Filed Pursuant to Rule 424(b)(3)
Registration File No.: 333-262743
BLACKROCK INCOME TRUST, INC.
Supplement dated July 18, 2022 to the
Prospectus and Statement of Additional Information (“SAI”),
each dated June 21, 2022
This
supplement amends certain information in the Prospectus and SAI, each dated June 21, 2022, of BlackRock Income Trust, Inc. (the “Fund”). Unless otherwise indicated, all information included in the Prospectus and SAI that is not
inconsistent with the information set forth in this supplement remains unchanged. Capitalized terms not otherwise defined in this supplement have the same meanings as in the Prospectus and SAI, as applicable.
The following changes are made to the Fund’s Prospectus and SAI, as applicable:
In light of Rule 18f-4 under the Investment Company Act of 1940, as amended, all references to segregating,
designating, earmarking, maintaining, setting aside or covering with cash or liquid assets with respect to derivatives transactions including, but not limited to, futures, swaps, options, foreign exchange transactions, forwards, short sales,
when-issued securities, delayed delivery securities, forward commitments, reverse repurchase agreements and dollar rolls, as applicable, are deleted from the Fund’s Prospectus and SAI.
The section of the Prospectus entitled “The Fund’s Investments—Portfolio Contents and Techniques—Reverse Repurchase Agreements”
and the section of the Prospectus entitled “Leverage—Reverse Repurchase Agreements” are amended to add the following:
In accordance
with Rule 18f-4 under the Investment Company Act, when the Fund engages in reverse repurchase agreements and similar financing transactions, the Fund may either (i) maintain asset coverage of at least
300% with respect to such transactions and any other borrowings in the aggregate, or (ii) treat such transactions as “derivatives transactions” and comply with Rule 18f-4 with respect to such
transactions. See “Additional Risk Factors—Risk Factors in Strategic Transactions and Derivatives—Rule 18f-4 Under the Investment Company Act” in the SAI.
The section of the Prospectus entitled “The Fund’s Investments—Portfolio Contents and Techniques—Dollar Rolls” is amended to add
the following:
Rule 18f-4 under the Investment Company Act permits the Fund to enter into when-issued or
forward-settling securities (e.g., dollar rolls and firm and standby commitments, including TBA commitments) and non-standard settlement cycle securities notwithstanding the limitation on the issuance of
senior securities in Section 18 of the Investment Company Act, provided that the transaction meets the Delayed-Settlement Securities Provision (as defined below under “The Fund’s Investments—Portfolio Contents and
Techniques—When-Issued Securities, Delayed Delivery Securities and Forward Commitment Securities”). If a when-issued, forward-settling or non-standard settlement cycle security does not satisfy the
Delayed-Settlement Securities Provision, then it is treated as a derivatives transaction under Rule 18f-4. See “Additional Risk Factors—Risk Factors in Strategic Transactions and
Derivatives—Rule 18f-4 Under the Investment Company Act” in the SAI.
The section of the Prospectus
entitled “The Fund’s Investments—Portfolio Contents and Techniques—Short Sales” is amended to add the following:
The Fund
must comply with Rule 18f-4 under the Investment Company Act with respect to its short sale borrowings, which are considered derivatives transactions under the Rule. See “Additional Risk Factors—Risk
Factors in Strategic Transactions and Derivatives—Rule 18f-4 Under the Investment Company Act” in the SAI.
The section of the Prospectus entitled “The Fund’s Investments—Portfolio Contents and
Techniques—When-Issued, Delayed Delivery Securities and Forward Commitment Securities” is amended to add the following:
Rule 18f-4 under the Investment Company Act permits the Fund to enter into when-issued or forward-settling securities (e.g., firm and standby commitments, including TBA commitments, and dollar rolls) and non-standard settlement cycle securities notwithstanding the limitation on the issuance of senior securities in Section 18 of the Investment Company Act, provided that the Fund intends to physically settle the
transaction and the transaction will settle within 35 days of its trade date (the “Delayed-Settlement Securities Provision”). If a when-issued, forward-settling or non-standard settlement cycle
security does not satisfy the Delayed-Settlement Securities Provision, then it is treated as a derivatives transaction under Rule 18f-4. See “Additional Risk Factors—Risk Factors in Strategic
Transactions and Derivatives—Rule 18f-4 Under the Investment Company Act” in the SAI.
The section of
the Prospectus entitled “Leverage—Derivatives” is amended to delete the paragraph discussing the SEC’s adoption of new regulations concerning the use of derivatives by registered investment companies and to add the following:
Under Rule 18f-4 under the Investment Company Act, among other things, the Fund must either use derivatives
in a limited manner or comply with an outer limit on fund leverage risk based on value-at-risk. See “Additional Risk Factors—Risk Factors in Strategic
Transactions and Derivatives—Rule 18f-4 Under the Investment Company Act” in the SAI.
The first
paragraph and the bullet point list of risks following the first paragraph in the section of the SAI entitled “Additional Risk Factors—Risk Factors in Strategic Transactions and Derivatives” are deleted in their entirety and replaced
with the following:
The Fund’s use of derivative instruments involves risks different from, and possibly greater than, the risks associated with
investing directly in securities and other traditional investments. There are significant risks that apply generally to derivatives transactions, including:
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Correlation Risk—the risk that changes in the value of a derivative will not match the changes in the
value of the portfolio holdings that are being hedged or of the particular market or security to which the Fund seeks exposure. There are a number of factors which may prevent a derivative instrument from achieving the desired correlation (or
inverse correlation) with an underlying asset, rate or index, such as the impact of fees, expenses and transaction costs, the timing of pricing, and disruptions or illiquidity in the markets for such derivative instrument. |
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Counterparty Risk—the risk that the counterparty in a derivative transaction will be unable to honor
its financial obligation to the Fund. In particular, derivatives traded in OTC markets often are not guaranteed by an exchange or clearing corporation and often do not require payment of margin, and to the extent that the Fund has unrealized gains
in such instruments or has deposited collateral with its counterparties the Fund is at risk that its counterparties will become bankrupt or otherwise fail to honor their obligations. The Fund will typically attempt to minimize counterparty risk by
engaging in OTC derivatives transactions only with creditworthy entities that have substantial capital or that have provided the Fund with a third-party guaranty or other credit support. |
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Credit Risk—the risk that the reference entity in a credit default swap or similar derivative will
not be able to honor its financial obligations. |
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Currency Risk—the risk that changes in the exchange rate between two currencies will adversely affect
the value (in U.S. dollar terms) of an investment. |
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Illiquidity Risk—the risk that certain securities or instruments may be difficult or impossible to
sell at the time or at the price desired by the counterparty in connection with payments of margin, collateral, or settlement payments. There can be no assurance that the Fund will be able to unwind or offset a derivative at its desired price, in a
secondary market or otherwise. It may, therefore, not be possible for the Fund to unwind its position in a derivative without incurring substantial losses (if at all). The absence of liquidity may also make it more difficult for the Fund to
ascertain a market value for such instruments. Although both OTC and exchange-traded derivatives markets may experience a lack of liquidity, certain derivatives traded in OTC markets, including swaps and OTC options, involve substantial illiquidity
risk. The Fund will, therefore, acquire illiquid OTC derivatives (i) if the agreement pursuant to which the instrument is purchased contains a formula price at which the instrument may be terminated or sold, or (ii) for which the Advisor
anticipates the Fund can receive on each business day at least two independent bids or offers, unless a quotation from only one dealer is available, in which case that dealer’s quotation may be used. The illiquidity of the derivatives markets
may be due to various factors, including congestion, disorderly markets, limitations on deliverable supplies, the participation of speculators, government regulation and intervention, and technical and operational or system failures. In addition,
the liquidity of a secondary market in an exchange-traded derivative contract may be adversely affected by “daily price fluctuation limits” established by the exchanges which limit the amount of fluctuation in an exchange-traded contract
price during a single trading day. Once the daily limit has been reached in the contract, no trades may be entered into at a price beyond the limit, thus preventing the liquidation of open positions. Prices have in the past moved beyond the daily
limit on a number of consecutive trading days. If it is not possible to close an open derivative position entered into by the Fund, the Fund would continue to be required to make daily cash payments of variation margin in the event of adverse price
movements. In such a situation, if the Fund has insufficient cash, it may have to sell portfolio securities to meet daily variation margin requirements at a time when it may be disadvantageous to do so. |
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Index Risk—if the derivative is linked to the performance of an index, it will be subject to the
risks associated with changes in that index. If the index changes, the Fund could receive lower interest payments or experience a reduction in the value of the derivative to below the price that the Fund paid for such derivative.
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Legal Risk—the risk of insufficient documentation, insufficient capacity or authority of
counterparty, or legality or enforceability of a contract. |
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Leverage Risk—the risk that the Fund’s derivatives transactions can magnify the Fund’s
gains and losses. Relatively small market movements may result in large changes in the value of a derivatives position and can result in losses that greatly exceed the amount originally invested. |
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Market Risk—the risk that changes in the value of one or more markets or changes with respect to the
value of the underlying asset will adversely affect the value of a derivative. In the event of an adverse movement, the Fund may be required to pay substantial additional margin to maintain its position or the Fund’s returns may be adversely
affected. |
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Operational Risk—the risk related to potential operational issues, including documentation issues,
settlement issues, systems failures, inadequate controls and human error. |
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Valuation Risk—the risk that valuation sources for a derivative will not be readily available in the
market. This is possible especially in times of market distress, since many market participants may be reluctant to purchase complex instruments or quote prices for them. |
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Volatility Risk—the risk that the value of derivatives will fluctuate significantly within a short
time period. |
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The section of the SAI entitled “Additional Risk Factors—Risk Factors in Strategic Transactions and
Derivatives” is amended to add the following sub-section:
Rule
18f-4 Under the Investment Company Act. Rule 18f-4 under the Investment Company Act permits the Fund to enter into Derivatives Transactions (as defined below) and
certain other transactions notwithstanding the restrictions on the issuance of “senior securities” under Section 18 of the Investment Company Act. Section 18 of the Investment Company Act, among other things, prohibits closed-end funds, including the Fund, from issuing or selling any “senior security” representing indebtedness (unless the fund maintains 300% “asset coverage”) or any senior security representing
stock (unless the fund maintains 200% “asset coverage”).
Under Rule 18f-4, “Derivatives
Transactions” include the following: (1) any swap, security-based swap (including a contract for differences), futures contract, forward contract, option (excluding purchased options), any combination of the foregoing, or any similar
instrument, under which the Fund is or may be required to make any payment or delivery of cash or other assets during the life of the instrument or at maturity or early termination, whether as margin or settlement payment or otherwise; (2) any
short sale borrowing; (3) reverse repurchase agreements and similar financing transactions (e.g., recourse and non-recourse tender option bonds, and borrowed bonds), if the Fund elects to treat these
transactions as Derivatives Transactions under Rule 18f-4; and (4) when-issued or forward-settling securities (e.g., firm and standby commitments, including to-be-announced (“TBA”) commitments, and dollar rolls) and non-standard settlement cycle securities, unless such transactions meet the Delayed-Settlement
Securities Provision (as defined in the prospectus under “The Fund’s Investments—Portfolio Contents and Techniques—When-Issued, Delayed Delivery Securities and Forward Commitment Securities”).
Unless the Fund is relying on the Limited Derivatives User Exception (as defined below), the Fund must comply with Rule
18f-4 with respect to its Derivatives Transactions. Rule 18f-4, among other things, requires the Fund to adopt and implement a comprehensive written derivatives risk
management program (“DRMP”) and comply with a relative or absolute limit on fund leverage risk calculated based on value-at-risk (“VaR”). The DRMP is
administered by a “derivatives risk manager,” who is appointed by the Fund’s Board of Directors (the “Board”), including a majority of the Directors who are not “interested persons” (as defined in the Investment
Company Act) (the “Independent Directors”), and periodically reviews the DRMP and reports to the Board.
Rule
18f-4 provides an exception from the DRMP, VaR limit and certain other requirements if the Fund’s “derivatives exposure” is limited to 10% of its net assets (as calculated in accordance with
Rule 18f-4) and the Fund adopts and implements written policies and procedures reasonably designed to manage its derivatives risks (the “Limited Derivatives User Exception”).
Investors should retain this supplement for future reference.
PRSAI-BKT-0722SUP
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