What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2022-03-01 compared with 2021-03-01 · 202 added, 108 removed, 440 unchanged (41% of the section changed)

2 unchanged sentences

There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures.

Management’s Report on Internal Control over Financial Reporting

Management ’

s Report on Internal Control over Financial Reporting

The Sponsor’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f) and 15d-15(f).

15 unchanged sentences

Not applicable.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not applicable. 

Directors, Executive Officers and Corporate Governance.

1 unchanged sentence

The following persons, in their respective capacities as directors or executive officers of the Sponsor, a Delaware limited liability company, 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 Mary Cronin is the Chief Financial Officer of the Sponsor.

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

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 Rachel Aquirre, Philip Jensen, Peter Landini, Kimun Lee, and Paul Lohrey.

Paul Lohrey, CFA, 59, has served as President and Chief Executive Officer of the Sponsor since November 2015.

Lohrey joined BlackRock, Inc., 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.

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.

Mary Cronin, (formerly Miley), 43, became a principal of the Sponsor in April 2019 and serves as its Director and Chief Financial Officer.

Since May 2012, Ms.

Cronin has served as a Director of BlackRock, Inc., performing supervisory and managerial functions.

Prior to joining BlackRock, Inc., Ms.

Cronin served in an accounting operations and financial reporting function supporting the registered funds and UCITS funds at Dodge & Cox, an asset management firm, from November 2008 to April 2012.

Mr. 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.

In that capacity, Mr.

Walker serves as the Treasurer and Chief Financial Officer of 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.

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.

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.

Cronin was an audit Senior Manager at PricewaterhouseCoopers LLP where she focused on the audits of registered investment companies from September 1999 to October 2008.

Cronin earned a Bachelor of Science in business administration from California Polytechnic State University, San Luis Obispo, in 1999, and is a certified public accountant (inactive).

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.

Philip Jensen, 63, is Chairman of the Sponsor’s audit committee.

In June 2001, Mr.

Jensen joined Paul Capital, an investment firm focusing on the secondary private equity and healthcare markets, for which he presently serves as Partner and previously served as Chief Operating Officer from 2002 to 2020.

Jensen received his Bachelor of Science from San Francisco State University and is a certified public accountant (inactive).

Jensen joined Paul Capital Partners, an investment firm focusing on the secondary private equity and healthcare markets, for which he presently serves as Partner and previously served as Chief Operating Officer from 2002 to 2020.

Jensen received his Bachelor of Science from San Francisco State University and practiced as a California Certified Public Accountant through 1992.

Peter Landini, 70 , is a member of the Sponsor’s audit committee.

2 unchanged sentences

Landini received his Bachelor of Science in accounting from Santa Clara University and an MBA in finance from Golden Gate University.

Landini is a certified financial planner and is a member of the Financial Planning Association.

Landini is a certified financial planner.

Kimun Lee, 75, is a member of the Sponsor’s audit committee.

3 unchanged sentences

Since April 2013, Mr.

Lee has served as a member of the board of directors of Firsthand Funds, a mutual fund company.

Lee has served as a member of the board of trustees of Firsthand Funds, a mutual fund company.

Since April 2014, Mr.

23 unchanged sentences

 61,800

Audit-related fees (a)

Audit-related fees

All other fees

(a)   

Amount represents fees billed for review of the regulatory filings.

Approval of Independent Registered Public Accounting Firm Services and Fees

The audit committee of the Board of Directors of the Sponsor approved, prior to the commencement of the engagement, the engagement of and compensation to be paid to PricewaterhouseCoopers LLP as auditors of the Trust.

None of the hours expended on PricewaterhouseCoopers LLP’s engagement to audit the Trust’s financial statements for the year ended December 31, 2020 were attributable to work performed by persons other than the principal accountant’s full-time, permanent employees.

Exhibits, Financial Statement Schedules.

4 unchanged sentences

The following documents are filed herewith or incorporated herein and made a part of this Annual Report:

Exhibit  

Second Amended and Restated Depositary Trust Agreement is incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed by the Registrant on December 22, 2016

Standard Terms for Authorized Participant Agreements is incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed by the Registrant on December 22, 2016

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 is incorporated by reference to Exhibit 4.3 of the Annual Report on Form 10-K filed by the Registrant on February 27, 2020

First Amended and Restated Custodian Agreement between The Bank of New York Mellon and JPMorgan Chase Bank N.A., London branch is incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by the Registrant on December 22, 2016

Amendment Agreement to First Amended and Restated Custodian Agreement between The Bank of New York Mellon and JP Morgan Chase Bank N.A., London branch is incorporated by reference to Exhibit 10.2 filed with Registration Statement No.

333-239613 on July 1, 2020

Sub-license Agreement is incorporated by reference to Exhibit 10.2 of Registration Statement No. 333-156506 filed by the Registrant on December 30, 2008

Third Amended and Restated Depositary Trust Agreement is incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed by the Registrant on January 31, 2022

Standard Terms for Authorized Participant Agreements is incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed by the Registrant on December 22, 2016

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 is incorporated by reference to Exhibit 4.3 of the Annual Report on Form 10-K filed by the Registrant on February 27, 2020

333-239613 filed by the Registrant on July 1, 2020

Sub-license Agreement is incorporated by reference to Exhibit 10.2 of Registration Statement No.

333-156506 filed by the Registrant on December 30, 2008

Consent of PricewaterhouseCoopers LLP

15 unchanged sentences

Financial Statements

Report of Independent Registered Public Accounting Firm

Statements of Assets and Liabilities at December 31, 2020 and 2019

Statements of Operations for the years ended December 31, 2020, 2019 and 2018

Statements of Changes in Net Assets for the years ended December 31, 2020, 2019 and 2018

Statements of Cash Flows for the years ended December 31, 2020, 2019 and 2018

Schedules of Investments at December 31, 2020 and 2019

Notes to 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

To the Sponsor and Shareholders of iShares ®

 Silver 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 ®

Silver Trust (the “Trust”) as of December 31, 2020 and 2019, 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, 2020, including the related notes (collectively referred to as the “financial statements”).

 Silver 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 also have audited the Trust’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

51 unchanged sentences

$ 24.61  

Cost of investment in silver bullion: $10,472,474,303 and $6,294,157,046, respectively.

No par value, unlimited amount authorized.

Cost of investment in silver bullion:

$11,330,688,133 and $10,472,474,303, respectively.

No par value, unlimited amount authorized.

See notes to financial statements.

4 unchanged sentences

Sponsor’s fees

$ 71,208,965  

$ 50,643,408  

$ 27,765,547  

Total expenses

71,208,965  

50,643,408  

27,765,547  

Net investment loss

( 71,208,965 )  

( 50,643,408 )  

( 27,765,547 )

Net Realized and Unrealized Gain (Loss)

1 unchanged sentence

Silver bullion sold to pay expenses

13,262,117  

7,414,067  

( 2,188,446 )

Silver bullion distributed for the redemption of Shares

1,349,023,048  

921,913,789  

( 52,914,435 )

Net realized gain (loss)

1,362,285,165  

929,327,856  

( 55,102,881 )

Net change in unrealized appreciation/depreciation

4,075,854,334

( 311,211,423

( 3,401,406,431 )  

4,075,854,334  

984,801,878  

Net realized and unrealized gain (loss)

5,005,182,190

( 446,990,898

( 2,039,121,266 )  

5,005,182,190  

929,698,997  

Net increase (decrease) in net assets resulting from operations

4,954,538,782

( 472,326,421

( 2,110,330,231 )  

$ 4,954,538,782  

$ 901,933,450  

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

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

$ ( 3.46 )  

$ 9.61  

$ 2.47  

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

See notes to financial statements.

4 unchanged sentences

Net Assets, Beginning of Year

6,540,758,565

4,904,036,623

5,405,193,851

$ 14,791,792,720  

$ 6,540,758,565  

$ 4,904,036,623  

Net investment loss

( 71,208,965 )  

( 50,643,408 )  

( 27,765,547 )

Net realized gain (loss)

1,362,285,165  

929,327,856  

( 55,102,881 )

Net change in unrealized appreciation/depreciation

4,075,854,334

( 311,211,423

( 3,401,406,431 )  

4,075,854,334  

984,801,878  

Net increase (decrease) in net assets resulting from operations

4,954,538,782

( 472,326,421

( 2,110,330,231 )  

4,954,538,782  

901,933,450  

Capital Share Transactions:

Contributions for Shares issued

7,299,222,832

1,836,353,140

6,742,609,430  

7,299,222,832  

1,836,353,140  

Distributions for Shares redeemed

( 4,002,727,459

( 1,101,564,648

( 7,174,837,696 )  

( 4,002,727,459 )  

( 1,101,564,648 )

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

3,296,495,373

( 432,228,266 )  

3,296,495,373  

734,788,492  

Increase (decrease) in net assets

8,251,034,155

1,636,721,942

( 501,157,228

( 2,542,558,497 )  

8,251,034,155  

1,636,721,942  

Net Assets, End of Year

14,791,792,720

6,540,758,565

4,904,036,623

$ 12,249,234,223  

$ 14,791,792,720  

$ 6,540,758,565  

Shares issued and redeemed

Shares issued

275,950,000  

398,700,000  

120,750,000  

Shares redeemed

( 303,100,000 )  

( 185,850,000 )  

( 70,500,000 )

Net increase (decrease) in Shares issued and outstanding

( 27,150,000 )  

212,850,000  

50,250,000  

See notes to financial statements.

5 unchanged sentences

Proceeds from silver bullion sold to pay expenses

Expenses – Sponsor’s fees paid

$ 71,843,069  

$ 47,505,972  

$ 27,086,721  

Expenses –

Sponsor’s fees paid

( 71,843,069 )  

( 47,505,972 )  

( 27,086,721 )

Net cash provided by operating activities

4 unchanged sentences

Net increase (decrease) in net assets resulting from operations

4,954,538,782

( 472,326,421

$ ( 2,110,330,231 )  

$ 4,954,538,782  

$ 901,933,450  

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

Proceeds from silver bullion sold to pay expenses

71,843,069  

47,505,972  

27,086,721  

Net realized (gain) loss

( 929,327,856

( 1,362,285,165 )  

( 929,327,856 )  

55,102,881  

Net change in unrealized appreciation/depreciation

( 4,075,854,334

3,401,406,431  

( 4,075,854,334 )  

( 984,801,878 )

1 unchanged sentence

Sponsor’s fees payable

( 634,104 )  

3,137,436  

678,826  

Net cash provided by (used in) operating activities

1 unchanged sentence

Silver bullion contributed for Shares issued

7,299,222,832

1,836,353,140

$ 6,742,609,430  

$ 7,299,222,832  

$ 1,836,353,140  

Silver bullion distributed for Shares redeemed

( 4,002,727,459

( 1,101,564,648

$ ( 7,174,837,696 )  

$ ( 4,002,727,459 )  

$ ( 1,101,564,648 )

3 unchanged sentences

At December 31, 2021 and 2020

December  

December 31, 2021

Silver bullion

4 unchanged sentences

12,254,397,545  

Less Liabilities – 

( 5,163,322 )

Net Assets – 

$ 12,249,234,223  

December  

December 31, 2020

Silver bullion

2 unchanged sentences

$ 14,797,590,146  

Total Investments – 

14,797,590,146  

Less Liabilities – 

( 5,797,426 )

Net Assets – 

$ 14,791,792,720  

3 unchanged sentences

December 31, 2021

1  - Organization

The iShares ®

Silver Trust (the “Trust”) was organized on April 21, 2006 as a New York trust.

1 - Organization

The iShares Silver Trust (the “Trust”) was organized on April 21, 2006 as a New York trust.

The trustee is The Bank of New York Mellon (the “Trustee”), which is responsible for the day-to-day administration of the Trust.

The Trust’s sponsor is iShares Delaware Trust Sponsor LLC, a Delaware limited liability company (the “Sponsor”).

The Trust is governed by the provisions of the Second Amended and Restated Depositary Trust Agreement (the “Trust Agreement”) executed by the Trustee and the Sponsor as of December 22, 2016.

For the period ended December 31, 2021, the Trust was governed by the provisions of the Second Amended and Restated Depositary Trust Agreement (the “Trust Agreement”) executed by the Trustee and the Sponsor as of December 22, 2016.

The Third Amended and Restated Depositary Trust Agreement was executed as of January 31, 2022.

The Trust issues units of beneficial interest (“Shares”) representing fractional undivided beneficial interests in its net assets.

3 unchanged sentences

The Trust qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.

2  - Significant  

Accounting  

2 - Significant Accounting Policies

Basis of Accounting

53 unchanged sentences

( 4,002,727,459 )  

( 52,914,435 )

921,913,789  

Silver bullion sold to pay expenses

2 unchanged sentences

( 47,505,972 )  

( 2,188,446 )

Net realized loss

7,414,067  

Net realized gain

929,327,856  

Net change in unrealized appreciation/depreciation

4 unchanged sentences

$ 14,797,590,146  

$ ( 55,102,881 )

Year Ended December 31, 2018

$ 929,327,856  

Year Ended December 31, 2019

Beginning balance

59 unchanged sentences

50,250,000  

$ ( 28,830,807 )

$ 734,788,492  

Federal Income Taxes

2 unchanged sentences

The Sponsor has analyzed applicable tax laws and regulations and their application to the Trust as of December 31, 2021 and does not believe that there are any uncertain tax positions that require recognition of a tax liability.

- Trust  

3 - Trust Expenses

The Trust pays to the Sponsor a Sponsor’s fee that accrues daily at an annualized rate equal to 0.50 % of the net asset value of the Trust, paid monthly in arrears.

The Sponsor has agreed to assume the following administrative and marketing expenses incurred by the Trust:

the Trustee’s fee, the Custodian’s fee, NYSE Arca listing fees, SEC registration fees, printing and mailing costs, audit fees and expenses, and up to $ 100,000 per annum in legal fees and expenses.

- Related  

the Trustee’s fee and reimbursement for its reasonable out-of-pocket expenses, the Custodian’s fee, NYSE Arca listing fees, SEC registration fees, printing and mailing costs, audit fees and expenses, and up to $ 100,000 per annum in legal fees and expenses. Effective January 31, 2022, the Sponsor has agreed to assume up to $ 500,000 per annum in legal fees and expenses.

4 - Related Parties

The Sponsor and the Trustee are considered to be related parties to the Trust.

4 unchanged sentences

The Trust has agreed that the Custodian will only be responsible for any loss or damage suffered by the Trust as a direct result of the Custodian’s negligence, fraud or willful default in the performance of its duties.

- Commitments  

Contingent  

6 - Commitments and Contingent Liabilities

In the normal course of business, the Trust may enter into contracts with service providers that contain general indemnification clauses.

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.

- Concentration  

7 - Concentration Risk

Substantially all of the Trust’s assets are holdings of silver bullion, which creates a concentration risk associated with fluctuations in the price of silver.

11 unchanged sentences

and investor confidence.

- Financial  

8 - Financial Highlights

The following financial highlights relate to investment performance and operations for a Share outstanding for the years ended December 31, 2021, 2020 and 2019.

Net asset value per Share, beginning of year

$ 24.61  

$ 16.85  

$ 14.52  

Net investment loss (a)

( 0.12 )  

( 0.10 )  

Net realized and unrealized gain (loss) (b)

( 3.14 )  

Net increase (decrease) in net assets from operations

( 3.26 )  

Net asset value per Share, end of year

$ 21.35  

$ 24.61  

$ 16.85  

Total return, at net asset value (c)

( 13.25 )% 

46.05 % 

16.05 % 

Ratio to average net assets:

Net investment loss

Based on average Shares outstanding during the year.

The amounts reported for a Share outstanding may not accord with the change in aggregate gains and losses on investment for the period due to the timing of Trust Share transactions in relation to the fluctuating fair values of the Trust’s underlying investment.

Based on the change in net asset value of a Share during the year.

- Investment  

( 0.50 )% 

0.50 % 

Based on average Shares outstanding during the year.

The amounts reported for a Share outstanding may not accord with the change in aggregate gains and losses on investment for the period due to the timing of Trust Share transactions in relation to the fluctuating fair values of the Trust’s underlying investment.

Based on the change in net asset value of a Share during the year.

9 - Investment Valuation

GAAP defines fair value as the price the Trust would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date.

5 unchanged sentences

The three levels of the fair value hierarchy are as follows:

Level 1  −

Level 1 − 

Unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2  −

Level 2 − 

Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means;

Level 3 − 

Level 3 − 

Unobservable inputs that are unobservable for the asset or liability, including the Trust’s assumptions used in determining the fair value of investments.

12 unchanged sentences

March 1, 2022

/s/ Mary Cronin

Director and Chief Financial Officer

/s/ Trent Walker

Chief Financial Officer

(Principal financial and accounting officer)

March 1, 2022

/s/ Rachel Aguirre

Rachel Aguirre

March 1, 2022

/s/ Philip Jensen

6 unchanged sentences

March 1, 2022

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