Correspondence 0001193125-24-240438 from iSHARES TRUST (CIK 0001100663)
iSHARES TRUST (CIK 0001100663)
Date: Oct. 21, 2024 · CIK: 0001100663 · Accession: 0001193125-24-240438
AI Filing Summary & Sentiment
File numbers found in text: 333-92935, 811-09729
Letter
VIA EDGAR Division of Investment Management Securities and Exchange Commission (Securities Act File No. 333-92935 and Investment Company Act File No. 811-09729) Post-Effective Amendment Nos. 2,758, 2,759, 2,760 & 2,761
Re: iShares Trust (the “Trust”)
Dear Mr. Orlic:
This letter responds to your comments with respect to post-effective amendment (“PEA”) numbers 2,758, 2,759, 2,760 & 2,761 to the registration statement of the Trust filed pursuant to Rule 485(a) under the Securities Act of 1933 (“Securities Act”), on behalf of the following series of the Trust (each, a “Fund”):
iShares iBonds 1-5 Year Corporate Ladder ETF
iShares iBonds 1-5 Year High Yield and Income Ladder ETF
iShares iBonds 1-5 Year TIPS Ladder ETF
iShares iBonds 1-5 Year Treasury Ladder ETF
The Securities and Exchange Commission staff (the “Staff”) provided comments to the Trust on October 1, 2024. For your convenience, the Staff’s comments are summarized below, and each comment is followed by the Trust’s response. Capitalized terms have the meanings assigned in each Fund’s Prospectus unless otherwise defined in this letter.
Comments applicable to each Fund
Comment 1:
Please provide to the Staff a completed fee table and expense example with this comment response letter, to be filed at least one week prior to the effective date of the registration statement.
Response:
The Trust has provided to the Staff the Fund’s completed fee table and expense example.
BRUSSELS CHICAGO DALLAS FRANKFURT HOUSTON LONDON LOS ANGELES MILAN
MUNICH NEW YORK PALO ALTO PARIS ROME SAN FRANCISCO WASHINGTON
Securities and Exchange Commission
October 21, 2024
Page 2
Comment 2:
Please confirm whether the Funds anticipate that they will incur Acquired Fund Fees and Expenses (“AFFE”), especially given that the Funds are funds-of-funds.
Response:
The Trust confirms that there will be an AFFE line in each Fund’s fee table. Additionally, the Trust will add the following footnote to each Fund’s fee table: “As the Fund has not commenced operations prior to the date of the Fund’s prospectus (the ‘Prospectus’), Acquired Fund Fees and Expenses are based on an estimate of the Fund’s allocation to other investment companies for the current fiscal year.”
Comment applicable to iShares iBonds 1-5 Year Treasury Ladder ETF
Comment 3:
The Staff notes that on page S-4, within “Investment in Underlying Funds Risk,” there is a call-out for “Passive Investment Risk.” Passive Investment Risk is not included in the same disclosure for the other Funds referenced herein. Please clarify whether this should be included.
Response:
The Trust has removed the reference to “Passive Investment Risk” from the Prospectus.
* * *
Sincerely,
/s/ Anne C. Choe
Show Raw Text
CORRESP 1 filename1.htm CORRESP October 21, 2024 VIA EDGAR Mr. David Orlic Division of Investment Management Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: iShares Trust (the “Trust”) (Securities Act File No. 333-92935 and Investment Company Act File No. 811-09729) Post-Effective Amendment Nos. 2,758, 2,759, 2,760 & 2,761 Dear Mr. Orlic: This letter responds to your comments with respect to post-effective amendment (“PEA”) numbers 2,758, 2,759, 2,760 & 2,761 to the registration statement of the Trust filed pursuant to Rule 485(a) under the Securities Act of 1933 (“Securities Act”), on behalf of the following series of the Trust (each, a “Fund”): iShares iBonds 1-5 Year Corporate Ladder ETF iShares iBonds 1-5 Year High Yield and Income Ladder ETF iShares iBonds 1-5 Year TIPS Ladder ETF iShares iBonds 1-5 Year Treasury Ladder ETF The Securities and Exchange Commission staff (the “Staff”) provided comments to the Trust on October 1, 2024. For your convenience, the Staff’s comments are summarized below, and each comment is followed by the Trust’s response. Capitalized terms have the meanings assigned in each Fund’s Prospectus unless otherwise defined in this letter. Comments applicable to each Fund Comment 1: Please provide to the Staff a completed fee table and expense example with this comment response letter, to be filed at least one week prior to the effective date of the registration statement. Response: The Trust has provided to the Staff the Fund’s completed fee table and expense example. BRUSSELS CHICAGO DALLAS FRANKFURT HOUSTON LONDON LOS ANGELES MILAN MUNICH NEW YORK PALO ALTO PARIS ROME SAN FRANCISCO WASHINGTON Securities and Exchange Commission October 21, 2024 Page 2 Comment 2: Please confirm whether the Funds anticipate that they will incur Acquired Fund Fees and Expenses (“AFFE”), especially given that the Funds are funds-of-funds. Response: The Trust confirms that there will be an AFFE line in each Fund’s fee table. Additionally, the Trust will add the following footnote to each Fund’s fee table: “As the Fund has not commenced operations prior to the date of the Fund’s prospectus (the ‘Prospectus’), Acquired Fund Fees and Expenses are based on an estimate of the Fund’s allocation to other investment companies for the current fiscal year.” Comment applicable to iShares iBonds 1-5 Year Treasury Ladder ETF Comment 3: The Staff notes that on page S-4, within “Investment in Underlying Funds Risk,” there is a call-out for “Passive Investment Risk.” Passive Investment Risk is not included in the same disclosure for the other Funds referenced herein. Please clarify whether this should be included. Response: The Trust has removed the reference to “Passive Investment Risk” from the Prospectus. * * * Sincerely, /s/ Anne C. Choe Anne C. Choe cc: Benjamin J. Haskin Marisa Rolland Michael Foland DeCarlo McLaren Michael Gung Toree Ho Luis Mora George Rafal Robert C. Harrington Joseph A. Goldman - 2 -