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Item 9A. Controls and Procedures

2023-02-23 compared with 2022-03-01 · 193 added, 308 removed, 628 unchanged (44% of the section changed)

Controls and Procedures.

Disclosure Controls and Procedures

The duly authorized officers of the Sponsor performing functions equivalent to those a principal executive officer and principal financial officer of the Trust would perform if the Trust had any officers, with the participation of the Trustee, have evaluated the effectiveness of the Trust’s disclosure controls and procedures, and have concluded that the disclosure controls and procedures of the Trust were effective as of the end of the period covered by this report to provide reasonable assurance that information required to be disclosed in the reports that the Trust files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to the duly authorized officers of the Sponsor performing functions equivalent to those a principal executive officer and principal financial officer of the Trust would perform if the Trust had any officers, as appropriate to allow timely decisions regarding required disclosure.

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Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become ineffective because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The principal executive officer and principal financial officer of the Sponsor assessed the effectiveness of the Trust’s internal control over financial reporting as of December 31, 2021.

Their assessment included an evaluation of the design of the Trust’s internal control over financial reporting and testing of the operational effectiveness of its internal control over financial reporting.

The Sponsor’s management, including the principal executive officer and principal financial officer of the Sponsor, assessed the effectiveness of the Trust’s internal control over financial reporting as of December 31, 2022.

In making its assessment, the Sponsor’s management has utilized the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its report entitled Internal Control –

Integrated Framework (2013).

Based on their assessment and those criteria, the principal executive officer and principal financial officer of the Sponsor concluded that the Trust maintained effective internal control over financial reporting as of December 31, 2021.

Based on their assessment and those criteria, the Sponsor’s management concluded that the Trust maintained effective internal control over financial reporting as of December 31, 2022.

The effectiveness of the Trust’s internal control over financial reporting as of December 31, 2022 has been audited by PricewaterhouseCoopers LLP, the independent registered public accounting firm that audited and reported on the financial statements included in this Form 10-K, as stated in their report which is included herein.

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Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not applicable. 

Directors, Executive Officers and Corporate Governance.

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The following persons, in their respective capacities as directors or executive officers of the Sponsor, perform certain functions with respect to the Trust that, if the Trust had directors or executive officers, would typically be performed by them.

Paul Lohrey is the President and Chief Executive Officer of the Sponsor and Trent Walker is the Chief Financial Officer of the Sponsor.

The Sponsor is managed by a Board of Directors composed of Philip Jensen, Peter Landini, Kimun Lee, Rachel Aguirre, and Paul Lohrey.

Paul Lohrey , CFA , 59, became a principal of the Sponsor in April 2014 and has served as its President and Chief Executive Officer since November 2015.

Since May 2016, Mr.

Lohrey has served as an officer of BlackRock Asset Management International Inc., a former commodity pool operator that withdrew its commodity pool operator registration in February 2014.

Lohrey joined BlackRock, a global asset management firm, as a Managing Director, performing supervisory and managerial functions, in June 2010.

Prior to joining BlackRock, Mr.

Lohrey served as Chief Investment Officer, Europe, performing supervisory and managerial functions, for The Vanguard Group, an asset management firm, from October 2008 to May 2010.

He also held various positions in equity and fixed income portfolio management while at Vanguard from August 1994.

Lohrey earned a Bachelor of Arts in economics from Duke University in 1984 and an MBA in finance from the University of Chicago in 1986.

Trent Walker , 47, became a principal of the Sponsor in June 2021 and serves as its Chief Financial Officer.

Walker has been employed by BlackRock since September 2019 and serves as a Managing Director and Head of Americas Product Oversight and Governance in the Global Accounting and Product Services team, performing supervisory and managerial functions.

Shannon Ghia is the President and Chief Executive Officer of the Sponsor and Bryan Bowers is the Chief Financial Officer of the Sponsor.

The Sponsor is managed by a Board of Directors composed of Shannon Ghia, Bryan Bowers, Philip Jensen, Peter Landini and Kimun Lee.

Shannon Ghia , 46, has served as a Director of the Sponsor since March 2022 and became a principal of the Sponsor on April 18, 2022.

Ghia is a Managing Director of BlackRock and has served as Global Co-Head of ETF Markets since January 1, 2022.

ETF Markets encompasses the Global Markets and Product Engineering teams within EII Markets and Investments (“the Engine”) of BlackRock's ETF and Index Investing organization.

The Engine teams drive investment integrity and market quality in BlackRock's ETF and index portfolios.

Global Markets and Product Engineering together strive to safeguard ETF trading, evolve the ETF ecosystem and develop best-in-class products with enduring integrity that promote clients' financial wellbeing.

From January 1, 2016 to December 31, 2021, Ms.

Ghia served as the U.S.

Head of iShares Global Markets and was responsible for overseeing primary and secondary trading of the iShares ETF suite and developing the ETF ecosystem.

In this capacity, Ms.

Ghia built out the ETF trading platform and operational best practices to support a greater complexity of products and an acceleration in trading volumes.

She also worked closely with exchanges, ETF service providers and liquidity providers to promote ETF market quality.

Ghia's service with BlackRock or its affiliates dates to 2002, including her years with Barclays Global Investors.

Ghia earned a BA degree in Business / Economics with an emphasis in Accounting from the University of California, Santa Barbara.

Bryan Bowers, 47 , has been employed by BlackRock or its affiliates since September 6, 2011, performing supervisory and managerial functions.

From September 1, 2014 to the present, Mr.

Bowers has served as a Director of BlackRock.

Since October 4, 2021, Mr.

Bowers has managed the Product Oversight and Governance team within BlackRock’s Global Accounting and Product Services (“GAAPS”) function.

In that capacity, Mr.

Walker serves as the Treasurer and Chief Financial Officer of iShares Trust, iShares, Inc.

Bowers oversees fund accounting operations, strategic product initiatives, fund certifications, accounting policies and provides support to the Audit Committee of the Board for iShares Trust, iShares, Inc.

and iShares U.S.

ETF Trust and Chief Financial Officer of BlackRock Funds, BlackRock Funds II, BlackRock Funds IV, BlackRock Funds V and BlackRock Funds VI.

From September 1, 2014 to October 3, 2021, Mr.

Bowers worked in Global Financial Reporting on the Business Operations & Technology team within BlackRock’s GAAPS function.

From September 6, 2011 to August 31, 2014, Mr.

Bowers served as a Vice President on BlackRock’s Fund Administration team.

Prior to joining BlackRock, Mr.

Walker served as a Senior Vice President and a Registered Principal of Pacific Investment Management Company LLC, including in the capacity as Treasurer of PIMCO Funds, PIMCO Variable Insurance Trust, PIMCO Equity Series, PIMCO Equity Series VIT, PIMCO Managed Accounts Trust, PIMCO-Sponsored Interval Funds and PIMCO-Sponsored Closed-End Funds from January 16, 2015 to August 30, 2019. Mr.

Walker received his Bachelor of Science in accounting from Northwest Missouri State University and is a certified public accountant.

Rachel Aguirre, 39, became a principal of the Sponsor in June 2021 and serves as its Director.

Aguirre has been employed by BlackRock since March 2005, including her years with Barclays Global Investors, which merged with BlackRock in 2009, and serves as a Managing Director.

Aguirre has served as the Head of U.S.

Product Engineering since March 2021, performing managerial and supervisory functions.

In that capacity, Ms.

Aguirre oversees a team that designs, launches, and assesses the quality of BlackRock’s indexed ETF products and is a member of the firm’s ETF and Index Investments (“EII”) Markets and Investments Executive Committee and the EII Global Product Executive Committee.

Aguirre served as Co-Head of the Americas Portfolio Engineering team within EII from January 2020 to March 2021.

In that role, Ms.

Aguirre oversaw teams that manage the U.S.

iShares EII product ranges.

Prior to that, Ms.

Aguirre served as Head of Developed Markets Portfolio Engineering from May 2016 to December 2019 .

Aguirre received her Bachelor of Science in Mathematics from the College of Creative Studies at UC Santa Barbara and a Master of Science in Financial Mathematics from Stanford University.

Bowers served as an Assistant Vice President of State Street Corporation or its affiliates, where he served as a Unit Manager within the Global and Corporate Bond Accounting Units from September 1, 2007 to September 4, 2011.

Mr. Bowers earned his B.S.

degree in accounting from Stockton University.

Belinda Ng Castaneda , 40, became a principal of the Sponsor on June 20, 2019.

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Castaneda is responsible for running global program level tasks including metrics, reporting and data analysis along with development and administration of the firm’s business continuity planning system.

From January 2012 to February 2016, Mrs.

Castaneda served as an Associate of BlackRock Inc.

From January 2012 to February 2016, Mrs. Castaneda served as an Associate of BlackRock Inc.

as a Business Continuity Program Manager.

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a data analytics technology firm, from July 2006 to February 2009.

Prior to that, Mrs.

Castaneda was an office automation assistant at the U.S.

Prior to that, Mrs. Castaneda was an office automation assistant at the U.S.

Department of Health and Human Services, where she focused on the Employee Human Resource and Payroll System (i.e., PeopleSoft software) from July 2002 to July 2006.

Castaneda earned a Bachelor of Science in Business Administration from San Jose State University, in 2005.

Ann Frechette , CPA, 53, became a principal of the Sponsor on April 13, 2020.

Frechette became a principal of BlackRock Advisors, LLC on April 9, 2020 and of BFA, BlackRock Institutional Trust Company, N.A., BlackRock International Limited, BlackRock Investment Management, LLC, and BlackRock Financial Management, Inc.

Ann Frechette , CPA, 54, became a principal of the Sponsor on April 13, 2020.

Frechette became a principal of BlackRock Advisors, LLC on April 9, 2020 and of BFA, BlackRock Institutional Trust Company, N.A., BlackRock International Limited, BlackRock Investment Management, LLC, and BlackRock Financial Management, Inc.

on April 13, 2020.

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Lee is a California-registered investment adviser and has conducted his consulting business under the name Resources Consolidated since January 1980.

Since September 2010, Mr.

Lee has served as a member of the board of directors of Firsthand Technology Value Fund, Inc., a mutual fund company.

Since September 2010, Mr. Lee has served as a member of the board of directors of Firsthand Technology Value Fund, Inc., a mutual fund company.

Since April 2013, Mr.

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Charles Park , 55, became a principal of the Advisor in December 2012 and has served as Chief Compliance Officer for the Advisor since August 2006.

Park became a principal of BlackRock Advisors, LLC, a commodity pool operator and commodity trading advisor registered with the CFTC, in June 2014 and has served as its Chief Compliance Officer since June 2014.

Mr. Park became a principal of BlackRock Advisors, LLC, a commodity pool operator and commodity trading advisor registered with the CFTC, in June 2014 and has served as its Chief Compliance Officer since June 2014.

Park became a principal of BlackRock Financial Management, Inc., an investment management company, in September 2016 and has served as Chief Compliance Officer of BlackRock Financial Management, Inc.

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Greg Savage , 51, became a principal and associated person of the Sponsor in July 2012 and performs supervisory and managerial functions.

Since March 2009, Mr.

Since March 2009, Mr.

Savage was a principal and associated person, performing supervisory and managerial functions, of BlackRock Asset Management International Inc., a former commodity pool operator that withdrew its commodity pool operator registration in February 2014.

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The Code of Ethics is available by writing the Sponsor at 400 Howard Street, San Francisco, CA 94105 or calling the Sponsor at (415) 670-2000.

The Sponsor’s Code of Ethics is intended to be a codification of the business and ethical principles that guide the Sponsor, deter wrongdoing, and promote (1) honest and ethical conduct (including the ethical handling of actual or apparent conflicts of interest), (2) full, fair, accurate, timely and understandable disclosure in public reports, documents and communications, (3) compliance with applicable laws and governmental rules and regulations, (4) the prompt internal reporting of violations of the Code of Ethics and (5) accountability for adherence to the Code of Ethics.

The Sponsor’s Code of Ethics is intended to be a codification of the business and ethical principles that guide the Sponsor, deter wrongdoing, and promote (1) honest and ethical conduct (including the ethical handling of actual or apparent conflicts of interest), (2) full, fair, accurate, timely and understandable disclosure in public reports, documents and communications, (3) compliance with applicable laws and governmental rules and regulations, (4) the prompt internal reporting of violations of the Code of Ethics and (5) accountability for adherence to the Code of Ethics.

Executive Compensation.

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The Trust is managed by the Sponsor and pays the Sponsor the Sponsor’s Fee.

For the year ended December 31, 2021, the Trust has incurred a Sponsor’s Fee of $9,465,137.

For the year ended December 31, 2022, the Trust incurred a Sponsor’s Fee of $13,482,545.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

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Restated Certificate of Trust of iShares S&P GSCI ™

Commodity-Indexed Trust is incorporated by reference to Exhibit 3.1(i) of registrant’s Current Report on Form 8-K on May 9, 2007

Third Amended and Restated Trust Agreement is incorporated by reference to Exhibit 4.1 of registrant’s Registration Statement No.

333‑193156 on January 2, 2014

Commodity-Indexed Trust is incorporated by reference to Exhibit 3.1(i) of registrant ’

s Current Report on Form 8-K on May 9, 2007

Fourth Amended and Restated Trust Agreement is incorporated by reference to Exhibit 4.1 of registrant's Current Report on Form 8-K filed on April 1, 2022

Authorized Participant Agreement is incorporated by reference to Exhibit 4.2 of registrant’s Current Report on Form 8-K on November 29, 2013

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934

Investment Advisory Agreement is incorporated by reference to Exhibit 10.1 of Registrant’s Registration Statement No.

Investment Advisory Agreement is incorporated by reference to Exhibit 10.1 of Registrant ’

s Registration Statement No.

333-193156 on January 2, 2014

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333-126810 on May 26, 2006

Futures and Options Account Agreement is incorporated by reference to Exhibit 10.3 filed with registrant’s Registration Statement No. 333‑193156 on January 2, 2014

Master Service Agreement is incorporated by reference to Exhibit 10.4 of registrant's Registration Statement on Form S-3/A (No.

333-254992) on May 24, 2021

Futures and Options Account Agreement is incorporated by reference to Exhibit 10.3 filed with registrant ’s Registration Statement No. 333‑

193156 on January 2, 2014

Master Service Agreement is incorporated by reference to Exhibit 10.4 of registrant's Registration Statement on Form S-3/A (No. 333‑254992) on May 24, 2021

Service Module for Custodial Services is incorporated by reference to Exhibit 10.5 of registrant's Registration Statement on Form S-3/A (No.

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333-254992) on May 24, 2021

Control Agreement is incorporated by reference to Exhibit 10.7 of registrant’s Post-Effective Amendment No.

1 to Registration Statement No. 333‑193156 on April 2, 2014

Control Agreement is incorporated by reference to Exhibit 10.7 of registrant ’

s Post-Effective Amendment No.

1 to Registration Statement No.

193156 on April 2, 2014

Consent of PricewaterhouseCoopers LLP

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Certification by Principal Executive Officer Pursuant to 18 U.S.C.

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes ‑

Oxley Act of 2002

Certification by Principal Financial Officer Pursuant to 18 U.S.C.

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes ‑

Oxley Act of 2002

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )

Statements of Assets and Liabilities at December 31, 2021 and 2020

Statements of Operations for the years ended December 31, 2021, 2020 and 2019

Statements of Changes in Net Assets for the years ended December 31, 2021, 2020 and 2019

Statements of Cash Flows for the years ended December 31, 2021, 2020 and 2019

Schedules of Investments at December 31, 2021 and 2020

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID 238 ) F-1

Statements of Assets and Liabilities at December 31, 2022 and 2021 F-3

Statements of Operations for the years ended December 31, 2022, 2021 and 2020 F-4

Statements of Changes in Net Assets for the years ended December 31, 2022, 2021 and 2020 F-5

Statements of Cash Flows for the years ended December 31, 2022, 2021 and 2020 F-6

Schedules of Investments at December 31, 2022 and 2021 F-7

Notes to Financial Statements F-9

Report of Independent Registered Public Accounting Firm

To the Sponsor and Shareholders of iShares®

S&P GSCI™

To the Sponsor and Shareholders of

iShares S&P GSCI™

Commodity-Indexed Trust

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of iShares®

S&P GSCI™

Commodity-Indexed Trust (the “Trust”) as of December 31, 2021 and 2020, and the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2021, including the related notes (collectively referred to as the “financial statements”).

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of iShares S&P GSCI™

Commodity‑Indexed Trust (the “Trust”) as of December 31, 2022 and 2021, and the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2022, including the related notes (collectively referred to as the “financial statements”).

We also have audited the Trust’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

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A trust’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A trust’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Trust;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Trust are being made only in accordance with authorizations of management and Sponsor of the Trust;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Trust’s assets that could have a material effect on the financial statements.

A trust’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Trust;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Trust are being made only in accordance with authorizations of the Sponsor’s management and the Sponsor of the Trust;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Trust’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

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Philadelphia, Pennsylvania

March 1, 2022

February 23, 2023

We have served as the Trust’s auditor since 2006.

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890,974  

Payable for investment securities purchased  

89,994,437  

Payable for capital shares redeemed

Payable for investment securities purchased

89,994,437  

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For the years ended December 31, 2022, 2021 and 2020

Years Ended December 31,  

Investment Income

$ 426,034  

$ 3,742,855  

$ 21,394,995  

Total investment income

426,034  

3,742,855  

21,394,995  

Sponsor’s fees

9,465,137  

5,005,767  

7,353,186  

Brokerage commissions and fees

1,346,112  

1,013,439  

1,015,967  

Total expenses

10,811,249  

6,019,206  

8,369,153  

Net investment income (loss)

( 10,385,215 )  

( 2,276,351 )  

13,025,842  

Net Realized and Unrealized Gain (Loss)  

Net realized gain (loss) from:

Short-term investments

62,112  

96,367  

Futures contracts

381,834,976  

( 204,137,367 )  

25,617,934  

( 204,137,367

Net realized gain (loss)

381,836,048  

( 204,075,255 )  

25,714,301  

( 204,075,255

Net change in unrealized appreciation/depreciation on:

Short-term investments

( 81,566 )  

38,916  

Futures contracts

( 5,445,651 )  

22,817,921  

136,157,900  

Net change in unrealized appreciation/depreciation

( 5,441,876 )  

22,736,355  

136,196,816  

Net realized and unrealized gain (loss)

376,394,172  

( 181,338,900 )  

161,911,117  

( 181,338,900

Net increase (decrease) in net assets resulting from operations

$ 366,008,957  

$ ( 183,615,251 )  

$ 174,936,959  

( 183,615,251

Net increase (decrease) in net assets per Share (a)

$ 4.51  

$ ( 3.09 )  

$ 2.79  

Net increase (decrease) in net assets per Share based on average shares outstanding during the year.

See notes to financial statements.

iShares S&P GSCI ™

Commodity-Indexed Trust

1 unchanged sentence

For the years ended December 31, 2022, 2021 and 2020

Years Ended December 31,  

Net Assets, Beginning of Year

$ 827,346,620  

$ 775,343,105  

$ 1,209,866,609  

1,431,810,115

Net investment income (loss)

( 10,385,215 )  

( 2,276,351 )  

13,025,842  

Net realized gain (loss)

381,836,048  

( 204,075,255 )  

25,714,301  

( 204,075,255

Net change in unrealized appreciation/depreciation

( 5,441,876 )  

22,736,355  

136,196,816  

Net increase (decrease) in net assets resulting from operations

366,008,957  

( 183,615,251 )  

174,936,959  

( 183,615,251

Capital Share Transactions:

Contributions for Shares issued

522,133,469  

366,906,034  

180,290,776  

Distributions for Shares redeemed

( 283,678,931 )  

( 131,287,268 )  

( 1,078,742,396

( 283,678,931

( 131,287,268

Net increase (decrease) in net assets from capital share transactions

238,454,538  

235,618,766  

( 601,508,880

Increase (decrease) in net assets

604,463,495  

52,003,515  

( 210,700,258

Net Assets, End of Year

$ 1,431,810,115  

$ 827,346,620  

$ 775,343,105  

1,221,109,857

1,431,810,115

Shares issued and redeemed

Shares issued

34,750,000  

31,850,000  

11,950,000  

Shares redeemed

( 18,250,000 )  

( 12,350,000 )  

( 50,700,000 )

Net increase (decrease) in Shares issued and outstanding

16,500,000  

19,500,000  

( 38,750,000 )

See notes to financial statements.

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For the years ended December 31, 2022, 2021 and 2020

Years Ended December 31,  

Cash Flows from Operating Activities

Net increase (decrease) in net assets resulting from operations

$ 366,008,957  

$ ( 183,615,251 )  

$ 174,936,959  

( 183,615,251

Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:

Purchases of short-term investments

( 8,969,201,919 )  

( 3,958,461,167 )  

( 12,149,834,676

( 8,969,201,919

( 3,958,461,167

Sales/maturities of short-term investments

8,286,216,364  

3,897,733,626  

6,946,868,283  

Accretion of discount

( 426,034 )  

( 3,740,655 )  

12,468,482,968

8,286,216,364

3,897,733,626

Accretion of discount

Net realized (gain) loss on short-term investments

( 1,072 )  

( 62,112 )  

Net change in unrealized appreciation/depreciation on short-term investments

( 3,775 )  

81,566  

Change in operating assets and liabilities:

Receivable for variation margin on open futures contracts  

3,335,487  

( 3,335,487 )  

920,643  

Payable for variation margin on open futures contracts  

17,314,591  

( 5,952,581 )  

5,952,581  

Payable for investment securities purchased  

89,994,437  

Sponsor’s fees payable  

383,766  

41,371  

Brokerage commissions and fees payable  

Net cash provided by (used in) operating activities  

( 206,379,198 )  

( 257,310,690 )  

630,669,324  

Cash Flows from Financing Activities  

Contributions for Shares issued  

522,133,469  

366,906,034  

180,290,776  

Distributions for Shares redeemed  

( 294,751,228 )  

( 120,214,971 )  

Receivable for variation margin on open futures contracts

Payable for variation margin on open futures contracts

Payable for investment securities purchased

Sponsor’s fees payable

Brokerage commissions and fees payable

Net cash provided by (used in) operating activities

( 206,379,198

Net cash provided by (used in) financing activities  

227,382,241  

246,691,063  

( 257,310,690

Net increase (decrease) in cash and cash equivalents  

21,003,043  

( 10,619,627 )  

21,208,861  

Beginning of year  

Cash Flows from Financing Activities

Contributions for Shares issued

Distributions for Shares redeemed

( 1,078,742,396

( 294,751,228

( 120,214,971

Net cash provided by (used in) financing activities

( 601,508,880

Net increase (decrease) in cash and cash equivalents

Beginning of year

Unrestricted –

20,622,531  

31,242,158  

10,033,297  

End of year  

Unrestricted –

$ 41,625,574  

$ 20,622,531  

$ 31,242,158  

See notes to financial statements.

iShares S&P GSCI ™

 Commodity-Indexed Trust

iShares S&P GSCI ™ 

Commodity-Indexed Trust

Schedules of Investments

3 unchanged sentences

Treasury bills (a)(b) :

0.03% – 

0.04% due 1/04/22

$ 100,000,000  

$ 100,000,084  

0.03% – 

0.04% due 1/06/22

84,000,000  

83,999,971  

0.03% due 1/11/22

53,000,000  

52,999,941  

0.04% – 

0.05% due 1/25/22

20,000,000  

19,999,771  

0.03% – 

0.06% due 2/01/22

74,000,000  

73,998,510  

3.05% –

3.89% due 1/03/23

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$ 94,000,000  

0.03% – 

3.37% –

3.87% due 1/05/23

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119,975,767  

3.81% –

4.01% due 1/10/23

1 unchanged sentence

79,943,727  

0.03% – 

3.81% due 1/12/23

1 unchanged sentence

34,969,615  

0.03% – 

3.80% –

4.10% due 1/17/23

1 unchanged sentence

169,756,793  

0.03% – 

3.56% –

3.86% due 1/19/23

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70,885,769  

0.04% – 

3.68% –

4.19% due 1/24/23

1 unchanged sentence

254,428,687  

0.05% – 

3.72% –

3.96% due 1/26/23

1 unchanged sentence

67,831,414  

0.04% – 

4.09% due 1/31/23

1 unchanged sentence

59,816,134  

3.99% –

4.01% due 2/07/23

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Treasury bills (Cost:

$ 1,498,362,211 )

$ 1,201,949,825 )  

1,202,347,481  

Total Investments –

98.46%  

1,202,347,481  

Other Assets, Less Liabilities –

( 66,574,428 )

18,762,376  

Net Assets –

100.00%  

$ 1,221,109,857  

A portion of the above U.S.

2 unchanged sentences

As of December 31, 2022, the open S&P GSCI-ER futures contracts were as follows:

Number of Contracts  

Expiration Date  

Current Notional Amount  

Number of Contracts

Expiration Date

Current Notional Amount

Net Unrealized Appreciation

5 unchanged sentences

December 31, 2021

Security Description

8 unchanged sentences

83,999,971  

0.03% due 1/11/22

53,000,000  

52,999,941  

0.04% –

13 unchanged sentences

104,996,981  

0.05% due 2/10/22

89,000,000  

88,996,946  

0.03% –

10 unchanged sentences

75,998,152  

0.04% –

0.05% due 2/24/22

5 unchanged sentences

119,993,349  

0.04% –

0.06% due 3/03/22

13 unchanged sentences

34,996,079  

0.08% due 3/24/22

60,000,000  

59,992,534  

Treasury bills (Cost:

4 unchanged sentences

Other Assets, Less Liabilities –

12,378,513  

( 66,574,428 )

Net Assets –

4 unchanged sentences

As of December 31, 2021, the open S&P GSCI-ER futures contracts were as follows:

Number of Contracts  

Expiration Date  

Current Notional Amount  

Number of Contracts

Expiration Date

Current Notional Amount

Net Unrealized Appreciation

36 unchanged sentences

Basis of Accounting

The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements in conformity with U.S.

The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements in conformity with U.S. GAAP.

The preparation of financial statements in conformity with U.S.

36 unchanged sentences

The Trustee determines the net asset value per Share (the “NAV”) by dividing the net asset value of the Trust on a given day by the number of Shares outstanding at the time the calculation is made.

The NAV is calculated each business day on which NYSE Arca, Inc.

The NAV is calculated each business day on which NYSE Arca, Inc.

(“NYSE Arca”) is open for regular trading, as soon as practicable after 4:00 p.m.

19 unchanged sentences

The Sponsor has agreed under the Trust Agreement to pay the following administrative, operational and marketing expenses:

( 1 ) the fees of the Trustee, the Delaware Trustee, the Advisor, the Trust Administrator, the processing agent and their respective agents, ( 2 ) NYSE Arca listing fees, ( 3 ) printing and mailing costs, ( 4 ) audit fees, ( 5 ) fees for registration of the Shares with the SEC, ( 6 ) tax reporting costs, ( 7 ) license fees and ( 8 ) legal expenses relating to the Trust of up to $ 100,000 annually.

The Sponsor may determine in its sole discretion to assume legal fees and expenses of the Trust in excess of the amount required under the Trust Agreement.

To the extent that the Sponsor does not voluntarily assume such fees and expenses, they will be the responsibility of the Trust.

5  - Related Parties

3 unchanged sentences

The Trust Agreement provides that the Trustee shall indemnify the Sponsor, its directors, employees, delegees and agents against, and hold each of them harmless from, any loss, liability, claim, cost, expense or judgment of any kind whatsoever (including reasonable fees and expenses of counsel) (i) caused by the negligence or bad faith of the Trustee or (ii) arising out of any information furnished in writing to the Sponsor by the Trustee expressly for use in the registration statement, or any amendment thereto or periodic report, filed with the SEC relating to the Shares that is not materially altered by the Sponsor.

The Trust Agreement provides that the Sponsor and its shareholders, directors, officers, employees, affiliates (as such term is defined under the Securities Act of 1933, as amended) and subsidiaries and agents shall be indemnified from the Trust and held harmless against any loss, liability, claim, cost, expense or judgment of any kind whatsoever (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of their obligations under the Trust Agreement or any actions taken in accordance with the provisions of the Trust Agreement and incurred without their ( 1 ) negligence, bad faith or willful misconduct or ( 2 ) reckless disregard of their obligations and duties under the Trust Agreement.

The Trust Agreement provides that the Sponsor and its shareholders, directors, officers, employees, affiliates (as such term is defined under the Securities Act of 1933, as amended) and subsidiaries and agents shall be indemnified from the Trust and held harmless against any loss, liability, claim, cost, expense or judgment of any kind whatsoever (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of their obligations under the Trust Agreement or any actions taken in accordance with the provisions of the Trust Agreement and incurred without their ( 1 ) negligence, bad faith or willful misconduct or ( 2 ) reckless disregard of their obligations and duties under the Trust Agreement.

The investment advisory agreement (the “Advisory Agreement”) between the Trust and the Advisor provides that the Advisor and its shareholders, directors, officers, employees, affiliates (as such term is defined under the Securities Act of 1933, as amended) and subsidiaries shall be indemnified from the Trust and held harmless against any loss, liability, cost, expense or judgment (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of their obligations under the Advisory Agreement or any actions taken in accordance with the provisions of the Advisory Agreement and incurred without their ( 1 ) negligence, bad faith or willful misconduct or ( 2 ) reckless disregard of their obligations and duties under the Advisory Agreement.

2 unchanged sentences

The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred.

8 - Financial Highlights

8  - Financial Highlights

The following financial highlights relate to investment performance and operations for a Share outstanding for the years ended December 31, 2022, 2021 and 2020.

5 unchanged sentences

( 0.13 )  

( 0.04 )  

Net realized and unrealized gain (loss) (b)

( 3.90 )  

Net increase (decrease) in net assets from operations

( 3.94 )  

Net asset value per Share, end of year

17 unchanged sentences

The Index Futures’

settlement value at expiration is based on the value of the S&P GSCI-ER at that time.

settlement value at expiration is based on the value of the S&P GSCI-ER at that time.

Therefore, the value of the Trust will fluctuate based upon the value of the S&P GSCI-ER and the prices of futures contracts and commodities underlying the S&P GSCI-ER.

The commodities markets have historically been extremely volatile.

For the year ended December 31, 2021 and the year ended December 31, 2020, the average month-end notional amounts of open Index Futures were $ 1,239,905,352 and $ 668,432,601 , respectively.

For the year ended December 

2022 and the year ended December 

31, 2021, the average month-end notional amounts of open Index Futures were $ 1,745,238,033 and $ 1,239,905,352 , respectively.

The following table shows the variation margin on open futures contracts, by risk exposure category, on the Statements of Assets and Liabilities as of December 31, 2022 and December 31, 2021:

Asset Derivatives  

Fair Value  

Liability Derivatives  

Fair Value  

December 31, 2021  

Commodity contracts Receivable for variation margin on open futures contracts  

Payable for variation margin on open futures contracts  

Asset Derivatives

Liability Derivatives

December 31, 2022

Commodity contracts

Receivable for variation margin on open futures contracts

$ 14,408,722  

December 31, 2020  

Commodity contracts Receivable for variation margin on open futures contracts  

Payable for variation margin on open futures contracts

December 31, 2021

Commodity contracts

Receivable for variation margin on open futures contracts

Payable for variation margin on open futures contracts

$ 17,314,591  

Payable for variation margin on open futures contracts  

The following table shows the effect of the open futures contracts, by risk exposure category, on the Statements of Operations for the years ended December 31, 2022, 2021 and 2020:

3 unchanged sentences

Appreciation/Depreciation

December 31, 2021  

Commodity contracts Net realized gain (loss) from futures contracts  

December 31, 2022

Commodity contracts

Net realized gain (loss) from futures contracts

$ 359,651,081  

Net change in unrealized appreciation/depreciation on futures contracts  

( 5,445,651 )

December 31, 2020  

Commodity contracts Net realized gain (loss) from futures contracts  

Net change in unrealized appreciation/depreciation on futures contracts

23,317,777  

Net change in unrealized appreciation/depreciation on futures contracts  

December 31, 2021

Commodity contracts

Net realized gain (loss) from futures contracts

$ 381,834,976  

December 31, 2019  

Commodity contracts Net realized gain (loss) from futures contracts  

Net change in unrealized appreciation/depreciation on futures contracts

( 5,445,651 )

December 31, 2020

Commodity contracts

Net realized gain (loss) from futures contracts

$ ( 204,137,367 )  

Net change in unrealized appreciation/depreciation on futures contracts  

22,817,921  

18 unchanged sentences

Fair value pricing could result in a difference between the prices used to calculate the Trust’s net asset value and the prices used by the Trust’s underlying index, which in turn could result in a difference between the Trust’s performance and the performance of the Trust’s underlying index.

The following table summarizes the value of each of the Trust’s investments by the fair value hierarchy levels as of December 31, 2021 and December 31, 2020:

Level 1  

Level 2  

Level 3  

December 31, 2021  

Futures contracts (a)  

The following table summarizes the value of each of the Trust’s investments by the fair value hierarchy levels as of December 31, 2022 and December 

December 31, 2022

Futures contracts (a)

$ 60,324,698  

Treasury bills  

1,202,347,481  

December 31, 2020  

Futures contracts (a)  

December 31, 2021

Futures contracts (a)

$ 37,006,921  

Treasury bills  

1,498,384,543  

6 unchanged sentences

Commodity-Indexed Trust (registrant)

/s/ Paul Lohrey

/s/ Shannon Ghia

Director, President and Chief Executive Officer

(Principal executive officer)

March 1, 2022

/s/ Trent Walker

Chief Financial Officer

February 23, 2023

/s/ Bryan Bowers

Director and Chief Financial Officer

(Principal financial and accounting officer)

March 1, 2022

/s/ Rachel Aguirre

Rachel Aguirre

March 1, 2022

February 23, 2023

/s/ Philip Jensen

Philip Jensen

March 1, 2022

/s/ Peter Landini

February 23, 2023

/s/ Peter Landini  

Peter Landini

March 1, 2022

February 23, 2023

/s/ Kimun Lee

March 1, 2022

February 23, 2023

The registrant is a trust and the persons are signing in their respective capacities as officers or directors of iShares Delaware Trust Sponsor LLC, the Sponsor of the registrant.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures