full fiscal year for each Fund listed in the table below, the Board met the following number of times:

 

Fund Name

Ticker

Fiscal Year End

Number of Board Meetings

BlackRock Municipal Income Investment Quality Trust

BAF

31-Aug

8

BlackRock Municipal Income Investment Trust

BBF

31-Jul

8

BlackRock Municipal Bond Trust

BBK

31-Aug

8

BlackRock Taxable Municipal Bond Trust

BBN

31-Jul

8

BlackRock Resources & Commodities Trust

BCX

31-Dec

8

BlackRock Enhanced Equity Dividend Trust

BDJ

31-Dec

8

BlackRock Municipal Income Trust

BFK

30-Apr

7

BlackRock Florida Municipal 2020 Term Trust

BFO

31-Dec

8

BlackRock New York Municipal Income Trust II

BFY

31-Aug

8

BlackRock California Municipal Income Trust

BFZ

31-Jul

8

BlackRock 2022 Global Income Opportunity Trust

BGIO

31-Dec

8

BlackRock Energy and Resources Trust

BGR

31-Dec

8

BlackRock Floating Rate Income Trust

BGT

31-Dec

8

BlackRock Enhanced International Dividend Trust

BGY

31-Dec

8

BlackRock Core Bond Trust

BHK

31-Dec

8

BlackRock Virginia Municipal Bond Trust

BHV

31-Aug

8

BlackRock Multi-Sector Income Trust

BIT

31-Oct

8

BlackRock Municipal 2020 Term Trust

BKK

31-Dec

8

BlackRock Investment Quality Municipal Trust, Inc.

BKN

30-Apr

7

BlackRock Income Trust, Inc.

BKT

31-Dec

8

BlackRock Municipal Income Trust II

BLE

31-Aug

8

BlackRock Limited Duration Income Trust

BLW

31-Dec

8

BlackRock Health Sciences Trust

BME

31-Dec

8

BlackRock Health Sciences Trust II

BMEZ

31-Dec

8

BlackRock New York Municipal Income Trust

BNY

31-Jul

8

BlackRock Enhanced Global Dividend Trust

BOE

31-Dec

8

The BlackRock Strategic Municipal Trust

BSD

30-Apr

7

BlackRock New York Municipal Income Quality Trust

BSE

31-Aug

8

BlackRock Science and Technology Trust

BST

31-Dec

8

BlackRock Science and Technology Trust II

BSTZ

31-Dec

8

BlackRock Long-Term Municipal Advantage Trust

BTA

30-Apr

7

BlackRock Municipal 2030 Target Term Trust

BTT

31-Jul

8

BlackRock Credit Allocation Income Trust

BTZ

31-Dec

8

BlackRock Utilities, Infrastructure & Power Opportunities Trust

BUI

31-Dec

8

BlackRock Municipal Income Quality Trust

BYM

31-Aug

8

BlackRock Maryland Municipal Bond Trust

BZM

31-Aug

8

BlackRock Enhanced Capital and Income Fund, Inc.

CII

31-Dec

8

BlackRock Debt Strategies Fund, Inc.

DSU

31-Dec

8

BlackRock Enhanced Government Fund, Inc.

EGF

31-Dec

8

BlackRock Floating Rate Income Strategies Fund, Inc.

FRA

31-Dec

8

BlackRock Corporate High Yield Fund, Inc.

HYT

31-Dec

8

BlackRock MuniAssets Fund, Inc.

MUA

30-Apr

7

 

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Appendix E – Committees of the Boards

 

The business and affairs of each Fund are managed by or under the direction of its Board.

 

Standing Committees. The Board of each Fund has established the following standing committees:

 

Audit Committee. Each Board has a standing Audit Committee composed of Michael J. Castellano (Chair), Frank J. Fabozzi, Catherine A. Lynch and Karen P. Robards, all of whom are Independent Board Members and all of whom have been determined by the Audit Committee and the Board to be Audit Committee Financial Experts. The principal responsibilities of the Audit Committee are to assist the Board in fulfilling its oversight responsibilities relating to the accounting and financial reporting policies and practices of the Fund. The Audit Committee’s responsibilities include, without limitation: (i) approving and recommending to the full Board for approval the selection, retention, termination and compensation of the Fund’s independent registered public accounting firm (the “Independent Registered Public Accounting Firm”) and evaluating the independence and objectivity of the Independent Registered Public Accounting Firm; (ii) approving all audit engagement terms and fees for the Fund; (iii) reviewing the conduct and results of each audit; (iv) reviewing any issues raised by the Fund’s Independent Registered Public Accounting Firm or management regarding the accounting or financial reporting policies and practices of the Fund, its internal controls, and, as appropriate, the internal controls of certain service providers and management’s response to any such issues; (v) reviewing and discussing the Fund’s audited and unaudited financial statements and disclosure in the Fund’s shareholder reports relating to the Fund’s performance; (vi) assisting the Board’s responsibilities with respect to the internal controls of the Fund and its service providers with respect to accounting and financial matters; and (vii) resolving any disagreements between the Fund’s management and the Fund’s Independent Registered Public Accounting Firm regarding financial reporting.

 

A copy of the Audit Committee Charter for each Fund can be found in the “Corporate Governance” section of the BlackRock Closed-End Fund website at www.blackrock.com.

 

Governance Committee. Each Board has a standing Governance Committee composed of R. Glenn Hubbard (Chair), Michael J. Castellano, Richard E. Cavanagh, Cynthia L. Egan and Karen P. Robards, all of whom are Independent Board Members.

 

The principal responsibilities of the Governance Committee are: (i) identifying individuals qualified to serve as Independent Board Members and recommending Board Nominees that are not “interested persons” of the Funds (as defined in the 1940 Act) for election by shareholders or appointment by the Board; (ii) advising the Board with respect to Board composition, procedures and Committees of the Board (other than the Audit Committee); (iii) overseeing periodic self-assessments of the Board and Committees of the Board (other than the Audit Committee); (iv) reviewing and making recommendations with respect to Independent Board Member compensation; (v) monitoring corporate governance matters and making recommendations in respect thereof to the Board; (vi) acting as the administrative committee with respect to Board policies and procedures, committee policies and procedures (other than the Audit Committee) and codes of ethics as they relate to the Independent Board Members; and (vii) reviewing and making recommendations to the Board in respect of Fund share ownership by the Independent Board Members.

 

The Governance Committee of each Board seeks to identify individuals to serve on the Board who have a diverse range of viewpoints, qualifications, experiences, backgrounds and skill sets so that the Board will be better suited to fulfill its responsibility of overseeing the Fund’s activities. In

 

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so doing, the Governance Committee reviews the size of the Board, the ages of the current Board Members and their tenure on the Board, and the skills, background and experiences of the Board Members in light of the issues facing the Fund in determining whether one or more new Board Members should be added to the Board. The Board as a group strives to achieve diversity in terms of gender, race and geographic location. The Governance Committee believes that the Board Members as a group possess the array of skills, experiences and backgrounds necessary to guide the Fund. The Board Members’ biographies included in the Proxy Statement highlight the diversity and breadth of skills, qualifications and expertise that the Board Members bring to the Fund.

 

Each Governance Committee may consider nominations for Board Members made by the Fund’s shareholders as it deems appropriate. Under each Fund’s By-laws, shareholders must follow certain procedures to nominate a person for election as a Board Member at an annual or special meeting, or to introduce an item of business at an annual meeting. Under these advance notice procedures, shareholders must submit the proposed nominee or item of business by delivering a notice to the Secretary of the Fund at its principal executive offices. Each Fund must receive notice of a shareholder’s intention to introduce a nomination or proposed item of business for an annual shareholder meeting not less than 120 days nor more than 150 days before the anniversary of the prior year’s annual shareholder meeting. Assuming that the 2021 annual shareholder meeting of a Fund is held within 25 days of July 27, 2021, the Fund must receive notice pertaining to the 2021 annual meeting of shareholders no earlier than Saturday, February 27, 2021 and no later than Monday, March 29, 2021. However, if a Fund holds its 2021 annual shareholder meeting on a date that is not within 25 days before or after July 27, 2021, such Fund must receive the notice of a shareholder’s intention to introduce a nomination or proposed item of business not later than the close of business on the tenth day following the day on which the notice of the date of the shareholder meeting was mailed or the public disclosure of the date of the shareholder meeting was made, whichever comes first.

 

Each Fund’s By-laws provide that notice of a proposed nomination must include certain information about the shareholder and the nominee, as well as a written consent of the proposed nominee to serve if elected. A notice of a proposed item of business must include a description of and the reasons for bringing the proposed business to the meeting, any material interest of the shareholder in the business, and certain other information about the shareholder.

 

Further, each Fund has adopted Board Member qualification requirements which can be found in each Fund’s By-laws and are applicable to all Board Members that may be nominated, elected, appointed, qualified or seated to serve as Board Members. The qualification requirements may include: (i) age limits; (ii) limits on service on other boards; (iii) restrictions on relationships with investment advisers other than BlackRock; and (iv) character and fitness requirements. In addition to not being an “interested person” of the Fund as defined under Section 2(a)(19) of the 1940 Act, each Independent Board Member may not be or have certain relationships with a shareholder owning five percent or more of the Fund’s voting securities or owning other percentage ownership interests in investment companies registered under the 1940 Act. Reference is made to each Fund’s By-laws for more details.

 

A copy of the Governance Committee Charter for each Fund can be found in the “Corporate Governance” section of the BlackRock Closed-End Fund website at www.blackrock.com.

 

Compliance Committee. Each Fund has a Compliance Committee composed of Cynthia L. Egan (Chair), Richard E. Cavanagh, R. Glenn Hubbard and W. Carl Kester, all of whom are Independent Board Members. The Compliance Committee’s purpose is to assist the Board in fulfilling its responsibility with respect to the oversight of regulatory and fiduciary compliance matters involving the Fund, the fund-related activities of BlackRock, and any sub-advisers and the Fund’s

 

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other third party service providers. The Compliance Committee’s responsibilities include, without limitation: (i) overseeing the compliance policies and procedures of the Fund and its service providers and recommending changes or additions to such policies and procedures; (ii) reviewing information on and, where appropriate, recommending policies concerning the Fund’s compliance with applicable law; (iii) reviewing information on any significant correspondence with or other actions by regulators or governmental agencies with respect to the Fund and any employee complaints or published reports that raise concerns regarding compliance matters; and (iv) reviewing reports from, overseeing the annual performance review of, and making certain recommendations in respect of the CCO, including, without limitation, determining the amount and structure of the CCO’s compensation. Each Board has adopted a written charter for the Board’s Compliance Committee.

 

Performance Oversight Committee. Each Fund has a Performance Oversight Committee composed of Frank J. Fabozzi (Chair), Michael J. Castellano, Richard E. Cavanagh, Cynthia L. Egan, R. Glenn Hubbard, W. Carl Kester, Catherine A. Lynch and Karen P. Robards, all of whom are Independent Board Members. The Performance Oversight Committee’s purpose is to assist the Board in fulfilling its responsibility to oversee the Fund’s investment performance relative to the Fund’s investment objective(s), policies and practices. The Performance Oversight Committee’s responsibilities include, without limitation: (i) reviewing the Fund’s investment objective(s), policies and practices; (ii) recommending to the Board any required action in respect of changes in fundamental and non-fundamental investment restrictions; (iii) reviewing information on appropriate benchmarks and competitive universes; (iv) reviewing the Fund’s investment performance relative to such benchmarks; (v) reviewing information on unusual or exceptional investment matters; (vi) reviewing whether the Fund has complied with its investment policies and restrictions; and (vii) overseeing policies, procedures and controls regarding valuation of the Fund’s investments. Each Board has adopted a written charter for the Board’s Performance Oversight Committee.

 

Executive Committee. Each Fund has an Executive Committee composed of Richard E. Cavanagh (Chair) and Karen P. Robards, both of whom are Independent Board Members, and John M. Perlowski, who serves as an interested Board Member. The principal responsibilities of the Executive Committee include, without limitation: (i) acting on routine matters between meetings of the Board; (ii) acting on such matters as may require urgent action between meetings of the Board; and (iii) exercising such other authority as may from time to time be delegated to the Executive Committee by the Board. Each Board has adopted a written charter for the Board’s Executive Committee.

 

The Boards currently oversee the Funds’ usage of leverage, including the Funds’ incurrence, refinancing and maintenance of leverage and, to the extent necessary or appropriate, authorize or approve the execution of documentation in respect thereto. The Executive Committee has authority to make any such authorizations or approvals that are required between regular meetings of the Boards.

 

Ad Hoc Committee. In addition to the standing committees, the Board of each Fund has established the following ad hoc committee:

 

Discount Sub-Committee. Each Board has an ad hoc Discount Sub-Committee composed of Catherine A. Lynch (Chair), Cynthia L. Egan, Frank J. Fabozzi and W. Carl Kester, all of whom are Independent Board Members. The Discount Sub-Committee is responsible for performing a study of all aspects of market discounts for the Funds’ share prices, with an emphasis on (i) defining the drivers of discounts, (ii) identifying potential solutions and (iii) implementing remedial action plans.

 

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Each Audit Committee, Governance Committee, Compliance Committee, Performance Oversight Committee, Executive Committee and Discount Sub-Committee met the following number of times for each Fund’s most recent fiscal year:

 

Ticker		Fiscal Year End				Number of Audit Committee Meetings				Number of Governance Committee Meetings				Number of Compliance Committee Meetings				Number of Performance Oversight Committee Meetings				Number of Executive Committee Meetings				Number of Discount Sub- Committee Meetings
BAF			31-Aug				13				7				5				4				0				5
BBF			31-Jul				13				7				5				4				0				5
BBK			31-Aug				13				7				5				4				0				5
BBN			31-Jul				13				7				5				4				0				5
BCX			31-Dec				13				7				5				4				0				2
BDJ			31-Dec				13				7				5				4				0				2
BFK			30-Apr				12				6				5				4				1				3
BFO			31-Dec				13				7				5				4				0				2
BFY			31-Aug				13				7				5				4				0				5
BFZ			31-Jul				13				7				5				4				0				5
BGIO			31-Dec				13				7				5				4				0				2
BGR			31-Dec				13				7				5				4				0				2
BGT			31-Dec				13				7				5				4				0				2
BGY			31-Dec				13				7				5				4				0				2
BHK			31-Dec				13				7				5				4				0				2
BHV			31-Aug				13				7				5				4				0				5
BIT			31-Oct				13				7				5				4				0				3
BKK			31-Dec				13				7				5				4				0				2
BKN			30-Apr				12				6				5				4				1				3
BKT			31-Dec				13				7				5				4				0				2
BLE			31-Aug				13				7				5				4				0				5
BLW			31-Dec				13				7				5				4				0				2
BME			31-Dec				13				7				5				4				0				2
BMEZ			31-Dec				13				7				5				4				0				2
BNY			31-Jul				13				7				5				4				0				5
BOE			31-Dec				13				7				5				4				0				2
BSD			30-Apr				12				6				5				4				1				3
BSE			31-Aug				13				7				5				4				0				5
BST			31-Dec				13				7				5				4				0				2
BSTZ			31-Dec				13				7				5				4				0				2
BTA			30-Apr				12				6				5				4				1				3
BTT			31-Jul				13				7				5				4				0				5
BTZ			31-Dec				13				7				5				4				0				2
BUI			31-Dec				13				7				5				4				0				2
BYM			31-Aug				13				7				5				4				0				5
BZM			31-Aug				13				7				5				4				0				5
CII			31-Dec				13				7				5				4				0				2
DSU			31-Dec				13				7				5				4				0				2
EGF			31-Dec				13				7				5				4				0				2
FRA			31-Dec				13				7				5				4				0				2
HYT			31-Dec				13				7				5				4				0				2
MUA			30-Apr				12				6				5				4				1				3

 

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Appendix F – Information Pertaining to the Executive Officers of the Funds

 

The executive officers of each Fund, their address, their year of birth and their principal occupations during the past five years (their titles may have varied during that period) are shown in the table below. Each executive officer is an “interested person” of the Funds (as defined in the 1940 Act) by virtue of that individual’s position with BlackRock or its affiliates described in the table below.

 

Name, Address and Year of Birth(1)		Position(s) Held with Fund		Term of Office and Length of Time Served		Principal Occupations(s) During Past 5 Years
John M. Perlowski   1964		Director/Trustee, President and Chief Executive Officer		Annual (President and Chief Executive Officer); Director/Trustee since 2014; President and Chief Executive Officer since 2011		Managing Director of BlackRock, Inc. since 2009; Head of BlackRock Global Accounting and Product Services since 2009; Advisory Director of Family Resource Network (charitable foundation) since 2009.
Jonathan Diorio   1980		Vice President		Annual; Since 2015		Managing Director of BlackRock, Inc. since 2015; Director of BlackRock, Inc. from 2011 to 2015.
Neal J. Andrews   1966		Chief Financial Officer		Annual; Since 2007		Chief Financial Officer of the iShares® exchange traded funds from 2019 to 2020; Managing Director of BlackRock, Inc. since 2006.
Jay M. Fife   1970		Treasurer		Annual; Since 2007		Managing Director of BlackRock, Inc. since 2007.
Charles Park   1967		Chief Compliance Officer (“CCO”)		Annual; Since 2014		Anti-Money Laundering Compliance Officer for certain BlackRock-advised funds from 2014 to 2015; Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised funds in the BlackRock Multi-Asset Complex and the BlackRock Fixed-Income Complex since 2014; Principal of and Chief Compliance Officer for iShares® Delaware Trust Sponsor LLC since 2012 and BlackRock Fund Advisors (“BFA”) since 2006; Chief Compliance Officer for the BFA-advised iShares® exchange traded funds since 2006; Chief Compliance Officer for BlackRock Asset Management International Inc. since 2012.
Janey Ahn   1975		Secretary		Annual; Since 2012		Managing Director of BlackRock, Inc. since 2018; Director of BlackRock, Inc. from 2009 to 2017.

 

(1)

The address of each executive officer is c/o BlackRock, Inc., 55 East 52nd Street, New York, NY 10055.

 

With the exception of the CCO, executive officers receive no compensation from the Funds. The Funds compensate the CCO for his services as their CCO.

 

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Appendix G – Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees

to Independent Registered Public Accountants

 

Audit Fees and Audit-Related Fees

 

				Audit Fees				Audit-Related Fees
Fund		Fiscal Year End		Most Recent Fiscal Year ($)		Prior Fiscal Year to Most Recent Fiscal Year ($)		Most Recent Fiscal Year ($)		Prior Fiscal Year to Most Recent Fiscal Year ($)
BAF		31-Aug		32,130		32,130		0		0
BBF		31-Jul		41,616		41,616		0		0
BBK		31-Aug		32,130		32,130		0		0
BBN		31-Jul		35,700		35,700		0		0
BCX		31-Dec		64,464		64,464		0		0
BDJ		31-Dec		57,324		57,324		0		0
BFK		30-Apr		37,026		37,026		0		0
BFO (1)		31-Dec		30,804		58,528		0		0
BFY		31-Aug		30,090		30,090		0		0
BFZ		31-Jul		31,722		31,722		0		0
BGIO		31-Dec		63,240		63,240		0		0
BGR		31-Dec		37,230		37,230		0		0
BGT (2)		31-Dec		134,732		72,828		0		0
BGY		31-Dec		50,592		50,592		0		0
BHK (2)		31-Dec		145,554		76,602		0		0
BHV		31-Aug		19,278		19,278		0		0
BIT		31-Oct		65,688		65,688		0		0
BKK (1)		31-Dec		30,702		58,334		0		0
BKN		30-Apr		32,946		32,946		0		0
BKT (1)		31-Dec		62,016		117,831		0		0
BLE		31-Aug		33,456		33,456		0		0
BLW (2)		31-Dec		137,598		72,420		0		0
BME		31-Dec		42,330		42,330		4,000		0
BNY		31-Jul		31,416		31,416		0		0
BOE		31-Dec		55,998		55,998		0		0
BSD		30-Apr		32,844		32,844		0		0
BSE		31-Aug		31,926		31,926		0		0
BST		31-Dec		53,244		53,244		4,000		0
BSTZ (3)		31-Dec		46,980		N/A		0		N/A
BTA		30-Apr		32,946		32,946		0		0
BTT		31-Jul		32,334		32,334		0		0
BTZ (2)		31-Dec		81,712		44,166		0		0
BUI		31-Dec		51,102		51,102		4,000		0
BYM		31-Aug		33,456		33,456		0		0
BZM		31-Aug		30,090		30,090		0		0
CII		31-Dec		41,820		41,820		0		0
DSU (2)		31-Dec		182,284		98,532		0		0
EGF		31-Dec		36,516		36,516		0		0
FRA (2)		31-Dec		137,986		72,624		0		0
HYT (2)		31-Dec		175,001		92,106		0		0
MUA		30-Apr		31,110		31,110		0		0

 

(1)

The Fund required two audits in the fiscal year prior to the most recent fiscal year due to a change in the Fund’s fiscal year end.

(2)

The Fund required two audits in the most recent fiscal year due to a change in the Fund’s fiscal year end.

(3)

The Fund commenced operations on June 27, 2019.

 

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Tax Fees and All Other Fees

 

				Tax Fees*				All Other Fees
Fund		Fiscal Year End		Most Recent Fiscal Year ($)		Prior Fiscal Year to Most Recent Fiscal Year ($)		Most Recent Fiscal Year ($)		Prior Fiscal Year to Most Recent Fiscal Year ($)
BAF		31-Aug		10,500		10,500		0		0
BBF		31-Jul		9,500		9,500		0		0
BBK		31-Aug		11,100		11,100		0		0
BBN		31-Jul		15,400		15,400		0		0
BCX		31-Dec		19,500 (2)		18,500		0		0
BDJ		31-Dec		20,300 (2)		19,700		0		0
BFK		30-Apr		21,000		21,000		0		0
BFO (3)		31-Dec		9,000		13,500		0		0
BFY		31-Aug		9,000		9,000		0		0
BFZ		31-Jul		14,900		14,900		0		0
BGIO		31-Dec		15,400		15,400		0		0
BGR		31-Dec		18,500 (2)		17,500		0		0
BGT (4)		31-Dec		21,750		14,500		0		0
BGY		31-Dec		18,700 (2)		19,700		0		0
BHK (4)		31-Dec		23,850		15,900		0		0
BHV		31-Aug		7,400		7,400		0		0
BIT		31-Oct		21,400 (1)		21,400 (1)		0		0
BKK (3)		31-Dec		12,900		19,350		0		0
BKN		30-Apr		6,700		6,700		0		0
BKT (3)		31-Dec		6,700		10,050		0		0
BLE		31-Aug		13,900		13,900		0		0
BLW (4)		31-Dec		25,350		16,900		0		0
BME		31-Dec		20,300 (2)		18,900		0		0
BNY		31-Jul		12,100		12,100		0		0
BOE		31-Dec		18,700 (2)		19,500		0		0
BSD		30-Apr		9,500		9,500		0		0
BSE		31-Aug		9,500		9,500		0		0
BST		31-Dec		20,300 (2)		18,700		0		0
BSTZ (5)		31-Dec		15,100		N/A		0		N/A
BTA		30-Apr		11,000		11,000		0		0
BTT		31-Jul		13,400		13,400		0		0
BTZ (4)		31-Dec		33,000		22,000		0		0
BUI		31-Dec		18,700 (2)		18,900		0		0
BYM		31-Aug		15,400		15,400		0		0
BZM		31-Aug		7,400		7,400		0		0
CII		31-Dec		18,700 (2)		19,700		0		0
DSU (4)		31-Dec		23,100		15,400		0		0
EGF		31-Dec		11,000		11,000		0		0
FRA (4)		31-Dec		33,150 (1)		26,600 (1)		0		0
HYT (4)		31-Dec		52,740 (1)		45,040 (1)		0		0
MUA		30-Apr		12,400		12,400		0		0

 

*

All Tax Fees consist solely of fees relating to services provided for tax compliance and/or tax preparation.

(1)

Includes fees for the Fund and the Fund’s subsidiary or subsidiaries.

(2)

Current fiscal year tax fees were updated to include a total of $36,800 for services related to transaction-based reviews of Fund holdings and/or tax compliance services for the following Funds: $3,400 (BCX); $5,200 (BDJ); $3,400 (BGR); $3,600 (BGY); $5,200 (BME); $3,600 (BOE); $5,200 (BST); $3,600 (BUI); and $3,600 (CII).

(3)

The Fund required two audits in the fiscal year prior to the most recent fiscal year due to a change in the Fund’s fiscal year end.

(4)

The Fund required two audits in the most recent fiscal year due to a change in the Fund’s fiscal year end.

(5)

The Fund commenced operations on June 27, 2019.

 

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Aggregate Non-Audit Fees for Services Provided to Each Fund and its Affiliated Service Providers Pre-Approved by the Audit Committee*:

 

				Aggregate Non-Audit Fees for Pre-Approved Services to Each Fund and its Affiliated Service Provider
Fund		Fiscal Year End		Most Recent Fiscal Year ($)		Prior Fiscal Year to Most Recent Fiscal Year ($)
BAF		31-Aug		10,500		10,500
BBF		31-Jul		9,500		9,500
BBK		31-Aug		11,100		11,100
BBN		31-Jul		15,400		15,400
BCX		31-Dec		19,500		18,500
BDJ		31-Dec		20,300		19,700
BFK		30-Apr		21,000		21,000
BFO		31-Dec		9,000		13,500
BFY		31-Aug		9,000		9,000
BFZ		31-Jul		14,900		14,900
BGIO		31-Dec		15,400		15,400
BGR		31-Dec		18,500		17,500
BGT		31-Dec		21,750		14,500
BGY		31-Dec		18,700		19,700
BHK		31-Dec		23,850		15,900
BHV		31-Aug		7,400		7,400
BIT		31-Oct		21,400 (1)		21,400 (1)
BKK		31-Dec		12,900		19,350
BKN		30-Apr		6,700		6,700
BKT		31-Dec		6,700		10,050
BLE		31-Aug		13,900		13,900
BLW		31-Dec		25,350		16,900
BME		31-Dec		24,300		18,900
BNY		31-Jul		12,100		12,100
BOE		31-Dec		18,700		19,500
BSD		30-Apr		9,500		9,500
BSE		31-Aug		9,500		9,500
BST		31-Dec		24,300		18,700
BSTZ (2)		31-Dec		15,100		N/A
BTA		30-Apr		11,000		11,000
BTT		31-Jul		13,400		13,400
BTZ		31-Dec		33,000		22,000
BUI		31-Dec		22,700		18,900
BYM		31-Aug		15,400		15,400
BZM		31-Aug		7,400		7,400
CII		31-Dec		18,700		19,700
DSU		31-Dec		23,100		15,400
EGF		31-Dec		11,000		11,000
FRA		31-Dec		33,150 (1)		26,600 (1)
HYT		31-Dec		52,740 (1)		45,040 (1)
MUA		30-Apr		12,400		12,400

 

*

Non-audit fees of $2,050,500 and $2,224,000 for the calendar years ended December 31, 2019 and December 31, 2018, respectively, were paid in their entirety by BlackRock, in connection with services provided to the Affiliated Service Providers of each Fund and of other BlackRock open-end and closed-end funds primarily for a service organization controls review and, secondarily, a subscription to the Deloitte Accounting Research Tool. These amounts represent the aggregate fees paid by BlackRock and were not specifically allocated on a per Fund basis.

(1)

Includes fees for the Fund and the Fund’s subsidiary or subsidiaries.

(2)

The Fund commenced operations on June 27, 2019.

 

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Appendix H – 5% Beneficial Share Ownership

 

To the best knowledge of each Fund, based on filings made on or before April 30, 2020 (unless otherwise indicated), the following persons beneficially owned more than 5% of the outstanding shares of the class of the Funds indicated as of April 30, 2020 (unless otherwise indicated):

 

Fund		Investor		Address		Common Shares Held		Common Shares % Held		Preferred Shares Held		Preferred Shares % Held
BAF		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus Ohio 43240		—		—		VMTP: 422		VMTP: 100.00%
		First Trust Portfolios L.P. (1)		120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187		620,533		7.09%		—		—
BBF		First Trust Portfolios L.P. (1)		120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187		587,579		5.74%		—		—
		Bank of America Corporation (2)		100 North Tryon Street Charlotte, North Carolina 28255		—		—		VRDP: 520		VRDP: 100.00%
BBK		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus Ohio 43240		—		—		VMTP: 799		VMTP: 100.00%
BCX		Wells Fargo & Company (3)		420 Montgomery Street San Francisco, CA 94163		7,297,860		8.01%		—		—
		1607 Capital Partners, LLC		13 S. 13th Street, Suite 400 Richmond, Virginia 23219		5,416,170		5.95%		—		—
BFK		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus Ohio 43240		—		—		VMTP: 2,708		VMTP: 100.00%
BFY		Bank of America Corporation (2)		100 North Tryon Street Charlotte, North Carolina 28255		—		—		VRDP: 444		VRDP: 100.00%
BFZ		Wells Fargo & Company (4)		420 Montgomery Street, San Francisco, CA 94163		—		—		VMTP: 1,713		VMTP: 100.00%
BGIO		Morgan Stanley (5)		1585 Broadway New York, NY 10036		1,861,773		8.40%		—		—
BGR		First Trust Portfolios L.P. (1)		1585 Broadway New York, NY 10036		1,786,112		5.99%		—		—
BGY		Morgan Stanley (5)		1585 Broadway New York, NY 10036		9,689,148		9.20%		—		—
		Wells Fargo & Company (3)		420 Montgomery Street, San Francisco, CA 94163		7,024,504		6.65%		—		—
		1607 Capital Partners, LLC		13 S. 13th Street, Suite 400 Richmond, Virginia 23219		6,500,133		6.15%		—		—
BHK		First Trust Portfolios L.P. (1)		1585 Broadway New York, NY 10036		2,764,455		5.13%		—		—
BKN		Sakharam D. Mahurkar—Trustee		2768 Palm Springs Lane Aurora, Illinois 60502		2,000,000		11.65%		—		—
		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus Ohio 43240		—		—		VMTP: 1,259		VMTP: 100.00%
BKT		Sit Investment Associates, Inc.		3300 IDS Center 80 South Eighth Street Minneapolis, MN 55402		10,589,097		16.60%		—		—
		Karpus Investment Management		183 Sully’s Trail Pittsford, NY 14534		9,078,765		14.20%		—		—

 

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Fund		Investor		Address		Common Shares Held		Common Shares % Held		Preferred Shares Held		Preferred Shares % Held
BLE		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus, OH 43240		—		—		VMTP: 1,513		VMTP: 100.00%
BLW		Morgan Stanley (5)		1585 Broadway New York, NY 10036		2,628,060		7.30%		—		—
BME		First Trust Portfolios L.P. (1)		120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187		680,642		6.28%		—		—
		Nova R. Wealth, Inc.		6711 West 121st Street Overland Park, KS 66209		582,784		5.37%		—		—
BNY		Wells Fargo & Company (4)		420 Montgomery Street, San Francisco, CA 94163		—		—		VMTP: 945		VMTP: 100.00%
BOE		Morgan Stanley (5)		1585 Broadway New York, NY 10036		3,963,682		6.00%		—		—
		1607 Capital Partners, LLC		13 S. 13th Street, Suite 400 Richmond, Virginia 23219		3,943,542		6.01%		—		—
BSD		First Trust Portfolios L.P. (1)		120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187		598,302		8.19%		—		—
		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus, OH 43240		—		—		VMTP: 429		VMTP: 100.00%
BSE		RiverNorth Capital Management, LLC		325 N. Lasalle Street, Suite 645 Chicago, IL 60654		564,651		8.66%		—		—
		Saba Capital Management, L.P. (8)		405 Lexington Avenue, 58th Floor New York, New York 10174		383,977		5.90%		—		—
		Sit Investment Associates, Inc.		3300 IDS Center 80 South Eighth Street Minneapolis, MN 55402		358,397		5.50%		—		—
		Bank of America Corporation (2)		100 North Tryon Street Charlotte, North Carolina 28255		—		—		VRDP: 405		VRDP: 100.00%
BTA		First Trust Portfolios L.P. (1)		120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187		1,128,408		8.40%		—		—
		Bank of America Corporation (2)		100 North Tryon Street Charlotte, North Carolina 28255		—		—		VRDP: 760		VRDP: 100.00%
BTT		Wells Fargo & Company (4)		420 Montgomery Street, San Francisco, CA 94163		—		—		RVMTP: 150		RVMTP: 100.00%
BTZ		Wells Fargo & Company (3)		420 Montgomery Street, San Francisco, CA 94163		13,178,105		12.69%		—		—
BYM		Morgan Stanley (5)		1585 Broadway New York, NY 10036		2,363,124		9.00%		—		—
		JPMorgan Chase Bank, National Association		1111 Polaris Parkway, Columbus Ohio 43240		—		—		VMTP: 1,372		VMTP: 100.00%
DSU		RiverNorth Capital Management, LLC		325 N. Lasalle Street, Suite 645 Chicago, IL 60654		2,911,397		5.89%		—		—
EGF		Sit Investment Associates, Inc. (9)		3300 IDS Center 80 South Eighth Street Minneapolis, MN 55402		1,803,252		38.08%		—		—

 

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Fund		Investor		Address		Common Shares Held		Common Shares % Held		Preferred Shares Held		Preferred Shares % Held
		1607 Capital Partners, LLC		13 S. 13th Street, Suite 400 Richmond, Virginia 23219		738,652		15.60%		—		—
		Relative Value Partners Group, LLC		1033 Skokie BLVD. Suite 470 Northbrook, IL 60062		431,127		5.97%		—		—
FRA		Saba Capital Management, L.P. (8)		405 Lexington Avenue, 58th Floor New York, New York 10174		2,671,028		7.40%		—		—
		Relative Value Partners Group, LLC		1033 Skokie BLVD. Suite 470 Northbrook, IL 60062		2,151,101		5.78%		—		—

 

(1)

First Trust Portfolios L.P., First Trust Advisors L.P. and The Charger Corporation filed their Schedule 13G jointly and did not differentiate holdings as to each entity.

(2)

Bank of America Corporation and Banc of America Preferred Funding Corporation filed their Schedule 13D jointly. According to the Schedule 13D, Bank of America Corporation and Banc of America Preferred Funding Corporation each own 100%.

(3)

Wells Fargo & Company filed a Schedule 13G on its own behalf and on the behalf of the following subsidiaries: Wells Capital Management Incorporated; Wells Fargo Bank, National Association; Wells Fargo Advisors Financial Network, LLC; and Wells Fargo Clearing Services, LLC. According to the Schedule 13G, aggregate beneficial ownership reported by Wells Fargo & Company is on a consolidated basis and includes any beneficial ownership separately reported on the Schedule 13G by a subsidiary.

(4)

Wells Fargo & Company filed a Schedule 13G on its own behalf and on the behalf of the following subsidiaries: Wells Fargo Bank, National Association. According to the Schedule 13G, aggregate beneficial ownership reported by Wells Fargo & Company is on a consolidated basis and includes any beneficial ownership separately reported on the Schedule 13G by a subsidiary.

(5)

Morgan Stanley filed a Schedule 13G jointly with Morgan Stanley Smith Barney LLC. According to this Schedule 13G, these common shares include common shares being reported on by Morgan Stanley as a parent holding company and such common shares reported on by Morgan Stanley as a parent holding company are owned, or may be deemed to be beneficially owned, by Morgan Stanley Smith Barney LLC, a wholly owned subsidiary of Morgan Stanley.

(6)

Wells Fargo & Company filed a Schedule 13G on its own behalf and on the behalf of the following subsidiaries: Wells Fargo Clearing Services, LLC; Wells Capital Management Incorporated; and Wells Fargo Advisors Financial Network, LLC. According to the Schedule 13G, aggregate beneficial ownership reported by Wells Fargo & Company is on a consolidated basis and includes any beneficial ownership separately reported on the Schedule 13G by a subsidiary.

(7)

UBS Group AG filed a Schedule 13G on behalf of its own behalf and on the behalf of the following subsidiaries: UBS Financial Services Inc., UBS Securities LLC, and UBS AG London Branch.

(8)

Saba Capital Management, L.P. and Boaz R. Weinstein filed their Schedule 13G jointly and did not differentiate holdings. The holdings reported in the Schedule 13G consist of the holdings of Saba Capital Master Fund Ltd., Saba Capital Master Fund II, Ltd., Saba Capital Leveraged Master Fund Ltd. and Saba Capital Series LLC Series 1.

(9)

Sit Investment Associates, Inc. (“SIA”) and Sit Fixed Income Advisors II, LLC (“SFI”), each registered investment advisers, jointly filed a Schedule 13D/A. According to the Schedule 13D/A, Roger J. Sit, chairman and CEO of SIA and SFI, and Ronald D. Sit, director and vice president of SIA, may be deemed to beneficially own the Fund shares held in SIA and SFI client accounts.

 

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CEC4-0720

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! EASY VOTING OPTIONS: VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE BY TELEPHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL Vote, sign and date your Proxy Card and return it in the postage-paid envelope VIRTUAL MEETING at the following Website www.meetingcenter.io/216964993 on July 27, 2020 at 10:00 a.m. Eastern Time To Participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card The Password for this meeting is BLKA2020 Please detach at perforation before mailing. PROXY BLACKROCK CLOSED-END FUNDS JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020 PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS/TRUSTEES COMMON SHARES The undersigned hereby appoints Jay M. Fife, Jonathan Diorio and Paul Mickle, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the shares of the Funds that the undersigned is entitled to vote at the Joint Annual Meeting of Shareholders of each of the Funds listed on the reverse side to be held on July 27, 2020, at 10:00 a.m. (Eastern time), or at any adjournments, postponements or delays thereof. Because of our concerns regarding the COVID-19 pandemic, the Joint Annual Meeting of Shareholders will be held in a virtual meeting format only, at the following Website: www.meetingcenter.io/216964993. To attend and participate in the virtual Joint Annual Meeting of Shareholders enter the 14-digit control number from the shaded box on this card. The Password for this meeting is BLKA2020. The validity of this proxy is governed by Delaware or Maryland law, as applicable. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Annual Meeting of Shareholders. THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF THIS PROXY IS EXECUTED BUT NO INSTRUCTION IS GIVEN WITH RESPECT TO THE PROPOSAL, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD MEMBER NOMINEES. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT ANNUAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: [phone] BRC_31374_ComC4_052820

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! Funds BlackRock Closed-End Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020. The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/blk-31374 FUNDS FUNDS FUNDS BlackRock Core Bond Trust BlackRock Credit Allocation Income Trust BlackRock Energy and Resources Trust BlackRock Enhanced Equity Dividend Trust BlackRock Enhanced Global Dividend Trust BlackRock Enhanced International Dividend Trust BlackRock Floating Rate Income Trust BlackRock FL Municipal 2020 Term Trust BlackRock Health Sciences Trust BlackRock Income Trust, Inc. BlackRock Limited Duration Income Trust BlackRock Multi-Sector Income Trust BlackRock MuniAssets Fund, Inc. BlackRock Municipal 2020 Term Trust Please detach at perforation before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING “FOR” EACH BOARD MEMBER NOMINEE. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal 1. To Elect Board Member Nominees: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. 01. Michael J. Castellano 02. R. Glenn Hubbard 03. John M. Perlowski 04. W. Carl Kester FOR WITHHOLD FOR ALL FOR WITHHOLD FOR ALL ALL ALL EXCEPT ALL ALL EXCEPT 01 BlackRock Core Bond Trust ? ? ? 02 BlackRock Credit Allocation Income Trust ? ? ? 03 BlackRock Energy and Resources Trust ? ? ? 04 BlackRock Enhanced Equity Dividend Trust ? ? ? 05 BlackRock Enhanced Global Dividend Trust ? ? ? 06 BlackRock Enhanced International Dividend Trust ? ? ? 07 BlackRock Floating Rate Income Trust ? ? ? 08 BlackRock FL Municipal 2020 Term Trust ? ? ? 09 BlackRock Health Sciences Trust ? ? ? 10 BlackRock Income Trust, Inc. ? ? ? 11 BlackRock Limited Duration Income Trust ? ? ? 12 BlackRock Multi-Sector Income Trust ? ? ? 13 BlackRock MuniAssets Fund, Inc. ? ? ? 14 BlackRock Municipal 2020 Term Trust ? ? ? B Authorized Signatures This section must be completed for your vote to be counted. Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) Please print date below Signature 1 Please keep signature within the box Signature 2 Please keep signature within the box / / Scanner bar code xxxxxxxxxxxxxx BRC1 31374 M xxxxxxxx +

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! EASY VOTING OPTIONS: VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE BY TELEPHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL Vote, sign and date your Proxy Card and return it in the postage-paid envelope VIRTUAL MEETING at the following Website www.meetingcenter.io/216964993 on July 27, 2020 at 10:00 a.m. Eastern Time To Participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card The Password for this meeting is BLKA2020 Please detach at perforation before mailing. PROXY BLACKROCK CLOSED-END FUNDS JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020 PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS/TRUSTEES COMMON SHARES The undersigned hereby appoints Jay M. Fife, Jonathan Diorio and Paul Mickle, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the shares of the Funds that the undersigned is entitled to vote at the Joint Annual Meeting of Shareholders of each of the Funds listed on the reverse side to be held on July 27, 2020, at 10:00 a.m. (Eastern time), or at any adjournments, postponements or delays thereof. Because of our concerns regarding the COVID-19 pandemic, the Joint Annual Meeting of Shareholders will be held in a virtual meeting format only, at the following Website: www.meetingcenter.io/216964993. To attend and participate in the virtual Joint Annual Meeting of Shareholders enter the 14-digit control number from the shaded box on this card. The Password for this meeting is BLKA2020. The validity of this proxy is governed by Delaware or Maryland law, as applicable. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Annual Meeting of Shareholders. THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF THIS PROXY IS EXECUTED BUT NO INSTRUCTION IS GIVEN WITH RESPECT TO THE PROPOSAL, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD MEMBER NOMINEES. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT ANNUAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: [phone] BRC_31374_ComC4_052820

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! Funds BlackRock Closed-End Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020. The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/blk-31374 FUNDS FUNDS FUNDS BlackRock Resources & Commodities Strategy Trust BlackRock Science and Technology Trust BlackRock Taxable Municipal Bond Trust BlackRock Utilities, Infrastructure & Power Opp Trust Please detach at perforation before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING “FOR” EACH BOARD MEMBER NOMINEE. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal 1. To Elect Board Member Nominees: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. 01. Michael J. Castellano 02. R. Glenn Hubbard 03. John M. Perlowski 04. W. Carl Kester FOR WITHHOLD FOR ALL FOR WITHHOLD FOR ALL ALL ALL EXCEPT ALL ALL EXCEPT 01 BlackRock Resources & Commodities Strategy Trust ? ? ? 02 BlackRock Science and Technology Trust ? ? ? 03 BlackRock Taxable Municipal Bond Trust ? ? ? 04 BlackRock Utilities, Infrastructure & Power Opp Trust ? ? ? B Authorized Signatures This section must be completed for your vote to be counted. Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) Please print date below Signature 1 Please keep signature within the box Signature 2 Please keep signature within the box / / Scanner bar code xxxxxxxxxxxxxx BRC1 31374 M xxxxxxxx +

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! EASY VOTING OPTIONS: VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE BY TELEPHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL Vote, sign and date your Proxy Card and return it in the postage-paid envelope VIRTUAL MEETING at the following Website www.meetingcenter.io/216964993 on July 27, 2020 at 10:00 a.m. Eastern Time To Participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card The Password for this meeting is BLKA2020 Please detach at perforation before mailing. PROXY BLACKROCK CLOSED-END FUNDS JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020 PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS/TRUSTEES COMMON SHARES The undersigned hereby appoints Jay M. Fife, Jonathan Diorio and Paul Mickle, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the shares of the Funds that the undersigned is entitled to vote at the Joint Annual Meeting of Shareholders of each of the Funds listed on the reverse side to be held on July 27, 2020, at 10:00 a.m. (Eastern time), or at any adjournments, postponements or delays thereof. Because of our concerns regarding the COVID-19 pandemic, the Joint Annual Meeting of Shareholders will be held in a virtual meeting format only, at the following Website: www.meetingcenter.io/216964993. To attend and participate in the virtual Joint Annual Meeting of Shareholders enter the 14-digit control number from the shaded box on this card. The Password for this meeting is BLKA2020. The validity of this proxy is governed by Delaware or Maryland law, as applicable. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Annual Meeting of Shareholders. THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF THIS PROXY IS EXECUTED BUT NO INSTRUCTION IS GIVEN WITH RESPECT TO THE PROPOSAL, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD MEMBER NOMINEES. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT ANNUAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: [phone] BRC_31374_ComC3_052820

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! BlackRock Closed-End Funds Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020. The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/blk-31374 FUNDS FUNDS FUNDS BlackRock CA Municipal Income Trust BlackRock Investment Quality Municipal Trust, Inc. BlackRock Long-Term Municipal Advantage Trust BlackRock MD Municipal Bond Trust BlackRock Municipal 2030 Target Term Trust BlackRock Municipal Bond Trust BlackRock Municipal Income Inv Quality Trust BlackRock Municipal Income Investment Trust BlackRock Municipal Income Quality Trust BlackRock Municipal Income Trust BlackRock Municipal Income Trust II BlackRock NY Municipal Income Quality Trust BlackRock NY Municipal Income Trust BlackRock NY Municipal Income Trust II Please detach at perforation before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING “FOR” EACH BOARD MEMBER NOMINEE. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal 1. To Elect Board Member Nominees: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. 01. Michael J. Castellano 02. R. Glenn Hubbard 03. John M. Perlowski FOR WITHHOLD FOR ALL FOR WITHHOLD FOR ALL ALL ALL EXCEPT ALL ALL EXCEPT 01 BlackRock CA Municipal Income Trust ? ? ? 02 BlackRock Investment Quality Municipal Trust, Inc. ? ? ? 03 BlackRock Long-Term Municipal Advantage Trust ? ? ? 04 BlackRock MD Municipal Bond Trust ? ? ? 05 BlackRock Municipal 2030 Target Term Trust ? ? ? 06 BlackRock Municipal Bond Trust ? ? ? 07 BlackRock Municipal Income Inv Quality Trust ? ? ? 08 BlackRock Municipal Income Investment Trust ? ? ? 09 BlackRock Municipal Income Quality Trust ? ? ? 10 BlackRock Municipal Income Trust ? ? ? 11 BlackRock Municipal Income Trust II ? ? ? 12 BlackRock NY Municipal Income Quality Trust ? ? ? 13 BlackRock NY Municipal Income Trust ? ? ? 14 BlackRock NY Municipal Income Trust II ? ? ? B Authorized Signatures This section must be completed for your vote to be counted. Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) Please print date below Signature 1 Please keep signature within the box Signature 2 Please keep signature within the box / / Scanner bar code xxxxxxxxxxxxxx BRC1 31374 M xxxxxxxx +

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! EASY VOTING OPTIONS: VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE BY TELEPHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL Vote, sign and date your Proxy Card and return it in the postage-paid envelope VIRTUAL MEETING at the following Website www.meetingcenter.io/216964993 on July 27, 2020 at 10:00 a.m. Eastern Time To Participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card The Password for this meeting is BLKA2020 Please detach at perforation before mailing. PROXY BLACKROCK CLOSED-END FUNDS JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020 PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS/TRUSTEES COMMON SHARES The undersigned hereby appoints Jay M. Fife, Jonathan Diorio and Paul Mickle, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the shares of the Funds that the undersigned is entitled to vote at the Joint Annual Meeting of Shareholders of each of the Funds listed on the reverse side to be held on July 27, 2020, at 10:00 a.m. (Eastern time), or at any adjournments, postponements or delays thereof. Because of our concerns regarding the COVID-19 pandemic, the Joint Annual Meeting of Shareholders will be held in a virtual meeting format only, at the following Website: www.meetingcenter.io/216964993. To attend and participate in the virtual Joint Annual Meeting of Shareholders enter the 14-digit control number from the shaded box on this card. The Password for this meeting is BLKA2020. The validity of this proxy is governed by Delaware or Maryland law, as applicable. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Annual Meeting of Shareholders. THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF THIS PROXY IS EXECUTED BUT NO INSTRUCTION IS GIVEN WITH RESPECT TO THE PROPOSAL, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD MEMBER NOMINEES. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT ANNUAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: [phone] BRC_31374_ComC3_052820

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! BlackRock Closed-End Funds Joint Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Shareholders to be Held on July 27, 2020. The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/blk-31374 FUNDS FUNDS BlackRock VA Municipal Bond Trust The BlackRock Strategic Municipal Trust Please detach at perforation before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING “FOR” EACH BOARD MEMBER NOMINEE. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal 1. To Elect Board Member Nominees: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. 01. Michael J. Castellano 02. R. Glenn Hubbard 03. John M. Perlowski FOR WITHHOLD FOR ALL FOR WITHHOLD FOR ALL ALL ALL EXCEPT ALL ALL EXCEPT 01 BlackRock VA Municipal Bond Trust ? ? ? 02 The BlackRock Strategic Municipal Trust ? ? ? B Authorized Signatures This section must be completed for your vote to be counted. Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) Please print date below Signature 1 Please keep signature within the box Signature 2 Please keep signature within the box / / Scanner bar code xxxxxxxxxxxxxx BRC1 31374 M xxxxxxxx +

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! EASY VOTING OPTIONS: VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE BY TELEPHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL Vote, sign and date your Proxy Card and return it in the postage-paid envelope VIRTUAL MEETING at the following Website www.meetingcenter.io/216964993 on July 27, 2020 at 10:00 a.m. Eastern Time To Participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card The Password for this meeting is BLKA2020 Please detach at perforation before mailing. PROXY BLACKROCK CLOSED-END FUNDS JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020 PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS/TRUSTEES COMMON SHARES The undersigned hereby appoints Jay M. Fife, Jonathan Diorio and Paul Mickle, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the shares of the Funds that the undersigned is entitled to vote at the Joint Annual Meeting of Shareholders of each of the Funds listed on the reverse side to be held on July 27, 2020 at 10:00 a.m. (Eastern time), or at any adjournments, postponements or delays thereof. Because of our concerns regarding the COVID-19 pandemic, the Joint Annual Meeting of Shareholders will be held in a virtual meeting format only, at the following Website: www.meetingcenter.io/216964993. To attend and participate in the virtual Joint Annual Meeting of Shareholders enter the 14-digit control number from the shaded box on this card. The Password for this meeting is BLKA2020. The validity of this proxy is governed by Delaware or Maryland law, as applicable. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Annual Meeting of Shareholders. THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF THIS PROXY IS EXECUTED BUT NO INSTRUCTION IS GIVEN WITH RESPECT TO THE PROPOSAL, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD MEMBER NOMINEES. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT ANNUAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: [phone] BCB_31374_C-1b_060220

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! Funds BlackRock Closed-End Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020. The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/blk-31374 FUNDS FUNDS FUNDS BlackRock 2022 Global Income Opportunity Trust BlackRock Corporate High Yield Fund, Inc. BlackRock Debt Strategies Fund, Inc. BlackRock Enhanced Capital and Income Fund, Inc. BlackRock Enhanced Government Fund, Inc. BlackRock Floating Rate Inc Strategies Fund, Inc. BlackRock Health Sciences Trust II BlackRock Science and Technology Trust II Please detach at perforation before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING “FOR” EACH BOARD MEMBER NOMINEE. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal 1. To Elect Board Member Nominees: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. 01. Cynthia L. Egan 02. Michael J. Castellano 03. Catherine A. Lynch FOR ALL WITHHOLD ALL EXCEPT FOR ALL FOR ALL WITHHOLD ALL FOR EXCEPT ALL 01 BlackRock 2022 Global Income Opportunity Trust ? ? ? 02 BlackRock Corporate High Yield Fund, Inc. ? ? ? 03 BlackRock Debt Strategies Fund, Inc. ? ? ? 04 BlackRock Enhanced Capital and Income Fund, Inc. ? ? ? 05 BlackRock Enhanced Government Fund, Inc. ? ? ? 06 BlackRock Floating Rate Inc Strategies Fund, Inc. ? ? ? 07 BlackRock Health Sciences Trust II ? ? ? 08 BlackRock Science and Technology Trust II ? ? ? B Authorized Signatures This section must be completed for your vote to be counted. Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) Please print date below Signature 1 Please keep signature within the box Signature 2 Please keep signature within the box / / Scanner bar code xxxxxxxxxxxxxx BCB1 31374 M xxxxxxxx +

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! EASY VOTING OPTION: VOTE BY MAIL Vote, sign and date your Proxy Card and return it in the postage-paid envelope THANK YOU FOR VOTING Please detach at perforation before mailing. PROXY BLACKROCK CLOSED-END FUNDS JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 27, 2020 PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS/TRUSTEES PREFERRED SHARES The undersigned hereby appoints Jay M. Fife, Jonathan Diorio and Paul Mickle, and each of them, as proxies, each with the power to appoint his or her substitute, and hereby authorizes them to represent and to vote, as designated on the reverse side hereof, all of the shares of the Funds that the undersigned is entitled to vote at the Joint Annual Meeting of Shareholders of each of the Funds listed on the reverse side to be held on July 27, 2020 at 10:00 a.m. (Eastern time) or at any adjournments, postponements or delays thereof. The validity of this proxy is governed by Delaware or Maryland law, as applicable. This proxy does not revoke any prior powers of attorney except for prior proxies given in connection with the Joint Annual Meeting of Shareholders. THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF THIS PROXY IS EXECUTED BUT NO INSTRUCTION IS GIVEN WITH RESPECT TO THE PROPOSAL, THIS PROXY WILL BE VOTED FOR THE ELECTION OF EACH OF THE BOARD MEMBER NOMINEES. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED AT THE JOINT ANNUAL MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS OR DELAYS THEREOF. BRC_31374_C_060220-Pref

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EVERY SHAREHOLDER’S VOTE IS IMPORTANT! BlackRock Closed-End Funds Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Shareholders to be Held on July 27, 2020. The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/blk-31374 FUNDS FUNDS FUNDS BlackRock CA Municipal Income Trust BlackRock Investment Quality Municipal Trust, Inc. BlackRock Long-Term Municipal Advantage Trust BlackRock MD Municipal Bond Trust BlackRock Municipal 2030 Target Term Trust BlackRock Municipal Bond Trust BlackRock Municipal Income Inv Quality Trust BlackRock Municipal Income Investment Trust BlackRock Municipal Income Quality Trust BlackRock Municipal Income Trust BlackRock Municipal Income Trust II BlackRock NY Municipal Income Quality Trust BlackRock NY Municipal Income Trust BlackRock NY Municipal Income Trust II BlackRock VA Municipal Bond Trust The BlackRock Strategic Municipal Trust Please detach at perforation before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING “FOR” EACH BOARD MEMBER NOMINEE. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal 1. To Elect Board Member Nominees: To withhold authority to vote for any individual nominee(s) mark the “For All Except” and write the nominee number on the line provided. 01. Michael J. Castellano 02. R. Glenn Hubbard 03. John M. Perlowski 04. W. Carl Kester FOR WITHHOLD FOR ALL FOR WITHHOLD FOR ALL ALL ALL EXCEPT ALL ALL EXCEPT 01 BlackRock CA Municipal Income Trust ï,£ ï,£ ï,£ 02 BlackRock Investment Quality Municipal Trust, Inc. ï,£ ï,£ ï,£ 03 BlackRock Long-Term Municipal Advantage Trust ï,£ ï,£ ï,£ 04 BlackRock MD Municipal Bond Trust ï,£ ï,£ ï,£ 05 BlackRock Municipal 2030 Target Term Trust ï,£ ï,£ ï,£ 06 BlackRock Municipal Bond Trust ï,£ ï,£ ï,£ 07 BlackRock Municipal Income Inv Quality Trust ï,£ ï,£ ï,£ 08 BlackRock Municipal Income Investment Trust ï,£ ï,£ ï,£ 09 BlackRock Municipal Income Quality Trust ï,£ ï,£ ï,£ 10 BlackRock Municipal Income Trust ï,£ ï,£ ï,£ 11 BlackRock Municipal Income Trust II ï,£ ï,£ ï,£ 12 BlackRock NY Municipal Income Quality Trust ï,£ ï,£ ï,£ 13 BlackRock NY Municipal Income Trust ï,£ ï,£ ï,£ 14 BlackRock NY Municipal Income Trust II ï,£ ï,£ ï,£ 15 BlackRock VA Municipal Bond Trust ï,£ ï,£ ï,£ 16 The BlackRock Strategic Municipal Trust ï,£ ï,£ ï,£ B Authorized Signatures — This section must be completed for your vote to be counted. — Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) — Please print date below Signature 1 — Please keep signature within the box Signature 2 — Please keep signature within the box / / Scanner bar code xxxxxxxxxxxxxx BRC2 31374 M xxxxxxxx +

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*** Exercise Your Right to Vote ***Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on July 27, 2020.Meeting InformationBLACKROCK CLOSED-END FUNDSMeeting Type: Joint Annual MeetingFor holders as of: May 29, 2020Date: July 27, 2020 Time: 10:00 a.m. Eastern Time Location: www.meetingcenter.io/216964993You are receiving this communication because you hold shares in the fund named above.This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).We encourage you to access and review all of the important information contained in the proxy materials before voting.P41406 proxy See the materials reverse and side voting of this instructions. notice to obtain D19226 -

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Before You VoteHow to Access the Proxy MaterialsProxy Materials Available to VIEW or RECEIVE:NOTICE AND PROXY STATEMENTHow to View Online:Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.How to Request and Receive a PAPER or E-MAIL Copy:If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: [phone]) BY E-MAIL*: [e-mail]* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line.Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before July 13, 2020 to facilitate timely delivery.How To VotePlease Choose One of the Following Voting MethodsVote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.P41406 Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.D19227 -

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Voting ItemsThe Board of Directors recommends you vote FOR the following:1. To Elect Board Member Nominees: 01) Cynthia L. Egan 02) Michael J. Castellano 03) Catherine A. LynchNOTE: Such other business as may properly come before the meeting or any adjournment thereof.- P41406 D19228

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Voting Instructions - P41406 D19229

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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on July 27, 2020. Meeting Information BLACKROCK CLOSED-END FUNDS Meeting Type: Joint Annual Meeting For holders as of: May 29, 2020 Date: July 27, 2020 Time: 10:00 a.m. Eastern Time Location: www.meetingcenter.io/216964993 You are receiving this communication because you hold shares in the fund named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. P41405 proxy See the materials reverse and side voting of this instructions notice to obtain . D19269—

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Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT How to View Online: Have the information that is printed in the box marked by the arrow ï§ XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: [phone]) BY E-MAIL*: [e-mail] * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrowï§XXXX XXXX XXXX XXXX (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before July 13, 2020 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow ï§XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. P41405 Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form. D19270—

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Voting Items The Board of Directors recommends you vote FOR the following: 1. To Elect Board Member Nominees: 01) Michael J. Castellano 02) R. Glenn Hubbard 03) John M. Perlowski NOTE: Such other business as may properly come before the meeting or any adjournment thereof.—P41405 D19271

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Voting Items The Board of Directors recommends you vote FOR the following: 1. To Elect Board Member Nominees: 01) Michael J. Castellano 02) R. Glenn Hubbard 03) John M. Perlowski 04) W. Carl Kester NOTE: Such other business as may properly come before the meeting or any adjournment thereof.—P41405 D19272

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Voting Instructions - P41405 D19273