UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
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EuroDry Ltd.
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(Name of Issuer)
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Common Stock, par value $0.01 per share
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(Title of Class of Securities)
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Y23508107
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(CUSIP Number)
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David Maryles
Managing Director, Legal & Compliance
BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
(212) 810-5300
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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December 16, 2021
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box ☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. Y23508107
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Page 2
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1
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NAMES OF REPORTING PERSONS
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BlackRock, Inc. (TIN: 23-0174431)
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☑
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO – Funds of investment advisory clients
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☑
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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180,000
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8
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SHARED VOTING POWER
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None
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9
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SOLE DISPOSITIVE POWER
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180,000
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10
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SHARED DISPOSITIVE POWER
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None
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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180,000
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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6.3% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC
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(1)
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Based on (a) 2,844,287 shares of Common Stock outstanding as of September 30, 2021, as disclosed in the Form 6-K filed by the Issuer with the U. S. Securities and
Exchange Commission on November 12, 2021.
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Item 1. Security and Issuer.
This Amendment No. 5 (this “Amendment No. 5”) to Schedule 13D amends the Schedule 13D filed by BlackRock, Inc. (“BlackRock”)
with the U.S. Securities and Exchange Commission (“SEC”) on August 3, 2018 (the “Initial BlackRock Statement”), as amended by BlackRock on June 18, 2019 (“Amendment No. 1”), June 19, 2019 (“Amendment No. 2”), February
2, 2021 (“Amendment No. 3”), and February 3, 2021 (“Amendment No. 4” and, together with the Initial BlackRock Statement and Amendment Nos. 1 through No. 5 thereto, the “BlackRock Schedule 13D”) regarding the common stock, par
value $0.01 per share (“Common Stock”), of EuroDry Ltd. (the “Issuer”), a corporation organized under the laws of the Republic of the Marshall Islands. EuroDry Ltd.’s principal executive offices are located at 4 Messogiou &
Evropis Street, 151 24 Maroussi, Greece.
As stated in the Initial BlackRock Statement, that filing adopted as BlackRock’s initial statement of beneficial ownership on Schedule 13D,
in respect of the Issuer’s shares of Common Stock, the Schedule 13D in respect of the Issuer’s shares of Common Stock filed on behalf of Tennenbaum Capital Partners, LLC (“TCP”) with the SEC on June 11, 2018, as separately amended by TCP
on August 3, 2018 (the “TCP Schedule 13D”).
Except as specifically provided herein, this Amendment No. 5 does not modify any of the information previously reported on the Initial
BlackRock Statement, Amendment No. 1, Amendment No. 2, Amendment No. 3 or Amendment No. 4 thereto, or the TCP Schedule 13D. Capitalized terms used but not otherwise defined in this Amendment No. 5 shall have the meanings ascribed to them in the
Initial BlackRock Statement, Amendment No. 1, Amendment No. 2, Amendment No. 3 or Amendment No. 4 thereto, or the TCP Schedule 13D.
Item 2. Identity and Background.
Item 2 of the BlackRock Schedule 13D is hereby amended and restated as follows:
(a) – (c) and (f)
Current information concerning the identity, background and citizenship of each executive officer and director of BlackRock is set forth on Annex A, attached hereto and
incorporated herein by reference.
Item 4. Purpose of Transaction.
Item 4 of the Initial BlackRock Statement is supplemented with the following:
On December 16, 2021, the Issuer redeemed an aggregate of 8,849 Series B Convertible Perpetual Preferred Shares (the “Series B
Shares”) held by Tennenbaum Opportunities Fund VI, LLC. The Series B Shares were redeemed at the Liquidation Preference of $1,000 per share, without a brokerage fee or other commission, together with a $335,534.68 payment on accrued dividends,
for an aggregate redemption price of $9,184,534.68 (the “Redemption”). As a result of the Redemption, the Reporting Person no longer owns any of the Issuer’s Series B Shares and has ceased to hold any of the rights associated with the Series B
Shares.
Item 5. Interest in Securities of the Issuer.
(c) Except for the transactions described in Item 4 above, there
have been no transactions in the shares of the Issuer’s Common Stock or the Series B Preferred Shares beneficially owned by the Reporting Person during the past 60 days.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: December 20, 2021
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BlackRock, Inc.
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By:
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/s/ David Maryles
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Name: David Maryles
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Title: Managing Director, Legal & Compliance
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Annex A
The following is a list of the executive officers and directors of
BlackRock, Inc. (collectively, the “Covered Persons”), setting forth the present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted and
citizenship for each such person. Each Covered Person is a citizen of the United States, unless otherwise noted, and does not have any other principal occupation (outside of similar positions held with respect to other entities directly or
indirectly managed or advised by BlackRock).
Executive Officers
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Name
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Principal Occupation or Employment
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Business Address
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Citizenship
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Laurence D. Fink
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Chairman and Chief Executive Officer
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Robert S. Kapito
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President
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Rachel Lord
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Senior Managing Director and Chair and Head of Asia Pacific
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BlackRock, Inc.
16/F Champion Tower
3 Garden Road Central, Hong Kong
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U.K.
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Robert L. Goldstein
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Senior Managing Director, Chief Operating Officer & Global Head of BlackRock Solutions
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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J. Richard Kushel
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Senior Managing Director and Head of the Portfolio Management Group
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Stephen Cohen
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Senior Managing Director and Head of Europe, Middle East and Africa
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BlackRock, Inc.
Drapers Gardens
12 Throgmorton Avenue
London EC2N 2DL United Kingdom
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U.K.
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Mark S. McCombe
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Senior Managing Director and Chief Client Officer
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.K.
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Christopher J. Meade
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Senior Managing Director, Chief Legal Officer and General Counsel
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Manish Mehta
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Senior Managing Director, Global Head of Human Resources
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BlackRock, Inc.
400 Howard Street
San Francisco, CA 94105
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U.S.
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Gary S. Shedlin
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Senior Managing Director and Chief Financial Officer
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Mark Wiedman
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Senior Managing Director, Head of International and of Corporate Strategy
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Directors
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Name
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Principal Occupation or Employment
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Business Address
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Citizenship
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Bader M. Alsaad
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Arab Fund for Economic & Social Development - Chairman of the Board and Director General
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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Kuwait
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Pamela Daley
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General Electric Company - Former Senior Vice President of Corporate Business Development
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Jessica Einhorn
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Paul H. Nitze School of Advanced International Studies at Johns Hopkins University - Former Dean
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Laurence D. Fink
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BlackRock, Inc. - Chairman and Chief Executive Officer
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Beth E. Ford
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Land O’Lakes, Inc. - Chief Executive Officer
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Land O’Lakes, Inc.
4001 Lexington Ave. North
Arden Hills, MN 55126
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U.S.
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William E. Ford
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General Atlantic – Chairman and Chief Executive Officer
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General Atlantic
Park Avenue Plaza
55 East 52nd Street, 33rd Fl
New York, NY 10055
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U.S.
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Fabrizio Freda
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The Estée Lauder Companies Inc. - President and Chief Executive Officer
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Estée Lauder Companies
767 Fifth Avenue, 40th Fl
New York, NY 10153
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Italy & U.S.
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Murry S. Gerber
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EQT Corporation - Former Executive Chairman, Chairman,
President and CEO
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Margaret L. Johnson
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Magic Leap, Inc. – Chief Executive Officer
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Magic Leap
7500 W. Sunrise Blvd
Plantation, FL 33322
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U.S.
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Robert S. Kapito
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BlackRock, Inc .- President
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Cheryl D. Mills
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BlackIvy Group LLC - Chief Executive Officer
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BlackIvy Group LLC
2300 N Street NW
Suite 630
Washington DC 20037
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U.S.
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Gordon M. Nixon
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Royal Bank of Canada - Former President, CEO and Board Member
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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Canada
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Kristin C. Peck
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Zoetis Inc. - Chief Executive Officer
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Zoetis Inc.
10 Sylvan Way
Parsippany, NJ 07054
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U.S.
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Charles H. Robbins
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Cisco Systems, Inc. – Chairman and Chief Executive Officer
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Cisco Systems, Inc.
300 West Tasman Drive
San Jose, CA 95134
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U.S.
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Marco Antonio Slim Domit
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Grupo Financiero Inbursa, S.A.B. de C.V. - Chairman
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Grupo Financiero Inbursa
Av. Paseo de las Palmas, #736 Floor 1
Colonia Lomas de Chapultepec
C.P. 11000, México D.F.
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Mexico
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Hans E. Vestberg
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Verizon Communications Inc. - Chief Executive Officer
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Verizon Communications Inc.
1095 Avenue of the Americas
New York, NY 10036
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Sweden
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Susan L. Wagner
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BlackRock, Inc. - Former Vice Chairman
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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U.S.
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Mark Wilson
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Abacai – Co-Chairman and Chief Executive Officer
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BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
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New Zealand
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