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Wednesday, August 24, 2016

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Corporate Governance

The strength of BNY Mellon’s business is a direct reflection of the high standards set by our governance structure. It provides guidance in managing the company for the benefit of all our stakeholders including our investors, clients, employees and communities. Through good governance, we ensure full accountability, compliance and the highest ethical standards from the Board of Directors on down.

VIEW OUR CORPORATE BY-LAWS

VIEW OUR CORPORATE GOVERNANCE GUIDELINES

VIEW OUR BOARD OF DIRECTORS

VIEW OUR AUDIT & NON-AUDIT SERVICES PRE-APPROVAL POLICY

VIEW OUR 2016 ANNUAL MEETING VOTING RESULTS

Corporate Governance Guidelines

I. INTRODUCTION

Together with the Corporation's Certificate of Incorporation and By-Laws and the charters of the committees of the Board of Directors (the "Board"), these Guidelines set forth the governance policies and procedures of The Bank of New York Mellon Corporation (the "Corporation").

These Guidelines should be considered in the context of the Corporation's Directors’ Code of Conduct. Directors must comply with the Directors’ Code of Conduct.

The Corporation will publish these Guidelines, Board committee charters, the By-Laws, and the Directors’ Code of Conduct on its website, and will make paper copies available upon request.

II. THE BOARD OF DIRECTORS

A. The Board's Role and Responsibilities

The business and affairs of the Corporation are subject to the general oversight of the Board. The Board's duties and responsibilities are described below.

  Director Duties and Responsibilities, Generally

The Board's primary responsibility is to oversee the management of the Corporation in the interest of the Corporation and its stockholders. Directors will perform their duties in good faith and with that degree of care that a prudent person would normally use under similar circumstances.

Directors' oversight duties and responsibilities, which, as appropriate, may be discharged through Board committees, include

1. reviewing the Corporation's business strategies and plans and financial performance;
2. selecting and evaluating the Chief Executive Officer (“CEO”) and reviewing the process for the selection, evaluation, and development of other key managers;
3. reviewing key risks in the Corporation's businesses and overseeing the Corporation's management of those risks;
4. reviewing and approving major transactions;
5. reviewing the Corporation's processes for compliance with the Director’s Code of Conduct and the Code of Conduct for employees;
6. reviewing the Corporation's processes for maintaining integrity in financial reporting;
7. reviewing the Corporation's processes for compliance with applicable laws and regulations;
8. reviewing the Corporation's processes for protecting the Corporation's assets and reputation; and
9. approving policies and procedures as may be required by law or otherwise appropriate.

Directors are expected to attend meetings of stockholders, the Board and the committees on which they sit.

It is important that the Corporation speak to employees and outside constituencies with a single voice and that the Corporation's designated officers serve as the primary spokespersons.

  The Board's Role in Overseeing Succession Planning

The Board, through the Human Resources and Compensation Committee, will oversee management's planning for succession of senior executive officers of the Corporation, with the involvement of the other independent directors in overseeing the succession planning for the most senior executive officers. To assist in this process, the CEO will periodically prepare and distribute to the Human Resources and Compensation Committee a report on succession planning for all senior officers of the Corporation. In addition, the CEO will prepare and periodically update a short-term succession plan for the delegation of authority to specified officers of the Corporation if some or all of the senior officers should unexpectedly become unable to perform their duties.

  The Board's Role in Overseeing Executive Compensation

While the Human Resources and Compensation Committee has overall responsibility for executive compensation matters, as specified in its charter, the Committee will report its preliminary conclusions with respect to the performance evaluation and compensation decisions regarding the CEO to the other independent directors in executive session and solicit their input prior to finalizing the Committee's conclusions. The Committee will also advise and discuss with the other independent directors compensation decisions regarding the President and the process utilized by the Committee.

  Annual Board Self-Evaluation

The Board will review its performance annually, taking into account its duties and responsibilities. The Chairman of the Corporate Governance and Nominating Committee will lead the Board's annual performance evaluation.

B. Board Composition and Related Matters

  Director Elections

A slate of directors will be recommended by the Corporate Governance and Nominating Committee, nominated by the Board, and submitted to a stockholder vote each year. Stockholders may propose nominees for consideration by the Corporate Governance and Nominating Committee in accordance with procedures and other requirements set forth in the By-Laws and these Guidelines.

  Term of Office

Directors serve until the next annual meeting of stockholders or their prior death, resignation or removal.

The Board values the contributions of directors who have developed valuable knowledge and insight into the Corporation during the course of their service, and, therefore, the Board has determined that imposition of a maximum period of service is not in the interest of the Corporation or its stockholders. At the same time, the Board recognizes the importance of an appropriate balance of experience and fresh perspectives and annually considers the overall composition of the Board to ensure that it meets the ongoing and sometimes changing needs of the Corporation.

  Director Qualifications

The Corporate Governance and Nominating Committee will take into consideration, among other factors, the following criteria approved by the Board for selecting nominees for election as directors of the Corporation. The Corporate Governance and Nominating Committee will consider for nomination persons who:

When considering a person for re-nomination as a director of the Corporation, the Corporate Governance and Nominating Committee will consider, among other factors: the criteria for the nomination of directors; attendance, preparedness and overall contributions to the Board; and the needs of the Corporation. A person who is 75 years of age or older will not be nominated for election or re-election.

  Board Diversity

In considering diversity of the Board (in all aspects of that term), the Corporate Governance and Nominating Committee will take into account various factors and perspectives, including differences of viewpoint, professional experience, education, skill and other individual qualities and attributes that contribute to Board heterogeneity, as well as race, gender and national origin.

  Director Independence

The majority of directors will be independent in accordance with the independence standards set forth below and applicable laws and regulations, including the listing standards of the New York Stock Exchange (the "NYSE") and Item 407(a)(3) of Regulation S-K. A director will be considered independent only if the Board has affirmatively determined that the director has no direct or indirect material relationship with the Corporation that would impair his or her independent judgment.

The Board will review factors affecting independence at the time a director is nominated for election or re-election. In making independence determinations, the Board will apply the following guidelines.

A director is not independent if:

1. the director is, or has been within the last three years, an employee of the Corporation, or an immediate family member is, or has been within the last three years, an executive officer, of the Corporation;
2. the director has received, or has an immediate family member who has received, during any twelve-month period within the last three years, more than $120,000 in direct compensation from the Corporation except in his or her capacity as a Director and except compensation received by an immediate family member for service as an employee (other than an executive officer) of the Corporation or any of its subsidiaries;
3. (A) the director or an immediate family member is a current partner of a firm that is the Corporation's internal or external auditor, (B) the director is a current employee of such a firm, (C) the director has an immediate family member who is a current employee of such a firm and who participates in the firm's audit, or (D) the director or an immediate family member was within the last three years (but is no longer) a partner or employee of such a firm and personally worked on the Corporation's audit within that time;
4. the director or an immediate family member is, or has been within the last three years, employed as an executive officer of another company where any of the Corporation's present executive officers at the same time serves or has served on the compensation committee;
5. the director is a current employee, or an immediate family member is a current executive officer, of a company that has made payments to, or received payments from, the Corporation for property or services in an amount which, in any of the last three fiscal years of such other company's operations, exceeds the greater of $1 million, or 2 percent of such other company's consolidated gross revenues; or
6. a contribution (excluding matching gifts) of the Corporation to any charitable organization of which the director serves as an executive officer exceeded the greater of $1 million or two percent of the charitable organization's consolidated gross revenues in a single fiscal year within the past three years.

For purposes of these standards, a "family member" includes a director's spouse, parents, children, siblings, mothers-in-law, fathers-in-law, sons-in-law, daughters-in-law, brothers-in-law, sisters-in-law and anyone (other than domestic employees) who shares the director's home.

A director will be deemed not to be independent if the Board finds that the director has material business arrangements with the Corporation that would jeopardize his or her judgment. In making independence determinations, the Board will review business arrangements between (a) the Corporation and the director, and (b) the Corporation and an entity for which the director serves as an officer or general partner, or of which the director directly or indirectly owns 10 percent of the equity. Such arrangements will not be considered material if:

1. they are of a type that the Corporation usually and customarily offers to customers or vendors;
2. they are on terms substantially similar to those for comparable transactions with other customers or vendors under similar circumstances;
3. in the event that the arrangement had not been made or were terminated in the normal course of business, it is not reasonably likely that there would be a material adverse effect on the financial condition, results of operations, or business of the recipient; or
4. in the case of personal loans, all such loans to directors are subject to and in compliance with Regulation O of the Federal Reserve Bank.

In applying the factors listed in (a) through (d), above, the Board may consider such other factors as it may deem necessary to arrive at sound determinations as to the independence of each director, and such factors may override the conclusion of independence or non-independence that would be reached simply by reference to the enumerated facts. In such cases, the basis for independence determinations will be disclosed in the Corporation's Annual Proxy Statement.

  Lead Director

A Lead Director shall be selected annually from among the independent directors by a majority of the independent directors.

In addition to the other duties and responsibilities of the Lead Director set forth in these Guidelines or the By-Laws of the Corporation, the Lead Director shall have the following duties and responsibilities:

Service on Other Boards

The Corporation values the experience directors bring from other boards on which they serve but recognizes that such service may also entail significant time commitments, conflicts or legal issues. Directors should advise the Chairman of the Board and the CEO as well as the Corporate Secretary before accepting a position on the board of directors of another publicly traded company or making any other significant commitment to any business or governmental body beyond the primary occupations in which they were engaged at the time of their most recent election to the Board. They should accept such a position or make such a commitment only after obtaining the consent of the Corporate Governance and Nominating Committee of the Board. Upon receipt of such notice, the Chairman of the Corporate Governance and Nominating Committee shall consult with the Chairman of the Board and the CEO and the Company's General Counsel on such matters prior to the Committee’s determination. It is suggested that directors usually not serve on the boards of more than three publicly traded companies in addition to the Corporation. In making its determination, the Corporate Governance and Nominating Committee may take into account any and all factors it deems to be relevant, including without limitation whether the director in question is currently employed or retired from full-time employment, the number of other public-company boards of which the director is a member, any actual or potential conflicts of interest and the director’s other commitments.

Director Resignations

1. A director who also serves as an officer of the Corporation or any of its subsidiaries will tender his or her resignation as a director when the director discontinues such service.
2. An independent director who retires from, or otherwise discontinues his or her active employment or substantially changes his or her position or responsibilities with, the business or other enterprise with which the director was primarily affiliated at the time of the director's most recent election to the Board should promptly notify the Corporate Secretary of such retirement, discontinuance or substantial change. The Corporate Governance and Nominating Committee will review the director's continued service on the Board in light of all the circumstances and recommend to the Board whether the director should be requested to tender his or her resignation to the Board. If such a request is made, the director shall promptly tender such resignation.
3. In accordance with the By-Laws, each director is elected by the vote of the majority of the votes cast (which means the number of votes cast "for" a director's election exceeds the number of votes cast "against" that director's election, with abstentions not counted as votes cast) with respect to that director's election at any meeting for the election of directors at which a quorum is present, provided that if, as of the record date of such meeting as initially announced, the number of nominees exceeds the number of directors to be elected at such meeting (a "Contested Election"), the directors shall be elected by the vote of a plurality of the votes cast.

For an election that is not a Contested Election, any incumbent director who fails to receive a majority of the votes cast will tender his or her resignation to the Lead Director (or such other director designated by the Board if the director failing to receive the majority of votes cast is the Lead Director) promptly after the certification of the stockholder vote. The Lead Director will then refer the matter to the Corporate Governance and Nominating Committee.

The Corporate Governance and Nominating Committee will promptly consider the tendered resignation and recommend to the Board whether to accept or reject it, or whether other action should be taken. If, because of recusals, the Corporate Governance and Nominating Committee is unable to meet and consider the issue with a quorum of its members participating in the discussion, the Board may assign the issue to another committee consisting solely of independent directors. In considering whether to accept or reject the tendered resignation, or to take other action, the Corporate Governance and Nominating Committee (or other committee to which the matter is assigned) will consider whatever factors its members deem relevant including, without limitation, the stated reasons for the "against" votes, the length of service and qualifications of any incumbent director whose resignation has been tendered, the incumbent director's contributions to the Corporation, and the mix of skills and backgrounds on the Board.

The Board will act on the Corporate Governance and Nominating Committee's recommendation (or the recommendation of such other committee to which the matter is assigned) no later than 90 days following the certification of the election in question. In considering the recommendation of the Corporate Governance and Nominating Committee (or such other committee), the Board will consider the factors considered by the Corporate Governance and Nominating Committee (or such other committee) and such additional information and factors as it deems relevant. Following the Board's decision, the Corporation will publicly disclose the Board's decision (and, if applicable, the reasons for rejecting the tendered resignation) in a Form 8-K filed with the Securities and Exchange Commission (the "SEC"). If the Board does not accept the director's resignation, it may elect to address the underlying stockholder concerns or to take such other actions it deems appropriate and in the best interests of the Corporation and its stockholders.

A director who tenders his or her resignation pursuant to this Section (C) will not vote on the issue of whether his or her tendered resignation will be accepted or rejected.

If the Board accepts an incumbent director's resignation pursuant to this Section (C), or if a nominee for director is not elected and the nominee is not an incumbent director, then the Board may fill the resulting vacancy pursuant to the By-Laws.

  Vacancies; Board Size

1. In the event of a director's resignation, removal or death, the Corporate Governance and Nominating Committee will recommend to the Board whether to fill such vacancy or vacancies or to reduce the size of the Board;
2. the Board may fill vacancies with directors who will serve only until the next election of directors, at which point, if nominated in accordance with these Guidelines, they may be elected by the stockholders to continue such service; and
3. from time to time and as appropriate, the Corporate Governance and Nominating Committee will make recommendations to the Board regarding the size of the Board.

C. Board Meetings

  Meeting Frequency and Calling of Meetings

The Board normally holds six regular meetings per year. Subject to notice to the contrary, regular Board meetings will be held on the second Tuesday of even numbered months.

A special meeting of independent directors or independent directors may be held at the discretion of the Lead Director.

In the event of the death or disability of the Chairman or CEO, a special meeting of the Board will be held as soon as practical at a date and time to be determined by the Lead Director. The Lead Director will preside at such meeting.

  Meeting Agendas and Materials

The Chairman and CEO is responsible for the agendas for the Board meetings. In consultation with, and with input from, the Lead Director, the Chairman and CEO will prepare an agenda for each meeting and cause it to be distributed to Board members in advance of the meeting. Board members may suggest any items for inclusion on the agenda.

Information and materials should be transmitted to each director, to the extent practicable, in advance of the Board meeting to which they relate. When time constraints or exceptional circumstances preclude advance distribution, written materials may be distributed at the meeting.

  Executive Sessions

Independent directors will hold an Executive Session without management at each regularly scheduled Board meeting. The Lead Director will preside over executive sessions of independent directors.

  Confidentiality

To foster open discussions, the proceedings and deliberations of the Board are confidential. Each director will maintain the confidentiality of non-public information received from the Corporation or its advisors.

D. Board Information and Resources

Management will communicate regularly with directors, who may also consult with other employees and independent advisors, such as independent auditors and outside counsel, as the Board or its committees deem appropriate, the fees of such advisors and the expenses of such consultation to be borne by the Corporation.

In performing his or her duties, a director is entitled to rely in good faith upon the records of the Corporation and upon such information, opinions, reports or statements presented to the Board by any of the Corporation's officers or employees or committees of the Board, or by any such other person as to matters the director reasonably believes are within such other person's professional or expert competence and who has been selected with reasonable care by or on behalf of the Corporation.

E. Board Committees

  Committee Structure

The Board will have such committees as may be required by the Corporation's By-Laws — which will include all committees required by the rules of the NYSE — and may appoint such additional committees as the Board may determine to be necessary or convenient for the conduct of its responsibilities.

The Corporation will comply fully with all legal and regulatory requirements concerning the composition, responsibilities and procedures applicable to any committee of the Board, including those applicable to the Audit, Corporate Governance and Nominating, and Human Resources and Compensation Committees.

Each of the Audit Committee, the Corporate Governance and Nominating Committee, and the Human Resources and Compensation Committee, and any other committee required by legal or regulatory requirements, will be composed of at least three members, and all members of these committees will be independent directors.

Independent Directors are expected to serve on one or more committees of the Board.

Directors serving on certain Board committees may also be required to have other qualifications as specified in the relevant committee charters. In particular, members of the Audit Committee must meet all applicable independence requirements and must satisfy the NYSE requirements for (i) financial literacy and (ii) accounting or related financial management expertise; in addition, at least one Audit Committee member will qualify as an "Audit Committee Financial Expert" under the SEC's rules.

  Committee Assignments

The Corporate Governance and Nominating Committee will rotate Chairman of committees such that no Chairman shall serve in such capacity for more than five consecutive years.

  Committee Agendas and Reports

The agenda for each regular meeting of all standing committees of the Board will be furnished to all directors in advance of the meeting. All directors are invited to make suggestions to the committee chairman for additions to the agenda or to request that an item from a committee agenda be considered by the Board. Directors not serving on a committee who have a particular interest in an agenda item for that committee are encouraged to express their views to the committee chairman. The chairman of each committee will report regularly to the Board on matters discussed and actions taken by the committee.

  Committee Performance Evaluations

There will be an annual evaluation (which may be a self-evaluation) of the performance of all standing committees of the Board, the results of which will be reported to the full Board.

F. Director Orientation and Continuing Education

Each newly elected director will participate in an orientation program that will include a review of the Corporation's financial position and recent financial results, risk management program, internal audit program, compliance program, Directors’ Code of Conduct, Code of Conduct for employees, business plan (focused on key businesses and business objectives), and Board procedures as presented by the Corporation's Chairman, CEO, President, Chief Financial Officer, General Counsel, Chief Risk Officer, Chief Auditor, Director of Human Resources, Secretary, and other senior executives.

The directors will receive additional information about these subjects through their regular meetings, meeting materials, presentations at meetings, and copies of corporate organizational documents, periodic filings, and significant presentations made to analysts and investors.

G. Communications to Directors

The Secretary of the Corporation is authorized to open and review any mail or other correspondence received that is addressed to the Board or any individual director unless the item is marked "Confidential" or "Personal." If so marked and addressed to the Board, it will be delivered unopened to the Lead Director. If so marked and addressed to an individual director, it will be delivered to the addressee unopened. If, upon opening an envelope or package not so marked, the Secretary determines that it contains a magazine, solicitation or advertisement, or is of a general nature not specifically related to the Corporation’s business, the contents may be discarded.

The Corporation will maintain, and will publish on its web site and in its annual proxy statement, a method for interested parties to communicate with the independent directors as a group or with the Lead Director.

H. Director Compensation and Expenses

Compensation for independent directors' services may include annual cash retainers, shares of the Corporation's common stock, deferred stock units or options on such shares; meeting fees; fees for serving as a committee chairman or Lead Director; and fees for serving as a director of a subsidiary of the Corporation. The Corporation will also reimburse directors for their reasonable out-of-pocket expenses, using the principles set forth in the Corporation’s policy on executive officer travel and entertainment. Directors are reimbursed for their travel expenses not exceeding, in the case of air fare, the first-class commercial rate. In addition, corporate aircraft and charter aircraft may be used for directors in accordance with the Corporation’s Aircraft Policy. Directors will also be reimbursed as provided above for reasonable out-of-pocket expenses (including tuition and registration fees) relating to attendance at seminars and training sessions relevant to their service on the Board and in connection with meetings or conferences which they attend at the Corporation’s request.

The Corporate Governance and Nominating Committee will periodically review director compensation and make recommendations to the Board. Such compensation should be consistent with market practice and should align directors' interests with those of long-term stockholders while not calling into question directors' objectivity.

Unless and until amended by the Board on the recommendation of the Corporate Governance and Nominating Committee, the compensation of independent directors for service on the Board and on standing committees of the Board shall be as follows

Annual cash retainer: $110,000 payable quarterly in advance
Annual membership fee for Audit and Risk Committees: $10,000
Annual retainers for committee chairmen:
Audit and Risk Committees: $30,000
Human Resources and Compensation: $25,000
Corporate Governance and Nominating, Corporate Social Responsibility, and Technology Committees: $20,000
Lead Director Retainer: $50,000
 

In addition, independent directors who are members of any special committee of the Board will receive a per meeting fee of $1,800, and each independent director will receive an annual stock award in an amount to be determined by the Board on the recommendation of the Corporate Governance and Nominating Committee. On the recommendation of the Corporate Governance and Nominating Committee, the Board may also approve other fees for independent directors, including retainers for the chairman of any special committee of the Board.

I. Director Stock Ownership

By the fifth anniversary of their service on the Board, directors are required to maintain ownership of shares of the Corporation's common stock with a market value of at least five times the annual cash retainer.

III. AUTHORITY VESTED IN MANAGEMENT

Management may exercise any and all authorities as set forth in the By-Laws. Management is authorized to implement plans, make expenditures, and acquire or dispose of assets consistent with the annual operating plan and the annual capital expenditures plan approved by the Board.

All expenditures for fixed assets (whether purchased or leased and whether to be paid directly by the Corporation itself or through any subsidiary) should be authorized in the annual capital expenditures plan approved by the Board. Any such expenditure that would, either individually or when aggregated with related transactions, exceed one percent of the total shareholders' equity of the Corporation as shown on the most recently published balance sheet must be approved by the Board.

All acquisitions and dispositions of assets (whether by the Corporation itself or through any subsidiary) — other than (i) acquisitions and dispositions in the normal course of business, (ii) acquisitions and dispositions of assets that are being or have been acquired through foreclosures or other proceedings on account of loans previously made and (iii) acquisitions of the stock or assets of other entities (addressed below) — that would, either individually or when aggregated with related transactions, exceed one percent of the total shareholders' equity of the Corporation as shown on the most recently published balance sheet, and all acquisitions or other capital commitments that would represent the Corporation's entry into a significant new line of business, must be approved by the Board.

If approved by the CEO, acquisitions (either through the Corporation or any subsidiary) of the stock or assets of other entities may be made, without specific approval by the Board, in an amount not to exceed, in any such case, one percent of the total shareholders' equity of the Corporation as shown on the most recently published balance sheet, provided, however, that Board approval must be obtained if the acquisition represents the Corporation's entry into a significant new line of business.

If approved by the CEO or the Chief Financial Officer (“CFO”), capital contributions to new or existing subsidiaries of the Corporation may be made, without specific approval by the Board, in an amount per transaction not to exceed two percent of the total shareholders' equity of the Corporation as shown on the most recently published balance sheet, provided, however, that Board approval must be obtained if the capital contribution represents the Corporation's entry into a significant new line of business. Extensions of credit may be made by the Corporation to new or existing subsidiaries of the Corporation, without specific approval by the Board, upon such terms and conditions as the CEO, the President, the CFO, the Controller, the Treasurer, any Senior Vice Chairman, any Vice Chairman or any Senior Executive Vice President of the Corporation (the "Authorized Officers") or any other person designated in writing by any Authorized Officer may in his or her discretion approve. Notwithstanding the foregoing, Board approval shall not be required for internal reorganizations involving solely and exclusively the Corporation and/or one or more of its subsidiaries unless such internal reorganization would result in a material change in the overall risk profile of the Corporation and its subsidiaries taken as a whole. Management shall report to the Board on such internal reorganizations at the next regular meeting of the Board following completion of any such internal reorganization.

Expenditures, consideration, payments and other amounts referred to in this section include the total of all payments to be made or received and the liabilities to be assumed, directly or indirectly.

Management may exercise any and all additional authorities as the Board may from time to time approve by resolutions duly adopted.

Approved: April 12, 2016

Board of Directors

Our Board of Directors provides strategic counsel focused on managing capital wisely for the benefit of our shareholders. The Board, like our employees, has a code of conduct to follow. The BNY Mellon Directors’ Code of Conduct helps to foster a culture of honesty and accountability by providing guidance in recognizing and resolving ethical issues throughout the company. Each director must comply not only with the terms, but also with the spirit of this Code.

Meet our Board of Directors

View our Board Committees and Charters 

Contact our Board of Directors

Meet our Board of Directors

* Lead Director

Nicholas M. Donofrio

Retired Executive Vice President, Innovation and Technology of IBM Corporation
Director since July 1, 2007; formerly, director of The Bank of New York Company, Inc. since 1999

 

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Joseph J. Echevarria

Retired Chief Executive Officer of Deloitte LLP
Director since February 2, 2015

 

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Edward P. Garden

Chief Investment Officer and a founding partner of Trian Fund Management, L.P.
Director since December 2, 2014

 

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Jeffrey A. Goldstein

Managing Director, Hellman & Friedman LLC and Former Under Secretary of the Treasury for Domestic Finance
Director since April 18, 2014

 

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Gerald L. Hassell

Chairman and Chief Executive Officer of The Bank of New York Mellon Corporation
Director since July 1, 2007; formerly, director of The Bank of New York Company, Inc. since 1998

 

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John M. Hinshaw

Executive Vice President and Chief Customer Officer at Hewlett Packard Enterprise
Director since September 8, 2014

 

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Edmund F. "Ted" Kelly

Retired Chairman of Liberty Mutual Group
Director since July 1, 2007; formerly, director of Mellon Financial Corporation since 2004

 

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John A. Luke, Jr.

Non-Executive Chairman of WestRock Company
Director since July 1, 2007; formerly, director of The Bank of New York Company, Inc. since 1996

 

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Mark A. Nordenberg

Chancellor Emeritus, Chair of the Institute of Politics and Distinguished Service
Professor of Law of the University of Pittsburgh
Director since July 1, 2007; formerly, director of Mellon Financial Corporation since 1998

 

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Catherine A. Rein

Retired Senior Executive Vice President and Chief Administrative Officer of MetLife, Inc.
Director since July 1, 2007; formerly, director of The Bank of New York Company, Inc. since 1981

 

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Samuel C. Scott III

Retired Chairman, President and Chief Executive Officer of Corn Products International, Inc.
Director since July 1, 2007; formerly, director of The Bank of New York Company, Inc. since 2003

 

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Board Committees and Charters

Audit Committee Joseph J. Echevarria, Chairman John A. Luke, Jr. Mark A. Nordenberg Catherine A. Rein Samuel C. Scott III	Corporate Governance and Nominating Committee Mark A. Nordenberg, Chairman Nicholas M. Donofrio Edward P. Garden John A. Luke, Jr. Catherine A. Rein	Corporate Social Responsibility Committee Samuel C. Scott III, Chairman Nicholas M. Donofrio Joseph J. Echevarria Mark A. Nordenberg
Executive Committee Joseph J. Echevarria, Chairman Nicholas M. Donofrio Edward P. Garden Jeffrey A. Goldstein Gerald L. Hassell Edmund F. Kelly Mark A. Nordenberg Samuel C. Scott III	Finance Committee Jeffrey A. Goldstein, Chairman Joseph J. Echevarria Edward P. Garden	Human Resources and Compensation Committee Edward P. Garden, Chairman Jeffrey A. Goldstein John M. Hinshaw Edmund F. Kelly Samuel C. Scott III
Risk Committee Edmund F. Kelly, Chairman Nicholas M. Donofrio Edward P. Garden Jeffrey A. Goldstein John M. Hinshaw	Technology Committee Nicholas M. Donofrio, Chairman John M. Hinshaw Edmund F. Kelly Mark A. Nordenberg

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Contact our Board of Directors

Communications with Lead Director

Any interested party, including shareholders and employees, may communicate directly with the Lead Director (who is independent of management). Such communications may include complaints regarding accounting, internal accounting controls or auditing matters and confidential, anonymous submissions by employees of concerns regarding questionable accounting or auditing matters.

Such communications may be made by letter addressed:

The Bank of New York Mellon Corporation
Church Street Station
P.O. Box 2164
New York, New York 10008-2164
Attn: Non-Management Director

Interested parties may also send such communications to the Lead Director by e-mail at non-managementdirector@bnymellon.com.

If your question relates to BNY Mellon Shareowner Services (also known as Mellon Investor Services), please note that this business was sold to Computershare on December 31, 2011. You should direct your question to Computershare at computershare.com/cpusos.

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Audit & Non-Audit Services Pre-Approval Policy

To comply with the Sarbanes-Oxley Act of 2002 and in accordance with the Charter of the Audit Committee of the Board of Directors of The Bank of New York Mellon Corporation (the "Company"), the Audit Committee is responsible for the appointment, compensation and oversight of the work of the Company's independent auditor.

As part of this responsibility, the Audit Committee is required to pre-approve all audit and permitted non-audit services performed by the Company's independent auditor in order to assure that the auditor's independence from the Company is not compromised.

Accordingly, the Audit Committee has adopted the Audit and Non-Audit Services Pre-Approval Policy which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor may be pre-approved.

Results of 2016 Proxy Voting

Voting results from the 2016 Annual Meeting of BNY Mellon Stockholders on Tuesday, April 12, 2016 are as follows:

 

 

 

 

* Not counted as votes cast.

Credit Ratings

As of

Listed below are the credit ratings for The Bank of New York Mellon Corporation and its principal subsidiaries, The Bank of New York Mellon and BNY Mellon N.A., as well as the main banking subsidiary in continental Europe, The Bank of New York Mellon SA/NV.

(a) Represents senior debt issuer default rating.
NR – Not Rated.

A security rating is not a recommendation to buy, sell, or hold securities. The rating may be subject to revision or withdrawal at any time by the assigning organization. Each rating should be evaluated independently of other ratings.

Financial News & Events

September 7, 2016
BNY Mellon to Present at the 2016 Barclays Global Financial Services Conference on September 14

July 25, 2016
BNY Mellon Announces Pricing of Public Offering of $1 Billion of Depositary Shares Representing Interests in Preferred Stock

July 25, 2016
BNY Mellon Announces Public Offering of Depositary Shares Representing Interests in Preferred Stock

July 21, 2016
BNY Mellon Reports Second Quarter Earnings of $825 Million or $0.75 Per Common Share

June 29, 2016
BNY Mellon to Repurchase up to $2.7 Billion of Common Stock; Federal Reserve Does Not Object to 2016 Capital Plan, Including Proposed Dividend Increase

April 21, 2016
BNY Mellon Reports First Quarter Earnings of $804 Million or $0.73 Per Common Share

January 21, 2016
BNY Mellon Reports Fourth Quarter Earnings of $637 Million or $0.57 Per Common Share

October 20, 2015
BNY Mellon Reports Third Quarter Earnings of $820 Million or $0.74 Per Common Share

Earnings Press Releases

July 21, 2016
BNY Mellon Reports Second Quarter Earnings of $825 Million or $0.75 Per Common Share

July 21, 2016
BNY Mellon Quarterly Financial Highlights

April 21, 2016
BNY Mellon Reports First Quarter Earnings of $804 Million or $0.73 Per Common Share

April 21, 2016
BNY Mellon Quarterly Financial Highlights

January 21, 2016
BNY Mellon Reports Fourth Quarter Earnings of $637 Million or $0.57 Per Common Share

January 21, 2016
BNY Mellon Quarterly Financial Highlights

October 20, 2015
BNY Mellon Reports Third Quarter Earnings of $820 Million or $0.74 Per Common Share

October 20, 2015
BNY Mellon Quarterly Financial Highlights

July 21, 2015
BNY Mellon Reports Second Quarter Earnings of $830 Million or $0.73 Per Common Share

July 21, 2015
BNY Mellon Quarterly Financial Highlights

April 22, 2015
BNY Mellon Reports First Quarter Earnings of $766 Million or $0.67 Per Common Share

April 22, 2015
BNY Mellon Quarterly Financial Highlights

February 17, 2015
BNY Mellon Announces Adjustment to Fourth Quarter 2014 Financial Results

January 23, 2015
BNY Mellon Reports Fourth Quarter Earnings of $807 Million or $0.70 Per Common Share

January 23, 2015
BNY Mellon Quarterly Financial Highlights

October 17, 2014
BNY Mellon Reports Third Quarter Earnings of $1.07 Billion or $0.93 Per Common Share

October 17, 2014
BNY Mellon Quarterly Financial Highlights

July 18, 2014
BNY Mellon Reports Second Quarter Earnings of $554 Million or $0.48 Per Common Share

July 18, 2014
BNY Mellon Quarterly Earnings Review

April 22, 2014
BNY Mellon Reports First Quarter Earnings of $661 Million or $0.57 Per Common Share

April 22, 2014
BNY Mellon Quarterly Earnings Review

January 17, 2014
BNY Mellon Reports Fourth Quarter Earnings of $513 Million or $0.44 Per Common Share

January 17, 2014
BNY Mellon Quarterly Earnings Review

October 16, 2013
BNY Mellon Reports Third Quarter Earnings of $967 Million or $0.82 Per Common Share

October 16, 2013
BNY Mellon Quarterly Earnings Review

July 17, 2013
BNY Mellon Reports Second Quarter Earnings of $833 Million or $0.71 Per Common Share

July 17, 2013
BNY Mellon Quarterly Earnings Review

April 17, 2013
BNY Mellon Reports First Quarter Loss of $0.23 Per Common Share; EPS of $0.50 Excluding the Previously Announced Charge Related to the Disallowance of Certain Tax Credits

April 17, 2013
BNY Mellon Quarterly Earnings Review

January 16, 2013
BNY Mellon Reports Fourth Quarter Earnings of $622 Million or $0.53 Per Common Share

January 16, 2013
BNY Mellon Quarterly Earnings Review

October 17, 2012
BNY Mellon Reports Third Quarter Earnings of $720 Million or $0.61 Per Common Share

October 17, 2012
BNY Mellon Quarterly Earnings Review

July 18, 2012
BNY Mellon Reports Second Quarter Earnings of $466 Million or $0.39 Per Common Share

July 18, 2012
BNY Mellon Quarterly Earnings Review

April 18, 2012
BNY Mellon Reports First Quarter Earnings of $619 Million or $0.52 Per Share

April 18, 2012
BNY Mellon Quarterly Earnings Review

January 18, 2012
BNY Mellon Reports Fourth Quarter Earnings of $505 Million or $0.42 Per Share

January 18, 2012
BNY Mellon Quarterly Earnings Review

October 19, 2011
BNY Mellon Reports Third Quarter Earnings of $651 Million or $0.53 Per Share

October 19, 2011
BNY Mellon Quarterly Earnings Review

July 19, 2011
BNY Mellon Reports Second Quarter Earnings of $735 Million or $0.59 Per Share

July 19, 2011
BNY Mellon Quarterly Earnings Review

April 19, 2011
BNY Mellon Reports First Quarter Earnings of $625 Million or $0.50 Per Share

April 19, 2011
BNY Mellon Quarterly Earnings Review

January 19, 2011
BNY Mellon Reports Fourth Quarter Continuing EPS of $0.55 Including $0.04 of M&I and Restructuring Expenses

January 19, 2011
BNY Mellon Quarterly Earnings Review

October 19, 2010
BNY Mellon Reports Third Quarter Continuing EPS of $0.51 Including $0.04 of M&I and Restructuring Expenses

October 19, 2010
BNY Mellon Quarterly Earnings Review

July 20, 2010
BNY Mellon Reports Second Quarter Continuing EPS of $0.55 or $668 Million vs. $0.23 or $267 Million in the Second Quarter of 2009

July 20, 2010
BNY Mellon Quarterly Earnings Review

April 20, 2010
BNY Mellon Reports First Quarter Continuing EPS of $0.49 or $601 Million; Asset and Wealth Management Fees +13% Year-over-Year; Credit Quality Trends Improving; Strong Capital Generation

April 20, 2010
BNY Mellon Quarterly Earnings Review

January 20, 2010
BNY Mellon Reports Fourth Quarter Continuing EPS of $0.59 or $712 Million; Asset and Wealth Management Fees +13% Sequentially; Successfully Completed Restructuring of Investment Securities Portfolio; Capital Ratios Remain Strong

January 20, 2010
The Bank of New York Mellon Quarterly Earnings Review

October 20, 2009
BNY Mellon Reports Third Quarter Continuing EPS Loss of $2.04. Impacted By $2.54 Investment Securities Portfolio Restructuring Charge, $0.03 M&I Expenses

October 20, 2009
The Bank of New York Mellon Quarterly Earnings Review

July 22, 2009
The Bank of New York Mellon Corporation Reports Second Quarter Continuing EPS of $0.23 Impacted by: $0.23 - TARP redemption premium/dividends and FDIC special assessment, $0.05 - Investment write-downs and M&I expenses offset by the benefit of tax settlements

July 22, 2009
The Bank of New York Mellon Quarterly Earnings Review

April 21, 2009
The Bank of New York Mellon Corporation Reports First Quarter Continuing EPS of $0.28 Impacted by: $0.21 per share resulting from investment and goodwill write-downs, $0.04 per share from merger and integration expenses

April 21, 2009
The Bank of New York Mellon Quarterly Earnings Review

January 20, 2009
The Bank of New York Mellon Corporation Reports Fourth Quarter Continuing EPS of $0.05; Record Core Revenue; Tier 1 Capital Strengthened to 13.1%

January 20, 2009
The Bank of New York Mellon Quarterly Earnings Review

January 20, 2009
The Bank of New York Mellon Reschedules Fourth-Quarter 2008 Earnings Conference Call for Tuesday, January 20

The information set forth in the archived materials posted on this site speaks only as of the date on which such information was issued. The Company will not update the information to reflect subsequent developments, new facts, or for any other reason after the date on which such information is issued. Consequently, site users should not rely upon the information as current or accurate after their issuance dates.

Events & Presentations

Barclays 2016 Global Financial Services Conference

Wednesday, September 14, 2016
8:15 a.m. ET

Presenters:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon
Thomas P. Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon

Investor Relations Innovation Center Experience

Wednesday, August 24, 2016

Presentations and Presenters:

Second Quarter 2016 Financial Results

Thursday, July 21, 2016

First Quarter 2016 Financial Results

Thursday, April 21, 2016

2016 Annual Meeting of Stockholders

Tuesday, April 12, 2016

Presenter:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon

Fourth Quarter 2015 Financial Results

Thursday, January 21, 2016

2015 Goldman Sachs U.S. Financial Services Conference

Wednesday, December 9, 2015

Presenters:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon
Thomas P. Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon

Third Quarter 2015 Financial Results

Tuesday, October 20, 2015

2015 Barclays Global Financial Services Conference

Thursday, September 17, 2015

Presenters:
Thomas P. Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon
Brian T. Shea - Vice Chairman and Chief Executive Officer, BNY Mellon Investment Services

Second Quarter 2015 Financial Results

Tuesday, July 21, 2015

Morgan Stanley Financials Conference 2015

Wednesday, June 10, 2015

Presenters:
Todd Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon
Brian Shea - Vice Chairman and Chief Executive Officer, BNY Mellon Investment Services

2015 Deutsche Bank Global Financial Services Conference

Wednesday, June 3, 2015

Presenters:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon
Todd Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon

First Quarter 2015 Financial Results

Wednesday, April 22, 2015

• Download Earnings Release
• Download Quarterly Financial Highlights

2015 Annual Meeting of Stockholders

Tuesday, April 14, 2015

Presenter:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon

Fourth Quarter 2014 Financial Results

Tuesday, February 17, 2015

• BNY Mellon Announces Adjustment to Fourth Quarter 2014 Financial Results

Friday, January 23, 2015

• Download Earnings Release
• Download Quarterly Financial Highlights

2014 Goldman Sachs U.S. Financial Services Conference

Wednesday, December 10, 2014

Presenters:
Thomas P. Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon
Curtis Arledge - Vice Chairman and Chief Executive Officer, BNY Mellon Investment Management

2014 Citi Global Financial Conference in Singapore

Thursday, November 20, 2014

Presenter:
Stephen D. Lackey - Chairman, BNY Mellon Asia Pacific

Investor Day 2014

Tuesday, October 28, 2014

Presenters:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon
Curtis Arledge - Vice Chairman and Chief Executive Officer, Investment Management
Todd Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon
Suresh Kumar - Senior Executive Vice President and Chief Information Officer
Brian Shea - Vice Chairman and Chief Executive Officer, Investment Services
Kurt Woetzel - President, BNY Mellon Markets Group

Third Quarter 2014 Financial Results

Friday, October 17, 2014

• Download Earnings Release
• Download Quarterly Financial Highlights

2014 Barclays Global Financial Services Conference

Tuesday, September 9, 2014

Presenter:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon

Second Quarter 2014 Financial Results

Friday, July 18, 2014

• Download Earnings Release
• Download Quarterly Earnings Review

2014 UBS Global Financial Services Conference

Tuesday, May 20, 2014

Presenters:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon
Thomas P. Gibbons - Vice Chairman and Chief Financial Officer, BNY Mellon

First Quarter 2014 Financial Results

Tuesday, April 22, 2014

• Download Earnings Release
• Download Quarterly Earnings Review

2014 Annual Meeting of Stockholders

Tuesday, April 8, 2014

Presenter:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon

Fourth Quarter 2013 Financial Results

Friday, January 17, 2014

• Download Earnings Release
• Download Quarterly Earnings Review

2013 Goldman Sachs U.S. Financial Services Conference

Wednesday, December 11, 2013

Presenter:
Gerald Hassell - Chairman and Chief Executive Officer, BNY Mellon

2013 Bank of America Merrill Lynch Banking and Financial Services Conference

Tuesday, November 12, 2013

Presenters:
Brian Shea - President, BNY Mellon Investment Services, Head of Client Service Delivery and Client Technology Solutions, Chairman of Pershing
Suresh Kumar - Chief Information Officer, BNY Mellon

Third Quarter 2013 Financial Results

Wednesday, October 16, 2013

• Download Earnings Release
• Download Quarterly Earnings Review

Barclays 2013 Global Financial Services Conference

Tuesday, September 10, 2013

Presenter:
Curtis Arledge - Chief Executive Officer, Investment Management

Second Quarter 2013 Financial Results

Wednesday, July 17, 2013

• Download Earnings Release
• Download Quarterly Earnings Review

2013 Deutsche Bank Access Global Financial Services Investor Conference

Wednesday, June 5, 2013

Presenter:
Todd Gibbons - Chief Financial Officer, BNY Mellon

First Quarter 2013 Financial Results

Wednesday, April 17, 2013

• Download Earnings Release
• Download Quarterly Earnings Review

2013 Citi U.S. Financial Services Conference

Wednesday, March 6, 2013

Presenters:
Tim Keaney - Chief Executive Officer, Investment Services
Todd Gibbons - Chief Financial Officer, BNY Mellon

2013 Credit Suisse Financial Services Forum

Wednesday, February 13, 2013

Presenters:
Suresh Kumar - Chief Information Officer, BNY Mellon
Ed Watson - Chief Operating Officer, BNY Mellon

Fourth Quarter 2012 Financial Results

Wednesday, January 16, 2013

• Download Earnings Release
• Download Quarterly Earnings Review

2012 Goldman Sachs Financial Services Conference

Wednesday, December 5, 2012

2012 Bank of America Merrill Lynch Banking and Financial Services Conference

Wednesday, November 14, 2012

Third Quarter 2012 Financial Results

Wednesday, October 17, 2012

• Download Earnings Release
• Download Quarterly Earnings Review

Barclays 2012 Global Financial Services Conference

Tuesday, September 11, 2012

Second Quarter 2012 Financial Results

Wednesday, July 18, 2012

• Download Earnings Release
• Download Quarterly Earnings Review

UBS Global Financial Services Conference

Tuesday, May 8, 2012

First Quarter 2012 Financial Results

Wednesday, April 18, 2012

• Download Earnings Release
• Download Quarterly Earnings Review

2012 Citi Financial Services Conference

Wednesday, March 7, 2012

Fourth Quarter 2011 Financial Results

Wednesday, January 18, 2012

• Download Earnings Release
• Download Quarterly Earnings Review

2011 Goldman Sachs U.S. Financial Services Conference

Wednesday, December 7, 2011

2011 Investor Day

Monday, November 14, 2011

Third Quarter 2011 Financial Results

Wednesday, October 19, 2011

• Download Earnings Release
• Download Quarterly Earnings Review

2011 Barclays Capital Global Financial Services Conference

Tuesday, September 13, 2011

Second Quarter 2011 Financial Results

Tuesday, July 19, 2011

• Download Earnings Release
• Download Quarterly Earnings Review

2011 Barclays Capital Financial Services Conference

Tuesday, May 24, 2011

2011 Nomura North America Investor Day

Tuesday, May 24, 2011

First Quarter 2011 Financial Results

Tuesday, April 19, 2011

• Download Earnings Release
• Download Quarterly Earnings Review

2011 Citi Financial Services Conference

Wednesday, March 9, 2011

2011 Morgan Stanley Financial Services Conference

Wednesday, February 2, 2011

Fourth Quarter 2010 Financial Results

Wednesday, January 19, 2011

• Download Earnings Release
• Download Quarterly Earnings Review

2010 Goldman Sachs U.S. Financial Services Conference

Wednesday, December 8, 2010

2010 Bank of America Merrill Lynch Banking and Financial Services Conference

Tuesday, November 16, 2010

Third Quarter 2010 Financial Results

Tuesday, October 19, 2010

• Download Earnings Release
• Download Quarterly Earnings Review

2010 Barclays Capital Global Financial Services Conference

Tuesday, September 14, 2010

Second Quarter 2010 Financial Results

Tuesday, July 20, 2010

• Download Earnings Release
• Download Quarterly Earnings Review

2010 William Blair Growth Stock Conference

Wednesday, June 16, 2010

2010 Barclays Capital Financial Services Conference

Tuesday, May 18, 2010

2010 UBS Global Financial Services Conference

Wednesday, May 12, 2010

First Quarter 2010 Financial Results

Tuesday, April 20, 2010

• First Quarter 2010 Earnings Release
• First Quarter 2010 Earnings Review

2010 Citi Financial Services Conference

Wednesday, March 10, 2010

2010 CLSA AsiaUSA Forum

Tuesday, March 2, 2010

2010 Morgan Stanley Financial Services Conference

Wednesday, February 3, 2010

BNY Mellon Acquisition of Global Investment Servicing

Tuesday, February 2, 2010

Fourth Quarter 2009 Financial Results

Wednesday, January 20, 2010

• Fourth Quarter 2009 Earnings Release
• Fourth Quarter 2009 Earnings Review

2009 Goldman Sachs U.S. Financial Services Conference

Wednesday, December 9, 2009

2009 Bank of America Merrill Lynch Banking and Financial Services Conference

Tuesday, November 10, 2009

Third Quarter 2009 Financial Results

Tuesday, October 20, 2009

• Third Quarter 2009 Earnings Release
• Third Quarter 2009 Earnings Review

2009 Barclays Capital Global Financial Services Conference

Wednesday, September 16, 2009

Second Quarter 2009 Financial Results

Wednesday, July 22, 2009

• Second Quarter 2009 Earnings Release
• Second Quarter 2009 Earnings Review

2009 UBS Global Financial Services Conference

Tuesday, May 12, 2009

2009 Barclays Capital Financial Services Conference

Wednesday, May 6, 2009

First Quarter 2009 Financial Results

Tuesday, April 21, 2009

• First Quarter 2009 Earnings Release
• First Quarter 2009 Earnings Review

2009 Citigroup Financial Services Conference

Wednesday, January 28, 2009

Fourth Quarter 2008 Financial Results

Tuesday, January 20, 2009

• Download Earnings Release
• Download Quarterly Earnings Review

The information set forth in any presentations posted on this site speaks only as of the date on which such information was issued. The Company will not update the information to reflect subsequent developments, new facts, or for any other reason after the date on which such information is issued. Consequently, listeners/viewers of presentations should not rely upon the information as current or accurate after their issuance dates.

Financial Reports

BNY Mellon provides a full range of financial reports that present a complete, timely and transparent view into our business results. Obtain the latest information on our capital structure, balance sheet, earnings, and more.

ANNUAL REPORT / PROXY

FORM 10-Q / 10-K REPORTS

QUARTERLY FINANCIAL HIGHLIGHTS

QUARTERLY FINANCIAL TRENDS

SEC FILINGS

OTHER REGULATORY

CAPITAL PLAN PRESS RELEASE

DODD-FRANK STRESS TEST RESULTS

Annual Report / Proxy

2015

2014

2013

2012

2011

2010

2009

 

You may use our archive for prior periods' financial statements for The Bank of New York Mellon, The Bank of New York and Mellon Financial.

For your convenience, the Joint Proxy Statement/Prospectus for the merger of The Bank of New York and Mellon Financial is available in Adobe PDF format.

• Joint Proxy Statement/Prospectus

The information set forth in the archived materials posted on this site speaks only as of the date on which such information was issued. The Company will not update the information to reflect subsequent developments, new facts, or for any other reason after the date on which such information is issued. Consequently, site users should not rely upon the information as current or accurate after their issuance dates.

Form 10-Q / 10-K Reports

2016

2015

2014

2013

2012

2011

2010

2009

The information set forth in the archived materials posted on this site speaks only as of the date on which such information was issued. The Company will not update the information to reflect subsequent developments, new facts, or for any other reason after the date on which such information is issued. Consequently, site users should not rely upon the information as current or accurate after their issuance dates.

Quarterly Financial Highlights

2016

2015

2014

*On February 17, 2015, The Bank of New York Mellon Corporation (the “Company”) announced an adjustment to its financial results for the fourth quarter ended December 31, 2014, to include an additional after-tax litigation expense of $598 million in anticipation of the resolution of several previously disclosed matters, including substantially all of the foreign exchange-related actions. The financial impact of the adjustment is not reflected in the related document above. For further information about the impact of the adjustment, please refer to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on February 17, 2015.

2013

2012

2011

2010

2009

The information set forth in the archived materials posted on this site speaks only as of the date on which such information was issued. The Company will not update the information to reflect subsequent developments, new facts, or for any other reason after the date on which such information is issued. Consequently, site users should not rely upon the information as current or accurate after their issuance dates.

Quarterly Financial Trends

Second Quarter 2016

• Adobe PDF format (515 KB)
• Microsoft Excel format (137 KB)

 

Other Regulatory

Please select:

 

Annual Reports by Country

Below are country-specific annual reports which have been filed according to local requirements. Access The Bank of New York Mellon Corporation's Annual Reports here.

Belgium

 

Pillar 3 Disclosures

The following Pillar 3 disclosures are published to meet the local requirements of the Host Regulators (in parentheses) of the countries shown:

Corporate Disclosure:

United States (U.S. Federal Reserve)
Note: Beginning in 2015, the Corporate Pillar 3 Disclosure contains our Basel II.5 Market Risk Disclosure.

Additional Country Disclosures:

Belgium (Banque Nationale de Belgique / Nationale Bank van Belgïe)

Canada (Office of the Superintendent of Financial Institutions)

Ireland (Central Bank of Ireland)

Luxembourg (Commission de Surveillance du Secteur Financier)

United Kingdom (Financial Conduct Authority / Prudential Regulation Authority)

If you have any questions on these documents, please e-mail us.

 

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Federal Financial Institutions Examination Council - Consolidated Reports of Condition and Income for a Bank With Domestic and Foreign Offices – FFIEC 031:

 

 

Top of Page

 

 

Consolidated Financial Statements for Bank Holding Companies – FR Y-9C:

 

Top of Page

 

Basel II.5 Market Risk Disclosure

The following Basel II.5 quarterly disclosures are published to meet local regulatory requirements.
Note: Beginning in 2015, this disclosure is contained in our Corporate Pillar 3 Disclosure.

Top of Page

Please note that historical information may have become out of date and should not be considered current. The Company does not undertake any obligation to update the information on its website or contained in its regulatory filings as a result of new information or subsequent developments. In addition, any forward-looking statements are based on management's current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from expected results. Forward-looking statements speak only as of the date they are made. The Company will not update forward looking statements to reflect facts, assumptions, circumstances, or events which have changed after they were made. Detailed information regarding factors that could cause results to differ from expectations may be found in the Company's reports filed with the SEC.

Dodd-Frank Stress Test Results

Projected Stressed Capital Ratios, Losses, Revenues, Net Income before Taxes and Loan Losses by Type of Loan in the Severely Adverse Scenario 

The Bank of New York Mellon Corporation and The Bank of New York Mellon

BNY Mellon Company-Run Stress Test Results
Severely Adverse Scenario
Dodd-Frank Capital Actions

Investor Resources

We are committed to assisting investors and prospective investors in obtaining valuable information regarding BNY Mellon by providing useful tools that aid the timely delivery of relevant documents and information.

You are able to review stock price history, sign up for e-mail alerts, download investor forms, find out about the company's direct stock purchase and dividend reinvestment plans, get answers to frequently asked questions (FAQs) and more.

Investor Kit

Our Investor Kit provides comprehensive investment communications, including independent analyst coverage, regarding BNY Mellon’s performance and business prospects.

Stock Tools

Obtain historical stock prices and dividend history as well as market information, such as stock quotes and stock charts. Also, you may utilize the investment calculator to assist with determining cost basis.

Analyst Coverage

Find independent research on BNY Mellon.

Dividend History

Historical cash dividend per common share payment schedule.

Employee Code of Conduct

Doing what's right.

Stock Purchase Plan

The Stock Purchase Plan provides a convenient and economical method for prospective investors to directly purchase their first shares of Common Stock of The Bank of New York Mellon without having to utilize a broker. A minimum initial investment of $1000 is required.

Dividend Reinvestment

Dividend reinvestment provides a convenient and economical method of purchasing shares and increasing ownership of the Company's Common Stock by reinvesting dividends and by making optional cash purchases.

Merger Information

Effective July 1, 2007, The Bank of New York Company, Inc. and Mellon Financial Corporation merged with and into a company called The Bank of New York Mellon Corporation [NYSE: BK]. Under the terms of the merger agreement, each share of The Bank of New York common stock converted into 0.9434 share of The Bank of New York Mellon common stock and each share of Mellon common stock converted into one share of The Bank of New York Mellon common stock. For information regarding exchanging your shares, you may call +1 800 729 9606.

E-mail Alerts

You may automatically receive financial information on BNY Mellon by e-mail.

Forms

Download forms to transfer ownership of shares, initiate direct deposit of dividends and more.

Frequently Asked Questions (FAQs)

Get answers to frequently asked questions (FAQs), including stock-related information about BNY Mellon, services offered, purchasing or transferring ownership of shares and more.

Contacts

Obtain contact information for Investor Relations and Public Relations personnel, as well as Transfer Agency-related telephone, e-mail and written correspondence.

Analyst Coverage

The Bank of New York Mellon is followed by the analysts listed above. Please note that any opinions, estimates, forecasts or any other information regarding The Bank of New York Mellon provided by these analysts are theirs alone and do not represent opinions, forecasts or predictions of The Bank of New York Mellon or its management. The Bank of New York Mellon does not by the reference above or distribution of the identity of such analysts imply its endorsement of or concurrence with such information, conclusions, opinions, estimates, forecasts or recommendations provided by such analysts.

Dividend History

Prior to July 1, 2007, stock splits and dividend history reflect former The Bank of New York Company, Inc. In addition, all dividends were restated to reflect the 0.9434 merger exchange ratio as well as the following stock splits:

Doing What's Right

Trust is everything in our business. Our clients and other market participants expect us to conduct business with the highest ethical standards — no exceptions.

Fortunately, our Doing What’s Right program can help you to manage compliance and ethics issues that might arise in the workplace. It’s a simple three-step process that everyone can use to help them make the right call when difficult issues and questions come up.

But, there is one part of the process that still requires a bit more effort and knowledge and that is before any of us can do what’s right, we all have to know what’s right. It can be difficult to understand all the laws and regulations we must comply with and the company policies and procedures we must adhere to.

That’s why we have updated the Code of Conduct to make it easier to read and understand. We have put in everyday language the basics you need to know as you go about your daily work. While it’s not an exhaustive document, the revised Code will certainly give you a clearer understanding of the fundamental concepts that apply across our businesses.

This revised Code will also help you in another important way. Often, the best indication any of us have that something is wrong is our own instinct. If something feels wrong, it may well be. Speak up. Ask questions. Get more information until you are satisfied. The revised Code can help you determine if something is really wrong and if further action is appropriate, such as speaking to your manager, your manager’s manager or someone in Legal, Audit, Compliance, Human Resources, or our Ethics Hot Line or Help Line.

A final, but critical, point — BNY Mellon has zero tolerance for retaliation against anyone who reports a concern or misconduct in good faith, and with the reasonable belief that the information is true. No one has the authority to justify an act of retaliation, and any employee who engages in retaliation will be subject to disciplinary action, which may include dismissal. I want you to never be afraid or reluctant to speak up when appropriate. So, please take the time to review the Code of Conduct. It’s one of the most important ways to ensure that you’re always Doing What’s Right.

 

Gerald L. Hassell
Chairman and Chief Executive Officer

 

DOWNLOAD EMPLOYEE CODE OF CONDUCT (PDF - 1.13 MB)

Stock Purchase and Dividend Reinvestment Plan

It's easy to invest in The Bank of New York Mellon.

The Bank of New York Mellon's Direct Stock Purchase and Dividend Reinvestment Plan (the "Direct Purchase and Dividend Reinvestment Plan") permits existing shareholders and interested first-time investors to purchase shares in the Company's stock directly through the Plan's Administrator, Computershare. The Plan also allows for optional cash investments and the sale of plan shares.

Enrolling

You may enroll online 24 hours a day, seven days a week at www.computershare.com/investor. Please be sure to review the prospectus and complete the enrollment form carefully. You may also request an enrollment kit by calling the toll-free number +1 800 205 7699 to use either the Automated Telephone System or speak with a Customer Service Representative. Additionally, you may request a brochure and application via e-mail, web.queries@computershare.com, or by writing to the following address. Please include your Investor Identification Number in your correspondence.

Regular mail:
c/o Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006

Registered or Overnight Mail:
Computershare
250 Royall Street
Canton, MA 02021

Purchasing Shares

Additional investments may be made online 24 hours a day, seven days a week at www.computershare.com/investor or by sending a check payable to "Computershare/BNY Mellon" with the tear-off stub from your statement or a brief letter of instruction to the following address:

Regular mail:
c/o Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006

Registered or Overnight Mail:
Computershare
250 Royall Street
Canton, MA 02021

Please refer to the plan prospectus for any limitations or fees associated with optional cash investments. Be sure to indicate your Holder Identification Number on the check.

Withdrawing Shares

You may withdraw shares from your Direct Purchase and Sale Plan via any of the following methods:

• Withdraw your shares online 24 hours a day, seven days a week at www.computershare.com/investor by selecting a Stock Certificate or to transfer shares electronically from your Plan account to your brokerage account. Login and select Action "Request a Certificate" or "Transfer Shares" from the Portfolio menu.
• Call the toll-free number, +1 800 205 7699, to use the Automated Telephone System or to speak with a Customer Service Representative. In addition, you may request a brochure and application via e-mail, web.queries@computershare.com or by writing to the following address. Please include your Holding Identification Number in your correspondence.
• Complete and return the tear-off section of your quarterly statement. Please indicate the number of shares to be withdrawn, or choose "all" if you would like to receive a certificate for all whole shares held in your account. Please refer to the brochure or call the toll-free number +1 800 205 7699 for information regarding any fees or restrictions associated with your request.
• Write to the address listed below. Please include your Investor Identification Number in your correspondence.

Regular mail:
c/o Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006

Registered or Overnight Mail:
Computershare
250 Royall Street
Canton, MA 02021

Selling Shares

You may sell shares from your Direct Purchase and Sale Plan via any of the following methods:

• Sell shares online 24 hours a day, seven days a week at www.computershare.com/investor. Please Login and select Action "Sell" from the Portfolio menu.
• Call the toll-free number, +1 800 205 7699 to access the Automated Telephone System. Please have your Holder Identification Number ready when calling.
• Complete and return the tear-off section of your Direct Purchase and Sale Plan statement. Please indicate the number of shares to be sold, or choose "all" if you would like to receive a check for the proceeds from the sale of all shares held in your account. All sale requests received in writing will be submitted as batch order sales, unless such requests specify otherwise.
• Write to the address listed below. Please include your Holding Identification Number in your correspondence.

Regular mail:
c/o Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006

Registered or Overnight Mail:
Computershare
250 Royall Street
Canton, MA 02021

Safekeeping

You may initiate safekeeping procedures 24 hours a day, seven days a week at www.computershare.com/investor. In order to deposit shares held in certificate form, the original certificate must be sent to Computershare with a written request to deposit the shares into your reinvestment plan or into DRS form. A copy of the certificate cannot be accepted.

You may deposit certificates for safekeeping by forwarding the certificates to Computershare. Please review the plan prospectus to determine the correct procedure or call the toll-free number below to speak with a Customer Service Representative. Please have your Holder Identification Number ready when calling. Forward the certificates to the address below. We recommend sending certificates by registered mail. Please include a letter of instruction indicating your Holder Identification Number.

Registered or Overnight Mail:
Computershare
250 Royall Street
Canton, MA 02021

Duplicate Statement

You may request a duplicate Direct Purchase and Sale Plan account statement online 24 hours a day, seven days a week at www.computershare.com/investor. Please Login to www.computershare.com/investor and  go to Statements & Documents. This area allows you to view and manage various statements and documents for your holdings. The "Filter" button at the top allows you to narrow down your statements and documents to a selected account, year or date range.

You may also request a duplicate Direct Purchase and Sale Plan account statement by calling the toll-free number, +1 800 205 7699, to use the Automated Telephone System or to speak with a Customer Service Representative. Please have your Holder Identification Number ready when calling. In addition, you may request a brochure and application via e-mail, web.queries@computershare.com or by writing to us at the following address. Please include your Holder Identification Number in your correspondence.

Regular mail:
c/o Computershare Trust Company, N.A.
P.O. Box 43006
Providence, RI 02940-3006

Registered or Overnight Mail:
Computershare
250 Royall Street
Canton, MA 02021

Merger Information

Effective July 1, 2007, The Bank of New York Company, Inc. and Mellon Financial Corporation merged with and into a company called The Bank of New York Mellon Corporation [NYSE: BK]. Under the terms of the merger agreement, each share of The Bank of New York common stock converted into 0.9434 share of The Bank of New York Mellon common stock and each share of Mellon common stock converted into one share of The Bank of New York Mellon common stock.

Exchanging Your Bank of New York and Mellon Financial Shares

Computershare is the Exchange Agent managing the exchange of your stock holdings in The Bank of New York and Mellon Financial to The Bank of New York Mellon common stock. The Bank of New York and Mellon shareholders whose shares were held in Direct Registration (DRS) or in uncertificated form in Dividend Reinvestment (DRP) did not need to take any action as those shares were automatically exchanged. Upon completion of the merger, DRS Statements were sent to these shareholders confirming the number of shares held in The Bank of New York Mellon Corporation.

The Bank of New York and Mellon Financial shareholders still holding physical certificates MUST surrender those certificates for exchange as follows:

1. Complete Letter of Transmittal
2. Enclose your Bank of New York or Mellon certificate(s) in the pre-printed return envelope
3. Mail to:
    

If by U.S. mail: The Bank of New York Mellon c/o Computershare P.O. Box 358447 Pittsburgh, PA 15252 Attn: Corporate Action Dept.

If by overnight courier or by hand: The Bank of New York Mellon c/o Computershare Attn: Corporate Action Dept., 27th floor 480 Washington Blvd. Jersey City, NJ 07310

Investor Forms

If you have questions or need assistance in completing these forms, please call
+1 800 205 7699. Representatives are available to assist you weekdays from
9 a.m. to 7 p.m. ET.

W-8BEN Form

Certify that you have a non-U.S. tax status.

W-9 Form

Change your Tax ID of record.

Transfer of Stock Ownership Form

Transfer ownership of your stock.

Dividend Order Form

All forms are in PDF format and require the free Adobe Acrobat Reader

Frequently Asked Questions

General Stock/Other Information for The Bank of New York Mellon

• Stock Splits
• Acquiring Copies of Annual Report or Other Shareholder Publications (10-K, 10-Q)

Purchasing Shares of The Bank of New York Mellon

• Purchasing Shares Directly from the Company
• About/Joining the Dividend Reinvestment Plan

Current Stockholders of The Bank of New York Mellon

• Services Offered
• Duplicate Mailings from The Bank of New York Mellon for Shareholder Account
• Dividend Automatic Deposits
• Dividend Payment Schedule

Current Shareholder of a Public Company Where Computershare, Which Acquired BNY Mellon Shareowner Services, Serves as the Transfer Agent

• Services Offered
• Contact Computershare

 

 

General Stock/Other Information for The Bank of New York Mellon

Stock Splits:

 

Acquiring Copies of Annual Report or Other Shareholder Publications (10-K, 10-Q):

For a free copy of the Corporation's Annual Report on Form 10-K or the quarterly earnings news release on Form 8-K, as filed with the Securities and Exchange Commission, please e-mail BNY Mellon's Investor Relations or call Computershare at +1 800 205 7699.

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Purchasing Shares of The Bank of New York Mellon

Purchasing Shares Directly from the Company:

The Bank of New York Mellon instituted a direct stock purchase and dividend reinvestment plan (DRP), effective on July 2, 2007. To obtain a prospectus and enrollment form, visit the Computershare website or call +1 800 205 7699. 

About/Joining the Dividend Reinvestment Plan:

Visit the Computershare website or call +1 800 205 7699.

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Current Stockholder of The Bank of New York Mellon

Services Offered:

I am a current stockholder and I:

• lost my stock certificate
• want to confirm the record of my stock holdings
• want to transfer my stock into someone else's name
• want to buy/sell shares of The Bank of New York Mellon
• want to change my address
• have a question on my dividend
• have not exchanged my shares of The Bank of New York Company, Inc. or Mellon Financial Corporation

Visit the Computershare website or call +1 800 205 7699.

 

Duplicate Mailings from The Bank of New York Mellon for Shareholder Account:

Please submit a written request, with your full name and address the way it appears on your account to the address(es) below. For more information, contact Computershare or call +1 800 205 7699.

Regular mail: c/o Computershare Trust Company, N.A. P.O. Box 43006 Providence, RI 02940-3006

Registered or Overnight Mail: Computershare 250 Royall Street Canton, MA 02021

 

Dividend Automatic Deposits:

You may enroll online for direct deposit of your dividend checks 24 hours a day, seven days a week at www.computershare.com/investor. Please Login and select Dividend Selection from the Manage Account Info menu or you may submit a written request to the address(es) below. For more information, contact Computershare or call +1 800 205 7699.

Regular mail: c/o Computershare Trust Company, N.A. P.O. Box 43006 Providence, RI 02940-3006

Registered or Overnight Mail: Computershare 250 Royall Street Canton, MA 02021

 

Dividend Payment Schedule:

Subject to approval of the board of directors, dividends are paid on BNY Mellon’s common stock in February, May, August and November.

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Current Shareholder of a Public Company Where Computershare, Which Acquired BNY Mellon Shareowner Services, Serves as the Transfer Agent

Services Offered:

I am a Stockholder in another company and I:

• lost my stock certificate
• want to confirm the record of my stock holdings
• want to transfer my stock into someone else's name
• want to buy or sell shares
• want to change my address
• have a question on my dividend

Contact Computershare.

 

Contact Computershare:

Visit the Computershare website or InvestorCentre®
E-mail: Contact Computershare
Phone: +1 800 205 7699
(1-201-680-6578 for international callers)

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