Correspondence 0001193125-25-053972 from iSHARES TRUST (CIK 0001100663)
iSHARES TRUST (CIK 0001100663)
Date: March 13, 2025 · CIK: 0001100663 · Accession: 0001193125-25-053972
AI Filing Summary & Sentiment
File numbers found in text: 333-92935, 811-09729
Letter
VIA EDGAR Division of Investment Management Securities and Exchange Commission Re: iShares Trust (the “Trust”) (Securities Act File No. 333-92935 and Investment Company Act File No. 811-09729) Post-Effective Amendment Nos. 2,789, 2,790 & 2,794
Dear Ms. O’Neal:
This letter responds to your comments with respect to post-effective amendment (“PEA”) numbers 2789, 2790 and 2794 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 Dec 2035 Term Corporate ETF
iShares iBonds Dec 2031 Term Muni Bond ETF
iShares iBonds Oct 2035 Term TIPS ETF
The Securities and Exchange Commission staff (the “Staff”) provided comments to the Trust on January 24, 2025. 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.
Comment 1:
Please provide to the Staff a completed fee table and cost example at least five business days prior to the effective date of the registration statement.
Response:
As requested, the Trust has provided a completed fee table and cost example for each Fund at least five business days prior to the effective date of the registration statement.
Comment 2:
For each of iShares iBonds Dec 2035 Term Corporate ETF and iShares iBonds Oct 2035 Term TIPS ETF, the Staff notes that on page S-1 of each Fund’s prospectus, the disclosure above the fee tables does not indicate that the fund may incur acquired fund fees and expenses (“AFFE”). Could the Trust confirm whether there should be narrative disclosure added regarding the fund’s potential incursion of AFFE?
Securities and Exchange Commission
March 13, 2025
Page 2
Response:
For each of iShares iBonds Dec 2035 Term Corporate ETF and iShares iBonds Oct 2035 Term TIPS ETF, the Trust has added narrative disclosure on page S-1 of each Fund’s potential incursion of AFFE.
* * *
Sincerely,
/s/ Benjamin J. Haskin
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CORRESP 1 filename1.htm CORRESP 1875 K Street, N.W. Washington, DC 20006-1238 Tel: 202 303 1000 Fax: 202 303 2000 March 13, 2025 VIA EDGAR Ms. Deborah O’Neal 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. 2,789, 2,790 & 2,794 Dear Ms. O’Neal: This letter responds to your comments with respect to post-effective amendment (“PEA”) numbers 2789, 2790 and 2794 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 Dec 2035 Term Corporate ETF iShares iBonds Dec 2031 Term Muni Bond ETF iShares iBonds Oct 2035 Term TIPS ETF The Securities and Exchange Commission staff (the “Staff”) provided comments to the Trust on January 24, 2025. 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. Comment 1: Please provide to the Staff a completed fee table and cost example at least five business days prior to the effective date of the registration statement. Response: As requested, the Trust has provided a completed fee table and cost example for each Fund at least five business days prior to the effective date of the registration statement. Comment 2: For each of iShares iBonds Dec 2035 Term Corporate ETF and iShares iBonds Oct 2035 Term TIPS ETF, the Staff notes that on page S-1 of each Fund’s prospectus, the disclosure above the fee tables does not indicate that the fund may incur acquired fund fees and expenses (“AFFE”). Could the Trust confirm whether there should be narrative disclosure added regarding the fund’s potential incursion of AFFE? Securities and Exchange Commission March 13, 2025 Page 2 Response: For each of iShares iBonds Dec 2035 Term Corporate ETF and iShares iBonds Oct 2035 Term TIPS ETF, the Trust has added narrative disclosure on page S-1 of each Fund’s potential incursion of AFFE. * * * Sincerely, /s/ Benjamin J. Haskin Benjamin J. Haskin cc: Marisa Rolland Adithya Attawar Jennifer Kerslake DeCarlo McLaren Tim Kahn Michael Gung Toree Ho Luis Mora George Rafal Eli S. Schwartz - 2 -