BlackRock Enhanced Large Cap Core Fund Launches 15 Million Share Offering at $24.59 Per Share

Structure and Terms of the Share Offering

BlackRock Enhanced Large Cap Core Fund disclosed that it has entered into a distribution agreement dated July 27, 2026 with BlackRock Investments, LLC, an affiliate of the Fund's adviser, BlackRock Advisors, LLC. Additionally, the Distributor has executed a sub-placement agent agreement with UBS Securities LLC to facilitate the sale of the Fund's common shares. Under this arrangement, the Fund may offer and sell common shares from time to time through UBS Securities as the sub-placement agent. The offering structure allows for sales to occur through negotiated transactions or at-the-market transactions as defined under Securities Act Rule 415, including direct sales on the NYSE or through market makers.

The Fund disclosed that common shares cannot be sold at a price below the current NAV of such shares, exclusive of any distributing commission or discount, in accordance with restrictions under the Investment Company Act. Sales under this prospectus supplement and the accompanying prospectus may be made in multiple formats, providing flexibility in how shares are distributed to the market. This structure is typical for closed-end management investment companies seeking to raise capital through primary offerings while maintaining regulatory compliance.

Pricing and Recent Market Data

The disclosure indicates that as of the close of business on July 20, 2026, the last reported NAV per share of the Fund's common shares was $23.81, while the last reported sale price on the NYSE was $24.59. This represents a premium of approximately $0.78 per share, or roughly 3.3 percent, above NAV. The offering pricing basis was established using the last reported sale price from July 20, 2026, which serves as the reference point for the at-the-market offering structure going forward.

The Fund disclosed that there is no guarantee that any shares will actually be sold pursuant to this prospectus supplement and the accompanying prospectus. The actual number of shares sold may be less than the 15,000,000 shares registered, and the price per common share at which shares are sold may be greater than or less than $24.59, depending on the market price of the Fund's common shares at the time of each sale. This disclosure reflects the inherent uncertainty associated with at-the-market offerings, where share sales occur over time at prevailing market prices.

Commission and Compensation Structure

The Fund disclosed that it will compensate the Distributor with a commission rate of 1.00 percent of the gross proceeds from sales of common shares. Out of this total commission, the Distributor will compensate the Sub-Placement Agent, UBS Securities LLC, at a rate of up to 0.80 percent of the gross sales proceeds. The disclosure notes that in connection with the sale of common shares on the Fund's behalf, the Distributor may be deemed to be an "underwriter" within the meaning of the Securities Act and the compensation paid may be deemed to be underwriting commissions or discounts.

These commission rates are material considerations for investors evaluating the economics of the offering. The tiered commission structure—with the Distributor receiving 1.00 percent and the Sub-Placement Agent receiving up to 0.80 percent—reflects market practice for closed-end fund offerings utilizing at-the-market distribution mechanisms. The disclosure provides transparency regarding the costs embedded in the distribution process, though the actual commission paid to the Sub-Placement Agent may vary depending on market conditions and the nature of individual transactions.

Fund Investment Objective and Portfolio Management

BlackRock Enhanced Large Cap Core Fund is registered as a diversified, closed-end management investment company under the Investment Company Act of 1940. The Fund's stated investment objective is to provide current income and capital appreciation. The disclosure identifies this objective as a fundamental policy that may not be changed without the approval of a majority of the Fund's outstanding voting securities. BlackRock Advisors, LLC serves as the Fund's investment adviser and is responsible for portfolio management and investment decisions.

As a closed-end management investment company, the Fund operates with a fixed number of shares outstanding (prior to this offering) and trades on the NYSE like a stock, rather than operating as an open-end mutual fund. This structure allows the Fund to employ leverage and pursue strategies designed to enhance returns beyond what a simple passive index approach might deliver. The investment adviser manages the portfolio to balance the dual objectives of current income and longer-term capital appreciation, though the specific allocation between these objectives and the underlying investment strategy are described in greater detail in the accompanying prospectus.

Advisory Fees and Fee Waiver Arrangement

The Fund disclosed that it pays BlackRock Advisors, LLC a monthly fee at an annual rate of 0.85 percent of the aggregate of the average daily value of the Fund's net assets plus the proceeds of any outstanding debt securities or borrowings used for leverage. This fee structure means the advisory fee is calculated on a total assets basis that includes both equity capital and any borrowed funds, which is common for leverage-employing closed-end funds.

The Fund has entered into a fee waiver agreement with the Adviser, effective through June 30, 2028, pursuant to which BlackRock Advisors, LLC has contractually agreed to waive management fees with respect to any portion of the Fund's assets invested in equity and fixed-income mutual funds and exchange-traded funds managed by the Adviser or its affiliates that have a contractual management fee. Additionally, the Adviser has agreed to waive its management fees by the amount of management fees the Fund pays indirectly through investments in money market funds managed by the Adviser or its affiliates. The disclosure notes that the fee waiver agreement may be terminated without penalty only by the Fund, upon 90 days' written notice, following a vote by a majority of non-interested directors or a majority of outstanding voting securities.

Reinvestment Plan and Shareholder Fees

The Fund disclosed details regarding its dividend reinvestment plan administered by Computershare Trust Company, N.A., serving as the Reinvestment Plan Agent. Under the plan, the Reinvestment Plan Agent's fees for handling the reinvestment of dividends are paid by the Fund, representing no direct cost to participating shareholders for the reinvestment service itself. However, shareholders who direct the Reinvestment Plan Agent to purchase shares through open-market transactions will incur a $0.02 per share fee that will be deducted from the dividend value.

Additionally, shareholders who direct the Reinvestment Plan Agent to sell common shares held in a dividend reinvestment account will be charged a $0.02 per share fee for that service. The disclosure specifies that per share fees include any applicable brokerage commissions the Reinvestment Plan Agent is required to pay on behalf of the shareholder. These fee disclosures provide transparency regarding the direct costs associated with reinvestment and liquidation transactions, enabling prospective investors to evaluate the total cost of ownership when utilizing the Fund's dividend reinvestment plan.

Estimated Offering Costs and Capitalization

The Fund disclosed that the initial offering costs incurred in connection with this offering are estimated to be $191,566. The disclosure notes that offering costs generally include preparation, review and filing with the SEC of the registration statement, preparation and filing of marketing materials, costs associated with printing, mailing or other distribution of the prospectus supplement and accompanying prospectus, regulatory filing fees, NYSE listing fees, and legal and auditing fees associated with the offering. These costs represent the one-time expenses directly attributable to bringing this offering to market and do not include ongoing advisory or distribution fees.

The disclosure states that the referenced commission estimate assumes a sale price per common share of $24.59, which represents the last reported sale price per share on the NYSE on July 20, 2026, and assumes that all 15,000,000 common shares being offered are sold. The disclosure emphasizes that there is no guarantee of any sales volume and that actual offering proceeds and costs may differ materially from these estimates. The capitalization figures provided are therefore conditional estimates rather than definitive projections of the offering's financial impact.

Regulatory Framework and Investment Company Act Compliance

The Fund disclosed that it is registered under the Investment Company Act of 1940, as amended, and operates subject to the regulatory requirements and restrictions contained in that statute. One such restriction, explicitly noted in the disclosure, prohibits the Fund from selling common shares at a price below the current NAV of such shares, exclusive of any distributing commission or discount. This anti-dilution protection is designed to safeguard existing shareholders from having their interests diluted by new share issuances at prices below fair value.

The prospectus supplement is being filed pursuant to Rule 424(b)(2) under the Securities Act of 1933, as amended, and relates to securities included in a shelf registration statement filed with the SEC. The disclosure notes that if information in the prospectus supplement is inconsistent with the accompanying prospectus or the Statement of Additional Information, prospective investors should rely on the prospectus supplement as the more current disclosure. Investors are directed to the accompanying prospectus for a "Risks" section beginning on page 21 that describes various risks associated with investing in the Fund's common shares.

Distribution Timeline and Offering Mechanics

The distribution agreement between the Fund and BlackRock Investments, LLC was executed on July 27, 2026, the same date the prospectus supplement was filed. The sub-placement agent agreement between the Distributor and UBS Securities LLC was also dated July 27, 2026, establishing the framework for at-the-market sales. Under the at-the-market offering structure, common shares may be offered and sold from time to time, rather than in a single transaction, allowing the Fund to distribute shares gradually over time as market conditions permit.

The disclosure indicates that sales may occur through multiple methods, including negotiated transactions, at-the-market transactions on the NYSE, or through market makers off-exchange. This flexibility provides the Fund with options to optimize execution and accommodate varying market conditions. The prospectus supplement is accompanied by a base prospectus dated July 15, 2026, and together these documents form the complete offering disclosure. Prospective investors are encouraged to review both documents, along with the Statement of Additional Information dated July 15, 2026, before making investment decisions.