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Bank of New York Mellon Corp – ‘10-K’ for 12/31/13

On:  Friday, 2/28/14, at 4:14pm ET   ·   For:  12/31/13   ·   Accession #:  1445305-14-745   ·   File #:  1-35651

Previous ‘10-K’:  ‘10-K/A’ on 5/9/13 for 12/31/12   ·   Next:  ‘10-K’ on 2/27/15 for 12/31/14   ·   Latest:  ‘10-K’ on 2/28/24 for 12/31/23

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/28/14  Bank of New York Mellon Corp      10-K       12/31/13  199:63M                                    Workiva Inc

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML    326K 
 3: EX-13.1     All Portions of 2013 Annual Report to Shareholders  HTML   3.94M 
 4: EX-21.1     Primary Subsidiaries of the Company                 HTML     72K 
 5: EX-23.1     Consent of Kpmg LLP                                 HTML     63K 
 6: EX-24.1     Power of Attorney                                   HTML     64K 
 2: EX-12.1     Computation of Ratio of Earnings to Combined Fixed  HTML     86K 
                Charges and Preferred Stock D                                    
 7: EX-31.1     Section 302 CEO Certification                       HTML     64K 
 8: EX-31.2     Section 302 CFO Certification                       HTML     64K 
 9: EX-32.1     Section 906 CEO Certification                       HTML     59K 
10: EX-32.2     Section 906 CFO Certification                       HTML     59K 
134: R1          Document and Entity Information                     HTML     88K  
98: R2          Consolidated Income Statement                       HTML    219K 
124: R3          Consolidated Income Statement (Parenthetical)       HTML     59K  
141: R4          Consolidated Comprehensive Income Statement         HTML    112K  
180: R5          Consolidated Comprehensive Income Statement         HTML     60K  
                (Parenthetical)                                                  
103: R6          Consolidated Balance Sheet                          HTML    216K  
123: R7          Consolidated Balance Sheet (Parenthetical)          HTML     85K  
89: R8          Consolidated Statement of Cash Flows                HTML    211K 
73: R9          Consolidated Statement of Changes in Equity         HTML    125K 
182: R10         Consolidated Statement of Changes in Equity         HTML     60K  
                (Parenthetical)                                                  
143: R11         Accounting Changes and New Accounting Guidance      HTML     65K  
142: R12         Summary of significant accounting and reporting     HTML    156K  
                policies Summary of significant accounting and                   
                reporting policies (Notes)                                       
153: R13         Acquisitions and dispositions                       HTML     70K  
154: R14         Securities                                          HTML    606K  
148: R15         Loans and Asset Quality                             HTML    609K  
157: R16         Goodwill and Intangible Assets                      HTML    186K  
125: R17         Other Assets                                        HTML    101K  
136: R18         Deposits                                            HTML     63K  
146: R19         Net Interest Revenue (Note)                         HTML     97K  
198: R20         Noninterest Expense                                 HTML     90K  
171: R21         Restructuring Charges                               HTML     95K  
114: R22         Income Taxes                                        HTML    149K  
145: R23         Long-Term Debt                                      HTML    116K  
119: R24         Securitizations and Variable Interest Entities      HTML    113K  
54: R25         Shareholders' Equity                                HTML    176K 
173: R26         Other Comprehensive Income (Loss)                   HTML    183K  
189: R27         Stock-Based Compensation                            HTML    151K  
83: R28         Employee Benefit Plans                              HTML    671K 
82: R29         Company Financial Information                       HTML    189K 
87: R30         Fair Value Measurement                              HTML   1.06M 
88: R31         Fair Value Option                                   HTML     84K 
91: R32         Commitments and Contingent Liabilities              HTML    160K 
34: R33         Derivative Instruments                              HTML    343K 
167: R34         Lines of Businesses                                 HTML    183K  
110: R35         International Operations                            HTML    131K  
115: R36         Supplemental information to the Consolidated        HTML     71K  
                Statement of Cash Flows                                          
64: R37         Summary of significant accounting and reporting     HTML    293K 
                policies (Policies)                                              
197: R38         Summary of significant accounting and reporting     HTML     70K  
                policies (Tables)                                                
17: R39         Securities (Tables)                                 HTML    610K 
95: R40         Loans and Asset Quality (Tables)                    HTML    598K 
178: R41         Goodwill and Intangible Assets (Tables)             HTML    184K  
60: R42         Other Assets (Tables)                               HTML    102K 
81: R43         Net Interest Revenue (Tables)                       HTML     96K 
86: R44         Noninterest Expense (Tables)                        HTML     90K 
99: R45         Restructuring Charges (Tables)                      HTML     95K 
33: R46         Income Taxes (Tables)                               HTML    150K 
71: R47         Long-Term Debt (Tables)                             HTML    116K 
22: R48         Securitizations and Variable Interest Entities      HTML    117K 
                (Tables)                                                         
176: R49         Shareholders' Equity (Tables)                       HTML    164K  
58: R50         Other Comprehensive Income (Loss) (Tables)          HTML    182K 
170: R51         Stock-Based Compensation (Tables)                   HTML    146K  
65: R52         Employee Benefit Plans (Tables)                     HTML    667K 
96: R53         Company Financial Information (Tables)              HTML    178K 
20: R54         Fair Value Measurement (Tables)                     HTML   1.03M 
28: R55         Fair Value Option (Tables)                          HTML     86K 
85: R56         Commitments and Contingent Liabilities (Tables)     HTML    110K 
42: R57         Derivative Instruments (Tables)                     HTML    324K 
185: R58         Lines of Businesses (Tables)                        HTML    160K  
108: R59         International Operations (Tables)                   HTML    130K  
150: R60         Supplemental information to the Consolidated        HTML     69K  
                Statement of Cash Flows (Tables)                                 
70: R61         Summary of significant accounting and reporting     HTML     66K 
                policies - Significant Equity Method Investments                 
                (Detail)                                                         
76: R62         Summary of significant accounting and reporting     HTML     89K 
                policies - Additional Information (Detail)                       
163: R63         Acquisitions and dispositions- Additional           HTML     98K  
                Information (Detail)                                             
158: R64         Securities-Amortized Cost, Gross Unrealized Gains   HTML    146K  
                and Losses and Fair Value of Securities (Detail)                 
113: R65         Securities-Amortized Cost, Gross Unrealized Gains   HTML     62K  
                and Losses and Fair Value of Securities                          
                (Parenthetical) (Detail)                                         
161: R66         Securities-Net Securities Gains (Losses) (Detail)   HTML     65K  
66: R67         Securities-Aggregate Fair Value of Investments      HTML    163K 
                with Continuous Unrealized Loss Position (Detail)                
120: R68         Securities-Maturity Distribution by Carrying        HTML    170K  
                Amount and Yield (on Tax Equivalent Basis) of                    
                Investment Securities Portfolio (Detail)                         
188: R69         Securities-Projected Weighted-Average Default       HTML     64K  
                Rates and Loss Severities (Detail)                               
26: R70         Securities-Pre-Tax Net Securities Gains (Losses)    HTML     69K 
                by Type (Detail)                                                 
53: R71         Securities-Debt Securities Credit Losses Roll       HTML     68K 
                Forward Recorded in Earnings (Detail)                            
97: R72         Securities - Additional Information (Detail)        HTML     85K 
40: R73         Loans and asset quality- Details of Loan            HTML     92K 
                Distribution and Industry Concentrations of Credit               
                Risk (Detail)                                                    
195: R74         Loans and asset quality- Details of Loan            HTML     60K  
                Distribution and Industry Concentrations of Credit               
                Risk (Parenthetical) (Detail)                                    
62: R75         Loans and asset quality- Allowance for Credit       HTML    162K 
                Losses Activity (Detail)                                         
45: R76         Loans and asset quality- Allowance for Credit       HTML     66K 
                Losses Activity (Parenthetical) (Detail)                         
52: R77         Loans and asset quality- Nonperforming Assets       HTML     72K 
                (Detail)                                                         
30: R78         Loans and asset quality- Nonperforming Assets       HTML     59K 
                (Parenthetical) (Detail)                                         
36: R79         Loans and asset quality- Lost Interest (Detail)     HTML     64K 
138: R80         Loans and asset quality- Information about          HTML    121K  
                Impaired Loans (Detail)                                          
50: R81         Loans and asset quality- Information about          HTML     74K 
                Impaired Loans (Parenthetical) (Detail)                          
186: R82         Loans and asset quality- Information about Past     HTML     80K  
                Due Loans (Detail)                                               
93: R83         Loans and asset quality- Troubled Debt              HTML     73K 
                Restructurings (Detail)                                          
147: R84         Loans and asset quality- Credit Quality Indicators  HTML     78K  
                - Wealth Management Loans and Mortgages - Credit                 
                Risk Profile by Internally Assigned Grade (Detail)               
160: R85         Loans and asset quality- Additional Information     HTML    100K  
                (Detail)                                                         
47: R86         Goodwill and Intangible Assets-Goodwill by          HTML     80K 
                Business Segment (Detail)                                        
51: R87         Goodwill and Intangible Assets-Intangible Assets    HTML     92K 
                by Business Segment (Detail)                                     
181: R88         Goodwill and Intangible Assets-Intangible Assets    HTML     75K  
                by Type (Detail)                                                 
41: R89         Goodwill and Intangible Assets-Estimated Annual     HTML     69K 
                Amortization Expense (Detail)                                    
140: R90         Goodwill and Intangible Assets-Additional           HTML     70K  
                Information (Details)                                            
128: R91         Other Assets (Detail)                               HTML     90K  
165: R92         Other Assets-Parenthetical (Detail)                 HTML     59K  
127: R93         Other Assets-Seed Capital and Private Equity        HTML     75K  
                Investments Valued Using Net Asset Value (Detail)                
104: R94         Deposits - Additional Information (Detail)          HTML     73K  
175: R95         Net Interest Revenue (Detail)                       HTML    111K  
100: R96         Noninterest Expense (Detail)                        HTML    101K  
63: R97         Restructuring Charges- Additional Information       HTML     63K 
                (Detail)                                                         
116: R98         Restructuring Charges- Activity in Restructuring    HTML     70K  
                Reserve (Detail)                                                 
109: R99         Restructuring Charges- by Business Segment          HTML     67K  
                (Detail)                                                         
84: R100        Income Taxes - Provision (Benefit) for Income       HTML     93K 
                Taxes from Continuing Operations (Detail)                        
199: R101        Income Taxes - Components of Income (Loss) before   HTML     64K  
                Taxes (Detail)                                                   
162: R102        Income Taxes - Components of Net Deferred Tax       HTML     92K  
                Liability (Detail)                                               
126: R103        Income Taxes - Additional Information (Detail)      HTML     85K  
32: R104        Income Taxes - Reconciliation of Statutory Federal  HTML     88K 
                Income Tax Rate to Effective Income Tax Rate                     
                (Detail)                                                         
177: R105        Income Taxes - Unrecognized Tax Positions (Detail)  HTML     74K  
187: R106        Long-term Debt (Detail)                             HTML     86K  
179: R107        Long-Term Debt - Additional Information (Detail)    HTML     85K  
121: R108        Long-Term Debt - Summary of Trust Preferred         HTML     78K  
                Securities Issued by Trusts (Detail)                             
43: R109        Long-Term Debt - Summary of Trust Preferred         HTML     59K 
                Securities Issued by Trusts (Parenthetical)                      
                (Detail)                                                         
152: R110        Securitizations and Variable Interest Entities-     HTML     82K  
                Incremental Assets and Liabilities of Variable                   
                Interest Entities Included in Consolidated                       
                Financial Statements (Detail)                                    
68: R111        Securitizations and Variable Interest Entities-     HTML     65K 
                Non-consolidated Variable Interest Entities                      
                (Detail)                                                         
19: R112        Shareholders' Equity- Additional Information        HTML    101K 
                (Detail)                                                         
102: R113        Shareholders' Equity Preferred Stock Summary        HTML    139K  
                (Details)                                                        
94: R114        Shareholders' Equity - Consolidated and Largest     HTML     69K 
                Bank Subsidiary Capital Ratios (Detail)                          
172: R115        Shareholders' Equity - Consolidated and Largest     HTML     74K  
                Bank Subsidiary Capital Ratios (Parenthetical)                   
                (Detail)                                                         
75: R116        Shareholders' Equity-Capital Above Guidelines       HTML     63K 
                (Details)                                                        
191: R117        Shareholders' Equity - Components of Tier 1 and     HTML     81K  
                Total Risk-Based Capital (Detail)                                
37: R118        Shareholders' Equity - Components of Tier 1 and     HTML     64K 
                Total Risk-Based Capital (Parenthetical) (Detail)                
133: R119        Other Comprehensive Income (Loss) - Components of   HTML    212K  
                Other Comprehensive Income (Detail)                              
159: R120        Other Comprehensive Income (Loss) - Accumulated     HTML     81K  
                Other Comprehensive Income (Loss) (Detail)                       
24: R121        Stock-Based Compensation - Additional Information   HTML    114K 
                (Detail)                                                         
129: R122        Stock-Based Compensation - Weighted Average         HTML     68K  
                Assumptions In Lattice-Based Binomial Method                     
                (Detail)                                                         
117: R123        Stock-Based Compensation - Summary of Stock Option  HTML    100K  
                Activity (Detail)                                                
27: R124        Stock-Based Compensation - Stock Options            HTML     91K 
                Outstanding (Detail)                                             
135: R125        Stock-Based Compensation - Stock Options            HTML     63K  
                Outstanding (Parenthetical) (Detail)                             
194: R126        Stock-Based Compensation - Aggregate Intrinsic      HTML     62K  
                Value of Options (Detail)                                        
38: R127        Stock-Based Compensation - Nonvested Restricted     HTML     85K 
                Stock and Restricted Stock Units Activity (Detail)               
77: R128        Stock-Based Compensation - Nonvested Restricted     HTML     63K 
                Stock and Restricted Stock Units Activity                        
                (Parenthetical) (Detail)                                         
166: R129        Employee Benefit Plans - Combined Data for          HTML    159K  
                Domestic and Foreign Defined Benefit Pension and                 
                Post Retirement Healthcare Plans (Detail)                        
193: R130        Employee Benefit Plans - Net Periodic Benefit Cost  HTML    117K  
                (Credit) (Detail)                                                
112: R131        Employee Benefit Plans - Changes in Other           HTML     89K  
                Comprehensive Income Loss (Detail)                               
130: R132        Employee Benefit Plans - Amounts Expected to be     HTML     65K  
                Recognized in Net Periodic Benefit Cost Income                   
                (Detail)                                                         
39: R133        Employee Benefit Plans - Defined Benefit Plan       HTML     68K 
                Funded Status of Plan (Detail)                                   
44: R134        Employee Benefit Plans - Plans with Obligations in  HTML     68K 
                Excess of Plan Assets (Detail)                                   
101: R135        Employee Benefit Plans - Benefit Payments for BNY   HTML     80K  
                Mellons Pension and Healthcare Plans Expected to                 
                be Paid (Detail)                                                 
80: R136        Employee Benefit Plans - Pension Investment Asset   HTML     92K 
                Allocation (Detail)                                              
155: R137        Employee Benefit Plans - Pension Investment Asset   HTML     61K  
                Allocation (Parenthetical) (Detail)                              
106: R138        Employee Benefit Plans - Pension Plan Investment    HTML    137K  
                Assets Measured at Fair Value on Recurring Basis                 
                (Detail)                                                         
74: R139        Employee Benefit Plans - Rollforward of Plan        HTML     89K 
                Investment Assets Including Change in Fair Value                 
                Classified in Level 3 of Valuation Hierarchy                     
                (Detail)                                                         
107: R140        Employee Benefit Plans - Pension Plan Assets        HTML     74K  
                Valued Using Net Asset Value (Detail)                            
56: R141        Employee benefit plans - Additional Information     HTML    125K 
                (Detail)                                                         
18: R142        Company financial information - Additional          HTML     79K 
                Information (Detail)                                             
168: R143        Company Financial Information - Condensed Income    HTML    100K  
                Statement Parent Corporation (Detail)                            
144: R144        Company Financial Information - Condensed Income    HTML     59K  
                Statement Parent Corporation (Parenthetical)                     
                (Detail)                                                         
48: R145        Company Financial Information - Condensed Balance   HTML    110K 
                Sheet Parent Corporation (Detail)                                
132: R146        Company Financial Information - Condensed           HTML    161K  
                Statement of Cash Flows Parent Corporation                       
                (Detail)                                                         
111: R147        Company Financial Information - Condensed           HTML     59K  
                Statement of Cash Flows Parent Corporation                       
                (Parenthetical) (Detail)                                         
46: R148        Fair Value Measurement- Additional Information      HTML     72K 
                (Detail)                                                         
49: R149        Fair Value Measurement-Assets and Liabilities       HTML    374K 
                Measured at Fair Value on Recurring Basis (Detail)               
149: R150        Fair Value Measurement- Details of Certain Items    HTML    285K  
                Measured at Fair Value on Recurring Basis (Detail)               
69: R151        Fair Value Measurement- Significant Unobservable    HTML    141K 
                Inputs (Detail)                                                  
21: R152        Fair Value Measurement- Assets Measured at Fair     HTML     72K 
                Value on Nonrecurring Basis (Detail)                             
122: R153        Fair Value Measurement- Assets Measured at Fair     HTML     59K  
                Value on Nonrecurring Basis (Parenthetical)                      
                (Detail)                                                         
151: R154        Fair Value Measurement- Quantitative Information    HTML     94K  
                about Level 3 Fair Value Measurements of Assets                  
                (Detail)                                                         
31: R155        Fair Value Measurement- Quantitative Information    HTML     67K 
                about Level 3 Fair Value Measurements of                         
                Liabilities (Detail)                                             
59: R156        Fair Value Measurement- Carrying Amount and Fair    HTML    107K 
                Value of Financial Instruments (Detail)                          
196: R157        Fair Value Measurement- Summary of Carrying Amount  HTML     70K  
                of Hedged Financial Instruments, Related Notional                
                Amount of Hedge and Estimated Fair Value of                      
                Derivatives (Detail)                                             
67: R158        Fair Value Option- Assets and Liabilities, by       HTML     72K 
                Type, of Consolidated Investment Management Funds                
                Recorded at Fair Value (Detail)                                  
92: R159        Fair Value Option- Additional Information (Detail)  HTML     61K 
105: R160        Fair Value Option- Changes in Fair Value of         HTML     60K  
                Long-term Debt Included in Foreign Exchange and                  
                Other Trading Revenue (Detail)                                   
164: R161        Commitments and Contingent Liabilities-             HTML     82K  
                Significant Industry Concentrations Related to                   
                Credit Exposure (Detail)                                         
90: R162        Commitments and Contingent Liabilities- Summary of  HTML     64K 
                Off-Balance Sheet Credit Risks, Net of                           
                Participations (Detail)                                          
184: R163        Commitments and Contingent Liabilities- Summary of  HTML     62K  
                Off-Balance Sheet Credit Risks, Net of                           
                Participations (Parenthetical) (Detail)                          
137: R164        Commitments and Contingent Liabilities- Additional  HTML    123K  
                Information (Detail)                                             
192: R165        Commitments and Contingent Liabilities- Standby     HTML     61K  
                Letters of Credits by Investment Grade (Detail)                  
29: R166        Derivative Instruments- Additional Information      HTML     99K 
                (Detail)                                                         
174: R167        Derivative Instruments- Ineffectiveness Related to  HTML     68K  
                Derivatives and Hedging Relationships Recorded in                
                Income (Detail)                                                  
72: R168        Derivative Instruments- Impact of Derivative        HTML     97K 
                Instruments on Balance Sheet (Detail)                            
131: R169        Derivative Instruments- Impact of Derivative        HTML     60K  
                Instruments on Balance Sheet (Parenthetical)                     
                (Detail)                                                         
118: R170        Derivative Instruments- Impact of Derivative        HTML     85K  
                Instruments on Income Statement (Detail)                         
183: R171        Derivative Instruments- Revenue from Foreign        HTML     67K  
                Exchange and Other Trading (Detail)                              
78: R172        Derivative Instruments- Fair Value of Derivative    HTML     65K 
                Contracts Falling under Early Termination                        
                Provisions in Net Liability Position (Detail)                    
57: R173        Derivative Instruments- Offsetting (Details)        HTML    137K 
156: R174        Lines of Businesses- Additional Information         HTML     62K  
                (Detail)                                                         
61: R175        Lines of Businesses- Contribution of Segments to    HTML     93K 
                Overall Profitability (Detail)                                   
23: R176        Lines of Businesses- Contribution of Segments to    HTML     70K 
                Overall Profitability (Parenthetical) (Detail)                   
35: R177        International Operations - Foreign Revenue, Income  HTML     83K 
                before Income Taxes, Net Income and Assets from                  
                Foreign Operations (Detail)                                      
169: R178        International Operations - Foreign Revenue, Income  HTML     68K  
                before Income Taxes, Net Income and Assets from                  
                Foreign Operations (Parenthetical) (Detail)                      
139: R179        Supplemental information to the Consolidated        HTML     70K  
                Statement of Cash Flows- Noncash Investing and                   
                Financing Transactions that are Not Reflected in                 
                Consolidated Statement of Cash Flows (Detail)                    
190: XML         IDEA XML File -- Filing Summary                      XML    326K  
25: EXCEL       IDEA Workbook of Financial Reports                  XLSX   1.23M 
79: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS  11.21M 
11: EX-101.INS  XBRL Instance -- bk-20131231                         XML  18.59M 
13: EX-101.CAL  XBRL Calculations -- bk-20131231_cal                 XML    710K 
14: EX-101.DEF  XBRL Definitions -- bk-20131231_def                  XML   2.57M 
15: EX-101.LAB  XBRL Labels -- bk-20131231_lab                       XML   4.95M 
16: EX-101.PRE  XBRL Presentations -- bk-20131231_pre                XML   3.40M 
12: EX-101.SCH  XBRL Schema -- bk-20131231                           XSD    576K 
55: ZIP         XBRL Zipped Folder -- 0001445305-14-000745-xbrl      Zip   1.06M 


‘10-K’   —   Annual Report
Document Table of Contents

Page (sequential)   (alphabetic) Top
 
11st Page  –  Filing Submission
"Item 1
"Business
"Item 1A
"Risk factors
"Item 1B
"Unresolved staff comments
"Item 2
"Properties
"Item 3
"Legal proceedings
"Item 4
"Mine safety disclosures
"Item 5
"Market for registrant's common equity, related stockholder matters and issuer purchases of equity securities
"Item 6
"Selected financial data
"Item 7
"Management's discussion and analysis of financial condition and results of operations
"Item 7A
"Quantitative and qualitative disclosures about market risk
"Item 8
"Financial statements and supplementary data
"Item 9
"Changes in and disagreements with accountants on accounting and financial disclosure
"Item 9A
"Controls and procedures
"Item 9B
"Other information
"Item 10
"Directors, executive officers and corporate governance
"Item 11
"Executive compensation
"Item 12
"Security ownership of certain beneficial owners and management and related stockholder matters
"Item 13
"Certain relationships and related transactions, and director independence
"Item 14
"Principal accounting fees and services
"Item 15
"Exhibits and financial statement schedules
"Signatures
"Index to exhibits

This is an HTML Document rendered as filed.  [ Alternative Formats ]



 <!   C:   C: 
  BK 2013 10-K  
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

FORM 10-K

[ X ] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Fiscal Year Ended December 31, 2013
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File No. 001-35651

THE BANK OF NEW YORK MELLON CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
13-2614959
(State or other jurisdiction of
(I.R.S. Employer Identification No.)
incorporation or organization)
 
One Wall Street
New York, New York 10286
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code -- (212) 495-1784
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Common Stock, $0.01 par value
New York Stock Exchange
Depositary Shares, each representing 1/4,000th of a share of Series C Noncumulative Perpetual Preferred Stock
New York Stock Exchange
6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV (Fully and unconditionally guaranteed by The Bank of New York Mellon Corporation)
New York Stock Exchange
 
 
Securities registered pursuant to Section 12(g) of the Act:
Title of each class
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X     No ___

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ___    No X

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X     No ___

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes X     No ___

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. X

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ X ]
Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a smaller reporting company)
Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes ___    No X

As of June 30, 2013, the aggregate market value of the registrant’s common stock, $0.01 par value per share, held by nonaffiliates of the registrant was $32,189,234,547.

As of January 31, 2014, 1,135,050,512 shares of the registrant’s common stock, $0.01 par value per share, were outstanding.


DOCUMENTS INCORPORATED BY REFERENCE
Portions of the following documents are incorporated by reference in the following parts of this Form 10-K:
The Bank of New York Mellon Corporation 2014 Proxy Statement-Part III
The Bank of New York Mellon Corporation 2013 Annual Report to Shareholders-Parts I, II and IV
 



Available Information

This Form 10‑K filed by The Bank of New York Mellon Corporation (“BNY Mellon” or the “Company”) with the Securities and Exchange Commission (the “SEC”) contains the Exhibits listed on the Index to Exhibits beginning on page 17, including those portions of BNY Mellon’s 2013 Annual Report to Shareholders (the “Annual Report”), which are incorporated herein by reference. For a free copy of the Annual Report or BNY Mellon’s Proxy Statement for its 2014 Annual Meeting (the “Proxy”), as filed with the SEC, send a written request by email to investorrelations@bnymellon.com or by mail to Investor Relations at The Bank of New York Mellon Corporation, One Wall Street, New York, NY 10286. The Annual Report is, and the Proxy upon filing with the SEC will be, available on our website at www.bnymellon.com. We also make available, free of charge, on our website BNY Mellon’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports as soon as reasonably practicable after we electronically file such materials with, or furnish them to, the SEC pursuant to Section 13(a) or 15(d) of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). We also make available, free of charge, our Earnings Release, Earnings Review and Financial Trends on our website at www.bnymellon.com. The following materials are also available, free of charge, on our website at www.bnymellon.com under “Investor Relations, Corporate Governance” and are also available free of charge in print by written request to Investor Relations at The Bank of New York Mellon Corporation at One Wall Street, New York, NY 10286, or investorrelations@bnymellon.com:

BNY Mellon’s Code of Conduct, which is applicable to all employees, including BNY Mellon’s senior financial officers;

BNY Mellon’s Directors’ Code of Conduct, which is applicable to our directors;

BNY Mellon’s Corporate Governance Guidelines; and

the Charters of the Audit, Corporate Governance and Nominating, Corporate Social Responsibility, Human Resources and Compensation, Risk and
 
Technology Committees of the Board of Directors.

The contents of BNY Mellon’s website or any other websites referenced herein are not part of this Form 10-K.

Forward-looking Statements

This Form 10-K contains statements relating to future results of BNY Mellon that are considered “forward-looking statements.” These statements, which may be expressed in a variety of ways, including the use of future or present tense language, relate to, among other things: all statements about the future results of BNY Mellon, projected business growth, statements with respect to the expected outcome and impact of legal, regulatory and investigatory proceedings, and BNY Mellon’s plans, objectives and strategies. In addition, these forward-looking statements relate to, among others: our levels and types of competition, our business strategy, the adequacy of our facilities, disclosure on our Codes of Conduct and the ongoing enhancements to our data collection processes and systems relating to assets under custody and/or administration and other information in our public filings.

These forward-looking statements, and other forward-looking statements contained in other public disclosures of BNY Mellon (including those incorporated into this Form 10-K) are based on assumptions that involve risks and uncertainties and that are subject to change based on various important factors (some of which are beyond BNY Mellon’s control), including those factors described in the Annual Report under “Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) – Risk Factors.” Actual results may differ materially from those expressed or implied as a result of a number of factors, including those discussed in the “Risk Factors” section of our Annual Report, such as: government regulation and supervision, and recent legislative and regulatory actions; regulatory actions or litigation; adverse publicity with respect to us, other well-known companies and the financial services industry generally; continued litigation and regulatory investigations and proceedings involving our foreign exchange standing instruction program; failure to satisfy regulatory standards, including capital adequacy


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rules; operational risk; failure or circumvention of our controls and procedures; disruption or breach in security of our information systems that results in a loss of confidential client information or impacts our ability to provide services to our clients; failure to update our technology; change or uncertainty in monetary, tax and other governmental policies; intense competition in all aspects of our business; the risks relating to new lines of business or new products and services, and the failure to grow our existing businesses; failure to attract and retain employees; political, economic, legal, operational and other risks inherent in operating globally; acts of terrorism, natural disasters, pandemics and global conflicts; our strategic acquisitions, including our ability to successfully integrate acquired businesses and potential liabilities from legacy claims against the acquired businesses; ongoing concerns about the financial stability of several countries in Europe, the failure or instability of any of our significant counterparties in Europe, or a breakup of the European Monetary Union; continuing uncertainty in financial markets and weakness in the economy generally; low or volatile interest rates; market volatility; further write-downs of financial instruments that we own and other losses related to volatile and illiquid market conditions; our dependence on fee-based business for a substantial majority of our revenue and the potential adverse effects of a slowing in capital market activity, weak financial markets or negative trends in savings rates or in individual investment preferences; the impact of a stable exchange-rate environment or decreased cross-border investing activity on our foreign exchange revenues; any material reduction in our credit ratings or the credit ratings of certain of our subsidiaries; the failure or instability of any of our significant counterparties, and our assumption of credit and counterparty risk; credit, regulatory and reputation risks as a result of our tri-party repo agent services; the impact of not effectively managing our liquidity; inadequate reserves for credit losses, including loan reserves; tax law changes or challenges to our tax positions; changes in accounting standards; risks associated with being a holding
 
company, including our dependence on dividends from our subsidiary banks; and the impact of provisions of Delaware law and the Federal Reserve on our ability to return capital to shareholders.

In this Form 10-K, and other public disclosures of BNY Mellon, words such as “estimate”, “forecast”, “project”, “anticipate”, “target”, “expect”, “intend”, “continue”, “seek”, “believe”, “plan”, “goal”, “could”, “should”, “may”, “will”, “strategy”, “opportunities”, “trends” and words of similar meaning signify forward-looking statements.

All forward-looking statements speak only as of the date on which such statements are made, and BNY Mellon undertakes no obligation to update any statement to reflect events or circumstances after the date on which such forward-looking statement is made or to reflect the occurrence of unanticipated events.



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THE BANK OF NEW YORK MELLON CORPORATION

FORM 10-K INDEX

 
 
 
 
 
 
PART I
 
 
 
 
 
 
 
 
 
 
 
PART II
 
 
 
 
 
 
 
 
 
 
 
PART III
 
 
 
 
 
 
 
 
 
 
 
PART IV
 
 
 
 
 




PART I
 


ITEM 1. BUSINESS

Description of Business

The Bank of New York Mellon Corporation, a Delaware corporation (NYSE symbol: BK), is a global investments company headquartered in New York, New York, with $27.6 trillion in assets under custody and/or administration and $1.6 trillion in assets under management as of Dec. 31, 2013.

We divide our businesses into two principal segments, Investment Management and Investment Services. We have an Other segment, which includes credit-related services, the leasing portfolio, corporate treasury activities (including our investment securities portfolio), our equity investment in Wing Hang Bank Limited, our equity interest in ConvergEx Group, business exits and corporate overhead.

For a further discussion of BNY Mellon’s products and services, see the “Overview”, “Summary of financial results”, “Fee and other revenue – Foreign exchange and other trading revenue”, “Review of businesses” and “International operations” sections in the MD&A section in the Annual Report and Notes 24 and 25 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference. See the “Available Information” section on page 1 of this Form 10-K, which is incorporated herein by reference, for a description of how to access financial and other information regarding BNY Mellon.

We were formed as a bank holding company (“BHC”) and have our executive offices in New York, New York. With its subsidiaries, BNY Mellon has been in business since 1784.

On July 1, 2007, The Bank of New York Company, Inc. and Mellon Financial Corporation (“Mellon Financial”) merged into BNY Mellon, with BNY Mellon being the surviving entity (the “merger”).

Our two principal banks are:

The Bank of New York Mellon, a New York state chartered bank, which houses our Investment Services businesses, including Asset Servicing, Issuer Services, Treasury Services, Broker-Dealer and Advisor Services as well as the bank-advised business of Asset Management.
 

BNY Mellon, National Association (“BNY Mellon, N.A.”), a nationally-chartered bank, which houses our Wealth Management business.

Our two principal U.S. banks engage in trust and custody activities, investment management services, banking services and various securities-related activities.

We have four other U.S. bank and/or trust companies concentrating on trust products and services across the United States: The Bank of New York Mellon Trust Company, National Association, BNY Mellon Trust of Delaware, BNY Mellon Investment Servicing Trust Company and BNY Mellon Trust Company of Illinois. Most of our asset management businesses, along with our Pershing businesses, are direct or indirect non-bank subsidiaries of BNY Mellon.

Each of our bank and trust companies are subject to regulation by the applicable banking regulatory authority. The deposits of our U.S. banking subsidiaries are insured by the Federal Deposit Insurance Corporation to the extent provided by law.

BNY Mellon’s branches and subsidiaries outside the United States are subject to regulation by non-U.S. regulatory authorities in addition to the Board of Governors of the Federal Reserve System (the “Federal Reserve”).  The Bank of New York Mellon SA/NV (“BNYMSA”) is the main banking subsidiary of The Bank of New York Mellon in continental Europe.   It is authorized and regulated as a credit institution by the National Bank of Belgium.  BNYMSA has its principal office in Brussels and branches in Amsterdam, the Netherlands; Dublin, Ireland; Frankfurt, Germany; London, England; the City of Luxembourg, Luxembourg and Paris, France.  BNYMSA’s activities are in the Investment Services segment of BNY Mellon with a focus on global custody, asset servicing and collateral management. For additional discussion, see the “MD&A —Supervision and Regulation” section in the Annual Report.

Information on international operations is presented in the “Net interest revenue”, “Income tax”, “Review of businesses”, “International operations”, “Consolidated balance sheet review” and “Supervision and Regulation” sections in the MD&A section in the Annual Report, Notes 4, 5 and 25 of the


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Notes to Consolidated Financial Statements in the Annual Report and in “Risk Factors – We are subject to political, economic, legal, operational and other risks that are inherent in operating globally and which may adversely affect our business” in the Annual Report, which portions are incorporated herein by reference.

Primary Subsidiaries

Exhibit 21.1 to this Form 10-K presents a list of BNY Mellon’s primary subsidiaries as of Dec. 31, 2013.


Supervision and Regulation

Information on BNY Mellon’s supervision and regulation obligations can be found in the “MD&A — Supervision and Regulation” section in the Annual Report. That information is incorporated into this item by reference.

Competition

BNY Mellon is subject to intense competition in all aspects and areas of our business. Our Investment Management business competes with asset management firms, hedge funds, investment banking companies and other financial services companies, including trust banks, brokerage firms, and insurance companies. We may compete with these firms and companies domestically or internationally. Our Investment Services business competes with domestic and foreign financial services firms that offer custody services, corporate trust services, clearing services, collateral services, credit services, securities brokerage, foreign exchange services, derivatives services, depositary receipt services and cash management services and related products, as well as a wide range of technology service providers, such as financial services data processing firms. Competition is based on a number of factors including, among others, customer service, quality and range of products and services offered, price, reputation, interest rates, lending limits and customer convenience.

Many of our competitors, with the particular exception of bank and financial holding companies, banks and trust companies, are not subject to regulation as extensive as that described under the “MD&A — Supervision and Regulation” section in the Annual Report and, as a result, may have a
 
competitive advantage over us and our subsidiaries in certain respects.

Many broad-based financial services firms have the ability to offer a wide range of products, from loans, deposit-taking and insurance to brokerage and asset management, which may enhance their competitive position.

As part of our business strategy, we seek to distinguish ourselves from competitors by the level of service we deliver to our clients. We also believe that technological innovation is an important competitive factor, and, for this reason, have made and continue to make substantial investments in this area. The ability to recover quickly from unexpected events is a competitive factor, and we have devoted significant resources to being able to implement this. For additional discussion regarding competition, see “MD&A — Risk Factors – We are subject to intense competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability” in the Annual Report, which is incorporated herein by reference.

Employees

At Dec. 31, 2013, BNY Mellon and its subsidiaries had approximately 51,100 employees.

Statistical Disclosures by Bank Holding Companies

I.
Distribution of Assets, Liabilities and Stockholders' Equity; Interest Rates and Interest Differential

Information required by this section of Guide 3 is presented in the Annual Report in the “Net interest revenue” and “Supplemental information – Rate/volume analysis” sections in the MD&A and in Note 9 of the Notes to Consolidated Financial Statements, which portions are incorporated herein by reference.

II. Investment Portfolio

A.    Book Value of Investments;
B.
Maturity Distribution and Yields of Investments; and
C.
Aggregate Book Value and Market Value of Investments where Issuer Exceeds 10% of Stockholders’ Equity



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Information required by these sections of Guide 3 is presented in the Annual Report in the “Net interest revenue” and “Consolidated balance sheet review – Investment securities” sections in the MD&A and in Notes 1 and 4 of the Notes to Consolidated Financial Statements, which portions are incorporated herein by reference.

III. Loan Portfolio

A.
Types of Loans; and
B.
Maturities and Sensitivities of Loans to Changes in Interest Rates

Information required by these sections of Guide 3 is presented in the Annual Report in the “Consolidated balance sheet review – Loans” section in the MD&A and Notes 1 and 5 of the Notes to Consolidated Financial Statements, which portions are incorporated herein by reference.

C.    Risk Elements; and
D.
Other Interest-bearing Assets

Information required by these sections of Guide 3 is included in the Annual Report in the “Consolidated balance sheet review – Loans” and “– Nonperforming assets” and “International operations – Cross-border risk”, “– Exposure in Ireland, Italy, Spain, Portugal and Greece” sections in the MD&A and Notes 1 and 5 of the Notes to Consolidated Financial Statements, which portions are incorporated herein by reference.

IV. Summary of Loan Loss Experience

Information required by this section of Guide 3 is included in the Annual Report in the “Critical accounting estimates – Allowance for loan losses and allowance for lending-related commitments” section in the MD&A, which portion is incorporated herein by reference, and below.

When losses on specific loans are identified, the portion deemed uncollectible is charged off. The allocation of the reserve for credit losses is presented in the “Asset quality and allowance for credit losses” section in the MD&A in the Annual Report, as required by Guide 3, which is incorporated herein by reference.

Further information on our credit policies, the factors that influenced management’s judgment in determining the level of the reserve for credit
 
exposure, and the analyses of the reserve for credit exposure are set forth in the Annual Report in the “Risk management – Credit risk” and “Critical accounting estimates” sections in the MD&A and Notes 1 and 5 of the Notes to Consolidated Financial Statements, which portions are incorporated herein by reference.

V. Deposits

Information required by this section of Guide 3 is set forth in the Annual Report in the “Net interest revenue” and “Consolidated balance sheet review – Deposits” sections in the MD&A and in Note 8 of the Notes to Consolidated Financial Statements, which portions are incorporated herein by reference.

VI. Return on Equity and Assets

Information required by this section of Guide 3 is set forth in the Annual Report in the “Financial summary” section, which is incorporated herein by reference.

VII. Short-Term Borrowings

Information required by this section of Guide 3 is set forth in the Annual Report in the “Consolidated balance sheet review – Short-term borrowings” section in the MD&A, which portion is incorporated herein by reference.


Replacement Capital Covenants

On Sept. 19, 2006, Mellon Financial entered into a Replacement Capital Covenant in connection with its issuance of ₤200,050,000 aggregate principal amount of its 6.369% junior subordinated deferrable interest debt securities due 2066 (the “Junior Subordinated Debt Securities”) to Mellon Capital III (the “2006 Trust”) and the issuance by the 2006 Trust of ₤200,000,000 aggregate liquidation amount of its 6.369% trust preferred securities (the “Preferred Securities”). Pursuant to the merger, BNY Mellon assumed Mellon Financial’s obligations under this Replacement Capital Covenant, and BNY Mellon amended this Replacement Capital Covenant on Sept. 11, 2012. In this section, we refer to this Replacement Capital Covenant as so amended as the “2006 RCC” and to the Junior Subordinated Debt Securities and the Preferred Securities together as the “2006 Securities”.


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BNY Mellon agreed in the 2006 RCC for the benefit of persons that buy, hold or sell a specified series of its long-term indebtedness for money borrowed, called “Covered Debt”, that on or before Sept. 5, 2056:

BNY Mellon will not repay, redeem or repurchase, and will cause the 2006 Trust not to repay, redeem or repurchase, any of the 2006 Securities, with limited exceptions, unless:
BNY Mellon has obtained the prior approval of the Federal Reserve to do so if such approval is then required under the Federal Reserve’s capital rules; and
the principal amount repaid or the applicable redemption or repurchase amount does not exceed specified percentages of the aggregate amount of net cash proceeds that BNY Mellon and its subsidiaries have received since Sept. 11, 2012 from the issuance of certain securities specified in the 2006 RCC that, generally described, based on the standards in effect at the time the 2006 RCC was originally adopted would have been expected to receive equity credit at the time of sale or issuance equal to or greater than the equity credit attributed to the 2006 Securities based on such standards at the time of such repayment, redemption or repurchase; and
BNY Mellon will not pay any interest that has been deferred on the 2006 Securities other than out of the net proceeds of common stock or certain non-cumulative perpetual preferred stock that is subject to a replacement capital covenant similar to the 2006 RCC, subject to certain limitations, and BNY Mellon will not redeem interest on the Junior Subordinated Debt Securities that it has elected to capitalize, as permitted by the terms of such securities, except with the proceeds raised from the issuance or sale of common stock or rights to purchase common stock.

On June 19, 2007, Mellon Financial entered into a Replacement Capital Covenant in connection with (i) the issuance by Mellon Capital IV (the “2007 Trust”) of 500,000 of its 6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities, or “Normal PCS” (together with Stripped PCS and Capital PCS issued pursuant to the terms of the Normal PCS, the “PCS”), having a stated amount of $1,000 per Normal PCS and $500,000,000 in the aggregate and (ii) the
 
issuance by Mellon Financial to the 2007 Trust of $500,000,000 of its 6.044% Junior Subordinated Notes, or “Junior Notes”, and a 1/100th interest in a Stock Purchase Contract under which the 2007 Trust was obligated to purchase, and Mellon Financial was obligated to sell, one share of Mellon Financial’s Non-Cumulative Perpetual Preferred Stock, Series L, $100,000 liquidation preference per share, which, pursuant to the merger, became an obligation to purchase Non-Cumulative Perpetual Preferred Stock, Series A, $100,000 liquidation preference per share, of BNY Mellon (the “Preferred Stock”). The 2007 Trust sold the Junior Notes in a remarketing on May 21, 2012 and purchased the Preferred Stock on June 20, 2012. Pursuant to the merger, BNY Mellon assumed Mellon Financial’s obligation under this Replacement Capital Covenant, and BNY Mellon amended this Replacement Capital Covenant on May 8 and Sept. 11, 2012. In this section, we refer to this Replacement Capital Covenant as so amended as the “2007 RCC”, to the 2006 RCC and the 2007 RCC together as the “RCCs” and to the Preferred Stock and the PCS collectively as the “2007 Securities”.

BNY Mellon agreed in the 2007 RCC for the benefit of persons who buy, hold, or sell a specified series of its long-term indebtedness for money borrowed, called “Covered Debt”, that on or before the “Termination Date”, as defined in the 2007 RCC (anticipated to be June 20, 2022):

BNY Mellon and its subsidiaries will not redeem or repurchase any of the 2007 Securities with limited exceptions, unless:
BNY Mellon has obtained the prior approval of the Federal Reserve to do so if such approval is then required under the Federal Reserve’s capital rules applicable to BHCs; and
the applicable redemption or repurchase amount does not exceed specified percentages of the aggregate amount of net cash proceeds that BNY Mellon and its subsidiaries have received since Sept. 11, 2012 from the issuance of common stock or other securities specified in the 2007 RCC that, generally described, based on the standards in effect at the time the 2007 RCC was originally adopted would have been expected to receive equity credit at the time of issuance equal to or greater than the equity credit attributed to the 2007 Securities at the time of such redemption or repayment.


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The series of long-term indebtedness for borrowed money that is Covered Debt under the RCCs as of the date of this Form 10-K is BNY Mellon’s 5.50% subordinated notes due Nov. 15, 2018, which have CUSIP No. 585515AE9. Each series of long-term indebtedness for money borrowed that is Covered Debt, including BNY Mellon’s 5.50% subordinated notes due Nov. 15, 2018, will cease to be Covered Debt on the earliest of (i) the date that is two years prior to the final maturity date or the defeasance of such series of notes and (ii) if BNY Mellon or a subsidiary elects to redeem or repurchase such series of notes in whole or in part and after giving effect to such redemption or repurchase the outstanding principal amount of such series is less than $100,000,000, the applicable redemption or repurchase date. Each RCC includes provisions under which BNY Mellon will then identify a new series of its long-term indebtedness for money borrowed to become the Covered Debt benefiting from such RCC.

The full text of each RCC, as amended and restated, is filed as Exhibit 99.1 and 99.2 to our Annual Report on Form 10‑K for the year ended Dec. 31, 2012. The description of each RCC set forth above is qualified by reference to its full text.

ITEM 1A. RISK FACTORS

The information required by this Item is set forth in the Annual Report under “MD&A – Risk Factors”, which portion is incorporated herein by reference.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

We believe that our owned and leased facilities are suitable and adequate for our business needs. At a number of the locations described below, we are not currently occupying all of the space under our control. Where commercially reasonable and to the extent it is not needed for future expansion, we have leased or subleased, or seek to lease or sublease, this excess space. The following is a description of our principal properties, as of Dec. 31, 2013:

 
New York City properties
We own a 49-story office building located at One Wall Street that serves as our corporate headquarters. We also own our 23-story building located at 101 Barclay Street in downtown Manhattan, and lease the land on which that building sits under a ground lease expiring in 2080. In addition, we lease approximately 313,000 square feet of space in an office building located at 200 Park Avenue and approximately 318,000 square feet of space in an office building located at 2 Hanson Place in Brooklyn. We have consolidated operations previously located in leased space at 32 Old Slip into our building at 101 Barclay Street. The New York City properties are utilized by all of our business segments.

Pittsburgh properties
We lease under a long-term, triple net lease the entire 54-story office building known as BNY Mellon Center located at 500 Grant Street. In addition, we own a 42-story office building located at 525 William Penn Place and a 14-story office building located at 500 Ross Street. The Pittsburgh properties are utilized by all of our business segments.

Boston area properties
We lease approximately 373,000 square feet of space in a Boston office building located at One Boston Place, 201 Washington Street. We also lease under a triple net lease the entire 3-story office building located at 135 Santilli Highway in Everett, Massachusetts. Additionally, we lease approximately 304,000 square feet of space at 4400 Computer Drive in Westborough, Massachusetts. The Boston properties are utilized by all of our business segments.

Jersey City property
We lease approximately 485,000 square feet of space in an office building located at 95 Christopher Columbus Drive, primarily utilized by our Investment Services segment.

United Kingdom properties
We have a number of leased office locations in London (including approximately 234,000 square feet of space at BNY Mellon Centre at 160-162 Queen Victoria Street and approximately 152,000 square feet of space at The Tower at One Canada Square at Canary Wharf), as well as other leased office locations throughout the United Kingdom, including locations in Manchester, Poole, Leeds, Brentwood,


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Liverpool and Edinburgh. The UK properties are utilized by all of our business segments.

India properties
We lease approximately 639,000 square feet of space in Pune, India and approximately 540,000 square feet of space in Chennai, India. The India properties are utilized by all of our business segments.

Other properties
We also lease (and in a few instances own) office space and other facilities at numerous other locations both within and outside of the U.S., including properties located in New York, New Jersey, Connecticut, Pennsylvania, Massachusetts, Florida, Delaware, Texas, California, Illinois, Washington and Tennessee; Brussels, Belgium; Wexford, Dublin and Cork, Ireland; Luxembourg; Frankfurt and Dusseldorf, Germany; Wroclaw, Poland; Singapore; Hong Kong and Shanghai, China; Seoul, Korea; Tokyo, Japan; Sydney, Australia and Rio de Janeiro, Brazil.
 

ITEM 3. LEGAL PROCEEDINGS

The information required by this Item is set forth in the “Legal proceedings” section in Note 22 of the Notes to Consolidated Financial Statements in the Annual Report, which portion is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.



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PART II
 


ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is listed on the New York Stock Exchange under the ticker symbol BK. Certain of our depositary shares, each representing 1/4,000th interest in a share of our Series C noncumulative perpetual preferred stock are listed on the New York Stock Exchange under the ticker symbol BK PrC. Mellon Capital IV’s 6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities are also listed on the New York Stock Exchange under the ticker symbol BK/P. Information relating to the high and low sales prices per share of our common stock and our common stock dividend for each full quarterly period during fiscal years 2012 and 2013 is set forth in the “Selected Quarterly Data” section in the Annual Report, which is incorporated herein by reference. As of Dec. 31, 2013, there were 29,231 holders of record of our common stock.

For additional information about dividends and a discussion of potential regulatory limitations on our receipt of funds from our regulated subsidiaries and our payment of dividends to stockholders, see the “Liquidity and dividends” and “Supervision and Regulation – Capital Planning and Stress Testing—Payment of Dividends, Stock Repurchases and Other Capital Distributions” sections in the MD&A in the Annual Report and Notes 15 and 19 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

Additional information about our common stock, including information about share repurchases during the fourth quarter of 2013 and existing Board of Directors authorizations with respect to purchases by us of our common stock and other equity securities is provided in the “Capital – Issuer purchases of equity securities” section of the MD&A in the Annual Report and Note 15 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

ITEM 6. SELECTED FINANCIAL DATA

The information required by this Item is set forth in the “Financial Summary” section and the “Summary of financial results” section in the MD&A in the
 
Annual Report and Notes 1, 2 and 3 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information required by this Item is set forth in the MD&A and Notes 3, 12, 14, 19, 22 and 23 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information required by this Item is set forth in the “Critical accounting estimates”, “Off-balance sheet arrangements”, “Risk management”, “Trading activities and risk management” and “Asset/liability management” sections in the MD&A in the Annual Report and “Derivative financial instruments” under Note 1 and Notes 20, 22 and 23 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Reference is made to Item 15 on page 15 hereof for a detailed listing of the items under Financial Statements, Financial Statement Schedules, Exhibits and Other Financial Data, which are incorporated herein by reference.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Our management, including the Chief Executive Officer and Chief Financial Officer, with participation by the members of the Disclosure Committee, has responsibility for ensuring that there is an adequate and effective process for establishing, maintaining, and evaluating disclosure controls and procedures


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that are designed to ensure that information required to be disclosed by us in our SEC reports is timely recorded, processed, summarized and reported and that information required to be disclosed by BNY Mellon is accumulated and communicated to BNY Mellon’s management to allow timely decisions regarding the required disclosure. In addition, our ethics hotline can also be used by employees and others for the anonymous communication of concerns about financial controls or reporting matters. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

As of Dec. 31, 2013, an evaluation was carried out under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as defined in Exchange Act Rule 13a-15(e). Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective.

As previously disclosed in our Annual Report on Form 10-K for the year ended Dec. 31, 2012, as amended by Amendment No. 1 thereto, we reviewed our process for the reporting of information in our public filings and we have instituted ongoing enhancements to the data collection processes and systems relating to AUC/A and other information in our public filings.

Changes in Internal Control over Financial Reporting

In the ordinary course of business, we may routinely modify, upgrade or enhance our internal controls and procedures for financial reporting. There have not been any changes in our internal controls over financial reporting as defined in Rule 13a-15(f) of the Exchange Act during the fourth quarter of 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 
Management Report on Internal Control over Financial Reporting and Report of Independent Registered Public Accounting Firm

See “Report of Management on Internal Control Over Financial Reporting” and “Report of Independent Registered Public Accounting Firm” on pages 132 and 133 of the Annual Report, each of which is incorporated herein by reference.

ITEM 9B. OTHER INFORMATION

Not applicable.



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PART III
 


ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required by this Item is included below and in the Proxy in the “Section 16(a) Beneficial Ownership Reporting Compliance” section; the “Other Information – Stockholder Proposals for 2015 Annual Meeting” section; the introductory paragraph to the “Proposal 1 – Election of Directors” section and the following portions of the “Proposal 1 – Election of Directors” section: “Director Qualifications”, “Information About the Nominees”; and the following portions of the “Corporate Governance” section: “Board Meetings and Board Committee Information – Committees and Committee Charters” and “– Audit Committee”; and “Compensation of Directors”, which portions are incorporated herein by reference.

CODE OF ETHICS

We have adopted a code of ethics for our employees which we refer to as our Code of Conduct. The Code of Conduct applies to all employees of BNY Mellon and its subsidiaries, including our Chief Executive Officer (principal executive officer), Chief Financial Officer (principal financial officer) and Controller (principal accounting officer). The Code of Conduct is posted on our website at www.bnymellon.com/ethics/codeofconduct.pdf. We also have a code of ethics for our directors, which we refer to as our Directors’ Code of Conduct. The Directors’ Code of Conduct applies to all directors of BNY Mellon. The Directors’ Code of Conduct is posted on our website at www.bnymellon.com/governance/directorscodeofconduct.pdf. Both the Code of Conduct and the Directors’ Code of Conduct are available in print, without charge, to any stockholder who requests a copy. Requests should be sent to The Bank of New York Mellon Corporation, Investor Relations, One Wall Street, New York, NY 10286. We intend to disclose on our website any amendments to or waivers of the Code of Conduct relating to executive officers (including the officers specified above) and will disclose any amendments to or waivers of the Directors’ Code of Conduct relating to our directors.
 
EXECUTIVE OFFICERS OF THE REGISTRANT

The name and age of, and positions and offices held by, each executive officer of BNY Mellon as of Feb. 28, 2014, together with the offices held by each such person during the last five years, are listed below and on the following page. The Chairman of the Board, Chief Executive Officer and President each hold office for the year for which the Board of Directors was elected and until the appointment and qualification of his or her successor or until his or her earlier death, resignation, disqualification or removal. All other executive officers serve at the pleasure of the appointing authority. No executive officer has a family relationship to any other executive officer or director or nominee for director.
Name and position
Age
 
 
 
62

(1)
Chairman
 
 
and Chief Executive Officer
 
 
 
 
 
Karen B. Peetz
58

(2)
President
 
 
 
 
 
Curtis Y. Arledge
49

(3)
Vice Chairman
 
 
 
 
 
Thomas P. (Todd) Gibbons
57

(4)
Vice Chairman
 
 
and Chief Financial Officer
 
 
 
 
 
Timothy F. Keaney
52

(5)
Vice Chairman
 
 
 
 
 
Brian G. Rogan
56

(6)
Vice Chairman
 
 
 
 
 
Richard F. Brueckner
64

(7)
Senior Executive Vice President
 
 
 
 
 
Brian T. Shea
53

(8)
Senior Executive Vice President
 
 
 
 
 
Jane C. Sherburne
63

(9)
Senior Executive Vice President
 
 
General Counsel and Corporate Secretary
 
 
 
 
 
61

(10)
Vice President and Controller
 
 


12 BNY Mellon



(1)
Mr. Hassell has served as Chairman and Chief Executive Officer of BNY Mellon since August 2011. Mr. Hassell also serves as Chairman and Chief Executive Officer of The Bank of New York Mellon and BNY Mellon, N.A. From at least 2009 to December 31, 2012, Mr. Hassell served as President of BNY Mellon, The Bank of New York Mellon and BNY Mellon, N.A.

(2)
Ms. Peetz has served as President of BNY Mellon since January 2013. Ms. Peetz also serves as President of The Bank of New York Mellon and BNY Mellon, N.A. From at least 2009 to December 31, 2012, Ms. Peetz served as Chief Executive Officer of Financial Markets and Treasury Services and Vice Chairman of BNY Mellon, The Bank of New York Mellon and BNY Mellon, N.A.

(3)
Mr. Arledge has served as Vice Chairman of BNY Mellon since November 2010. Mr. Arledge also serves as Chief Executive Officer of Investment Management and Vice Chairman of The Bank of New York Mellon and BNY Mellon, N.A. From 2008 to November 2010, Mr. Arledge served as Chief Investment Officer for fixed income portfolios at BlackRock, Inc., an investment management firm.

(4)
Mr. Gibbons has served as Vice Chairman of BNY Mellon since September 2010 and as Chief Financial Officer of BNY Mellon since at least 2009. Mr. Gibbons also serves as Vice Chairman and Chief Financial Officer of The Bank of New York Mellon and BNY Mellon, N.A.

(5)
Mr. Keaney has served as Vice Chairman of BNY Mellon since September 2010. Mr. Keaney also serves as Chief Executive Officer of Investment Services and Vice Chairman of The Bank of New York Mellon and BNY Mellon, N.A. From September 2010 to December 31, 2012, Mr. Keaney served as Chief Executive Officer of Asset Servicing and Vice Chairman of BNY Mellon, The Bank of New York Mellon and BNY Mellon, N.A. From at least 2009 to September 2010, Mr. Keaney served as Co-Chief Executive Officer of Asset Servicing and Senior Executive Vice President of BNY Mellon, The Bank of New York Mellon and BNY Mellon, N.A.

(6)
Mr. Rogan has served as Vice Chairman of BNY Mellon since September 2010 and Chief Risk
 
Officer of BNY Mellon since at least 2009. Mr. Rogan also serves as Chief Risk Officer and Vice Chairman of The Bank of New York Mellon and BNY Mellon, N.A.

(7)
Mr. Brueckner has served as Senior Executive Vice President of BNY Mellon since at least 2009. Mr. Brueckner also serves as Chief of Staff of BNY Mellon and Senior Executive Vice President of The Bank of New York Mellon and Vice President of BNY Mellon, N.A. From at least 2009 to December 2011, Mr. Brueckner served as Chairman of Pershing LLC, and as Chief Executive Officer of Pershing LLC from at least 2009 to October 2010.

(8)
Mr. Shea has served as Senior Executive Vice President of BNY Mellon since 2010. Mr. Shea also serves as President of Investment Services, Head of the Broker Dealer and Advisor Services Group, Head of Client Service Delivery and Client Technology Solutions of BNY Mellon, Chairman of Pershing LLC and Senior Executive Vice President of The Bank of New York Mellon and BNY Mellon, N.A. From October 2010 to December 2012, Mr. Shea served as Chief Executive Officer of Pershing LLC. Mr. Shea served as Chief Operating Officer of Pershing LLC from at least 2009 to October 2010.

(9)
Ms. Sherburne has served as Senior Executive Vice President, General Counsel and Corporate Secretary of BNY Mellon since May 2010. Ms. Sherburne also serves as Senior Executive Vice President and General Counsel of The Bank of New York Mellon and BNY Mellon, N.A. From 2009 to May 2010, Ms. Sherburne conducted a private legal practice. Ms. Sherburne served as General Counsel for Wachovia Corporation, a financial services company, from 2008 to 2009.

(10)
Mr. Park has served as Controller of BNY Mellon since at least 2009 and as Vice President of BNY Mellon since August 2009. Mr. Park also serves as Executive Vice President of The Bank of New York Mellon and BNY Mellon, N.A. and Controller of The Bank of New York Mellon and BNY Mellon, N.A.

The Bank of New York Mellon, BNY Mellon, N.A. and Pershing LLC, as referenced in the foregoing footnotes, are subsidiaries of The Bank of New York Mellon Corporation.



BNY Mellon 13



ITEM 11. EXECUTIVE COMPENSATION

The information required by this Item is included in the Proxy in the following sections: “Compensation of Directors”, “Compensation and Risk”, “Compensation Discussion and Analysis”, “Executive Compensation”, “Corporate Governance—Board Meetings and Board Committee Information – Committees and Committee Charters”, “Corporate Governance—Board Meetings and Board Committee Information – Human Resources and Compensation Committee”, and the “Compensation Discussion and Analysis—Report of the Human Resources and Compensation Committee”, which are incorporated herein by reference. The information incorporated herein by reference to the “Compensation Discussion and Analysis—Report of the Human Resources and Compensation Committee” is deemed furnished hereunder.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by this Item is included in the Proxy in the following sections: “Information on Stock Ownership”, and “Proposal 4–Approval of the Amended and Restated Long-Term Incentive Plan of The Bank of New York Mellon Corporation – Equity Compensation Plans Table”, which are incorporated herein by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by this Item is included in the Proxy in the following sections: “Other Information—Business Relationships and Related Party Transactions Policy”, “Corporate Governance– Director Independence” and “Corporate Governance – Board Meetings and Board Committee Information – Audit Committee; – Corporate Governance and Nominating Committee; – Human Resources and Compensation Committee”, which are incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The information required by this Item is included in the Proxy in the following section: “Proposal 3 –
 
Ratification of the Appointment of KPMG LLP”, which is incorporated herein by reference.



14 BNY Mellon


PART IV
 


ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)
The financial statements, schedules and exhibits required for this Form 10‑K are incorporated by reference as indicated in the following index. Page numbers refer to pages of the Annual Report for Items (1) and (2) Financial Statements and Schedules.

(1)(2)
Financial Statements and Schedules
Page No.

 
 
 
 
Consolidated Income Statement
134-135

 
Consolidated Comprehensive Income Statement
136

 
Consolidated Balance Sheet
137

 
Consolidated Statement of Cash Flows
138

 
Consolidated Statement of Changes in Equity
139-140

 
Notes to Consolidated Financial Statements
141-214

 
Report of Independent Registered Public Accounting Firm
215

 
 
 
 
Selected Quarterly Data (unaudited)
124

 
 
 
(3)
Exhibits
 
 
See (b) below.
 


(b)
The exhibits listed on the Index to Exhibits on pages 17 through 27 hereof are incorporated by reference or filed or furnished herewith in response to this Item.


(c)
Other Financial Data

None.



BNY Mellon 15




SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, BNY Mellon has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
The Bank of New York Mellon Corporation
 
 
 
 
By:
 
 
 
 
Chairman and Chief Executive Officer
 
 
 
 
 



Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf of BNY Mellon and in the capacities and on the date indicated.

 
Signature
 
 
Capacities
 
 
 
 
 
By:
 
 
Director and Principal Executive Officer
 
 
 
 
 
Chairman and Chief Executive Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
 
 
Principal Financial Officer
 
 
 
 
 
Chief Financial Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
 
 
Principal Accounting Officer
 
 
 
 
 
Controller
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ruth E. Bruch; Nicholas M. Donofrio; Edmund F. Kelly; Richard J. Kogan; Michael J. Kowalski; John A. Luke, Jr.; Mark A. Nordenberg; Catherine A. Rein; William C. Richardson; Samuel C. Scott III; and Wesley W. von Schack
 
 
Directors
 
 
 
 
 
 
 
 
 
 
By:
 
 
 
 
 
 
 
Attorney-in-fact
 
 
 

16 BNY Mellon



Pursuant to the rules and regulations of the SEC, BNY Mellon has filed certain agreements as exhibits to this Form 10-K. These agreements may contain representations and warranties by the parties. These representations and warranties have been made solely for the benefit of the other party or parties to such agreements and (i) may have been qualified by disclosures made to such other party or parties, (ii) were made only as of the date of such agreements or such other date(s) as may be specified in such agreements and are subject to more recent developments, which may not be fully reflected in BNY Mellon’s public disclosure, (iii) may reflect the allocation of risk among the parties to such agreements and (iv) may apply materiality standards that are different from what may be viewed as material to investors. Accordingly, these representations and warranties may not describe BNY Mellon’s actual state of affairs at the date hereof and should not be relied upon.

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
2.1
 
 
Amended and Restated Agreement and Plan of Merger, dated as of December 3, 2006, as amended and restated as of February 23, 2007, and as further amended and restated as of March 30, 2007, between The Bank of New York Company, Inc., Mellon Financial Corporation and The Bank of New York Mellon Corporation (the “Company”).

 
Previously filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 2, 2007, and incorporated herein by reference.

2.2
 
 
Stock Purchase Agreement, dated as of February 1, 2010, by and between The PNC Financial Services Group, Inc. and The Bank of New York Mellon Corporation.
 
Previously filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on February 3, 2010, and incorporated herein by reference.

3.1
 
 
Restated Certificate of Incorporation of The Bank of New York Mellon Corporation.



 
Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 2, 2007, and incorporated herein by reference.

3.2
 
 
Certificate of Designations of The Bank of New York Mellon Corporation with respect to Series A Noncumulative Preferred Stock, dated June 15, 2007.

 
Previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 5, 2007, and incorporated herein by reference.

3.3
 
 
Certificate of Designations of The Bank of New York Mellon Corporation with respect to Series C Noncumulative Perpetual Preferred Stock, dated September 13, 2012.

 
Previously filed as Exhibit 3.2 to the Company’s Registration Statement on Form 8-A12B (File No. 001-35651) as filed with the Commission on Sept. 14, 2012, and incorporated herein by reference.

3.4
 
 
Certificate of Designations of The Bank of New York Mellon Corporation with respect to Series D Noncumulative Perpetual Preferred Stock, dated May 16, 2013.
 
Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on May 16, 2013 and incorporated herein by reference.



BNY Mellon 17


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
3.5
 
 
Amended and Restated By-Laws of The Bank of New York Mellon Corporation, as amended and restated on July 10, 2007 and subsequently amended on April 14, 2009, August 11, 2009, February 9, 2010, July 2, 2010, October 12, 2010 and October 8, 2013.

 
Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on October 8, 2013 and incorporated herein by reference.
4.1
 
 
None of the instruments defining the rights of holders of long-term debt of the Parent or any of its subsidiaries represented long-term debt in excess of 10% of the total assets of the Company as of Dec. 31, 2013. The Company hereby agrees to furnish to the Commission, upon request, a copy of any such instrument.

 
N/A
10.1
*
The Bank of New York Company, Inc. Excess Contribution Plan as amended through July 10, 1990.
 
Previously filed as Exhibit 10(b) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1990, and incorporated herein by reference.

10.2
*
Amendments dated February 23, 1994 and November 9, 1993 to The Bank of New York Company, Inc. Excess Contribution Plan.
 
Previously filed as Exhibit 10(c) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1993, and incorporated herein by reference.

10.3
*
Amendment to The Bank of New York Company, Inc. Excess Contribution Plan dated as of November 1, 1995.
 
Previously filed as Exhibit 10(e) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1995, and incorporated herein by reference.

10.4
*
Amendment to The Bank of New York Company, Inc. Excess Contribution Plan dated as of November 12, 2002.
 
Previously filed as Exhibit 10(v) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 2003, and incorporated herein by reference.

10.5
*
Amendment to The Bank of New York Company, Inc. Excess Contribution Plan dated as of October 9, 2006.

 
Previously filed as Exhibit 10(y) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 2006, and incorporated herein by reference.

10.6
*
The Bank of New York Company, Inc. Excess Benefit Plan as amended through December 8, 1992.
 
Previously filed as Exhibit 10(d) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1992, and incorporated herein by reference.

10.7
*
Amendment dated as of August 11, 1994 to The Bank of New York Company, Inc. Excess Benefit Plan.
 
Previously filed as Exhibit 10(g) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1994, and incorporated herein by reference.


18 BNY Mellon


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.8
*
Amendment dated as of November 1, 1995 to The Bank of New York Company, Inc. Excess Benefit Plan.
 
Previously filed as Exhibit 10(i) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1995, and incorporated herein by reference.
10.9
*
Amendment dated as of July 1, 1996 to The Bank of New York Company, Inc. Excess Benefit Plan.
 
Previously filed as Exhibit 10(kk) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1999, and incorporated herein by reference.

10.10
*
The Bank of New York Company, Inc. 2003 Long-Term Incentive Plan.
 
Previously filed as Exhibit B to The Bank of New York Company, Inc.’s Definitive Proxy Statement (File No. 001-06152) dated March 31, 2003, and incorporated herein by reference.

10.11
*
Amendment dated as of December 28, 2005 to the 2003 Long-Term Incentive Plan of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 10(ee) to The Bank of New York Company, Inc.’s Form 10-K (File No. 001-06152) for the year ended December 31, 2005, and incorporated herein by reference.

10.12
*
Amendment dated as of October 9, 2006 to the 2003 Long-Term Incentive Plan of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 10(gg) to The Bank of New York Company, Inc.’s Form 10-K (File No. 001-06152) for the year ended December 31, 2006, and incorporated herein by reference.

10.13
*
Amendment dated as of February 21, 2008 to the 2003 Long-Term Incentive Plan of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on February 27, 2008, and incorporated herein by reference.

10.14
*
The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(n) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1992, and incorporated herein by reference.

10.15
*
Amendment dated as of March 9, 1993 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(k) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1993, and incorporated herein by reference.

10.16
*
Amendment dated as of October 11, 1994 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(o) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1994, and incorporated herein by reference.


BNY Mellon 19


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.17
*
Amendment dated as of July 1, 1996 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(a) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1996, and incorporated herein by reference.

10.18
*
Amendment dated as of November 12, 1996 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(b) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1996, and incorporated herein by reference.

10.19
*
Amendment dated as of July 11, 2000 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(e) to The Bank of New York Company, Inc.’s Quarterly Report on Form 10-Q (File No. 001-06152) for the quarter ended September 30, 2000, and incorporated herein by reference.

10.20
*
Amendment dated as of February 13, 2001 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(ggg) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 2000, and incorporated herein by reference.
10.21
*
Amendment dated as of January 1, 2006 to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan.
 
Previously filed as Exhibit 10(yy) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 2005, and incorporated herein by reference.

10.22
*
Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 10(s) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1993, and incorporated herein by reference.

10.23
*
Amendment dated as of November 8, 1994 to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 10(z) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1994, and incorporated herein by reference.

10.24
*
Amendment dated February 11, 1997 to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 10(j) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 1996, and incorporated herein by reference.

10.25
*
Amendment to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc. dated as of July 11, 2000.
 
Previously filed as Exhibit 10(d) to The Bank of New York Company, Inc.’s Quarterly Report on Form 10-Q (File No. 001-06152) for the quarter ended September 30, 2000, and incorporated herein by reference.


20 BNY Mellon


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.26
*
Amendment dated as of November 12, 2002 to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.
 
Previously filed as Exhibit 10(yy) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended December 31, 2003, and incorporated herein by reference.

10.27
*
Form of Stock Option Agreement under The Bank of New York Company, Inc.’s 2003 Long-Term Incentive Plan.
 
Previously filed as Exhibit 10.3 to The Bank of New York Company, Inc.’s Quarterly Report on Form 10-Q (File No. 001-06152) for the quarter ended June 30, 2006, and incorporated herein by reference.

10.28
*
Form of Restricted Stock Agreement under The Bank of New York Company, Inc.’s 2003 Long-Term Incentive Plan.
 
Previously filed as Exhibit 10.5 to The Bank of New York Company, Inc.’s Quarterly Report on Form 10-Q (File No. 001-06152) for the quarter ended June 30, 2006, and incorporated herein by reference.

10.29
*
Form of Stock Option Agreement under The Bank of New York Company, Inc.’s 2003 Long-Term Incentive Plan.
 
Previously filed as Exhibit 10.9 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended June 30, 2007, and incorporated herein by reference.
10.30
*
Mellon Financial Corporation Long-Term Profit Incentive Plan (2004), as amended effective April 17, 2007.
 
Previously filed as Exhibit 10.2 to Mellon Financial Corporation’s Quarterly Report on Form 10-Q (File No. 001-07410) for the quarter ended March 31, 2007, and incorporated herein by reference.

10.31
*
Mellon Financial Corporation Stock Option Plan for Outside Directors (2001), effective February 20, 2001.
 
Previously filed as Exhibit 10.1 to Mellon Financial Corporation’s Quarterly Report on Form 10-Q (File No. 001-07410) for the quarter ended June 30, 2001, and incorporated herein by reference.

10.32
*
Mellon Financial Corporation Director Equity Plan (2006).
 
Previously filed as Exhibit A to Mellon Financial Corporation’s Proxy Statement (File No. 001-07410) dated March 15, 2006, and incorporated herein by reference.

10.33
*
Mellon Financial Corporation 1990 Elective Deferred Compensation Plan for Directors and Members of the Advisory Board, as amended, effective January 1, 2002.
 
Previously filed as Exhibit 10.9 to Mellon Financial Corporation’s Annual Report on Form 10-K (File No. 001-07410) for the year ended December 31, 2001, and incorporated herein by reference.

10.34
*
Form of Mellon Financial Corporation Elective Deferred Compensation Plan for Directors (Post December 31, 2004).
 
Previously filed as Exhibit 99.3 to Mellon Financial Corporation’s Current Report on Form 8-K (File No. 001-07410) as filed with the Commission on October 20, 2006, and incorporated herein by reference.


BNY Mellon 21


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.35
*
The Bank of New York Mellon Corporation Deferred Compensation Plan for Directors, effective January 1, 2008.
 
Previously filed as Exhibit 10.71 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2007, and incorporated herein by reference.

10.36
*
Mellon Financial Corporation Elective Deferred Compensation Plan for Senior Officers, as amended, effective January 1, 2003.
 
Previously filed as Exhibit 4.2 to Mellon Financial Corporation’s Registration Statement on Form S-8 (File No. 333-109193) dated September 26, 2003, and incorporated herein by reference.

10.37
*
Form of Mellon Financial Corporation Elective Deferred Compensation Plan for Senior Officers (Post December 31, 2004).
 
Previously filed as Exhibit 99.1 to Mellon Financial Corporation’s Current Report on Form 8-K (File No. 001-07410) as filed with the Commission on October 20, 2006, and incorporated herein by reference.

10.38
*
Form of Mellon Financial Corporation Elective Deferred Compensation Plan (Post December 31, 2004).
 
Previously filed as Exhibit 99.2 to Mellon Financial Corporation’s Current Report on Form 8-K (File No. 001-07410) as filed with the Commission on October 20, 2006, and incorporated herein by reference.

10.39
*
Mellon Bank IRC Section 401(a)(17) Plan, as amended, effective September 15, 1998.
 
Previously filed as Exhibit 10.2 to Mellon Financial Corporation’s Quarterly Report on Form 10-Q (File No. 001-07410) for the quarter ended September 30, 1998, and incorporated herein by reference.
10.40
*
Mellon Bank Optional Life Insurance Plan, as amended, effective January 15, 1999.
 
Previously filed as Exhibit 10.9 to Mellon Financial Corporation’s Annual Report on Form 10-K (File No. 001-07410) for the year ended December 31, 1998, and incorporated herein by reference.
10.41
*
Mellon Bank Executive Life Insurance Plan, as amended, effective January 15, 1999.
 
Previously filed as Exhibit 10.10 to Mellon Financial Corporation’s Annual Report on Form 10-K (File No. 001-07410) for the year ended December 31, 1998, and incorporated herein by reference.
10.42
*
Mellon Bank Senior Executive Life Insurance Plan, as amended, effective January 15, 1999.
 
Previously filed as Exhibit 10.11 to Mellon Financial Corporation’s Annual Report on Form 10-K (File No. 001-07410) for the year ended December 31, 1998, and incorporated herein by reference.
10.43
*
Form of Option Agreement for Directors of Mellon Financial Corporation.
 
Previously filed as Exhibit 10.35 to Mellon Financial Corporation’s Annual Report on Form 10-K (File No. 001-07410) for the year ended December 31, 2004, and incorporated herein by reference.


22 BNY Mellon


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.44
*
Description regarding administration and compliance with Section 409A of the Internal Revenue Code for Mellon Financial Corporation.
 
Previously filed as Item 1.01 to Mellon Financial Corporation’s Current Report on Form 8-K (File No. 001-07410) as filed with the Commission on February 18, 2005, and incorporated herein by reference.

10.45
*
Description regarding administration and compliance with Section 409A of the Internal Revenue Code for Mellon Financial Corporation.
 
Previously filed as Item 1.01(1) to Mellon Financial Corporation’s Current Report on Form 8-K (File No. 001-07410) as filed with the Commission on December 21, 2005, and incorporated herein by reference.

10.46
*
Transition Agreement dated as of June 25, 2007, between The Bank of New York Company, Inc. and Gerald L. Hassell.

 
Previously filed as Exhibit 10.4 to The Bank of New York Company, Inc.’s Current Report on Form 8-K (File No. 001-06152) as filed with the Commission on June 29, 2007, and incorporated herein by reference.

10.47
*
Description regarding team equity incentive awards, replacement equity awards and special stock option award to executives named therein.
 
Previously filed as Item 5.02 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 13, 2007, and incorporated herein by reference.

10.48
 
 
Lease dated as of December 29, 2004, between 500 Grant Street Associates Limited Partnership and The Bank of New York Mellon with respect to BNY Mellon Center.
 
Previously filed as Exhibit 99.1 to Mellon Financial Corporation’s Annual Report on Form 10-K (File No. 001-07410) for the year ended December 31, 2004, and incorporated herein by reference.

10.49
*
The Bank of New York Mellon Corporation Deferred Compensation Plan for Employees.
 
Previously filed as Exhibit 4.4 to the Company’s Form S-8 (File No. 333-149473) filed on February 29, 2008, and incorporated herein by reference.

10.50
*
Form of 2008 Stock Option Agreement between The Bank of New York Mellon Corporation and Gerald L. Hassell.

 
Previously filed as Exhibit 10.11 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended March 31, 2008, and incorporated herein by reference.

10.51
*
Form of Long Term Incentive Plan Deferred Stock Unit Agreement for Directors of The Bank of New York Corporation.

 
Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended June 30, 2008, and incorporated herein by reference.

10.52
*
Amendment to The Bank of New York Company, Inc. Supplemental Executive Retirement Plan, dated as of January 1, 2009.
 
Previously filed as Exhibit 10.156 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.
10.53
*
Amendment to The Bank of New York Company, Inc. Amended and Restated 2003 Long-Term Incentive Plan, dated as of January 1, 2009.
 
Previously filed as Exhibit 10.157 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.


BNY Mellon 23


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.54
*
Amendment to The Bank of New York Company, Inc. Excess Benefit Plan, dated as of January 1, 2009.
 
Previously filed as Exhibit 10.158 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.

10.55
*
Amendment to The Bank of New York Company, Inc. Excess Contribution Plan, dated as of January 1, 2009.
 
Previously filed as Exhibit 10.159 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.

10.56
*
Amendment to Transition Agreement, dated December 15, 2008, between The Bank of New York Mellon Corporation and Gerald L. Hassell.

 
Previously filed as Exhibit 10.169 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.

10.57
*
Amendment to the Mellon Bank IRC Section 401(a)(17) Plan and Mellon Bank Benefit Restoration Plan, dated December 22, 2008.
 
Previously filed as Exhibit 10.171 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.

10.58
*
Amendment to the Mellon Financial Corporation Executive Deferred Compensation Plan for Senior Officers, dated December 22, 2008.

 
Previously filed as Exhibit 10.172 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.

10.59
*
Amendment to the Mellon Financial Corporation Executive Deferred Compensation Plan, dated December 22, 2008.

 
Previously filed as Exhibit 10.173 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2008, and incorporated herein by reference.

10.60
*
Form of Amended and Restated Indemnification Agreement with Directors of The Bank of New York Mellon Corporation.
 
Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended September 30, 2009, and incorporated herein by reference.

10.61
*
Form of Amended and Restated Indemnification Agreement with Executive Officers of The Bank of New York Mellon Corporation.
 
Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended September 30, 2009, and incorporated herein by reference.

10.62
*
The Bank of New York Mellon Corporation Executive Severance Plan, effective July 13, 2010.

 
Previously filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 16, 2010, and incorporated herein by reference.

10.63
*
The Bank of New York Mellon Corporation Policy Regarding Shareholder Approval of Future Senior Officers Severance Arrangements, adopted July 12, 2010.

 
Previously filed as Exhibit 99.3 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 16, 2010, and incorporated herein by reference.


24 BNY Mellon


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.64
*
Form of Executive Stock Option Agreement.

 
Previously filed as Exhibit 10.135 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended December 31, 2010, and incorporated herein by reference.

10.65
*
Form of Executive Restricted Stock Agreement.

 
Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended March 31, 2011, and incorporated herein by reference.

10.66
*
Form of Executive Stock Option Agreement.

 
Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended March 31, 2011, and incorporated herein by reference.

10.67
*
Terms of Employment agreed to by The Bank of New York Mellon Corporation and Curtis Y. Arledge, dated July 26, 2010, and accepted July 29, 2010.
 
Previously filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended March 31, 2011, and incorporated herein by reference.

10.68
*
The Bank of New York Mellon Corporation Long-Term Incentive Plan.
 
Previously filed as Appendix A to the Company’s definitive proxy statement on Schedule 14A (File No. 000-52710) filed on March 11, 2011, and incorporated herein by reference.

10.69
*
The Bank of New York Mellon Corporation
Executive Incentive Compensation Plan.
 
Previously filed as Appendix B to the Company’s definitive proxy statement on Schedule 14A (File No. 000-52710) filed on March 11, 2011, and incorporated herein by reference.
10.70
 
 
Stipulation of Settlement.
 
Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on June 7, 2012, and incorporated herein by reference.

10.71
*
Waiver Agreement between Gerald L. Hassell and the Company, dated December 11, 2012.
 
Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on December 17, 2012, and incorporated herein by reference.

10.72
*
2012 Form of Nonstatutory Stock Option Agreement.

 
Previously filed as Exhibit 10.82 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended December 31, 2012, and incorporated herein by reference.


BNY Mellon 25


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
10.73
*
2012 Form of Restricted Stock Unit Agreement.

 
Previously filed as Exhibit 10.83 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended December 31, 2012, and incorporated herein by reference.

10.74
*
The Bank of New York Mellon Corporation Defined Contribution IRC 401(a)(17) Plan

 
Previously filed as Exhibit 10.84 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended December 31, 2012, and incorporated herein by reference.
10.75
*
Form of Performance Share Unit Agreement.
 
Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended June 30, 2013, and incorporated herein by reference.
10.76
*
Form of Restricted Stock Unit Agreement.
 
Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended June 30, 2013, and incorporated herein by reference.
12.1
 
 
Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends

 

13.1
 
 
All portions of The Bank of New York Mellon Corporation 2013 Annual Report to Shareholders that are incorporated herein by reference. The remaining portions are furnished for the information of the SEC and are not “filed” as part of this filing.

 
Filed and furnished herewith.
21.1
 
 
 

23.1
 
 
Consent of KPMG LLP.
 

24.1
 
 
 

31.1
 
 
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 
31.2
 
 
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

32.1
 
 
Certification of the Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
Furnished herewith.

26 BNY Mellon


INDEX TO EXHIBITS (continued)
 

Exhibit
 
Description
 
Method of Filing
 
 
 
 
 
 
32.2
 
 
Certification of the Chief Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
Furnished herewith.
99.1
 
 
Mellon Capital III Amended and Restated Replacement Capital Covenant, dated September 11, 2012.
 
Previously filed as Exhibit 99.1 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended December 31, 2012, and incorporated herein by reference.
99.2
 
 
Mellon Capital IV Amended and Restated Replacement Capital Covenant, dated September 11, 2012.
 
Previously filed as Exhibit 99.2 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended December 31, 2012, and incorporated herein by reference.
101.INS
 
XBRL Instance Document.
 
101.SCH
 
XBRL Taxonomy Extension Schema Document.

 
101.CAL
 
XBRL Taxonomy Extension Calculation Linkbase Document.

 
101.DEF
 
XBRL Taxonomy Extension Definition Linkbase Document.

 
101.LAB
 
XBRL Taxonomy Extension Label Linkbase Document.

 
101.PRE
 
XBRL Taxonomy Extension Presentation Linkbase Document.
 
* Management contract or compensatory plan arrangement.



BNY Mellon 27


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
6/20/22
11/15/18
Filed on:2/28/144
1/31/14SC 13G/A
For Period end:12/31/1311-K,  13F-HR,  13F-HR/A,  5
10/8/138-K
6/30/1310-Q,  13F-HR,  13F-HR/A
5/16/138-K
12/31/1210-K,  10-K/A,  11-K,  13F-HR,  13F-HR/A
12/17/128-K
12/11/128-K
9/14/124,  424B3,  8-A12B
9/13/12FWP
9/11/12
6/20/12
6/7/12
5/21/12
3/31/1110-Q,  13F-HR,  13F-HR/A
3/11/11DEF 14A,  DEFA14A,  SC 13G/A
12/31/1010-K,  11-K,  13F-HR,  13F-HR/A
10/12/103,  8-K
7/29/10
7/26/108-K,  UPLOAD
7/16/108-K
7/13/108-K
7/12/10
7/2/10
2/9/104,  8-K,  SC 13G/A
2/3/104,  8-K,  SC 13G/A
2/1/104
9/30/0910-Q,  13F-HR
8/11/094,  8-K
4/14/098-K,  DEF 14A,  PRE 14A
1/1/09
12/31/0810-K,  11-K,  13F-HR,  13F-HR/A,  4,  5
12/22/08
12/15/08
6/30/0810-Q,  11-K,  13F-HR,  424B2
3/31/0810-Q,  13F-HR,  4,  424B2
2/29/08S-8
2/27/088-K
2/21/084,  8-K
1/1/08
12/31/0710-K,  11-K,  13F-HR,  4,  5,  ARS
7/13/078-K
7/10/07424B2
7/5/074,  8-K
7/2/074,  424B2,  424B3,  8-K,  8-K12G3,  S-3ASR
7/1/073,  4,  4/A
6/30/0710-Q
6/29/078-K/A,  8-K12G3,  S-3D,  S-8
6/25/07
6/19/07
6/15/07
4/17/07EFFECT,  S-4/A
3/31/07
3/30/07
2/23/07S-4
12/31/06
12/3/06
10/20/06
10/9/06
9/19/06
6/30/06
3/15/06
1/1/06
12/31/05
12/28/05
12/21/05
2/18/05
12/31/04
12/29/04
12/31/03
9/26/03
3/31/03
1/1/03
11/12/02
1/1/02
12/31/01
6/30/01
2/20/01
2/13/01
12/31/00
9/30/00
7/11/00
12/31/99
1/15/99
12/31/98
9/30/98
9/15/98
2/11/97
12/31/96
11/12/96
7/1/96
12/31/95
11/1/95
12/31/94
11/8/94
10/11/94
8/11/94
2/23/94
12/31/93
11/9/93
3/9/93
12/31/92
12/8/92
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