N-CSRS 1 lp1-172.htm SEMI-ANNUAL REPORTS

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-08673
   
  BNY Mellon Investment Portfolios  
  (Exact name of Registrant as specified in charter)  
     
 

 

c/o BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, New York 10286

 
  (Address of principal executive offices)        (Zip code)  
     
 

Deirdre Cunnane, Esq.

240 Greenwich Street

New York, New York 10286

 
  (Name and address of agent for service)  
 
Registrant's telephone number, including area code:   (212) 922-6400
   

Date of fiscal year end:

 

12/31  
Date of reporting period:

06/30/2023

 

 
             

 

 

 

 
 

 

FORM N-CSR

Item 1.Reports to Stockholders.

 

BNY Mellon Investment Portfolios, MidCap Stock Portfolio

 

SEMI-ANNUAL REPORT

June 30, 2023

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

15

Statement of Operations

16

Statement of Changes in Net Assets

17

Financial Highlights

18

Notes to Financial Statements

20

Information About the Approval of
the Fund’s Sub-Sub-Investment
Advisory Agreement

28

Liquidity Risk Management Program

31

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from January 1, 2023, through June 30, 2023, as provided by Portfolio Manager, Peter D. Goslin, CFA of Newton Investment Management North America, LLC, sub-adviser

Market and Fund Performance Overview

For the six-month period ended June 30, 2023, BNY Mellon Investment Portfolios, MidCap Stock Portfolio (the “fund”) produced a total return of 9.32% for Initial shares, and a total return of 9.21% for Service shares.1 In comparison, the fund’s benchmark, the S&P’s MidCap 400® Index (the “Index”), produced a total return of 8.84% for the same period.2

U.S. stocks gained ground during the reporting period as inflationary pressures eased, the U.S. Federal Reserve (the “Fed”) reduced the pace of interest-rate hikes, and economic growth remained positive. The fund outperformed the Index, largely due to the relatively strong performance of growth and quality investment factors.

The Fund’s Investment Approach

The fund seeks investment results that are greater than the total return performance of publicly traded common stocks of medium-sized domestic companies in the aggregate, as represented by the Index. To pursue this goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks of mid-cap companies.

The fund invests in growth and value stocks, which are chosen through a disciplined investment process that combines computer modeling techniques, fundamental analysis and risk management. Consistency of returns compared to the Index is a primary goal of the investment process.

The fund’s sub-adviser selects stocks through a “bottom-up” structured approach that seeks to identify undervalued securities using a quantitative ranking process. The process is driven by a proprietary quantitative model that measures a diverse set of corporate characteristics to identify and rank stocks based on valuation, momentum and sentiment and earnings quality measures.

Next, the fund’s sub-adviser constructs the portfolio through a risk-controlled process, focusing on stock selection, as opposed to making proactive decisions as to industry and sector exposure. The Fund seeks to maintain a portfolio that has exposure to industries and market capitalizations that are generally similar to the fund’s benchmark. Finally, within each sector and style subset, the fund will seek to overweight the most attractive stocks and underweight or not hold the stocks that have been ranked least attractive.

Equities Advance Despite Macroeconomic Concerns

Market sentiment proved volatile but positive during the reporting period, with hopes for continued economic growth outweighing concerns regarding persistently high levels of inflation and the impact of Fed rate hikes designed to curb inflation. In January 2023, as the period began, inflation averaged 6.41% on an annualized basis, down from the 9.06% peak set in June 2022 but well above the Fed target of 2%. On February 1, the Fed raised the benchmark federal funds rate from a range of 4.25%–4.50% to a range of 4.50%–4.75%, up from near zero ten months earlier. During the reporting period, the Fed raised rates two more times, totaling an additional 0.50%, while inflation steadily eased to 2.97% as of June

2

 

2023. Although U.S. economic growth and corporate profits showed signs of moderating during this time, indications generally remained positive, supported by robust consumer spending, rising wages and low levels of unemployment. These encouraging economic trends lessened concerns that rising rates might tip the economy into a sharp recession. Accordingly, while equity markets frequently dipped or spiked in response to the economic news of the day, stocks trended higher on balance, led by growth-oriented issues in the information technology and industrial sectors. Energy, financials and traditionally value-oriented sectors lagged by a wide margin, with utilities and financials producing significantly negative returns.

Other factors aside from inflation and interest rates also played a role in market behavior during the period. A small number of high-profile, regional bank failures in the United States in March and April 2023 raised fears of possible wider banking industry contagion and future credit constraints. However, stocks remained in positive territory despite a steep decline in early March. Swift action from federal authorities and major banks eased investors’ concerns, enabling markets to gain additional ground in the closing months of the period. Nevertheless, financial stocks continued to lag the broader market, and small- and mid-cap stocks were hurt by the prospect of more stringent lending requirements. More positively, the reopening of the Chinese economy after lengthy COVID-19-related shutdowns generally bolstered confidence, particularly as renewed Chinese activity did not appear to cause inflation to accelerate. However, Chinese economic growth continued to falter despite the reopening.

Growth and Earnings-Quality Factors Outperform

In a reversal from the prior reporting period, investors rewarded the growth and earnings-quality factors employed by the fund, causing performance to exceed that of the Index. While the fund’s systematic stock-selection approach is based on rankings of valuation, momentum, sentiment and earnings-quality measures rather than focusing on industry or sector exposure, some industries and sectors detracted from returns more than others. During the review period, the fund’s positions in the financials and materials sectors proved most accretive to the fund’s performance relative to the Index. Within financials, the fund benefited primarily from lack of exposure to the troubled banking industry. Top performers among financial holdings included shares in life insurer Primerica, Inc. which gained ground as analysts raised estimates based on the company’s solid balance sheet, strong customer book of business and recently announced stock buyback plan. Within materials, the fund’s position in Eagle Materials, Inc. appreciated with other building materials stocks as investors anticipated an abatement of Fed rate increases and growth in housing demand. Notably strong holdings in other sectors included electrical product maker nVent Electric PLC, semiconductor manufacturer Lattice Semiconductor Corp., construction materials producer Simpson Manufacturing Co., Inc. and biotechnology developer United Therapeutics Corp. While the above-mentioned holdings marginally bolstered relative returns, the performance of any individual holding had limited impact on overall fund performance as the fund invests in a large number of stocks.

On the negative side, the fund underperformed the Index most significantly in the industrials and real estate sectors. Within industrials, underweight exposure to electronic device maker Axon Enterprise, Inc., which outperformed the Index averages, detracted most significantly from relative performance over the period. Within real estate, shares in office REIT (real

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

estate investment trust) Kilroy Realty Corp., came under pressure as office vacancies increased, and as rising interest rates drove financing costs higher. Other notably weak positions included bank holding company Associated Banc-Corp, solar energy company Enphase Energy, Inc. and regional bank Hancock Whitney Corp.

Maintaining a Systematic, Risk-Controlled Investment Approach

As of the end of the reporting period, we anticipate further market volatility as the Fed struggles to constrain inflationary pressures, with the possibility of a recession still on the horizon. While many companies have effectively controlled costs and continued to report reasonably strong earnings despite those pressures, we expect businesses to face increasing difficulties in meeting financial expectations if economic growth slows further. While equity markets may continue to discount the likelihood of a soft economic landing, leading to further gains, we believe market breadth is likely to broaden, and recent mega-cap market leaders may underperform as their valuations return to historical norms.

The fund’s investment strategy remains sharply focused on our systematic approach to evaluating securities and building portfolios. This approach has allowed us to create an investment process that participates in rising equity markets and helps protect capital during times of stress in the marketplace. As of the end of the review period, the fund holds a large number of individual securities characterized by attractive valuations and improving fundamentals. Sector weightings remain close to those of the Index, with slightly overweight exposure to real estate, consumer staples and communication services, and slightly underweight exposure to information technology and industrials. As always, overweights and underweights are determined by our bottom-up, factor-driven stock selection process rather than by top-down macroeconomic opinions. We continue to control risks relative to the Index from a sector and market-capitalization standpoint, and believe the fund is well positioned to benefit from the prevailing market environment.

July 17, 2023

1 Total return includes reinvestment of dividends and any capital gains paid. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s performance does not reflect the deduction of additional charges and expenses imposed in connection with investing in variable insurance contracts, which will reduce returns. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through May 1, 2024, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower.

2 Source: Lipper Inc. — The S&P MidCap 400® Index provides investors with a benchmark for mid-sized companies. The Index measures the performance of mid-sized companies, reflecting the distinctive risk and return characteristics of this market segment. Investors cannot invest directly in any index.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Stocks of mid-cap companies often experience sharper price fluctuations than stocks of large-cap companies.

The fund is only available as a funding vehicle under variable life insurance policies or variable annuity contracts issued by insurance companies. Individuals may not purchase shares of the fund directly. A variable annuity is an insurance contract issued by an insurance company that enables investors to accumulate assets on a tax-deferred basis for retirement or other long-term goals. The investment objective and policies of BNY Mellon Investment Portfolios, MidCap Stock Portfolio made available through insurance products may be similar to those of other funds managed by BNY Mellon Investment Adviser, Inc. However, the investment results of the fund may be higher or lower than, and may not be comparable to, those of any other BNY Mellon Investment Adviser, Inc. fund.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads), redemption fees and expenses associated with variable annuity or insurance contracts, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Investment Portfolios, MidCap Stock Portfolio from January 1, 2023 to June 30, 2023. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

     

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended June 30, 2023

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expenses paid per $1,000

$4.15

$5.45

 

Ending value (after expenses)

$1,093.20

$1,092.10

 

COMPARING YOUR FUND’S EXPENSES WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

     

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended June 30, 2023

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expenses paid per $1,000

$4.01

$5.26

 

Ending value (after expenses)

$1,020.83

$1,019.59

 

Expenses are equal to the fund’s annualized expense ratio of .80% for Initial Shares and 1.05% for Service Shares, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS
June 30, 2023 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3%

     

Automobiles & Components - 2.5%

     

Autoliv, Inc.

   

4,036

 

343,221

 

Dana, Inc.

   

47,094

 

800,598

 

Fox Factory Holding Corp.

   

4,021

a 

436,319

 

Harley-Davidson, Inc.

   

10,331

 

363,755

 

Lear Corp.

   

4,258

 

611,236

 

The Goodyear Tire & Rubber Company

   

2,058

a 

28,153

 

Thor Industries, Inc.

   

6,467

b 

669,334

 

Visteon Corp.

   

2,782

a 

399,523

 
    

3,652,139

 

Banks - 4.7%

     

Associated Banc-Corp

   

38,804

 

629,789

 

Bank OZK

   

29,059

 

1,167,009

 

Cathay General Bancorp

   

10,738

 

345,656

 

East West Bancorp, Inc.

   

6,127

 

323,444

 

F.N.B. Corp.

   

45,144

 

516,447

 

Fulton Financial Corp.

   

21,199

 

252,692

 

Hancock Whitney Corp.

   

12,873

 

494,066

 

International Bancshares Corp.

   

12,734

 

562,843

 

New York Community Bancorp, Inc.

   

71,674

 

805,616

 

Synovus Financial Corp.

   

28,726

 

868,961

 

Texas Capital Bancshares, Inc.

   

2,072

a 

106,708

 

UMB Financial Corp.

   

10,409

 

633,908

 

Wintrust Financial Corp.

   

4,439

 

322,360

 
    

7,029,499

 

Capital Goods - 15.6%

     

Acuity Brands, Inc.

   

4,820

 

786,046

 

AECOM

   

9,131

 

773,304

 

AGCO Corp.

   

4,578

 

601,641

 

Allison Transmission Holdings, Inc.

   

2,999

 

169,324

 

Axon Enterprise, Inc.

   

5,239

a 

1,022,234

 

Builders FirstSource, Inc.

   

8,409

a 

1,143,624

 

Carlisle Cos., Inc.

   

1,746

 

447,901

 

Donaldson Co., Inc.

   

14,337

 

896,206

 

Dycom Industries, Inc.

   

1,003

a 

113,991

 

EMCOR Group, Inc.

   

11,773

 

2,175,415

 

EnerSys

   

4,921

 

534,027

 

Esab Corp.

   

8,001

 

532,387

 

Fortune Brands Innovations, Inc.

   

20,690

 

1,488,645

 

Howmet Aerospace, Inc.

   

6,004

 

297,558

 

Hubbell, Inc.

   

4,294

 

1,423,719

 

ITT, Inc.

   

14,522

 

1,353,596

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Capital Goods - 15.6% (continued)

     

Kennametal, Inc.

   

25,220

 

715,996

 

MSC Industrial Direct Co., Inc., Cl. A

   

3,827

 

364,637

 

nVent Electric PLC

   

36,473

 

1,884,560

 

Owens Corning

   

3,699

 

482,720

 

Simpson Manufacturing Co., Inc.

   

8,414

 

1,165,339

 

SunPower Corp.

   

11,615

a,b 

113,827

 

Sunrun, Inc.

   

4,424

a 

79,013

 

Terex Corp.

   

9,510

 

568,983

 

Textron, Inc.

   

9,435

 

638,089

 

The Timken Company

   

10,855

 

993,558

 

Trane Technologies PLC

   

494

 

94,482

 

Univar Solutions, Inc.

   

6,050

a 

216,832

 

Valmont Industries, Inc.

   

1,457

 

424,060

 

Watsco, Inc.

   

1,768

b 

674,439

 

Watts Water Technologies, Inc., Cl. A

   

5,875

 

1,079,414

 
    

23,255,567

 

Commercial & Professional Services - 3.9%

     

ASGN, Inc.

   

8,593

a 

649,889

 

Concentrix Corp.

   

4,382

 

353,847

 

ExlService Holdings, Inc.

   

2,056

a 

310,579

 

Genpact Ltd.

   

12,500

 

469,625

 

Insperity, Inc.

   

7,044

 

837,954

 

ManpowerGroup, Inc.

   

1,285

 

102,029

 

Paylocity Holding Corp.

   

2,979

a 

549,715

 

Science Applications International Corp.

   

9,288

 

1,044,714

 

Tetra Tech, Inc.

   

7,049

 

1,154,203

 

The Brink's Company

   

4,331

 

293,772

 
    

5,766,327

 

Consumer Discretionary Distribution - 2.9%

     

AutoNation, Inc.

   

2,883

a 

474,571

 

Bath & Body Works, Inc.

   

6,449

 

241,838

 

Dick's Sporting Goods, Inc.

   

1,032

 

136,420

 

GameStop Corp., Cl. A

   

13,128

a,b 

318,354

 

Macy's, Inc.

   

33,880

 

543,774

 

Murphy USA, Inc.

   

4,970

 

1,546,217

 

Nordstrom, Inc.

   

14,833

b 

303,632

 

Williams-Sonoma, Inc.

   

5,472

b 

684,766

 
    

4,249,572

 

Consumer Durables & Apparel - 5.6%

     

Brunswick Corp.

   

7,114

 

616,357

 

Capri Holdings Ltd.

   

10,584

a 

379,860

 

Carter's, Inc.

   

10,304

b 

748,070

 

Crocs, Inc.

   

5,481

a 

616,284

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Consumer Durables & Apparel - 5.6% (continued)

     

Deckers Outdoor Corp.

   

2,138

a 

1,128,137

 

NVR, Inc.

   

63

a 

400,090

 

Polaris, Inc.

   

5,531

 

668,864

 

PVH Corp.

   

7,298

 

620,111

 

Ralph Lauren Corp.

   

1,037

 

127,862

 

Skechers USA, Inc., Cl. A

   

10,571

a 

556,669

 

Tapestry, Inc.

   

12,196

 

521,989

 

Tempur Sealy International, Inc.

   

8,292

b 

332,260

 

Toll Brothers, Inc.

   

6,175

 

488,257

 

TopBuild Corp.

   

3,235

a 

860,575

 

YETI Holdings, Inc.

   

7,459

a 

289,708

 
    

8,355,093

 

Consumer Services - 3.9%

     

Boyd Gaming Corp.

   

10,705

 

742,606

 

Cracker Barrel Old Country Store, Inc.

   

950

b 

88,521

 

Graham Holdings Co., Cl. B

   

970

 

554,336

 

Grand Canyon Education, Inc.

   

8,176

a 

843,845

 

H&R Block, Inc.

   

12,340

 

393,276

 

Marriott Vacations Worldwide Corp.

   

8,526

 

1,046,311

 

Penn Entertainment, Inc.

   

13,249

a,b 

318,373

 

Texas Roadhouse, Inc.

   

7,235

 

812,346

 

Wingstop, Inc.

   

2,586

 

517,614

 

Wyndham Hotels & Resorts, Inc.

   

7,932

 

543,897

 
    

5,861,125

 

Consumer Staples Distribution - 2.5%

     

BJ's Wholesale Club Holdings, Inc.

   

12,429

a 

783,151

 

Casey's General Stores, Inc.

   

3,530

 

860,896

 

Grocery Outlet Holding Corp.

   

4,744

a 

145,214

 

Performance Food Group Co.

   

17,658

a 

1,063,718

 

Sprouts Farmers Market, Inc.

   

25,197

a 

925,486

 
    

3,778,465

 

Energy - 3.7%

     

Antero Resources Corp.

   

20,520

a 

472,576

 

ChampionX Corp.

   

25,307

 

785,529

 

HF Sinclair Corp.

   

11,615

 

518,145

 

Marathon Oil Corp.

   

7,873

 

181,236

 

Matador Resources Co.

   

15,222

 

796,415

 

Murphy Oil Corp.

   

27,740

 

1,062,442

 

Range Resources Corp.

   

31,241

 

918,485

 

Valaris Ltd.

   

9,422

a 

592,926

 

Vitesse Energy, Inc.

   

8,689

b 

194,634

 
    

5,522,388

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Equity Real Estate Investment - 9.1%

     

Boston Properties, Inc.

   

6,682

c 

384,816

 

Brixmor Property Group, Inc.

   

73,635

c 

1,619,970

 

Corporate Office Properties Trust

   

23,420

c 

556,225

 

Douglas Emmett, Inc.

   

43,670

b,c 

548,932

 

EastGroup Properties, Inc.

   

6,899

c 

1,197,666

 

EPR Properties

   

6,879

c 

321,937

 

Federal Realty Investment Trust

   

5,332

c 

515,978

 

First Industrial Realty Trust, Inc.

   

32,880

c 

1,730,803

 

Highwoods Properties, Inc.

   

15,424

c 

368,788

 

Kilroy Realty Corp.

   

29,569

c 

889,731

 

Lamar Advertising Co., Cl. A

   

12,014

c 

1,192,389

 

Life Storage, Inc.

   

2,751

c 

365,773

 

NNN REIT, Inc.

   

41,937

c 

1,794,484

 

Park Hotels & Resorts, Inc.

   

50,565

c 

648,243

 

Regency Centers Corp.

   

8,765

c 

541,414

 

Rexford Industrial Realty, Inc.

   

15,211

c 

794,318

 

STAG Industrial, Inc.

   

4,023

c 

144,345

 
    

13,615,812

 

Financial Services - 4.6%

     

Affiliated Managers Group, Inc.

   

2,567

 

384,768

 

Essent Group Ltd.

   

4,575

 

214,110

 

Euronet Worldwide, Inc.

   

5,366

a 

629,807

 

Federated Hermes, Inc.

   

14,204

 

509,213

 

Janus Henderson Group PLC

   

12,945

 

352,751

 

Jefferies Financial Group, Inc.

   

11,936

 

395,917

 

LPL Financial Holdings, Inc.

   

791

 

171,987

 

MGIC Investment Corp.

   

23,807

 

375,913

 

OneMain Holdings, Inc.

   

5,162

 

225,528

 

Rithm Capital Corp.

   

52,550

c 

491,342

 

SEI Investments Co.

   

13,578

 

809,520

 

Stifel Financial Corp.

   

23,726

 

1,415,730

 

Voya Financial, Inc.

   

3,507

 

251,487

 

WEX, Inc.

   

3,637

a 

662,189

 
    

6,890,262

 

Food, Beverage & Tobacco - 2.5%

     

Celsius Holdings, Inc.

   

4,220

a 

629,582

 

Coca-Cola Consolidated, Inc.

   

624

 

396,876

 

Darling Ingredients, Inc.

   

11,205

a 

714,767

 

Flowers Foods, Inc.

   

19,922

b 

495,659

 

Ingredion, Inc.

   

4,907

 

519,897

 

Lancaster Colony Corp.

   

2,358

 

474,170

 

The Boston Beer Company, Inc., Cl. A

   

1,189

a,b 

366,735

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Food, Beverage & Tobacco - 2.5% (continued)

     

The Hershey Company

   

742

 

185,277

 
    

3,782,963

 

Health Care Equipment & Services - 5.6%

     

Acadia Healthcare Co., Inc.

   

2,339

a 

186,278

 

Amedisys, Inc.

   

2,612

a 

238,841

 

Cardinal Health, Inc.

   

2,767

 

261,675

 

Chemed Corp.

   

2,596

 

1,406,175

 

DexCom, Inc.

   

890

a 

114,374

 

Doximity, Inc., Cl. A

   

3,871

a,b 

131,691

 

Encompass Health Corp.

   

3,140

 

212,609

 

Globus Medical, Inc., Cl. A

   

9,122

a 

543,124

 

Haemonetics Corp.

   

8,751

a 

745,060

 

Integra LifeSciences Holdings Corp.

   

15,244

a 

626,986

 

Masimo Corp.

   

1,183

a 

194,663

 

Option Care Health, Inc.

   

25,347

a 

823,524

 

Patterson Cos., Inc.

   

5,915

 

196,733

 

Progyny, Inc.

   

11,928

a 

469,248

 

QuidelOrtho Corp.

   

1,542

a 

127,770

 

R1 RCM, Inc.

   

17,665

a 

325,919

 

Shockwave Medical, Inc.

   

2,571

a 

733,789

 

STAAR Surgical Co.

   

3,943

a 

207,284

 

Teladoc Health, Inc.

   

5,633

a 

142,628

 

Tenet Healthcare Corp.

   

7,283

a 

592,691

 
    

8,281,062

 

Insurance - 4.4%

     

American Financial Group, Inc.

   

4,927

 

585,081

 

CNO Financial Group, Inc.

   

54,831

 

1,297,850

 

Erie Indemnity Co., Cl. A

   

1,483

 

311,445

 

Kinsale Capital Group, Inc.

   

1,901

 

711,354

 

Primerica, Inc.

   

5,379

 

1,063,751

 

RLI Corp.

   

5,742

 

783,611

 

The Hartford Financial Services Group, Inc.

   

3,597

 

259,056

 

Unum Group

   

27,109

 

1,293,099

 

W.R. Berkley Corp.

   

4,441

 

264,506

 
    

6,569,753

 

Materials - 6.7%

     

Ashland, Inc.

   

1,834

 

159,393

 

Avient Corp.

   

17,138

 

700,944

 

Cabot Corp.

   

7,706

 

515,454

 

CF Industries Holdings, Inc.

   

5,874

 

407,773

 

Cleveland-Cliffs, Inc.

   

35,415

a 

593,555

 

Commercial Metals Co.

   

12,380

 

651,931

 

10

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Materials - 6.7% (continued)

     

Eagle Materials, Inc.

   

9,058

 

1,688,592

 

Greif, Inc., Cl. A

   

12,010

 

827,369

 

Ingevity Corp.

   

6,645

a 

386,473

 

Louisiana-Pacific Corp.

   

1,450

 

108,721

 

MP Materials Corp.

   

1,055

a,b 

24,138

 

NewMarket Corp.

   

785

 

315,664

 

Olin Corp.

   

10,456

 

537,334

 

Reliance Steel & Aluminum Co.

   

4,045

 

1,098,582

 

Silgan Holdings, Inc.

   

3,400

 

159,426

 

The Chemours Company

   

14,536

 

536,233

 

The Mosaic Company

   

3,284

 

114,940

 

United States Steel Corp.

   

23,460

 

586,735

 

Westlake Corp.

   

1,170

 

139,780

 

Worthington Industries, Inc.

   

6,883

 

478,162

 
    

10,031,199

 

Media & Entertainment - 2.2%

     

Cable One, Inc.

   

1,716

 

1,127,549

 

John Wiley & Sons, Inc., Cl. A

   

13,203

 

449,298

 

Spotify Technology SA

   

981

a 

157,500

 

The New York Times Company, Cl. A

   

15,761

 

620,668

 

The Trade Desk, Inc., Cl. A

   

1,285

a 

99,228

 

World Wrestling Entertainment, Inc., Cl. A

   

2,969

 

322,047

 

Ziff Davis, Inc.

   

7,179

a 

502,961

 
    

3,279,251

 

Pharmaceuticals, Biotechnology & Life Sciences - 3.0%

     

Bruker Corp.

   

8,540

 

631,277

 

Elanco Animal Health, Inc.

   

9,190

a 

92,451

 

Exelixis, Inc.

   

40,238

a 

768,948

 

Halozyme Therapeutics, Inc.

   

8,709

a 

314,134

 

Medpace Holdings, Inc.

   

4,036

a 

969,326

 

Neurocrine Biosciences, Inc.

   

3,596

a 

339,103

 

QIAGEN NV

   

6,734

a 

303,232

 

Repligen Corp.

   

4,461

a 

631,053

 

Sotera Health Co.

   

7,454

a 

140,433

 

United Therapeutics Corp.

   

482

a 

106,402

 

West Pharmaceutical Services, Inc.

   

590

 

225,657

 
    

4,522,016

 

Real Estate Management & Development - .1%

     

Jones Lang LaSalle, Inc.

   

1,237

a 

 192,725

 

Semiconductors & Semiconductor Equipment - 3.1%

     

Allegro MicroSystems, Inc.

   

1,145

a 

51,685

 

Enphase Energy, Inc.

   

2,152

a 

360,417

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Semiconductors & Semiconductor Equipment - 3.1% (continued)

     

Lattice Semiconductor Corp.

   

18,236

a 

1,751,933

 

MACOM Technology Solutions Holdings, Inc.

   

11,348

a 

743,634

 

Power Integrations, Inc.

   

8,697

 

823,345

 

Silicon Laboratories, Inc.

   

4,339

a 

684,434

 

Synaptics, Inc.

   

2,576

a 

219,939

 

Wolfspeed, Inc.

   

562

a,b 

31,242

 
    

4,666,629

 

Software & Services - 3.3%

     

Commvault Systems, Inc.

   

3,812

a 

276,827

 

Dynatrace, Inc.

   

10,436

a 

537,141

 

Elastic NV

   

3,613

a 

231,666

 

HubSpot, Inc.

   

542

a 

288,393

 

Kyndryl Holdings, Inc.

   

6,085

a 

80,809

 

Manhattan Associates, Inc.

   

5,409

a 

1,081,151

 

MongoDB, Inc.

   

906

a 

372,357

 

New Relic, Inc.

   

2,061

a 

134,872

 

Nutanix, Inc., Cl. A

   

6,085

a 

170,684

 

Okta, Inc.

   

2,722

a 

188,771

 

Qualys, Inc.

   

3,459

a 

446,799

 

RingCentral, Inc., Cl. A

   

3,474

a 

113,704

 

Smartsheet, Inc., Cl. A

   

3,435

a 

131,423

 

Teradata Corp.

   

11,703

a 

625,057

 

Zscaler, Inc.

   

1,729

a 

252,953

 
    

4,932,607

 

Technology Hardware & Equipment - 2.8%

     

Belden, Inc.

   

5,272

 

504,267

 

Calix, Inc.

   

3,691

a 

184,218

 

Jabil, Inc.

   

2,509

 

270,796

 

Keysight Technologies, Inc.

   

1,581

a 

264,738

 

Littelfuse, Inc.

   

2,014

 

586,698

 

Pure Storage, Inc., Cl. A

   

7,508

a 

276,445

 

Super Micro Computer, Inc.

   

2,926

a 

729,305

 

Vishay Intertechnology, Inc.

   

11,840

 

348,096

 

Vontier Corp.

   

13,811

 

444,852

 

Xerox Holdings Corp.

   

40,494

 

602,956

 
    

4,212,371

 

Telecommunication Services - .5%

     

Iridium Communications, Inc.

   

8,932

 

554,856

 

Lumen Technologies, Inc.

   

43,876

a 

99,160

 
    

654,016

 

12

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Transportation - 2.4%

     

Avis Budget Group, Inc.

   

2,115

a 

483,637

 

GXO Logistics, Inc.

   

7,143

a 

448,723

 

Kirby Corp.

   

8,001

a 

615,677

 

Landstar System, Inc.

   

2,941

 

566,260

 

RXO, Inc.

   

12,095

a,b 

274,194

 

Ryder System, Inc.

   

4,197

 

355,864

 

Saia, Inc.

   

2,592

a 

887,527

 
    

3,631,882

 

Utilities - 3.7%

     

Black Hills Corp.

   

7,030

 

423,628

 

Hawaiian Electric Industries, Inc.

   

22,904

 

829,125

 

IDACORP, Inc.

   

1,249

 

128,147

 

New Jersey Resources Corp.

   

21,956

 

1,036,323

 

OGE Energy Corp.

   

33,381

 

1,198,712

 

Portland General Electric Co.

   

20,859

 

976,827

 

PPL Corp.

   

3,449

 

91,261

 

Spire, Inc.

   

12,701

 

805,751

 
    

5,489,774

 

Total Common Stocks (cost $133,235,474)

   

148,222,497

 
  

1-Day
Yield (%)

     

Investment of Cash Collateral for Securities Loaned - 1.2%

     

Registered Investment Companies - 1.2%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $1,747,675)

 

5.17

 

1,747,675

d 

 1,747,675

 

Total Investments (cost $134,983,149)

 

100.5%

 

149,970,172

 

Liabilities, Less Cash and Receivables

 

(.5%)

 

(687,130)

 

Net Assets

 

100.0%

 

149,283,042

 

a Non-income producing security.

b Security, or portion thereof, on loan. At June 30, 2023, the value of the fund’s securities on loan was $5,760,243 and the value of the collateral was $5,841,918, consisting of cash collateral of $1,747,675 and U.S. Government & Agency securities valued at $4,094,243. In addition, the value of collateral may include pending sales that are also on loan.

c Investment in real estate investment trust within the United States.

d Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

  

Portfolio Summary (Unaudited)

Value (%)

Industrials

21.9

Consumer Discretionary

14.8

Financials

13.7

Information Technology

9.3

Real Estate

9.2

Health Care

8.6

Materials

6.7

Consumer Staples

5.1

Energy

3.7

Utilities

3.7

Communication Services

2.6

Investment Companies

1.2

 

100.5

 Based on net assets.

See notes to financial statements.

       

Affiliated Issuers

   

Description

Value ($) 12/31/2022

Purchases ($)

Sales ($)

Value ($) 6/30/2023

Dividends/
Distributions ($)

 

Registered Investment Companies - .0%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .0%

204,325

9,370,405

(9,574,730)

-

19,120

 

Investment of Cash Collateral for Securities Loaned - 1.2%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 1.2%

395,636

10,385,862

(9,033,823)

1,747,675

15,478

†† 

Total - 1.2%

599,961

19,756,267

(18,608,553)

1,747,675

34,598

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

14

 

STATEMENT OF ASSETS AND LIABILITIES

June 30, 2023 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $5,760,243)—Note 1(b):

 

 

 

Unaffiliated issuers

133,235,474

 

148,222,497

 

Affiliated issuers

 

1,747,675

 

1,747,675

 

Receivable for investment securities sold

 

1,769,251

 

Dividends and securities lending income receivable

 

200,723

 

Receivable for shares of Beneficial Interest subscribed

 

6,976

 

Prepaid expenses

 

 

 

 

2,835

 

 

 

 

 

 

151,949,957

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b)

 

108,562

 

Cash overdraft due to Custodian

 

 

 

 

646,338

 

Liability for securities on loan—Note 1(b)

 

1,747,675

 

Payable for shares of Beneficial Interest redeemed

 

119,455

 

Trustees’ fees and expenses payable

 

808

 

Other accrued expenses

 

 

 

 

44,077

 

 

 

 

 

 

2,666,915

 

Net Assets ($)

 

 

149,283,042

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

135,452,503

 

Total distributable earnings (loss)

 

 

 

 

13,830,539

 

Net Assets ($)

 

 

149,283,042

 

    

Net Asset Value Per Share

Initial Shares

Service Shares

 

Net Assets ($)

69,832,519

79,450,523

 

Shares Outstanding

4,045,247

4,625,194

 

Net Asset Value Per Share ($)

17.26

17.18

 

 

 

 

 

See notes to financial statements.

 

 

 

15

 

STATEMENT OF OPERATIONS
Six Months Ended June 30, 2023 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends:

 

Unaffiliated issuers

 

 

1,235,028

 

Affiliated issuers

 

 

19,120

 

Income from securities lending—Note 1(b)

 

 

15,478

 

Total Income

 

 

1,269,626

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

539,857

 

Distribution fees—Note 3(b)

 

 

95,175

 

Professional fees

 

 

45,677

 

Chief Compliance Officer fees—Note 3(b)

 

 

14,736

 

Prospectus and shareholders’ reports

 

 

8,318

 

Custodian fees—Note 3(b)

 

 

3,974

 

Trustees’ fees and expenses—Note 3(c)

 

 

3,723

 

Loan commitment fees—Note 2

 

 

1,845

 

Shareholder servicing costs—Note 3(b)

 

 

832

 

Registration fees

 

 

412

 

Miscellaneous

 

 

6,384

 

Total Expenses

 

 

720,933

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(47,954)

 

Less—reduction in fees due to earnings credits—Note 3(b)

 

 

(533)

 

Net Expenses

 

 

672,446

 

Net Investment Income

 

 

597,180

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

(1,387,703)

 

Net change in unrealized appreciation (depreciation) on investments

13,317,570

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

11,929,867

 

Net Increase in Net Assets Resulting from Operations

 

12,527,047

 

 

 

 

 

 

 

 

See notes to financial statements.

     

16

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
June 30, 2023 (Unaudited)

 

Year Ended
December 31, 2022

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

597,180

 

 

 

968,207

 

Net realized gain (loss) on investments

 

(1,387,703)

 

 

 

4,581,246

 

Net change in unrealized appreciation
(depreciation) on investments

 

13,317,570

 

 

 

(30,573,070)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

12,527,047

 

 

 

(25,023,617)

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(2,732,335)

 

 

 

(18,340,389)

 

Service Shares

 

 

(2,928,128)

 

 

 

(20,055,380)

 

Total Distributions

 

 

(5,660,463)

 

 

 

(38,395,769)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Initial Shares

 

 

1,953,533

 

 

 

3,695,708

 

Service Shares

 

 

6,196,133

 

 

 

3,358,212

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Initial Shares

 

 

2,732,335

 

 

 

18,340,389

 

Service Shares

 

 

2,928,128

 

 

 

20,055,380

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(4,691,436)

 

 

 

(12,103,935)

 

Service Shares

 

 

(5,389,097)

 

 

 

(13,064,924)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

3,729,596

 

 

 

20,280,830

 

Total Increase (Decrease) in Net Assets

10,596,180

 

 

 

(43,138,556)

 

Net Assets ($):

 

Beginning of Period

 

 

138,686,862

 

 

 

181,825,418

 

End of Period

 

 

149,283,042

 

 

 

138,686,862

 

Capital Share Transactions (Shares):

 

Initial Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

115,946

 

 

 

205,037

 

Shares issued for distributions reinvested

 

 

168,975

 

 

 

981,820

 

Shares redeemed

 

 

(280,241)

 

 

 

(652,269)

 

Net Increase (Decrease) in Shares Outstanding

4,680

 

 

 

534,588

 

Service Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

354,252

 

 

 

192,296

 

Shares issued for distributions reinvested

 

 

181,871

 

 

 

1,078,246

 

Shares redeemed

 

 

(321,145)

 

 

 

(714,713)

 

Net Increase (Decrease) in Shares Outstanding

214,978

 

 

 

555,829

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

        

17

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. The fund’s total returns do not reflect expenses associated with variable annuity or insurance contracts. These figures have been derived from the fund’s financial statements.

       
   
 

Six Months Ended

 
 

June 30, 2023

Year Ended December 31,

Initial Shares

(Unaudited)

2022

2021

2020

2019

2018

Per Share Data ($):

      

Net asset value, beginning of period

16.46

24.77

19.93

18.64

16.80

22.56

Investment Operations:

      

Net investment incomea

.08

.14

.15

.13

.13

.12

Net realized and unrealized
gain (loss) on investments

1.41

(2.97)

4.97

1.30

3.15

(3.19)

Total from Investment Operations

1.49

(2.83)

5.12

1.43

3.28

(3.07)

Distributions:

      

Dividends from
net investment income

(.14)

(.16)

(.14)

(.14)

(.12)

(.13)

Dividends from
net realized gain on investments

(.55)

(5.32)

(.14)

-

(1.32)

(2.56)

Total Distributions

(.69)

(5.48)

(.28)

(.14)

(1.44)

(2.69)

Net asset value, end of period

17.26

16.46

24.77

19.93

18.64

16.80

Total Return (%)

9.32b

(14.08)

25.89

8.11

20.18

(15.49)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.87c

.86

.86

.87

.86

.86

Ratio of net expenses
to average net assets

.80c

.80

.85

.87

.86

.86

Ratio of net investment income
to average net assets

.96c

.77

.63

.81

.73

.59

Portfolio Turnover Rate

33.84b

81.37

90.95

92.40

82.88

68.02

Net Assets, end of period ($ x 1,000)

69,833

66,522

86,837

75,649

76,835

72,374

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

18

 

       
   
 

Six Months Ended

 
 

June 30, 2023

Year Ended December 31,

Service Shares

(Unaudited)

2022

2021

2020

2019

2018

Per Share Data ($):

      

Net asset value, beginning of period

16.36

24.64

19.84

18.53

16.71

22.45

Investment Operations:

      

Net investment incomea

.06

.09

.09

.09

.09

.07

Net realized and unrealized
gain (loss) on investments

1.40

(2.95)

4.95

1.31

3.12

(3.18)

Total from Investment Operations

1.46

(2.86)

5.04

1.40

3.21

(3.11)

Distributions:

      

Dividends from
net investment income

(.09)

(.10)

(.10)

(.09)

(.07)

(.07)

Dividends from
net realized gain on investments

(.55)

(5.32)

(.14)

-

(1.32)

(2.56)

Total Distributions

(.64)

(5.42)

(.24)

(.09)

(1.39)

(2.63)

Net asset value, end of period

17.18

16.36

24.64

19.84

18.53

16.71

Total Return (%)

9.21b

(14.29)

25.56

7.85

19.85

(15.69)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.12c

1.11

1.11

1.12

1.11

1.11

Ratio of net expenses
to average net assets

1.05c

1.05

1.10

1.12

1.11

1.11

Ratio of net investment income
to average net assets

.71c

.52

.38

.56

.48

.34

Portfolio Turnover Rate

33.84b

81.37

90.95

92.40

82.88

68.02

Net Assets, end of period ($ x 1,000)

79,451

72,165

94,989

77,862

74,454

63,202

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

MidCap Stock Portfolio (the “fund”) is a separate diversified series of BNY Mellon Investment Portfolios (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering three series, including the fund. The fund is only offered to separate accounts established by insurance companies to fund variable annuity contracts and variable life insurance policies. The fund’s investment objective is to seek investment results that are greater than the total return performance of publicly traded common stocks of medium-size domestic companies in the aggregate, as represented by the Standard & Poor’s MidCap 400® Index. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management North America, LLC (the “Sub-Adviser”), an indirect wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-adviser.

Effective March 31, 2023, the Sub-Adviser, entered into a sub-sub-investment advisory agreement with its affiliate, Newton Investment Management Limited (“NIM”), to enable NIM to provide certain advisory services to the Sub-Adviser for the benefit of the fund, including, but not limited to, portfolio management services. NIM is subject to the supervision of the Sub-Adviser and the Adviser. NIM is also an affiliate of the Adviser. NIM, located at 160 Queen Victoria Street, London, EC4V,4LA, England, was formed in 1978. NIM is an indirect subsidiary of BNY Mellon.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold without a sales charge. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Initial and Service. Each class of shares has identical rights and privileges, except with respect to the Distribution Plan, and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that

20

 

series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

The Trust’s Board of Trustees (the “Board”) has designated the Adviser as the fund’s valuation designee to make all fair value determinations with respect to the fund’s portfolio investments, subject to the Board’s oversight and pursuant to Rule 2a-5 under the Act.

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depositary Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that

22

 

influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of June 30, 2023 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($) 

  

Investments in Securities:

  

Equity Securities - Common Stocks

148,222,497

-

 

-

148,222,497

 

Investment Companies

1,747,675

-

 

-

1,747,675

 

 See Statement of Investments for additional detailed categorizations, if any.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

transactions are on an overnight and continuous basis. During the period ended June 30, 2023, BNY Mellon earned $2,108 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(d) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. The value of a security may also decline due to general market conditions that are not specifically related to a particular company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates, changes to inflation, adverse changes to credit markets or adverse investor sentiment generally. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed-income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff.

(e) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(f) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and

24

 

net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended June 30, 2023, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended June 30, 2023, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended December 31, 2022 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2022 was as follows: ordinary income $14,075,337 and long-term capital gains $24,320,432. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended June 30, 2023, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from January 1, 2023 through May 1, 2024, to waive receipt of its fees and/or assume the direct expenses of the fund so that

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

the direct expenses of neither class of fund shares (excluding Rule 12b-1 Distribution Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .80% of the value of the fund’s average daily net assets. On or after May 1, 2024, the Adviser may terminate this expense limitation at any time. The reduction in expense, pursuant to undertaking, amount to $47,954 during the period ended June 30, 2023.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .36% of the value of the fund’s average daily net assets.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Service shares pay the Distributor for distributing its shares, for servicing and/or maintaining Service shares’ shareholder accounts and for advertising and marketing for Service shares. The Distribution Plan provides for payments to be made at an annual rate of .25% of the value of the Service shares’ average daily net assets. The Distributor may make payments to Participating Insurance Companies and to brokers and dealers acting as principal underwriter for their variable insurance products. The fees payable under the Distribution Plan are payable without regard to actual expenses incurred. During the period ended June 30, 2023, Service shares were charged $95,175 pursuant to the Distribution Plan.

The fund has an arrangement with BNY Mellon Transfer, Inc., (the “Transfer Agent”), a subsidiary of BNY Mellon and an affiliate of the Adviser, whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset Transfer Agent fees. For financial reporting purposes, the fund includes transfer agent net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund has an arrangement with The Bank of New York Mellon (the “Custodian”), a subsidiary of BNY Mellon and an affiliate of the Adviser, whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates the Transfer Agent, under a transfer agency agreement, for providing transfer agency and cash management services for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended June 30, 2023, the fund was charged $685 for transfer agency services.

26

 

These fees are included in Shareholder servicing costs in the Statement of Operations. These fees were partially offset by earnings credits of $533.

The fund compensates the Custodian, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended June 30, 2023, the fund was charged $3,974 pursuant to the custody agreement.

During the period ended June 30, 2023, the fund was charged $14,736 for services performed by the fund’s Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $90,075, Distribution Plan fees of $16,067, Custodian fees of $6,500, Chief Compliance Officer fees of $8,146 and Transfer Agent fees of $355, which are offset against an expense reimbursement currently in effect in the amount of $12,581.

(c) Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended June 30, 2023, amounted to $48,959,629 and $51,176,791, respectively.

At June 30, 2023, accumulated net unrealized appreciation on investments was $14,987,023, consisting of $23,845,941 gross unrealized appreciation and $8,858,918 gross unrealized depreciation.

At June 30, 2023, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

27

 

INFORMATION ABOUT THE APPROVAL OF THE FUND’S SUB-SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board held on March 1, 2023, the Board considered the approval of a delegation arrangement between Newton Investment Management North America, LLC (the “Sub-Adviser” or “NIMNA”) and its affiliate, Newton Investment Management Limited (“NIM”), which permits NIMNA, as the fund’s sub-investment adviser, to use the investment advisory personnel, resources and capabilities (“Investment Advisory Services”) available at its sister company, NIM, in providing the day-to-day management of the fund’s investments. In connection therewith, the Board considered the approval of a sub-sub-investment advisory agreement (the “SSIA Agreement”) between NIMNA and NIM, with respect to the fund. In considering the approval of the SSIA Agreement, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

At the meeting, the Adviser and the Sub-Adviser recommended the approval of the SSIA Agreement to enable NIM to provide Investment Advisory Services to the Sub-Adviser for the benefit of the fund, including, but not limited to, portfolio management services, subject to the supervision of the Sub-Adviser and the Adviser. The recommendation for the approval of the SSIA Agreement was based on the following considerations, among others: (i) approval of the SSIA Agreement would permit the Sub-Adviser to use investment personnel employed primarily by NIM as primary portfolio managers of the fund and to use the investment research services of NIM in the day-to-day management of the fund’s investments; and (ii) there would be no material changes to the fund’s investment objective, strategies or policies, no reduction in the nature or level of services provided to the fund, and no increases in the management fee payable by the fund or the sub-advisory fee payable by the Adviser to the Sub-Adviser as a result of the delegation arrangement. The Board also considered the fact that the Adviser stated that it believed there were no material changes to the information the Board had previously considered at the most recent meeting in connection with the Board’s re-approval of the Management Agreement, pursuant to which the Adviser provides the fund with investment advisory and administrative services, and the Sub-Investment Advisory Agreement (together with the Management Agreement, the “Agreements”), pursuant to which NIMNA provides day-to-day management of the fund’s investments, other than the information about the delegation arrangement and NIM.

In determining whether to approve the SSIA Agreement, the Board considered the materials prepared by the Adviser and the Sub-Adviser received in advance of the meeting and other information presented at the meeting, which included: (i) a form of the SSIA Agreement; (ii) information regarding the delegation arrangement and how it is expected to enhance investment capabilities for the benefit of the fund; (iii) information regarding NIM; and (iv) an opinion of counsel that the proposed delegation arrangement would not result in an “assignment” of the Sub-Investment Advisory Agreement under the 1940 Act and the Investment Advisers Act of 1940, as amended, and, therefore, did not require the approval of fund shareholders. The Board also

28

 

considered the substance of discussions with representatives of the Adviser and the Sub-Adviser at the meeting in connection with the Board’s re-approval of the Agreements.

Nature, Extent and Quality of Services to be Provided. In examining the nature, extent and quality of the services that were expected to be provided by NIM under the SSIA Agreement, the Board considered: (i) NIM’s organization, qualification and background, as well as the qualifications of its personnel; (ii) the expertise of the personnel providing portfolio management services; (iii) information regarding NIM’s compliance program; and (iv) the investment strategy for the fund, which would remain the same. The Board also considered that enabling the Sub-Adviser to use the proposed Investment Advisory Services provided by NIM, the Sub-Adviser would provide investment and portfolio management services of at least the same nature, extent and quality that it currently provides to the fund without the ability to use the Investment Advisory Services of its sister company. Based on the considerations and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by the Sub-Adviser having the ability to use the Investment Advisory Services supported a decision to approve the SSIA Agreement.

Investment Performance. The Board considered the fund’s investment performance and that of the investment team managing the fund’s portfolio (including comparative data provided by Broadridge) at the meeting in connection with the Board’s re-approval of the Agreements. The Board considered that the same investment professionals would continue to manage the fund’s assets and that enabling the Sub-Adviser to use the Investment Advisory Services pursuant to the SSIA Agreement for the benefit of the fund supported a decision to approve the SSIA Agreement.

Costs of Services to be Provided and Profitability. The Board considered the contractual management fee payable by the fund to the Adviser pursuant to the Management Agreement and the contractual sub-investment advisory fee payable by the Adviser to the Sub-Adviser pursuant to the Sub-Investment Advisory Agreement at the meeting in connection with the Board’s re-approval of the Agreements. The Board noted that the contractual management fee payable by the fund to the Adviser and the sub-investment advisory fee payable by the Adviser to the Sub-Adviser, would not change in connection with the proposed delegation arrangement. The Board recognized that, because the fees payable would not change, an analysis of profitability was more appropriate in the context of the Board’s consideration of the Agreements, and that the Board had received and considered a profitability analysis of the Adviser and its affiliates, including NIMNA, at the meeting in connection with the Board’s re-approval of the Agreements. The Board concluded that the Adviser’s profitability was not excessive in light of the nature, extent and quality of the services to be provided to the fund by the Adviser and the Sub-Adviser under the Agreements.

Economies of Scale to be Realized. The Board recognized that, because the fees payable by the fund to the Adviser pursuant to the Management Agreement and the contractual sub-investment advisory fee payable by the Adviser to the Sub-Adviser pursuant to the Sub-Investment Advisory Agreement would not change in connection

29

 

INFORMATION ABOUT THE APPROVAL OF THE FUND’S SUB-SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)

with the proposed delegation arrangement, an analysis of economies of scale was more appropriate in the context of the Board’s consideration of the Agreements, which had been done at the meeting in connection with the Board’s re-approval of the Agreements. At the meeting, the Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to the Agreements and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

The Board also considered whether there were any ancillary benefits that would accrue to the Sub-Adviser as a result of its relationship with the fund after the delegation arrangement, and such ancillary benefits, if any, were determined to be reasonable.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, with the assistance of independent legal counsel, approved the delegation arrangement and the SSIA Agreement for the fund.

30

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

The fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the fund to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the Board. Furthermore, the Board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the Board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from January 1, 2022 to December 31, 2022, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

31

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited) (continued)

This page intentionally left blank.

32

 

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33

 

For More Information

BNY Mellon Investment Portfolios, MidCap Stock Portfolio

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Newton Investment Management
North America, LLC

BNY Mellon Center
201 Washington Street
Boston, MA 02108

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286


Telephone 1-800-258-4260 or 1-800-258-4261

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 Attn: Institutional Services Department

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2023 BNY Mellon Securities Corporation
0174SA0623

 

BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio

 

SEMI-ANNUAL REPORT

June 30, 2023

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

4

Comparing Your Fund’s Expenses
With Those of Other Funds

4

Statement of Investments

5

Statement of Assets and Liabilities

23

Statement of Operations

24

Statement of Changes in Net Assets

25

Financial Highlights

26

Notes to Financial Statements

27

Liquidity Risk Management Program

36

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from January 1, 2023, through June 30, 2023, as provided by Portfolio Managers David France, Todd Frysinger, Vlasta Sheremeta, Michael Stoll and Marlene Walker Smith of BNY Mellon Investment Adviser, Inc.

Market and Fund Performance Overview

For the six-month period ended June 30, 2023, BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio’s Service Shares produced a total return of 5.76%.1 In comparison, the fund’s benchmark, the S&P SmallCap 600® Index (the “Index”), produced a 6.03% total return for the same period.2,3

U.S. stocks gained ground during the reporting period as inflationary pressures eased, the U.S. Federal Reserve (the “Fed”) reduced the pace of interest-rate hikes, and economic growth remained positive. The difference in returns between the fund and the Index was primarily the result of transaction costs and operating expenses that are not reflected in the Index’s results.

The Fund’s Investment Approach

The fund seeks to match the performance of the Index. To pursue its goal, the fund generally invests in all of the stocks that comprise the Index. The fund generally invests in all 600 stocks in the Index in proportion to their weighting in the Index; however, at times, the fund may invest in a representative sample of stocks included in the Index. Under these circumstances, the fund expects to invest in approximately 500 or more of the stocks in the Index.

Equities Advance Despite Macroeconomic Concerns

Market sentiment proved volatile but positive during the reporting period, with hopes for continued economic growth outweighing concerns regarding persistently high levels of inflation and the impact of Fed rate hikes designed to curb inflation. In January 2023, as the period began, inflation averaged 6.41% on an annualized basis, down from the 9.06% peak set in June 2022 but well above the Fed target of 2%. On February 1, the Fed raised the benchmark federal funds rate from a range of 4.25%–4.50% to a range of 4.50%–4.75%, up from near zero ten months earlier. During the reporting period, the Fed raised rates two more times, totaling an additional 0.50%, while inflation steadily eased to 2.97% as of June 2023. Although U.S. economic growth and corporate profits showed signs of moderating during this time, indications generally remained positive, supported by robust consumer spending, rising wages and low levels of unemployment. These encouraging economic trends lessened concerns that rising rates might tip the economy into a sharp recession. Accordingly, while equity markets frequently dipped or spiked in response to the economic news of the day, stocks trended higher on balance, led by soaring mega-cap, growth-oriented issues in the information technology sector. Small-cap stocks lagged their large-cap counterparts by a wide margin.

Other factors aside from inflation and interest rates also played a role in market behavior during the period. A small number of high-profile, regional bank failures in the United States in March and April 2023 raised fears of possible wider banking industry contagion and future credit constraints. However, stocks remained in positive territory despite a steep decline in early March. Swift action from federal authorities and major banks eased investors’ concerns, enabling markets to gain additional ground in the closing months of the period. More positively, the reopening of the Chinese economy after lengthy COVID-19-related shutdowns generally bolstered confidence, particularly as renewed Chinese activity did not appear to cause inflation to accelerate. However, Chinese economic growth continued to falter despite the reopening.

Small-Cap Stocks Produce Modest Gains

While the Index gained ground along with the broader U.S. equities market, it significantly lagged its larger-cap counterparts, as evidenced by the 16.88% return for the S&P 500® Index, which tracks the performance of U.S. large-cap stocks. Several factors account for the relatively weak performance of small-cap stocks during the period. Much of the market’s strength was concentrated in the information technology sector, which makes up a considerably smaller percentage of small-cap indices than

2

 

large-cap indices (just over 14% of the S&P SmallCap 600® Index versus over 28% of the S&P 500® Index). In addition, financial stocks were hard hit by the regional banking crisis that began in March 2023, and financial stocks are a larger constituent of small-cap indices than large-cap indices (over 16% of the S&P SmallCap 600® Index versus over 12% of the S&P 500® Index). Another effect of the banking crisis has been to restrict bank lending, and small-cap companies tend to depend on bank loans for financing more heavily than large-cap companies, which have greater access to capital markets.

During the reporting period, the information technology sector produced the strongest returns, led by semiconductor makers bolstered by the market’s strong appetite for companies related to the development and deployment of artificial intelligence (“AI”). Industrials provided the second-strongest returns, driven by airline companies experiencing a surge of post-pandemic travel. Consumer discretionary stocks generated the third-strongest returns, as retailers saw strong consumer demand and auto suppliers ramped up to meet a backlog of demand from manufacturers of automotive components. Conversely, as mentioned above, financials produced the weakest returns, partly due to the bank crisis and partly due to their sensitivity to the persistent yield curve inversion, in which short-duration bonds offer higher yields than long-duration bonds. The energy sector produced the second-weakest performance due to declining oil and gas prices. The traditionally value-oriented utilities sector delivered the third-weakest returns as investors favored growth-oriented shares.

Continued Challenges with Potential Upside

As of the end of the reporting period, we anticipate further market volatility as the Fed struggles to constrain inflationary pressures, with the possibility of a recession still on the horizon. While many companies have effectively controlled costs and continued to report reasonably strong earnings despite those pressures, we expect businesses to face increasing difficulties in meeting financial expectations if economic growth slows further. Nevertheless, equity markets currently appear set on discounting the likelihood of a soft economic landing, potentially setting the stage for further gains. If the market does continue to rise, we believe market breadth is likely to broaden as mega-cap valuations appear unsustainably high, a development that could bode well for small-cap stocks.

July 17, 2023

1 Total return includes reinvestment of dividends and any capital gains paid. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s performance does not reflect the deduction of additional charges and expenses imposed in connection with investing in variable insurance contracts, which will reduce returns. The fund’s returns reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect that may be extended, terminated or modified at any time. Had these expenses not been absorbed, returns would have been lower.

2  Source: Lipper Inc. — The S&P SmallCap 600® Index measures the small-cap segment of the U.S. equity market. The index is designed to track companies that meet specific inclusion criteria to ensure that they are liquid and financially viable. Investors cannot invest directly in any index.

3  “Standard & Poor’s®,” “S&P®,” and “Standard & Poor’s® SmallCap 600 Index” are trademarks of Standard & Poor’s Financial Services LLC (“Standard & Poor’s”) and have been licensed for use by the fund. The fund is not sponsored, endorsed, sold or promoted by Standard & Poor’s, and Standard & Poor’s makes no representation regarding the advisability of investing in the fund.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus. Stocks of small- and/or mid-cap companies often experience sharper price fluctuations than stocks of large-cap companies.

The fund may, but is not required to, use derivative instruments. A small investment in derivatives could have a potentially large impact on the fund’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets.

The fund is only available as a funding vehicle under variable life insurance policies or variable annuity contracts issued by insurance companies. Individuals may not purchase shares of the fund directly. A variable annuity is an insurance contract issued by an insurance company that enables investors to accumulate assets on a tax-deferred basis for retirement or other long-term goals. The investment objective and policies of BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio made available through insurance products may be similar to those of other funds managed by BNY Mellon Investment Adviser, Inc. However, the investment results of the fund may be higher or lower than, and may not be comparable to, those of any other BNY Mellon Investment Adviser, Inc. fund.

3

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads), redemption fees and expenses associated with variable annuity or insurance contracts, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio from January 1, 2023 to June 30, 2023. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

    

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended June 30, 2023

 

 

 

 

 

 

 

 

 

Expenses paid per $1,000

$3.06

 

Ending value (after expenses)

$1,057.60

 

COMPARING YOUR FUND’S EXPENSES WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

    

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended June 30, 2023

 

 

 

 

 

 

 

 

 

Expenses paid per $1,000

$3.01

 

Ending value (after expenses)

$1,021.82

 

Expenses are equal to the fund’s annualized expense ratio of .60%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

4

 

STATEMENT OF INVESTMENTS
June 30, 2023 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0%

     

Automobiles & Components - 1.7%

     

American Axle & Manufacturing Holdings, Inc.

   

63,604

a 

526,005

 

Dana, Inc.

   

70,340

 

1,195,780

 

Dorman Products, Inc.

   

15,605

a 

1,230,142

 

Gentherm, Inc.

   

18,249

a 

1,031,251

 

LCI Industries

   

13,780

b 

1,741,241

 

Patrick Industries, Inc.

   

11,492

 

919,360

 

Standard Motor Products, Inc.

   

10,529

 

395,048

 

Winnebago Industries, Inc.

   

16,551

 

1,103,786

 

XPEL, Inc.

   

10,802

a 

909,744

 
    

9,052,357

 

Banks - 8.2%

     

Ameris Bancorp

   

35,432

 

1,212,129

 

Atlantic Union Bankshares Corp.

   

41,288

 

1,071,424

 

Axos Financial, Inc.

   

28,969

a 

1,142,537

 

Banc of California, Inc.

   

28,223

 

326,822

 

BancFirst Corp.

   

9,599

 

883,108

 

Bank of Hawaii Corp.

   

21,826

b 

899,886

 

BankUnited, Inc.

   

40,260

 

867,603

 

Banner Corp.

   

18,545

 

809,860

 

Berkshire Hills Bancorp, Inc.

   

24,371

 

505,211

 

Brookline Bancorp, Inc.

   

48,442

 

423,383

 

Capitol Federal Financial, Inc.

   

69,822

 

430,802

 

Central Pacific Financial Corp.

   

14,630

 

229,837

 

City Holding Co.

   

8,111

 

729,909

 

Community Bank System, Inc.

   

29,575

 

1,386,476

 

Customers Bancorp, Inc.

   

16,184

a 

489,728

 

CVB Financial Corp.

   

72,086

 

957,302

 

Dime Community Bancshares, Inc.

   

18,358

 

323,652

 

Eagle Bancorp, Inc.

   

16,944

 

358,535

 

FB Financial Corp.

   

18,762

 

526,274

 

First Bancorp

   

22,608

 

672,588

 

First Bancorp/Puerto Rico

   

99,005

 

1,209,841

 

First Commonwealth Financial Corp.

   

56,611

 

716,129

 

First Financial Bancorp

   

51,536

 

1,053,396

 

First Hawaiian, Inc.

   

70,278

 

1,265,707

 

Fulton Financial Corp.

   

89,876

 

1,071,322

 

Hanmi Financial Corp.

   

16,266

 

242,851

 

Heritage Financial Corp.

   

18,613

 

300,972

 

Hilltop Holdings, Inc.

   

25,398

 

799,021

 

Hope Bancorp, Inc.

   

64,377

 

542,054

 

5

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Banks - 8.2% (continued)

     

Independent Bank Corp.

   

24,009

 

1,068,641

 

Independent Bank Group, Inc.

   

19,133

 

660,662

 

Lakeland Financial Corp.

   

14,000

 

679,280

 

National Bank Holdings Corp., Cl. A

   

20,791

 

603,771

 

NBT Bancorp, Inc.

   

23,642

 

752,998

 

Northfield Bancorp, Inc.

   

22,110

 

242,768

 

Northwest Bancshares, Inc.

   

68,365

 

724,669

 

OFG Bancorp

   

26,196

 

683,192

 

Pacific Premier Bancorp, Inc.

   

51,929

 

1,073,892

 

PacWest Bancorp

   

64,987

 

529,644

 

Park National Corp.

   

7,937

 

812,114

 

Pathward Financial, Inc.

   

14,821

 

687,102

 

Preferred Bank

   

7,254

 

398,897

 

Provident Financial Services, Inc.

   

41,553

 

678,976

 

Renasant Corp.

   

30,923

 

808,018

 

S&T Bancorp, Inc.

   

21,466

 

583,661

 

Seacoast Banking Corp. of Florida

   

45,408

 

1,003,517

 

ServisFirst Bancshares, Inc.

   

26,547

 

1,086,303

 

Simmons First National Corp., Cl. A

   

70,171

 

1,210,450

 

Southside Bancshares, Inc.

   

16,249

 

425,074

 

Stellar Bancorp, Inc.

   

24,845

b 

568,702

 

The Bancorp, Inc.

   

29,627

a 

967,322

 

Tompkins Financial Corp.

   

6,996

 

389,677

 

Triumph Financial, Inc.

   

12,105

a 

735,016

 

TrustCo Bank Corp.

   

10,366

 

296,571

 

Trustmark Corp.

   

32,959

 

696,094

 

United Community Banks, Inc.

   

63,439

 

1,585,341

 

Veritex Holdings, Inc.

   

29,074

 

521,297

 

Washington Federal, Inc.

   

36,202

 

960,077

 

Westamerica Bancorporation

   

14,694

 

562,780

 

WSFS Financial Corp.

   

33,445

 

1,261,545

 
    

44,706,410

 

Capital Goods - 12.5%

     

3D Systems Corp.

   

72,300

a 

717,939

 

AAON, Inc.

   

23,390

 

2,217,606

 

AAR Corp.

   

18,168

a 

1,049,384

 

Aerojet Rocketdyne Holdings, Inc.

   

41,418

a 

2,272,606

 

AeroVironment, Inc.

   

13,912

a 

1,422,919

 

Alamo Group, Inc.

   

5,599

 

1,029,712

 

Albany International Corp., Cl. A

   

16,956

 

1,581,656

 

American Woodmark Corp.

   

9,165

a 

699,931

 

Apogee Enterprises, Inc.

   

12,308

 

584,261

 

Applied Industrial Technologies, Inc.

   

21,123

 

3,059,244

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Capital Goods - 12.5% (continued)

     

Arcosa, Inc.

   

26,670

 

2,020,786

 

Astec Industries, Inc.

   

12,535

 

569,590

 

AZZ, Inc.

   

13,771

 

598,488

 

Barnes Group, Inc.

   

27,451

 

1,158,158

 

Boise Cascade Co.

   

21,801

 

1,969,720

 

CIRCOR International, Inc.

   

11,224

a 

633,595

 

Comfort Systems USA, Inc.

   

19,556

 

3,211,095

 

DXP Enterprises, Inc.

   

8,044

a 

292,882

 

Dycom Industries, Inc.

   

16,160

a 

1,836,584

 

Encore Wire Corp.

   

9,803

 

1,822,672

 

Enerpac Tool Group Corp.

   

31,468

a 

849,636

 

EnPro Industries, Inc.

   

11,492

 

1,534,527

 

ESCO Technologies, Inc.

   

13,992

 

1,449,991

 

Federal Signal Corp.

   

33,202

 

2,125,924

 

Franklin Electric Co., Inc.

   

21,161

 

2,177,467

 

Gibraltar Industries, Inc.

   

16,492

a 

1,037,677

 

GMS, Inc.

   

22,511

a 

1,557,761

 

Granite Construction, Inc.

   

23,742

b 

944,457

 

Griffon Corp.

   

26,133

 

1,053,160

 

Hillenbrand, Inc.

   

37,995

 

1,948,384

 

Insteel Industries, Inc.

   

10,517

 

327,289

 

John Bean Technologies Corp.

   

17,373

 

2,107,345

 

Kaman Corp.

   

15,343

 

373,295

 

Kennametal, Inc.

   

43,455

 

1,233,687

 

Lindsay Corp.

   

6,065

 

723,797

 

Masterbrand, Inc.

   

70,776

a 

823,125

 

Moog, Inc., Cl. A

   

15,817

 

1,715,037

 

Mueller Industries, Inc.

   

31,151

 

2,718,859

 

MYR Group, Inc.

   

9,200

a 

1,272,728

 

National Presto Industries, Inc.

   

2,592

b 

189,734

 

NOW, Inc.

   

59,009

a 

611,333

 

PGT Innovations, Inc.

   

32,342

a 

942,769

 

Powell Industries, Inc.

   

4,767

 

288,833

 

Proto Labs, Inc.

   

14,432

a 

504,543

 

Quanex Building Products Corp.

   

18,094

 

485,824

 

Resideo Technologies, Inc.

   

80,149

a 

1,415,431

 

SPX Technologies, Inc.

   

24,810

a 

2,108,106

 

Standex International Corp.

   

6,552

 

926,911

 

SunPower Corp.

   

47,110

a,b 

461,678

 

Tennant Co.

   

10,195

 

826,916

 

The Greenbrier Companies, Inc.

   

17,590

 

758,129

 

Titan International, Inc.

   

26,753

a 

307,124

 

Trinity Industries, Inc.

   

44,725

b 

1,149,880

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Capital Goods - 12.5% (continued)

     

Triumph Group, Inc.

   

35,793

a 

442,759

 

Veritiv Corp.

   

7,461

 

937,176

 

Wabash National Corp.

   

26,147

 

670,409

 
    

67,750,529

 

Commercial & Professional Services - 3.1%

     

ABM Industries, Inc.

   

36,020

 

1,536,253

 

Brady Corp., Cl. A

   

25,061

 

1,192,152

 

CoreCivic, Inc.

   

62,683

a 

589,847

 

CSG Systems International, Inc.

   

16,434

 

866,729

 

Deluxe Corp.

   

23,612

 

412,738

 

Enviri Corp.

   

44,402

a 

438,248

 

Forrester Research, Inc.

   

5,948

a 

173,027

 

Healthcare Services Group, Inc.

   

40,902

 

610,667

 

Heidrick & Struggles International, Inc.

   

11,053

 

292,573

 

HNI Corp.

   

25,035

 

705,486

 

Interface, Inc.

   

31,828

 

279,768

 

Kelly Services, Inc., Cl. A

   

18,092

 

318,600

 

Korn Ferry

   

28,499

 

1,411,840

 

Liquidity Services, Inc.

   

12,800

a 

211,200

 

Matthews International Corp., Cl. A

   

16,810

 

716,442

 

MillerKnoll, Inc.

   

41,705

 

616,400

 

NV5 Global, Inc.

   

6,927

a 

767,304

 

Openlane, Inc.

   

60,117

a 

914,981

 

Pitney Bowes, Inc.

   

90,292

 

319,634

 

Resources Connection, Inc.

   

17,282

 

271,500

 

The GEO Group, Inc.

   

68,689

a,b 

491,813

 

TrueBlue, Inc.

   

17,124

a 

303,266

 

TTEC Holdings, Inc.

   

10,053

 

340,194

 

UniFirst Corp.

   

8,222

 

1,274,492

 

Verra Mobility Corp.

   

76,980

a,b 

1,518,046

 

Viad Corp.

   

11,639

a 

312,856

 
    

16,886,056

 

Consumer Discretionary Distribution - 4.3%

     

Abercrombie & Fitch Co., Cl. A

   

27,491

a 

1,035,861

 

Academy Sports & Outdoors, Inc.

   

42,095

b 

2,275,235

 

American Eagle Outfitters, Inc.

   

101,035

 

1,192,213

 

America's Car-Mart, Inc.

   

3,210

a,b 

320,294

 

Asbury Automotive Group, Inc.

   

11,759

a 

2,827,099

 

Boot Barn Holdings, Inc.

   

16,228

a 

1,374,349

 

Caleres, Inc.

   

19,717

 

471,828

 

Chico's FAS, Inc.

   

66,886

a 

357,840

 

Designer Brands, Inc., Cl. A

   

28,118

 

283,992

 

Group 1 Automotive, Inc.

   

7,701

 

1,987,628

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Consumer Discretionary Distribution - 4.3% (continued)

     

Guess?, Inc.

   

16,529

b 

321,489

 

Haverty Furniture Cos., Inc.

   

7,422

 

224,293

 

Hibbett, Inc.

   

6,840

 

248,224

 

Leslie's, Inc.

   

80,453

a 

755,454

 

MarineMax, Inc.

   

11,955

a 

408,383

 

Monro, Inc.

   

17,330

 

704,118

 

National Vision Holdings, Inc.

   

42,993

a 

1,044,300

 

Sally Beauty Holdings, Inc.

   

59,281

a 

732,120

 

Shoe Carnival, Inc.

   

8,836

 

207,469

 

Signet Jewelers Ltd.

   

24,858

b 

1,622,233

 

Sleep Number Corp.

   

12,054

a 

328,833

 

Sonic Automotive, Inc., Cl. A

   

8,779

 

418,495

 

The Aaron's Company, Inc.

   

17,413

 

246,220

 

The Buckle, Inc.

   

16,361

 

566,091

 

The ODP Corp.

   

18,358

a 

859,522

 

Upbound Group, Inc.

   

27,733

 

863,328

 

Urban Outfitters, Inc.

   

33,139

a 

1,097,895

 

Victoria's Secret & Co.

   

43,067

a 

750,658

 
    

23,525,464

 

Consumer Durables & Apparel - 4.4%

     

Cavco Industries, Inc.

   

4,457

a 

1,314,815

 

Century Communities, Inc.

   

15,407

 

1,180,484

 

Ethan Allen Interiors, Inc.

   

12,442

 

351,860

 

G-III Apparel Group Ltd.

   

22,620

a 

435,887

 

Green Brick Partners, Inc.

   

14,781

a 

839,561

 

Hanesbrands, Inc.

   

192,658

 

874,667

 

Installed Building Products, Inc.

   

12,712

 

1,781,714

 

iRobot Corp.

   

14,989

a 

678,252

 

Kontoor Brands, Inc.

   

27,113

 

1,141,457

 

La-Z-Boy, Inc.

   

23,789

 

681,317

 

LGI Homes, Inc.

   

11,408

a 

1,538,825

 

M.D.C. Holdings, Inc.

   

32,209

 

1,506,415

 

M/I Homes, Inc.

   

15,035

a 

1,310,902

 

Meritage Homes Corp.

   

20,082

 

2,857,066

 

Movado Group, Inc.

   

8,632

 

231,597

 

Oxford Industries, Inc.

   

8,172

 

804,288

 

Sonos, Inc.

   

70,660

a 

1,153,878

 

Steven Madden Ltd.

   

38,762

 

1,267,130

 

Sturm Ruger & Co., Inc.

   

9,735

 

515,566

 

Tri Pointe Homes, Inc.

   

54,504

a 

1,791,001

 

Vista Outdoor, Inc.

   

31,463

a 

870,581

 

Wolverine World Wide, Inc.

   

43,759

 

642,820

 
    

23,770,083

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Consumer Services - 3.1%

     

Adtalem Global Education, Inc.

   

24,028

a 

825,122

 

BJ's Restaurants, Inc.

   

12,767

a 

405,991

 

Bloomin' Brands, Inc.

   

47,441

 

1,275,688

 

Brinker International, Inc.

   

23,959

a 

876,899

 

Chuy's Holdings, Inc.

   

9,898

a 

404,036

 

Cracker Barrel Old Country Store, Inc.

   

12,204

b 

1,137,169

 

Dave & Buster's Entertainment, Inc.

   

22,065

a 

983,216

 

Dine Brands Global, Inc.

   

8,653

b 

502,134

 

El Pollo Loco Holdings, Inc.

   

9,786

a 

85,823

 

Frontdoor, Inc.

   

44,996

a 

1,435,372

 

Golden Entertainment, Inc.

   

12,173

a 

508,831

 

Jack in the Box, Inc.

   

11,350

 

1,106,965

 

Mister Car Wash, Inc.

   

42,756

a 

412,595

 

Monarch Casino & Resort, Inc.

   

7,347

 

517,596

 

Perdoceo Education Corp.

   

37,049

a 

454,591

 

Sabre Corp.

   

182,951

a,b 

583,614

 

Shake Shack, Inc., Cl. A

   

20,397

a 

1,585,255

 

Six Flags Entertainment Corp.

   

40,191

a 

1,044,162

 

Strategic Education, Inc.

   

12,329

 

836,399

 

Stride, Inc.

   

22,515

a 

838,233

 

The Cheesecake Factory, Inc.

   

25,845

b 

893,720

 
    

16,713,411

 

Consumer Staples Distribution - .7%

     

PriceSmart, Inc.

   

13,587

 

1,006,253

 

SpartanNash Co.

   

19,386

 

436,379

 

The Andersons, Inc.

   

17,328

 

799,687

 

The Chefs' Warehouse, Inc.

   

18,971

a 

678,403

 

United Natural Foods, Inc.

   

32,724

a 

639,754

 
    

3,560,476

 

Energy - 4.6%

     

Archrock, Inc.

   

72,481

 

742,930

 

Bristow Group, Inc.

   

12,758

a 

366,537

 

California Resources Corp.

   

38,676

 

1,751,636

 

Callon Petroleum Co.

   

27,833

a 

976,103

 

Civitas Resources, Inc.

   

26,773

 

1,857,243

 

Comstock Resources, Inc.

   

50,525

b 

586,090

 

CONSOL Energy, Inc.

   

17,564

 

1,191,015

 

Core Laboratories, Inc.

   

25,728

 

598,176

 

CVR Energy, Inc.

   

16,060

b 

481,158

 

Dorian LPG Ltd.

   

17,587

 

451,107

 

Dril-Quip, Inc.

   

18,622

a 

433,334

 

Green Plains, Inc.

   

32,249

a,b 

1,039,708

 

Helix Energy Solutions Group, Inc.

   

78,549

a 

579,692

 

10

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Energy - 4.6% (continued)

     

Helmerich & Payne, Inc.

   

55,856

 

1,980,095

 

Nabors Industries Ltd.

   

4,976

a 

462,917

 

Nextier Oilfield Solutions, Inc.

   

82,708

a 

739,410

 

Northern Oil & Gas, Inc.

   

44,078

 

1,512,757

 

Oceaneering International, Inc.

   

55,556

a 

1,038,897

 

Oil States International, Inc.

   

35,613

a 

266,029

 

Par Pacific Holdings, Inc.

   

30,928

a 

822,994

 

Patterson-UTI Energy, Inc.

   

113,409

 

1,357,506

 

ProPetro Holding Corp.

   

52,771

a 

434,833

 

REX American Resources Corp.

   

8,200

a 

285,442

 

RPC, Inc.

   

46,009

 

328,964

 

SM Energy Co.

   

65,652

 

2,076,573

 

Talos Energy, Inc.

   

59,339

a 

823,032

 

U.S. Silica Holdings, Inc.

   

42,011

a 

509,593

 

Vital Energy, Inc.

   

10,239

a,b 

462,291

 

World Kinect Corp.

   

34,225

 

707,773

 
    

24,863,835

 

Equity Real Estate Investment - 6.7%

     

Acadia Realty Trust

   

52,662

c 

757,806

 

Alexander & Baldwin, Inc.

   

39,013

c 

724,862

 

American Assets Trust, Inc.

   

28,830

c 

553,536

 

Armada Hoffler Properties, Inc.

   

37,493

c 

437,918

 

Brandywine Realty Trust

   

95,282

c 

443,061

 

CareTrust REIT, Inc.

   

53,811

c 

1,068,686

 

Centerspace

   

8,275

c 

507,754

 

Chatham Lodging Trust

   

25,690

c 

240,458

 

Community Healthcare Trust, Inc.

   

13,419

c 

443,095

 

DiamondRock Hospitality Co.

   

113,261

c 

907,221

 

Douglas Emmett, Inc.

   

92,822

c 

1,166,773

 

Easterly Government Properties, Inc.

   

50,204

b,c 

727,958

 

Elme Communities

   

48,366

c 

795,137

 

Essential Properties Realty Trust, Inc.

   

80,915

c 

1,904,739

 

Four Corners Property Trust, Inc.

   

47,192

c 

1,198,677

 

Getty Realty Corp.

   

24,682

c 

834,745

 

Global Net Lease, Inc.

   

57,444

c 

590,524

 

Hudson Pacific Properties, Inc.

   

68,369

c 

288,517

 

Innovative Industrial Properties, Inc.

   

15,445

c 

1,127,639

 

JBG SMITH Properties

   

52,294

b,c 

786,502

 

LTC Properties, Inc.

   

22,559

c 

744,898

 

LXP Industrial Trust

   

160,732

c 

1,567,137

 

NexPoint Residential Trust, Inc.

   

12,627

c 

574,276

 

Office Properties Income Trust

   

25,900

c 

199,430

 

Orion Office REIT, Inc.

   

30,842

c 

203,866

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Equity Real Estate Investment - 6.7% (continued)

     

Outfront Media, Inc.

   

79,716

c 

1,253,136

 

Pebblebrook Hotel Trust

   

66,632

b,c 

928,850

 

Phillips Edison & Co., Inc.

   

64,099

b,c 

2,184,494

 

Retail Opportunity Investments Corp.

   

67,774

c 

915,627

 

RPT Realty

   

47,162

c 

492,843

 

Safehold, Inc.

   

22,211

c 

527,067

 

Saul Centers, Inc.

   

7,235

c 

266,465

 

Service Properties Trust

   

91,158

b,c 

792,163

 

SITE Centers Corp.

   

98,726

c 

1,305,158

 

SL Green Realty Corp.

   

35,459

c 

1,065,543

 

Summit Hotel Properties, Inc.

   

59,020

c 

384,220

 

Sunstone Hotel Investors, Inc.

   

114,087

c 

1,154,560

 

Tanger Factory Outlet Centers, Inc.

   

57,903

c 

1,277,919

 

The Macerich Company

   

117,533

b,c 

1,324,597

 

Uniti Group, Inc.

   

131,582

c 

607,909

 

Universal Health Realty Income Trust

   

6,959

c 

331,109

 

Urban Edge Properties

   

63,523

c 

980,160

 

Urstadt Biddle Properties, Inc., Cl. A

   

15,958

c 

339,267

 

Veris Residential, Inc.

   

43,915

a,c 

704,836

 

Whitestone REIT

   

25,478

c 

247,137

 

Xenia Hotels & Resorts, Inc.

   

59,121

c 

727,780

 
    

36,606,055

 

Financial Services - 5.5%

     

Apollo Commercial Real Estate Finance, Inc.

   

71,723

c 

811,904

 

Arbor Realty Trust, Inc.

   

99,516

b,c 

1,474,827

 

ARMOUR Residential REIT, Inc.

   

106,851

b,c 

569,516

 

Artisan Partners Asset Management Inc., Cl. A

   

37,427

b 

1,471,255

 

Avantax, Inc.

   

21,299

a 

476,672

 

B. Riley Financial, Inc.

   

8,517

b 

391,612

 

Bread Financial Holdings, Inc.

   

27,082

 

850,104

 

Brightsphere Investment Group, Inc.

   

17,742

 

371,695

 

Donnelley Financial Solutions, Inc.

   

13,898

a 

632,776

 

Ellington Financial, Inc.

   

35,299

c 

487,126

 

Encore Capital Group, Inc.

   

12,962

a 

630,212

 

Enova International, Inc.

   

16,895

a 

897,462

 

EVERTEC, Inc.

   

35,402

 

1,303,856

 

EZCORP, Inc., Cl. A

   

28,022

a 

234,824

 

Franklin BSP Realty Trust, Inc.

   

45,443

c 

643,473

 

Green Dot Corp., Cl. A

   

25,568

a 

479,144

 

Invesco Mortgage Capital, Inc.

   

22,842

b,c 

261,998

 

KKR Real Estate Finance Trust, Inc.

   

31,393

c 

382,053

 

12

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Financial Services - 5.5% (continued)

     

Moelis & Co., Cl. A

   

36,403

b 

1,650,512

 

Mr. Cooper Group, Inc.

   

37,486

a 

1,898,291

 

Navient Corp.

   

54,051

 

1,004,268

 

New York Mortgage Trust, Inc.

   

50,329

b,c 

499,264

 

NMI Holdings, Inc., Cl. A

   

45,224

a 

1,167,684

 

Payoneer Global, Inc.

   

113,953

a 

548,114

 

PennyMac Mortgage Investment Trust

   

46,891

b,c 

632,091

 

Piper Sandler Cos.

   

8,103

 

1,047,394

 

PRA Group, Inc.

   

21,232

a 

485,151

 

PROG Holdings, Inc.

   

25,748

a 

827,026

 

Radian Group, Inc.

   

86,039

 

2,175,066

 

Ready Capital Corp.

   

87,671

c 

988,929

 

Redwood Trust, Inc.

   

62,240

c 

396,469

 

StoneX Group, Inc.

   

9,727

a 

808,119

 

Two Harbors Investment Corp.

   

52,162

b,c 

724,009

 

Virtus Investment Partners, Inc.

   

3,705

 

731,626

 

Walker & Dunlop, Inc.

   

17,059

 

1,349,196

 

WisdomTree, Inc.

   

60,052

 

411,957

 

World Acceptance Corp.

   

1,827

a,b 

244,836

 
    

29,960,511

 

Food, Beverage & Tobacco - 2.4%

     

B&G Foods, Inc.

   

39,788

b 

553,849

 

Calavo Growers, Inc.

   

9,807

 

284,599

 

Cal-Maine Foods, Inc.

   

20,925

 

941,625

 

Fresh Del Monte Produce, Inc.

   

16,908

 

434,705

 

Hostess Brands, Inc.

   

72,377

a 

1,832,586

 

J&J Snack Foods Corp.

   

8,270

 

1,309,637

 

John B. Sanfilippo & Son, Inc.

   

4,795

 

562,310

 

MGP Ingredients, Inc.

   

8,344

 

886,800

 

National Beverage Corp.

   

12,852

a 

621,394

 

Seneca Foods Corp., Cl. A

   

2,954

a 

96,537

 

The Hain Celestial Group, Inc.

   

49,297

a 

616,705

 

The Simply Good Foods Company

   

46,117

a 

1,687,421

 

Tootsie Roll Industries, Inc.

   

9,893

 

350,311

 

TreeHouse Foods, Inc.

   

27,545

a 

1,387,717

 

Universal Corp.

   

13,546

 

676,487

 

Vector Group Ltd.

   

73,034

 

935,566

 
    

13,178,249

 

Health Care Equipment & Services - 7.0%

     

AdaptHealth Corp.

   

42,181

a 

513,343

 

Addus HomeCare Corp.

   

8,928

a 

827,626

 

Agiliti, Inc.

   

18,397

a,b 

303,550

 

AMN Healthcare Services, Inc.

   

21,666

a 

2,364,194

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Health Care Equipment & Services - 7.0% (continued)

     

AngioDynamics, Inc.

   

21,846

a 

227,854

 

Apollo Medical Holdings, Inc.

   

21,979

a,b 

694,536

 

Artivion, Inc.

   

22,863

a 

393,015

 

Avanos Medical, Inc.

   

25,716

a 

657,301

 

Certara, Inc.

   

58,091

a 

1,057,837

 

Community Health Systems, Inc.

   

68,558

a 

301,655

 

Computer Programs & Systems, Inc.

   

7,936

a 

195,940

 

CONMED Corp.

   

16,683

 

2,267,053

 

CorVel Corp.

   

5,021

a 

971,563

 

Cross Country Healthcare, Inc.

   

18,810

a 

528,185

 

Embecta Corp.

   

31,577

 

682,063

 

Enhabit, Inc.

   

27,953

a 

321,459

 

Fulgent Genetics, Inc.

   

10,822

a 

400,739

 

Glaukos Corp.

   

26,316

a 

1,873,962

 

HealthStream, Inc.

   

13,406

 

329,251

 

Integer Holdings Corp.

   

18,145

a 

1,607,828

 

LeMaitre Vascular, Inc.

   

10,746

 

722,991

 

Merit Medical Systems, Inc.

   

31,368

a 

2,623,620

 

ModivCare, Inc.

   

6,965

a 

314,888

 

NeoGenomics, Inc.

   

70,253

a 

1,128,966

 

NextGen Healthcare, Inc.

   

29,488

a,b 

478,295

 

NuVasive, Inc.

   

28,507

a 

1,185,606

 

OraSure Technologies, Inc.

   

37,252

a 

186,633

 

Orthofix Medical, Inc.

   

19,027

a 

343,628

 

Owens & Minor, Inc.

   

41,970

a 

799,109

 

Pediatrix Medical Group, Inc.

   

44,381

a 

630,654

 

Privia Health Group, Inc.

   

51,602

a 

1,347,328

 

RadNet, Inc.

   

31,501

a 

1,027,563

 

Schrodinger, Inc.

   

29,456

a,b 

1,470,444

 

Select Medical Holdings Corp.

   

56,821

 

1,810,317

 

Simulations Plus, Inc.

   

8,726

 

378,098

 

Tandem Diabetes Care, Inc.

   

35,592

a 

873,428

 

The Ensign Group, Inc.

   

30,590

 

2,920,121

 

U.S. Physical Therapy, Inc.

   

8,120

 

985,687

 

UFP Technologies, Inc.

   

3,787

a 

734,110

 

Varex Imaging Corp.

   

22,054

a 

519,813

 

Veradigm, Inc.

   

60,206

a 

758,596

 

Zynex, Inc.

   

10,812

a,b 

103,687

 
    

37,862,536

 

Household & Personal Products - 1.8%

     

Central Garden & Pet Co.

   

5,599

a 

217,073

 

Central Garden & Pet Co., Cl. A

   

22,444

a 

818,308

 

e.l.f. Beauty, Inc.

   

27,731

a 

3,167,712

 

14

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Household & Personal Products - 1.8% (continued)

     

Edgewell Personal Care Co.

   

27,721

 

1,145,154

 

Inter Parfums, Inc.

   

9,872

 

1,334,991

 

Medifast, Inc.

   

6,004

 

553,329

 

Nu Skin Enterprises, Inc., Cl. A

   

26,828

 

890,690

 

USANA Health Sciences, Inc.

   

6,114

a 

385,427

 

WD-40 Co.

   

7,474

b 

1,409,970

 
    

9,922,654

 

Insurance - 2.2%

     

Ambac Financial Group, Inc.

   

25,127

a 

357,808

 

American Equity Investment Life Holding Co.

   

34,434

a 

1,794,356

 

AMERISAFE, Inc.

   

10,222

 

545,037

 

Assured Guaranty Ltd.

   

32,320

 

1,803,456

 

Employers Holdings, Inc.

   

14,827

 

554,678

 

Genworth Financial, Inc., Cl. A

   

263,383

a 

1,316,915

 

HCI Group, Inc.

   

3,608

b 

222,902

 

Horace Mann Educators Corp.

   

22,531

 

668,269

 

James River Group Holdings Ltd.

   

20,639

 

376,868

 

Mercury General Corp.

   

14,470

 

438,007

 

Palomar Holdings, Inc.

   

13,701

a 

795,206

 

ProAssurance Corp.

   

29,696

 

448,113

 

Safety Insurance Group, Inc.

   

8,205

 

588,463

 

SiriusPoint Ltd.

   

46,959

a 

424,040

 

Stewart Information Services Corp.

   

15,024

 

618,087

 

Trupanion, Inc.

   

19,480

a,b 

383,366

 

United Fire Group, Inc.

   

12,210

 

276,679

 

Universal Insurance Holdings, Inc.

   

14,988

 

231,265

 
    

11,843,515

 

Materials - 5.7%

     

AdvanSix, Inc.

   

15,219

 

532,361

 

American Vanguard Corp.

   

14,915

 

266,531

 

Arconic Corp.

   

55,180

a 

1,632,224

 

ATI, Inc.

   

70,244

a 

3,106,892

 

Balchem Corp.

   

17,588

a 

2,371,038

 

Carpenter Technology Corp.

   

26,392

 

1,481,383

 

Century Aluminum Co.

   

27,461

a 

239,460

 

Clearwater Paper Corp.

   

9,488

a 

297,164

 

Compass Minerals International, Inc.

   

18,792

 

638,928

 

FutureFuel Corp.

   

14,870

 

131,599

 

H.B. Fuller Co.

   

29,638

 

2,119,413

 

Hawkins, Inc.

   

10,454

 

498,551

 

Haynes International, Inc.

   

7,042

 

357,874

 

Ingevity Corp.

   

18,735

a 

1,089,628

 

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Materials - 5.7% (continued)

     

Innospec, Inc.

   

13,503

 

1,356,241

 

Kaiser Aluminum Corp.

   

8,805

 

630,790

 

Koppers Holdings, Inc.

   

11,526

 

393,037

 

Livent Corp.

   

98,173

a,b 

2,692,885

 

Materion Corp.

   

11,347

 

1,295,827

 

Mativ Holdings, Inc.

   

30,263

 

457,577

 

Mercer International, Inc.

   

22,010

 

177,621

 

Minerals Technologies, Inc.

   

17,593

 

1,014,940

 

Myers Industries, Inc.

   

19,988

 

388,367

 

O-I Glass, Inc.

   

84,704

a 

1,806,736

 

Olympic Steel, Inc.

   

5,151

 

252,399

 

Quaker Chemical Corp.

   

7,526

 

1,466,817

 

Stepan Co.

   

11,504

 

1,099,322

 

SunCoke Energy, Inc.

   

45,176

 

355,535

 

Sylvamo Corp.

   

17,582

 

711,192

 

TimkenSteel Corp.

   

21,522

a 

464,230

 

Trinseo PLC

   

18,859

b 

238,944

 

Warrior Met Coal, Inc.

   

28,658

 

1,116,229

 
    

30,681,735

 

Media & Entertainment - 1.6%

     

AMC Networks, Inc., Cl. A

   

15,251

a 

182,249

 

CarGurus, Inc.

   

49,061

a 

1,110,250

 

Cars.com, Inc.

   

34,144

a 

676,734

 

Cinemark Holdings, Inc.

   

59,580

a 

983,070

 

DISH Network Corp., Cl. A

   

139,092

a 

916,616

 

John Wiley & Sons, Inc., Cl. A

   

23,263

 

791,640

 

QuinStreet, Inc.

   

26,071

a 

230,207

 

Scholastic Corp.

   

16,082

 

625,429

 

Shutterstock, Inc.

   

13,291

 

646,873

 

TechTarget, Inc.

   

14,246

a 

443,478

 

The E.W. Scripps Company, Cl. A

   

32,473

a 

297,128

 

The Marcus Corp.

   

12,688

 

188,163

 

Thryv Holdings, Inc.

   

17,051

a 

419,455

 

Yelp, Inc.

   

37,865

a 

1,378,665

 
    

8,889,957

 

Pharmaceuticals, Biotechnology & Life Sciences - 3.8%

     

Amphastar Pharmaceuticals, Inc.

   

20,730

a 

1,191,353

 

ANI Pharmaceuticals, Inc.

   

7,626

a 

410,508

 

Anika Therapeutics, Inc.

   

8,324

a 

216,258

 

Arcus Biosciences, Inc.

   

28,941

a 

587,792

 

Avid Bioservices, Inc.

   

34,490

a,b 

481,825

 

BioLife Solutions, Inc.

   

18,424

a,b 

407,170

 

Catalyst Pharmaceuticals, Inc.

   

53,205

a 

715,075

 

16

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Pharmaceuticals, Biotechnology & Life Sciences - 3.8% (continued)

     

Coherus Biosciences, Inc.

   

37,785

a,b 

161,342

 

Collegium Pharmaceutical, Inc.

   

18,854

a 

405,172

 

Corcept Therapeutics, Inc.

   

49,071

a 

1,091,830

 

Cytek Biosciences, Inc.

   

43,679

a,b 

373,019

 

Cytokinetics, Inc.

   

52,200

a 

1,702,764

 

Dynavax Technologies Corp.

   

65,881

a 

851,183

 

Emergent BioSolutions, Inc.

   

24,813

a 

182,376

 

Enanta Pharmaceuticals, Inc.

   

10,179

a 

217,831

 

Harmony Biosciences Holdings, Inc.

   

16,459

a 

579,192

 

Innoviva, Inc.

   

32,543

a 

414,272

 

Ironwood Pharmaceuticals, Inc.

   

74,388

a 

791,488

 

iTeos Therapeutics, Inc.

   

13,362

a 

176,913

 

Ligand Pharmaceuticals, Inc.

   

8,947

a 

645,079

 

Mesa Laboratories, Inc.

   

2,760

b 

354,660

 

Myriad Genetics, Inc.

   

44,909

a 

1,040,991

 

Pacira Biosciences, Inc.

   

24,955

a 

999,947

 

Phibro Animal Health Corp., Cl. A

   

11,556

 

158,317

 

Prestige Consumer Healthcare, Inc.

   

27,076

a 

1,609,127

 

REGENXBIO, Inc.

   

20,694

a 

413,673

 

Supernus Pharmaceuticals, Inc.

   

29,402

a 

883,824

 

uniQure NV

   

22,678

a 

259,890

 

Vanda Pharmaceuticals, Inc.

   

30,627

a 

201,832

 

Vericel Corp.

   

25,789

a 

968,893

 

Vir Biotechnology, Inc.

   

42,078

a 

1,032,173

 

Xencor, Inc.

   

33,278

a 

830,952

 
    

20,356,721

 

Real Estate Management & Development - .8%

     

Anywhere Real Estate, Inc.

   

61,349

a 

409,811

 

Cushman & Wakefield PLC

   

90,126

a,b 

737,231

 

eXp World Holdings, Inc.

   

40,568

 

822,719

 

Kennedy-Wilson Holdings, Inc.

   

65,267

 

1,065,810

 

Marcus & Millichap, Inc.

   

13,380

 

421,604

 

RE/MAX Holdings, Inc., Cl. A

   

10,149

 

195,470

 

The St. Joe Company

   

18,650

b 

901,541

 
    

4,554,186

 

Semiconductors & Semiconductor Equipment - 4.7%

     

Alpha & Omega Semiconductor Ltd.

   

12,304

a 

403,571

 

Axcelis Technologies, Inc.

   

17,884

a 

3,278,674

 

CEVA, Inc.

   

12,608

a 

322,134

 

Cohu, Inc.

   

25,685

a 

1,067,469

 

Diodes, Inc.

   

24,954

a 

2,307,995

 

FormFactor, Inc.

   

41,971

a 

1,436,248

 

17

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Semiconductors & Semiconductor Equipment - 4.7% (continued)

     

Ichor Holdings Ltd.

   

15,617

a 

585,637

 

Kulicke & Soffa Industries, Inc.

   

30,853

 

1,834,211

 

MaxLinear, Inc.

   

40,523

a 

1,278,906

 

Onto Innovation, Inc.

   

26,742

a 

3,114,641

 

PDF Solutions, Inc.

   

16,469

a 

742,752

 

Photronics, Inc.

   

34,402

a 

887,228

 

Rambus, Inc.

   

59,535

a 

3,820,361

 

Semtech Corp.

   

35,226

a 

896,854

 

SiTime Corp.

   

9,043

a 

1,066,803

 

SMART Global Holdings, Inc.

   

27,040

a,b 

784,430

 

Ultra Clean Holdings, Inc.

   

24,639

a 

947,616

 

Veeco Instruments, Inc.

   

28,466

a 

731,007

 
    

25,506,537

 

Software & Services - 3.2%

     

8x8, Inc.

   

61,777

a 

261,317

 

A10 Networks, Inc.

   

35,456

 

517,303

 

Adeia, Inc.

   

58,512

 

644,217

 

Agilysys, Inc.

   

10,971

a 

753,049

 

Alarm.com Holdings, Inc.

   

27,059

a 

1,398,409

 

Cerence, Inc.

   

22,199

a 

648,877

 

Consensus Cloud Solutions, Inc.

   

9,412

a 

291,772

 

Digital Turbine, Inc.

   

49,745

a 

461,634

 

DoubleVerify Holdings, Inc.

   

48,077

a 

1,871,157

 

Ebix, Inc.

   

13,089

a,b 

329,843

 

InterDigital, Inc.

   

14,730

b 

1,422,181

 

Liveramp Holdings, Inc.

   

35,634

a 

1,017,707

 

N-Able, Inc.

   

37,076

a 

534,265

 

OneSpan, Inc.

   

19,246

a 

285,611

 

Perficient, Inc.

   

18,986

a 

1,582,103

 

Progress Software Corp.

   

23,523

 

1,366,686

 

SPS Commerce, Inc.

   

19,985

a 

3,838,319

 

Xperi, Inc.

   

23,343

a 

306,960

 
    

17,531,410

 

Technology Hardware & Equipment - 6.0%

     

ADTRAN Holdings, Inc.

   

38,821

 

408,785

 

Advanced Energy Industries, Inc.

   

20,473

 

2,281,716

 

Arlo Technologies, Inc.

   

51,052

a 

556,977

 

Avid Technology, Inc.

   

18,318

a 

467,109

 

Badger Meter, Inc.

   

16,001

 

2,361,108

 

Benchmark Electronics, Inc.

   

19,458

 

502,600

 

Clearfield, Inc.

   

6,847

a 

324,205

 

Corsair Gaming, Inc.

   

22,575

a 

400,480

 

18

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Technology Hardware & Equipment - 6.0% (continued)

     

CTS Corp.

   

17,375

 

740,696

 

Digi International, Inc.

   

19,779

a 

779,095

 

ePlus, Inc.

   

14,824

a 

834,591

 

Extreme Networks, Inc.

   

70,361

a 

1,832,904

 

Fabrinet

   

19,819

a 

2,574,092

 

Harmonic, Inc.

   

61,271

a 

990,752

 

Insight Enterprises, Inc.

   

15,794

a 

2,311,294

 

Itron, Inc.

   

24,777

a 

1,786,422

 

Knowles Corp.

   

49,446

a 

892,995

 

Methode Electronics, Inc.

   

19,831

 

664,735

 

NETGEAR, Inc.

   

15,228

a 

215,628

 

NETSCOUT Systems, Inc.

   

36,577

a 

1,132,058

 

OSI Systems, Inc.

   

8,569

a 

1,009,685

 

PC Connection, Inc.

   

6,056

 

273,126

 

Plexus Corp.

   

15,065

a 

1,479,986

 

Rogers Corp.

   

10,247

a 

1,659,297

 

Sanmina Corp.

   

31,793

a 

1,916,164

 

ScanSource, Inc.

   

13,725

a 

405,711

 

TTM Technologies, Inc.

   

56,521

a 

785,642

 

Viasat, Inc.

   

41,670

a,b 

1,719,304

 

Viavi Solutions, Inc.

   

121,173

a 

1,372,890

 
    

32,680,047

 

Telecommunication Services - .9%

     

ATN International, Inc.

   

5,763

 

210,926

 

Cogent Communications Holdings, Inc.

   

23,386

 

1,573,644

 

Consolidated Communications Holdings, Inc.

   

40,115

a 

153,640

 

Gogo, Inc.

   

35,997

a 

612,309

 

Lumen Technologies, Inc.

   

509,476

a 

1,151,416

 

Shenandoah Telecommunications Co.

   

27,772

a 

539,610

 

Telephone and Data Systems, Inc.

   

54,521

 

448,708

 
    

4,690,253

 

Transportation - 2.1%

     

Allegiant Travel Co.

   

8,622

a 

1,088,786

 

ArcBest Corp.

   

13,014

 

1,285,783

 

Forward Air Corp.

   

14,109

 

1,497,106

 

Hawaiian Holdings, Inc.

   

28,759

a 

309,734

 

Heartland Express, Inc.

   

25,534

 

419,013

 

Hub Group, Inc., Cl. A

   

18,047

a 

1,449,535

 

Marten Transport Ltd.

   

31,738

 

682,367

 

Matson, Inc.

   

19,749

b 

1,535,090

 

RXO, Inc.

   

63,636

a,b 

1,442,628

 

SkyWest, Inc.

   

24,460

a 

996,011

 

19

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.0% (continued)

     

Transportation - 2.1% (continued)

     

Sun Country Airlines Holdings, Inc.

   

20,024

a 

450,140

 
    

11,156,193

 

Utilities - 2.0%

     

American States Water Co.

   

20,134

 

1,751,658

 

Avista Corp.

   

41,734

 

1,638,894

 

California Water Service Group

   

30,849

 

1,592,734

 

Chesapeake Utilities Corp.

   

9,648

 

1,148,112

 

Middlesex Water Co.

   

9,746

 

786,112

 

Northwest Natural Holding Co.

   

19,618

 

844,555

 

Otter Tail Corp.

   

22,978

b 

1,814,343

 

SJW Group

   

15,153

 

1,062,377

 

Unitil Corp.

   

8,864

 

449,493

 
    

11,088,278

 

Total Common Stocks (cost $384,038,684)

   

537,337,458

 
        

Exchange-Traded Funds - .4%

     

Registered Investment Companies - .4%

     

iShares Core S&P Small-Cap ETF
(cost $2,161,510)

   

22,814

 

 2,273,415

 
    

Number of Rights

   

Rights - .0%

     

Pharmaceuticals, Biotechnology & Life Sciences - .0%

     

OmniAb, Inc. - 12.50 Earnout

   

3,619

d 

0

 

OmniAb, Inc. - 15.00 Earnout

   

3,619

d 

0

 

Total Rights (cost $12,944)

     

0

 
  

1-Day
Yield (%)

     

Investment Companies - .4%

     

Registered Investment Companies - .4%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $2,031,346)

 

5.17

 

2,031,346

e 

 2,031,346

 

20

 

        
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 2.1%

     

Registered Investment Companies - 2.1%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $11,440,991)

 

5.17

 

11,440,991

e 

 11,440,991

 

Total Investments (cost $399,685,475)

 

101.9%

 

553,083,210

 

Liabilities, Less Cash and Receivables

 

(1.9%)

 

(10,541,699)

 

Net Assets

 

100.0%

 

542,541,511

 

ETF—Exchange-Traded Fund

REIT—Real Estate Investment Trust

a Non-income producing security.

b Security, or portion thereof, on loan. At June 30, 2023, the value of the fund’s securities on loan was $38,229,526 and the value of the collateral was $39,035,419, consisting of cash collateral of $11,440,991 and U.S. Government & Agency securities valued at $27,594,428. In addition, the value of collateral may include pending sales that are also on loan.

c Investment in real estate investment trust within the United States.

d The fund held Level 3 securities at June 30, 2023. These securities were valued at $0 or .0% of net assets.

e Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

  

Portfolio Summary (Unaudited)

Value (%)

Industrials

17.7

Financials

15.9

Information Technology

14.0

Consumer Discretionary

13.5

Health Care

10.7

Real Estate

7.6

Materials

5.6

Consumer Staples

4.9

Energy

4.6

Investment Companies

2.9

Communication Services

2.5

Utilities

2.0

Consumer, Non-cyclical

.0

 

101.9

 Based on net assets.

See notes to financial statements.

21

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

       

Affiliated Issuers

   

Description

Value ($) 12/31/2022

Purchases ($)

Sales ($)

Value ($) 6/30/2023

Dividends/
Distributions ($)

 

Registered Investment Companies - .4%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .4%

2,521,914

27,241,511

(27,732,079)

2,031,346

46,112

 

Investment of Cash Collateral for Securities Loaned - 2.1%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 2.1%

4,363,084

34,787,561

(27,709,654)

11,440,991

63,786

†† 

Total - 2.5%

6,884,998

62,029,072

(55,441,733)

13,472,337

109,898

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

       

Futures 

   

Description

Number of
Contracts

Expiration

Notional
Value ($)

Market
Value ($)

Unrealized Appreciation ($)

 

Futures Long 

  

E-mini Russell 2000

29

9/15/2023

2,735,697

2,760,365

24,668

 

Gross Unrealized Appreciation

 

24,668

 

See notes to financial statements.

22

 

STATEMENT OF ASSETS AND LIABILITIES
June 30, 2023 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $38,229,526)—Note 1(c):

 

 

 

Unaffiliated issuers

386,213,138

 

539,610,873

 

Affiliated issuers

 

13,472,337

 

13,472,337

 

Dividends and securities lending income receivable

 

603,513

 

Receivable for shares of Beneficial Interest subscribed

 

540,789

 

Cash collateral held by broker—Note 4

 

219,000

 

Receivable for investment securities sold

 

213,878

 

Receivable for futures variation margin—Note 4

 

8,120

 

 

 

 

 

 

554,668,510

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b)

 

259,600

 

Liability for securities on loan—Note 1(c)

 

11,440,991

 

Payable for shares of Beneficial Interest redeemed

 

257,254

 

Payable for investment securities purchased

 

162,590

 

Trustees’ fees and expenses payable

 

6,564

 

 

 

 

 

 

12,126,999

 

Net Assets ($)

 

 

542,541,511

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

399,401,427

 

Total distributable earnings (loss)

 

 

 

 

143,140,084

 

Net Assets ($)

 

 

542,541,511

 

     

Shares Outstanding

 

 

(unlimited number of $.001 par value shares of Beneficial Interest authorized)

31,856,250

 

Net Asset Value Per Share ($)

 

17.03

 

 

 

 

 

 

See notes to financial statements.

 

 

  

 

23

 

STATEMENT OF OPERATIONS
Six Months Ended June 30, 2023 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $4,208 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

4,999,921

 

Affiliated issuers

 

 

46,112

 

Income from securities lending—Note 1(c)

 

 

63,786

 

Interest

 

 

4,899

 

Total Income

 

 

5,114,718

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

927,489

 

Distribution fees—Note 3(b)

 

 

662,492

 

Trustees’ fees—Note 3(a,c)

 

 

18,100

 

Loan commitment fees—Note 2

 

 

7,743

 

Total Expenses

 

 

1,615,824

 

Less—Trustees’ fees reimbursed by
BNY Mellon Investment Adviser, Inc.—Note 3(a)

 

 

(18,100)

 

Net Expenses

 

 

1,597,724

 

Net Investment Income

 

 

3,516,994

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

591,539

 

Net realized gain (loss) on futures

67,331

 

Net Realized Gain (Loss)

 

 

658,870

 

Net change in unrealized appreciation (depreciation) on investments

25,518,377

 

Net change in unrealized appreciation (depreciation) on futures

83,955

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

25,602,332

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

26,261,202

 

Net Increase in Net Assets Resulting from Operations

 

29,778,196

 

 

 

 

 

 

 

 

See notes to financial statements.

     

24

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
June 30, 2023 (Unaudited)

 

Year Ended
December 31, 2022

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

3,516,994

 

 

 

5,512,322

 

Net realized gain (loss) on investments

 

658,870

 

 

 

32,601,694

 

Net change in unrealized appreciation
(depreciation) on investments

 

25,602,332

 

 

 

(149,831,385)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

29,778,196

 

 

 

(111,717,369)

 

Distributions ($):

 

Distributions to shareholders

 

 

(34,981,170)

 

 

 

(76,196,225)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold

 

 

24,107,018

 

 

 

57,585,244

 

Distributions reinvested

 

 

34,981,170

 

 

 

76,196,225

 

Cost of shares redeemed

 

 

(35,233,028)

 

 

 

(145,001,712)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

23,855,160

 

 

 

(11,220,243)

 

Total Increase (Decrease) in Net Assets

18,652,186

 

 

 

(199,133,837)

 

Net Assets ($):

 

Beginning of Period

 

 

523,889,325

 

 

 

723,023,162

 

End of Period

 

 

542,541,511

 

 

 

523,889,325

 

Capital Share Transactions (Shares):

 

Shares sold

 

 

1,406,781

 

 

 

3,075,378

 

Shares issued for distributions reinvested

 

 

2,162,001

 

 

 

3,865,866

 

Shares redeemed

 

 

(2,058,714)

 

 

 

(7,296,870)

 

Net Increase (Decrease) in Shares Outstanding

1,510,068

 

 

 

(355,626)

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

        

25

 

FINANCIAL HIGHLIGHTS

The following table describes the performance for the fiscal periods indicated. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. The fund’s total returns do not reflect expenses associated with variable annuity or insurance contracts. These figures have been derived from the fund’s financial statements.

           
     

Six Months Ended

 

June 30, 2023

Year Ended December 31,

 

(Unaudited)

2022

2021

2020

2019

2018

Per Share Data ($):

      

Net asset value, beginning of period

17.26

23.55

19.06

19.06

17.17

20.12

Investment Operations:

      

Net investment incomea

.11

.18

.16

.14

.17

.17

Net realized and unrealized
gain (loss) on investments

.83

(3.76)

4.79

1.04

3.48

(1.82)

Total from Investment Operations

.94

(3.58)

4.95

1.18

3.65

(1.65)

Distributions:

      

Dividends from
net investment income

(.19)

(.19)

(.15)

(.18)

(.17)

(.17)

Dividends from net realized
gain on investments

(.98)

(2.52)

(.31)

(1.00)

(1.59)

(1.13)

Total Distributions

(1.17)

(2.71)

(.46)

(1.18)

(1.76)

(1.30)

Net asset value, end of period

17.03

17.26

23.55

19.06

19.06

17.17

Total Return (%)

5.76b

(16.65)

26.14

10.64

22.21

(8.98)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.61c

.61

.61

.61

.61

.61

Ratio of net expenses
to average net assets

.60c

.60

.60

.60

.60

.60

Ratio of net investment income
to average net assets

1.33c

.97

.73

.95

.94

.82

Portfolio Turnover Rate

15.27b

28.27

46.01

47.77

28.13

23.26

Net Assets, end of period ($ x 1,000)

542,542

523,889

723,023

617,985

576,508

509,695

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

26

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Small Cap Stock Index Portfolio (the “fund”) is a separate diversified series of BNY Mellon Investment Portfolios (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering three series, including the fund. The fund is only offered to separate accounts established by insurance companies to fund variable annuity contracts and variable life insurance policies. The fund’s investment objective is to seek to match the performance of the Standard & Poor’s® SmallCap 600 Index. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold without a sales charge.

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

The Trust’s Board of Trustees (the “Board”) has designated the Adviser as the fund’s valuation designee to make all fair value determinations with respect to the fund’s portfolio investments, subject to the Board’s oversight and pursuant to Rule 2a-5 under the Act.

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of

28

 

the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depositary Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Futures, which are traded on an exchange, are valued at the last sales price on the securities exchange on which such securities are primarily traded or at the last sales price on the national securities market on each business day and are generally categorized within Level 1 of the fair value hierarchy.

The following is a summary of the inputs used as of June 30, 2023 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($) 

  

Investments in Securities:

  

Equity Securities - Common Stocks

537,337,458

-

 

-

537,337,458

 

Exchange-Traded Funds

2,273,415

-

 

-

2,273,415

 

Investment Companies

13,472,337

-

 

-

13,472,337

 

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($) (continued)

  

Rights

-

-

 

0

0

 

Other Financial Instruments:

  

Futures††

24,668

-

 

-

24,668

 

 See Statement of Investments for additional detailed categorizations, if any.

†† Amount shown represents unrealized appreciation (depreciation) at period end, but only variation margin on exchange-traded and centrally cleared derivatives, if any, are reported in the Statement of Assets and Liabilities.

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

  
 

Rights ($)

Balance as of 12/31/2022

-

Purchases/Issuances

0

Sales/Dispositions

-

Net realized gain (loss)

-

Change in unrealized appreciation (depreciation)

-

Transfers into Level 3

-

Transfers out of Level 3

-

Balances as of 6/30/2023

0

The amount of total net realized gains (loss) for the period included in earnings attributable to the net change in unrealized appreciation (depreciation) relating to investments still held at 6/30/2023

-

 Securities deemed as Level 3 due to the lack of observable inputs by management assessment.

(b) Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of June 30, 2023, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and

30

 

amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended June 30, 2023, BNY Mellon earned $8,690 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. The value of a security may also decline due to general market conditions that are not specifically related to a particular company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates, changes to inflation, adverse changes to credit markets or adverse investor sentiment generally. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed-income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments,

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff.

Indexing Strategy Risk: The fund uses an indexing strategy. It does not attempt to manage market volatility, use defensive strategies or reduce the effects of any long-term periods of poor index performance. The correlation between fund and index performance may be affected by the fund's expenses and/or use of sampling techniques, changes in securities markets, changes in the composition of the index and the timing of purchases and redemptions of fund shares.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended June 30, 2023, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended June 30, 2023, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended December 31, 2022 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2022 was as follows: ordinary income $13,586,552 and long-term capital gains $62,609,673. The tax character of current year distributions will be determined at the end of the current fiscal year.

32

 

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended June 30, 2023, the fund did not borrow under the Facilities.

NOTE 3—Management Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .35% of the value of the fund’s average daily net assets and is payable monthly. The fund’s Adviser has agreed in its management agreement with the fund to pay all of the fund’s direct expenses, except management fees, Rule 12b-1 Distribution Pan fees and certain other expenses, including the fees and expenses of the non-interested board members and their counsel. The Adviser has further agreed to reduce its fees in an amount equal to the fund’s allocable portion of the fees and expenses of the non-interested board members and their counsel. These provisions in the management agreement may not be amended without the approval of the fund’s shareholders. During the period ended June 30, 2023, fees reimbursed by the Adviser amounted to $18,100.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, the fund pays the Distributor for distributing its shares, for servicing and/or maintaining shareholder accounts and for advertising and marketing. The Distribution Plan provides for payments to be made at an annual rate of .25% of the value of the fund’s average daily net assets. The Distributor may make payments to Participating Insurance Companies and to brokers and dealers acting as principal underwriter for their variable insurance products. The fees payable under the Distribution Plan are payable without regard to actual expenses incurred. During the period

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

ended June 30, 2023, the fund was charged $662,492 pursuant to the Distribution Plan.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $153,183 and Distribution Plan fees of $109,417, which are offset against an expense reimbursement currently in effect in the amount of $3,000.

(c) Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and futures, during the period ended June 30, 2023, amounted to $81,331,747 and $89,271,516, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The SEC adopted Rule 18f-4 under the Act, which regulates the use of derivatives transactions for certain funds registered under the Act. The fund is deemed a “limited” derivatives user under the rule and is required to limit its derivatives exposure so that the total notional value of derivatives does not exceed 10% of fund’s net assets, and is subject to certain reporting requirements. Each type of derivative instrument that was held by the fund during the period ended June 30, 2023 is discussed below.

Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price risk, as a result of changes in value of underlying financial instruments. The fund invests in futures in order to manage its exposure to or protect against changes in the market. A futures contract represents a commitment for the future purchase or a sale of an asset at a specified date. Upon entering into such contracts, these investments require initial margin deposits with a counterparty, which consist of cash or cash equivalents. The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject to change. Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses which are recorded in the Statement of Operations. When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Statement of Operations. There is minimal counterparty credit risk to the fund with futures since they are exchange traded, and the exchange guarantees the futures against default. Futures open at June 30, 2023 are set forth in the Statement of Investments.

34

 

The following summarizes the average market value of derivatives outstanding during the period ended June 30, 2023:

   

 

 

Average Market Value ($)

Equity futures

 

2,662,449

At June 30, 2023, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $153,422,403, consisting of $203,629,934 gross unrealized appreciation and $50,207,531 gross unrealized depreciation.

At June 30, 2023, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

35

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

The fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the fund to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the Board. Furthermore, the Board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the Board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from January 1, 2022 to December 31, 2022, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

36

 

This page intentionally left blank.

37

 

For More Information

BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286


Telephone 1-800-258-4260 or 1-800-258-4261

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 Attn: Institutional Services Department

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2023 BNY Mellon Securities Corporation
0410SA0623

 

BNY Mellon Investment Portfolios, Technology Growth Portfolio

 

SEMI-ANNUAL REPORT

June 30, 2023

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

9

Statement of Operations

10

Statement of Changes in Net Assets

11

Financial Highlights

12

Notes to Financial Statements

14

Information About the Renewal of
the Fund’s Management and
Sub-Investment Advisory Agreements
and the Approval of the Fund’s
Sub-Sub-Investment
Advisory Agreement

25

Liquidity Risk Management Program

32

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from January 1, 2023, through June 30, 2023, as provided by Portfolio Managers Jonathan Piskorowski and Robert Zeuthen of Newton Investment Management North America, LLC, sub-adviser.

Market and Fund Performance Overview

For the six-month period ended June 30, 2023, BNY Mellon Investment Portfolios, Technology Growth Portfolio’s (the “fund”) Initial shares produced a total return of 38.76%, and its Service shares produced a total return of 38.60%.1 The fund’s benchmarks, the NYSE® Technology Index (the “Index”) and the S&P 500® Index, produced total returns of 44.57% and 16.88%, respectively, over the same period.2,3

Technology stocks posted gains during the reporting period as inflation eased, and investors began to anticipate the end of the Federal Reserve’s (the “Fed”) interest-rate hiking cycle. The fund lagged the Index, due stock selection in two sectors, communication services and consumer discretionary.

The Fund’s Investment Approach

The fund seeks capital appreciation. To pursue its goal, the fund normally invests at least 80% of its net assets in the stocks of growth companies of any size that the fund’s sub-adviser believes to be leading producers or beneficiaries of technological innovation. Up to 25% of the fund’s assets may be invested in foreign securities.

In choosing stocks, the fund looks for technology companies with the potential for strong earnings or revenue growth rates, although some of the fund’s investments may currently be experiencing losses. The fund’s investment process centers on a multidimensional approach that looks for opportunities across emerging-growth, cyclical or stable-growth companies. The fund’s investment approach seeks companies that appear to have strong earnings momentum, positive earnings revisions, favorable growth, product or market cycles, and/or favorable valuations.

Easing Inflation and Monetary Policy Support Markets

While markets were roiled early in the reporting period by the banking crisis that emerged February in 2023, the dominant theme during the reporting period continued to be the Fed’s continued monetary tightening policy. But the anticipated end to this policy and the emergence of the artificial intelligence (“AI”) theme provided markets with support.

The Fed reiterated its outlook that rates need to remain higher for longer, but data showed that inflation continued to slow from its peak in June 2022, and that the labor market began to soften. Though unemployment has remained relatively low, some large technology companies announced layoffs or paused hiring amid a more cautious macroeconomic outlook.

The first quarter 2023 earnings seasons reflected a corporate spending pullback and a focus on optimization and trimming labor costs. But the banking crisis that emerged was especially disruptive. Three regional banks—Silicon Valley Bank, Signature Bank and First Republic Bank—faced mounting losses in their long-dated bond holdings as interest rates rose. Uninsured depositors were spooked by the headlines and lost confidence, choosing to move their money into larger money center banks.

2

 

In May 2023, Congress reached an apparent standoff in the debate on the federal debt ceiling. While an agreement was eventually reached, providing the market with some relief, the run-up caused some turmoil as the prospect of a default was threatened.

Late in the period, the market benefited from investors’ anticipation of the end of the Fed’s tightening cycle. While rate cuts are not anticipated in the near term, a pause in rate hikes and a potential end to tightening boosted investor sentiment. The possibility that the economy could experience a “soft landing” and avoid recession provided some support to the market as well.

The market also was boosted by the launch of ChatGPT by Open AI, which drew investors’ attention to the promise of artificial intelligence and its likely enhancement of productivity and economic growth. While the most immediate beneficiaries of this news were large-cap growth stocks in the information technology sector, their performance provided support to the market as a whole.

Communication Services and Consumer Discretionary Hindered Returns

The fund lagged the Index due primarily to stock selection in two sectors. In the communication services sector, the fund’s underweight position in Meta Platforms, Inc. (“Meta”), parent of Facebook, detracted. The fund added Meta to the portfolio during the period due to the company's rising thematic materiality to the AI theme.

On the other hand, the fund benefited from favorable allocation decisions and stock selections in the information technology sector. The decision to increase weight in the semiconductor and semiconductor equipment industry was favorable. Fundamentals indicated the cycle in the industry was reaching a bottom, and these stocks outperformed during the period. Stock selection was also beneficial. In the information technology services industry, the fund’s position in Shopify, Inc., aided relative returns as the company was able to raise prices and resize its underperforming logistics business. In the software industry, shares of Hubspot, Inc., a vendor of cloud applications, especially small-business marketing, sales and customer service, benefited from solid quarterly results and an improvement in small business sentiment.

A Focus on Strong Management, Business Models and Fortress Balance Sheets 

Interest in AI is likely to continue to support markets, and we believe the fund is well positioned to benefit from this trend. We anticipate that AI will be a multi-year trend as companies continue to invest in this technology, both to reduce costs and to drive revenues.

However, in the near term, we expect that uncertainty about Fed policy and the likelihood of a soft landing will contribute to market volatility. In addition, companies may reallocate capital spending to AI from other areas, especially as the economy slows. Despite this uncertainty, we will remain focused on companies with exposure to major technology themes, strong management teams, business models and moats, as well as fortress balance sheets.

July 17, 2023

1 Total return includes reinvestment of dividends and any capital gains paid. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

fund’s performance does not reflect the deduction of additional charges and expenses imposed in connection with investing in variable insurance contracts, which will reduce returns.

2 Source: Bloomberg L.P. — The NYSE® Technology Index is an equal-dollar-weighted index designed to objectively represent the technology sector by holding 35 of the leading U.S., technology-related companies. Investors cannot invest directly in any index.

3 Source: Lipper Inc. — The S&P 500® Index is widely regarded as the best single gauge of large-cap U.S. equities. The Index includes 500 leading companies and captures approximately 80% coverage of available market capitalization. Investors cannot invest directly in any index.

The technology sector has been among the most volatile sectors of the stock market. Technology companies involve greater risk because their revenue and/or earnings tend to be less predictable, and some companies may be experiencing significant losses.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity.

The fund is only available as a funding vehicle under variable life insurance policies or variable annuity contracts issued by insurance companies. Individuals may not purchase shares of the fund directly. A variable annuity is an insurance contract issued by an insurance company that enables investors to accumulate assets on a tax-deferred basis for retirement or other long-term goals. The investment objective and policies of BNY Mellon Investment Portfolios, Technology Growth Portfolio made available through insurance products may be similar to those of other funds managed or advised by BNY Mellon Investment Adviser, Inc. However, the investment results of the fund may be higher or lower than, and may not be comparable to, those of any other BNY Mellon fund.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads), redemption fees and expenses associated with variable annuity or insurance contracts, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Investment Portfolios, Technology Growth Portfolio from January 1, 2023 to June 30, 2023. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

     

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended June 30, 2023

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expenses paid per $1,000

$4.62

$6.09

 

Ending value (after expenses)

$1,387.60

$1,386.00

 

COMPARING YOUR FUND’S EXPENSES WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

     

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended June 30, 2023

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expenses paid per $1,000

$3.91

$5.16

 

Ending value (after expenses)

$1,020.93

$1,019.69

 

Expenses are equal to the fund’s annualized expense ratio of .78% for Initial Shares and 1.03% for Service Shares, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS
June 30, 2023 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.1%

     

Application Software - 11.5%

     

Adobe, Inc.

   

66,011

a 

32,278,719

 

DoubleVerify Holdings, Inc.

   

231,144

a 

8,996,124

 

HubSpot, Inc.

   

42,682

a 

22,710,665

 

Intuit, Inc.

   

44,448

 

20,365,629

 

Salesforce, Inc.

   

107,162

a 

22,639,044

 
    

106,990,181

 

Automotive Parts & Equipment - 1.9%

     

Mobileye Global, Inc., Cl. A

   

461,288

a 

 17,722,685

 

Broadline Retail - 6.8%

     

Alibaba Group Holding Ltd., ADR

   

209,298

a 

17,444,988

 

Amazon.com, Inc.

   

288,291

a 

37,581,615

 

JD.com, Inc., ADR

   

234,151

b 

7,991,574

 
    

63,018,177

 

Health Care Equipment - 1.5%

     

Intuitive Surgical, Inc.

   

41,857

a 

 14,312,583

 

Hotels, Resorts & Cruise Lines - 2.5%

     

Airbnb, Inc., Cl. A

   

183,876

a 

 23,565,548

 

Interactive Media & Services - 6.8%

     

Alphabet, Inc., Cl. C

   

286,051

a 

34,603,589

 

Meta Platforms, Inc., Cl. A

   

97,866

a 

28,085,585

 
    

62,689,174

 

Internet Services & Infrastructure - 8.3%

     

Shopify, Inc., Cl. A

   

644,924

a 

41,662,090

 

Snowflake, Inc., Cl. A

   

106,732

a 

18,782,697

 

Twilio, Inc., Cl. A

   

258,615

a 

16,453,086

 
    

76,897,873

 

Life Sciences Tools & Services - 1.3%

     

Illumina, Inc.

   

62,357

a 

 11,691,314

 

Movies & Entertainment - 3.8%

     

Netflix, Inc.

   

79,588

a 

 35,057,718

 

Passenger Ground Transportation - 4.6%

     

Uber Technologies, Inc.

   

982,334

a 

 42,407,359

 

Real Estate Services - 1.9%

     

CoStar Group, Inc.

   

198,304

a 

 17,649,056

 

Semiconductor Materials & Equipment - 11.8%

     

Applied Materials, Inc.

   

351,172

 

50,758,401

 

ASML Holding NV

   

25,821

 

18,713,770

 

Lam Research Corp.

   

47,422

 

30,485,707

 

MKS Instruments, Inc.

   

89,717

 

9,698,408

 
    

109,656,286

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.1% (continued)

     

Semiconductors - 18.5%

     

Infineon Technologies AG, ADR

   

284,943

 

11,776,694

 

Micron Technology, Inc.

   

282,579

 

17,833,561

 

NVIDIA Corp.

   

120,881

 

51,135,081

 

ON Semiconductor Corp.

   

106,164

a 

10,040,991

 

Qualcomm, Inc.

   

185,779

 

22,115,132

 

Synaptics, Inc.

   

138,311

a 

11,808,993

 

Taiwan Semiconductor Manufacturing Co. Ltd., ADR

   

465,931

 

47,021,757

 
    

171,732,209

 

Systems Software - 12.6%

     

JFrog Ltd.

   

626,155

a 

17,344,494

 

Microsoft Corp.

   

150,195

 

51,147,405

 

ServiceNow, Inc.

   

86,417

a 

48,563,762

 
    

117,055,661

 

Technology Hardware, Storage & Equipment - 3.8%

     

Apple, Inc.

   

183,872

 

 35,665,652

 

Transaction & Payment Processing - 1.5%

     

PayPal Holdings, Inc.

   

205,091

a 

 13,685,722

 

Total Common Stocks (cost $651,392,098)

   

919,797,198

 
        

Private Equity - .4%

     

Real Estate Services - .1%

     

Roofstock

   

83,989

a,c 

 818,893

 

Software - .3%

     

Databricks, Inc.

   

71,556

a,c 

 2,829,324

 

Total Private Equity (cost $7,734,655)

   

3,648,217

 

Total Investments (cost $659,126,753)

 

99.5%

 

923,445,415

 

Cash and Receivables (Net)

 

.5%

 

4,294,017

 

Net Assets

 

100.0%

 

927,739,432

 

ADR—American Depositary Receipt

a Non-income producing security.

b Security, or portion thereof, on loan. At June 30, 2023, the value of the fund’s securities on loan was $6,359,955 and the value of the collateral was $6,481,280, consisting of U.S. Government & Agency securities. In addition, the value of collateral may include pending sales that are also on loan.

c The fund held Level 3 securities at June 30, 2023. These securities were valued at $3,648,217 or .4% of net assets.

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

  

Portfolio Summary (Unaudited)

Value (%)

Information Technology

66.6

Consumer Discretionary

11.2

Communication Services

10.5

Industrials

4.6

Health Care

2.8

Real Estate

2.0

Financials

1.5

Technology

.3

 

99.5

 Based on net assets.

See notes to financial statements.

       

Affiliated Issuers

   

Description

Value ($) 12/31/2022

Purchases ($)

Sales ($)

Value ($) 6/30/2023

Dividends/
Distributions ($)

 

Registered Investment Companies - .0%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .0%

28,162,576

88,346,173

(116,508,749)

-

204,933

 

Investment of Cash Collateral for Securities Loaned - .0%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .0%

-

30,535,261

(30,535,261)

-

19,676

†† 

Total - .0%

28,162,576

118,881,434

(147,044,010)

-

224,609

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

8

 

STATEMENT OF ASSETS AND LIABILITIES
June 30, 2023 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $6,359,955)
—Note 1(c):

659,126,753

 

923,445,415

 

Cash denominated in foreign currency

 

 

53,099

 

53,036

 

Receivable for investment securities sold

 

4,970,648

 

Receivable for shares of Beneficial Interest subscribed

 

817,412

 

Dividends and securities lending income receivable

 

278,678

 

Tax reclaim receivable—Note 1(b)

 

46,092

 

Prepaid expenses

 

 

 

 

4,707

 

 

 

 

 

 

929,615,988

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b)

 

717,792

 

Cash overdraft due to Custodian

 

 

 

 

851,179

 

Payable for shares of Beneficial Interest redeemed

 

261,928

 

Trustees’ fees and expenses payable

 

1,276

 

Interest payable—Note 2

 

236

 

Other accrued expenses

 

 

 

 

44,145

 

 

 

 

 

 

1,876,556

 

Net Assets ($)

 

 

927,739,432

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

747,620,811

 

Total distributable earnings (loss)

 

 

 

 

180,118,621

 

Net Assets ($)

 

 

927,739,432

 

    

Net Asset Value Per Share

Initial Shares

Service Shares

 

Net Assets ($)

233,830,648

693,908,784

 

Shares Outstanding

9,589,688

31,632,085

 

Net Asset Value Per Share ($)

24.38

21.94

 

 

 

 

 

See notes to financial statements.

 

 

 

9

 

STATEMENT OF OPERATIONS
Six Months Ended June 30, 2023 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $98,243 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

1,861,872

 

Affiliated issuers

 

 

204,933

 

Income from securities lending—Note 1(c)

 

 

19,676

 

Total Income

 

 

2,086,481

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

3,037,600

 

Distribution fees—Note 3(b)

 

 

763,062

 

Professional fees

 

 

50,326

 

Trustees’ fees and expenses—Note 3(c)

 

 

22,466

 

Chief Compliance Officer fees—Note 3(b)

 

 

13,283

 

Prospectus and shareholders’ reports

 

 

10,952

 

Loan commitment fees—Note 2

 

 

7,297

 

Custodian fees—Note 3(b)

 

 

5,866

 

Interest expense—Note 2

 

 

805

 

Shareholder servicing costs—Note 3(b)

 

 

595

 

Miscellaneous

 

 

14,968

 

Total Expenses

 

 

3,927,220

 

Less—reduction in fees due to earnings credits—Note 3(b)

 

 

(371)

 

Net Expenses

 

 

3,926,849

 

Net Investment (Loss)

 

 

(1,840,368)

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

13,273,259

 

Net change in unrealized appreciation (depreciation) on investments
and foreign currency transactions

252,303,018

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

265,576,277

 

Net Increase in Net Assets Resulting from Operations

 

263,735,909

 

 

 

 

 

 

 

 

See notes to financial statements.

     

10

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
June 30, 2023 (Unaudited)

 

Year Ended
December 31, 2022

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment (loss)

 

 

(1,840,368)

 

 

 

(3,724,593)

 

Net realized gain (loss) on investments

 

13,273,259

 

 

 

(94,905,075)

 

Net change in unrealized appreciation
(depreciation) on investments

 

252,303,018

 

 

 

(444,413,574)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

263,735,909

 

 

 

(543,043,242)

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Initial Shares

 

 

-

 

 

 

(18,328,459)

 

Service Shares

 

 

-

 

 

 

(64,142,065)

 

Total Distributions

 

 

-

 

 

 

(82,470,524)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Initial Shares

 

 

14,165,332

 

 

 

41,299,031

 

Service Shares

 

 

15,063,821

 

 

 

106,323,778

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Initial Shares

 

 

-

 

 

 

18,328,459

 

Service Shares

 

 

-

 

 

 

64,142,065

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(9,658,521)

 

 

 

(13,680,329)

 

Service Shares

 

 

(43,251,023)

 

 

 

(22,753,772)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

(23,680,391)

 

 

 

193,659,232

 

Total Increase (Decrease) in Net Assets

240,055,518

 

 

 

(431,854,534)

 

Net Assets ($):

 

Beginning of Period

 

 

687,683,914

 

 

 

1,119,538,448

 

End of Period

 

 

927,739,432

 

 

 

687,683,914

 

Capital Share Transactions (Shares):

 

Initial Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

713,205

 

 

 

1,802,628

 

Shares issued for distributions reinvested

 

 

-

 

 

 

671,126

 

Shares redeemed

 

 

(455,045)

 

 

 

(618,088)

 

Net Increase (Decrease) in Shares Outstanding

258,160

 

 

 

1,855,666

 

Service Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

796,076

 

 

 

5,281,754

 

Shares issued for distributions reinvested

 

 

-

 

 

 

2,603,168

 

Shares redeemed

 

 

(2,249,398)

 

 

 

(1,127,749)

 

Net Increase (Decrease) in Shares Outstanding

(1,453,322)

 

 

 

6,757,173

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

        

11

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. The fund’s total returns do not reflect expenses associated with variable annuity or insurance contracts. These figures have been derived from the fund’s financial statements.

       

Six Months Ended

 

June 30, 2023

Year Ended December 31,

Initial Shares

(Unaudited)

2022

2021

2020

2019

2018

Per Share Data ($):

      

Net asset value,
beginning of period

17.57

35.59

36.68

25.26

22.56

23.95

Investment Operations:

      

Net investment income (loss)a

(.03)

(.06)

(.17)

(.03)

.08

.04

Net realized and unrealized gain
(loss) on investments

6.84

(15.61)

4.14

14.68

5.55

(.11)

Total from Investment Operations

6.81

(15.67)

3.97

14.65

5.63

(.07)

Distributions:

      

Dividends from net investment
income

-

-

-

(.08)

-

-

Dividends from net realized
gain on investments

-

(2.35)

(5.06)

(3.15)

(2.93)

(1.32)

Total Distributions

-

(2.35)

(5.06)

(3.23)

(2.93)

(1.32)

Net asset value, end of period

24.38

17.57

35.59

36.68

25.26

22.56

Total Return (%)

38.76b

(46.39)

12.93

69.92

25.82

(.98)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.78c

.78

.78

.78

.79

.79

Ratio of net expenses
to average net assets

.78c

.78

.78

.78

.79

.79

Ratio of net investment income
(loss) to average net assets

(.27)c

(.27)

(.49)

(.10)

.33

.14

Portfolio Turnover Rate

32.32b

51.13

38.70

80.81

77.56

55.34

Net Assets,
end of period ($ x 1,000)

233,831

163,979

266,078

227,325

140,591

119,470

a Based on average shares outstanding.

b   Not annualized.

c  Annualized.

See notes to financial statements.

12

 

       

Six Months Ended

 

June 30, 2023

Year Ended December 31,

Service Shares

(Unaudited)

2022

2021

2020

2019

2018

Per Share Data ($):

      

Net asset value,
beginning of period

15.83

32.42

33.95

23.63

21.31

22.75

Investment Operations:

      

Net investment income (loss)a

(.05)

(.10)

(.24)

(.09)

.02

(.03)

Net realized and unrealized gain
(loss) on investments

6.16

(14.14)

3.77

13.58

5.23

(.09)

Total from Investment Operations

6.11

(14.24)

3.53

13.49

5.25

(.12)

Distributions:

      

Dividends from net investment
income

-

-

-

(.02)

-

-

Dividends from net realized
gain on investments

-

(2.35)

(5.06)

(3.15)

(2.93)

(1.32)

Total Distributions

-

(2.35)

(5.06)

(3.17)

(2.93)

(1.32)

Net asset value, end of period

21.94

15.83

32.42

33.95

23.63

21.31

Total Return (%)

38.60b

(46.52)

12.64

69.57

25.51

(1.27)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.03c

1.03

1.03

1.03

1.04

1.04

Ratio of net expenses
to average net assets

1.03c

1.03

1.03

1.03

1.04

1.04

Ratio of net investment income (loss)
to average net assets

(.52)c

(.52)

(.74)

(.34)

.08

(.11)

Portfolio Turnover Rate

32.32b

51.13

38.70

80.81

77.56

55.34

Net Assets,
end of period ($ x 1,000)

693,909

523,705

853,460

736,258

475,148

388,151

a Based on average shares outstanding.

b   Not annualized.

c  Annualized.

See notes to financial statements.

13

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Technology Growth Portfolio (the “fund”) is a separate diversified series of BNY Mellon Investment Portfolios (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering three series, including the fund. The fund is only offered to separate accounts established by insurance companies to fund variable annuity contracts and variable life insurance policies. The fund’s investment objective is to seek capital appreciation. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management North America, LLC (the “Sub-Adviser”), an indirect wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-adviser.

Effective March 31, 2023, the Sub-Adviser, entered into a sub-sub-investment advisory agreement with its affiliate, Newton Investment Management Limited (“NIM”), to enable NIM to provide certain advisory services to the Sub-Adviser for the benefit of the fund, including, but not limited to, portfolio management services. NIM is subject to the supervision of the Sub-Adviser and the Adviser. NIM is also an affiliate of the Adviser. NIM, located at 160 Queen Victoria Street, London, EC4V, 4LA, England, was formed in 1978. NIM is an indirect subsidiary of BNY Mellon.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold without a sales charge. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Initial and Service. Each class of shares has identical rights and privileges, except with respect to the Distribution Plan, and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

14

 

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

15

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

The Trust’s Board of Trustees (the “Board”) has designated the Adviser as the fund’s valuation designee to make all fair value determinations with respect to the fund’s portfolio investments, subject to the Board’s oversight and pursuant to Rule 2a-5 under the Act.

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either

16

 

categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investment in private equity securities will be fair valued by the Board in accordance with valuation procedures approved by the Board. Those portfolio valuations will be based on unobservable inputs and certain assumptions about how market participants would price the instrument. The fund expects that inputs into the determination of fair value of those investments will require significant management judgment or estimation. Because valuations may fluctuate over short periods of time and may be based on estimates, fair value determinations may differ materially from the value received in an actual transaction. Additionally, valuations of private companies are inherently uncertain. The fund’s net asset value could be adversely affected if the fund’s determinations regarding the fair value of those investments were materially higher or lower than the values that it ultimately realized upon the disposal of such investments. These securities are categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

The following is a summary of the inputs used as of June 30, 2023 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($) 

  

Investments in Securities:

  

Equity Securities - Common Stocks

919,797,198

-

 

-

919,797,198

 

Equity Securities - Private Equity

-

-

 

3,648,217

3,648,217

 

 See Statement of Investments for additional detailed categorizations, if any.

17

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

  
 

Equity Securities-

Private Equity ($)

Balance as of 12/31/2022

2,962,943

Purchases/Issuances

-

Sales/Dispositions

-

Net realized gain (loss)

-

Change in unrealized appreciation (depreciation)

685,274

Transfers into Level 3

-

Transfers out of Level 3

-

Balances as of 6/30/2023

3,648,217

The amount of total net realized gains (losses) for the period included in earnings attributable to the net change in unrealized appreciation (depreciation) relating to investments still held at 6/30/2023

685,274

 Securities deemed as Level 3 due to the lack of observable inputs by management assessment.

The following table summarizes the significant unobservable inputs the fund used to value its investment categorized within Level 3 as of June 30, 2023. In addition to the techniques and inputs noted in the table below, according to the fund’s valuation policy, other valuation techniques and methodologies when determining the fund’s fair value measurements may be used. The below table is not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they are to the fund’s determination of fair values.

      

Asset Category-

Issuer Name

Value ($)

Valuation
Techniques/
Methodologies

Unobservable
Inputs

Range

Low

High

Private Equity:

     

Databricks

2,829,324

Public
Comparables/
Enterprise Value

Enterprise Value
as Multiple
of Revenue

8.2x

16.0x

Roofstock

818,893

Public
Comparables/
Enterprise Value

Enterprise Value

as Multiple

of Revenue

0.2x

13.2x

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

18

 

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of June 30, 2023, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

transactions are on an overnight and continuous basis. During the period ended June 30, 2023, BNY Mellon earned $2,682 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. The value of a security may also decline due to general market conditions that are not specifically related to a particular company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates, changes to inflation, adverse changes to credit markets or adverse investor sentiment generally. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed-income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff.

Foreign Investment Risk: To the extent the fund invests in foreign securities, the fund’s performance will be influenced by political, social and economic factors affecting investments in foreign issuers. Special risks associated with investments in foreign issuers include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political and economic instability and differing auditing and legal standards.

Technology Company Risk: The technology sector has been among the most volatile sectors of the stock market. Because the fund’s investments are concentrated in the technology sector, its performance will be significantly affected by developments in that sector. Technology companies, especially small-cap technology companies, involve greater risk because their revenue and/or earnings tend to be less predictable (and some companies may be experiencing significant losses) and their share

20

 

prices tend to be more volatile. Certain technology companies may have limited product lines, markets or financial resources, or may depend on a limited management group. In addition, these companies are strongly affected by worldwide technological developments, and their products and services may not be economically successful or may quickly become outdated. Investor perception may play a greater role in determining the day-to-day value of tech stocks than it does in other sectors. Fund investments made in anticipation of future products and services may decline dramatically in value if the anticipated products or services are delayed or cancelled. The risks associated with technology companies are magnified in the case of small-cap technology companies. The shares of smaller technology companies tend to trade less frequently than those of larger, more established companies, which can have an adverse effect on the pricing of these securities and on the fund’s ability to sell these securities.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended June 30, 2023, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended June 30, 2023, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended December 31, 2022 remains subject to examination by the Internal Revenue Service and state taxing authorities.

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund is permitted to carry forward capital losses for an unlimited period. Furthermore, capital loss carryovers retain their character as either short-term or long-term capital losses.

The fund has an unused capital loss carryover of $94,302,488 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to December 31, 2022. These short-term losses can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2022 was as follows: long-term capital gains $82,470,524. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

During the period ended June 30, 2023, the fund was charged $805 for interest expense. These fees are included in Interest expense in the Statement of Operations. The average amount of borrowings outstanding under the Facilities during the period ended June 30, 2023 was approximately $27,624 with a related weighted average annualized rate of 5.88%.

NOTE 3—Management Fee, Sub-Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly.

22

 

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .36% of the value of the fund’s average daily net assets.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Service shares pay the Distributor for distributing its shares, for servicing and/or maintaining Service shares’ shareholder accounts and for advertising and marketing for Service shares. The Distribution Plan provides for payments to be made at an annual rate of .25% of the value of the Service shares’ average daily net assets. The Distributor may make payments to Participating Insurance Companies and to brokers and dealers acting as principal underwriter for their variable insurance products. The fees payable under the Distribution Plan are payable without regard to actual expenses incurred. During the period ended June 30, 2023, Service shares were charged $763,062 pursuant to the Distribution Plan.

The fund has an arrangement with BNY Mellon Transfer, Inc., (the “Transfer Agent”), a subsidiary of BNY Mellon and an affiliate of the Adviser, whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset Transfer Agent fees. For financial reporting purposes, the fund includes transfer agent net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund has an arrangement with The Bank of New York Mellon (the “Custodian”), a subsidiary of BNY Mellon and an affiliate of the Adviser, whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates the Transfer Agent, under a transfer agency agreement, for providing transfer agency and cash management services for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended June 30, 2023, the fund was charged $484 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations. These fees were partially offset by earnings credits of $371.

The fund compensates the Custodian, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended June 30, 2023, the fund was charged $5,866 pursuant to the custody agreement.

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

During the period ended June 30, 2023, the fund was charged $13,283 for services performed by the fund’s Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $565,797, Distribution Plan fees of $141,207, Custodian fees of $3,093, Chief Compliance Officer fees of $7,420 and Transfer Agent fees of $275.

(c) Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities during the period ended June 30, 2023, amounted to $262,804,778 and $259,768,708, respectively.

At June 30, 2023, accumulated net unrealized appreciation on investments was $264,318,662, consisting of $299,205,826 gross unrealized appreciation and $34,887,164 gross unrealized depreciation.

At June 30, 2023, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

24

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB- SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 1, 2023, the Board considered the renewal of the fund’s Management Agreement, pursuant to which the Adviser provides the fund with investment advisory and administrative services, and the Sub-Investment Advisory Agreement (together with the Management Agreement, the “Agreements”), pursuant to which Newton Investment Management North America, LLC (the “Sub-Adviser” or “NIMNA”) provides day-to-day management of the fund’s investments. The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-Adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-Adviser. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Initial shares with the performance of a group of science and technology funds underlying variable insurance products (“VIPs”)

25

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB- SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)

selected by Broadridge as comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all science and technology funds underlying VIPs (the “Performance Universe”), all for various periods ended December 31, 2022, (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all science and technology funds underlying VIPs with similar 12b-1/non-12b-1 structures, excluding outliers (the “Expense Universe”), and (3) at the request of the Adviser, the total expenses of the fund’s Service shares with those of the Expense Group and the Expense Universe, the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board also considered the fund’s performance in light of overall financial market conditions. The Board discussed with representatives of the Adviser and the Sub-Adviser the results of the comparisons and considered that the fund’s total return performance was below the Performance Group and the Performance Universe medians for all periods. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in five of the ten calendar years shown. The Board discussed with representatives of the Adviser and the Sub-Adviser the reasons for the fund’s underperformance versus the Performance Group and Performance Universe during the periods under review and noted that, effective in March 2022 and October 2022, the fund appointed new primary portfolio managers.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-Adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was lower than the Expense Group median and slightly lower than the Expense Universe median actual management fee and the total expenses of the fund’s Initial shares were lower than the Expense Group median and lower than the Expense

26

 

Universe median total expenses. The Board also considered that the total expenses of the fund’s Service shares were higher than the Expense Universe median total expenses.

Representatives of the Adviser noted that there were no other funds advised by the Adviser that are in the same Lipper category as the fund or separate accounts and/or other types of client portfolios advised by the Adviser or the Sub-Adviser that are considered to have similar investment strategies and policies as the fund.

The Board considered the fee payable to the Sub-Adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-Adviser and the Adviser. The Board also took into consideration that the Sub-Adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-Adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Representatives of the Adviser also stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-Adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

27

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB- SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-Adviser are adequate and appropriate.

· The Board determined to continue to monitor the fund’s performance, noting the relatively recent appointment of the portfolio management team.

· The Board concluded that the fees paid to the Adviser and the Sub-Adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to the Management Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-Adviser, of the Adviser and the Sub-Adviser and the services provided to the fund by the Adviser and the Sub-Adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on its consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements for the remainder of the one-year term.

*******

At the meeting of the fund’s Board held on March 1, 2023, the Board also considered the approval of a delegation arrangement between NIMNA and its affiliate, Newton Investment Management Limited (“NIM”), which permits NIMNA, as the fund’s sub-investment adviser, to use the investment advisory personnel, resources and capabilities (“Investment Advisory Services”) available at its sister company, NIM, in providing the day-to-day management of the fund’s investments. In connection therewith, the Board considered the approval of a sub-sub-investment advisory agreement (the “SSIA Agreement”) between NIMNA and NIM, with respect to the fund. In considering the

28

 

approval of the SSIA Agreement, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

At the meeting, the Adviser and the Sub-Adviser recommended the approval of the SSIA Agreement to enable NIM to provide Investment Advisory Services to the Sub-Adviser for the benefit of the fund, including, but not limited to, portfolio management services, subject to the supervision of the Sub-Adviser and the Adviser. The recommendation for the approval of the SSIA Agreement was based on the following considerations, among others: (i) approval of the SSIA Agreement would permit the Sub-Adviser to use investment personnel employed primarily by NIM as primary portfolio managers of the fund and to use the investment research services of NIM in the day-to-day management of the fund’s investments; and (ii) there would be no material changes to the fund’s investment objective, strategies or policies, no reduction in the nature or level of services provided to the fund, and no increases in the management fee payable by the fund or the sub-advisory fee payable by the Adviser to the Sub-Adviser as a result of the delegation arrangement. The Board also considered the fact that the Adviser stated that it believed there were no material changes to the information the Board had previously considered at the meeting in connection with the Board’s re-approval of the Agreements for the remainder of their term, other than the information about the delegation arrangement and NIM.

In determining whether to approve the SSIA Agreement, the Board considered the materials prepared by the Adviser and the Sub-Adviser received in advance of the meeting and other information presented at the meeting, which included: (i) a form of the SSIA Agreement; (ii) information regarding the delegation arrangement and how it is expected to enhance investment capabilities for the benefit of the fund; (iii) information regarding NIM; and (iv) an opinion of counsel that the proposed delegation arrangement would not result in an “assignment” of the Sub-Investment Advisory Agreement under the 1940 Act and the Investment Advisers Act of 1940, as amended, and, therefore, did not require the approval of fund shareholders. The Board also considered the substance of discussions with representatives of the Adviser and the Sub-Adviser at the meeting in connection with the Board’s re-approval of the Agreements.

Nature, Extent and Quality of Services to be Provided. In examining the nature, extent and quality of the services that were expected to be provided by NIM under the SSIA Agreement, the Board considered: (i) NIM’s organization, qualification and background, as well as the qualifications of its personnel; (ii) the expertise of the personnel providing portfolio management services; (iii) information regarding NIM’s compliance program; and (iv) the investment strategy for the fund, which would remain the same. The Board also considered that enabling the Sub-Adviser to use the proposed Investment Advisory Services provided by NIM, the Sub-Adviser would provide investment and portfolio management services of at least the same nature, extent and quality that it currently provides to the fund without the ability to use the Investment Advisory Services of its

29

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB- SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)

sister company. Based on the considerations and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by the Sub-Adviser having the ability to use the Investment Advisory Services supported a decision to approve the SSIA Agreement.

Investment Performance. The Board considered the fund’s investment performance and that of the investment team managing the fund’s portfolio (including comparative data provided by Broadridge) at the meeting in connection with the Board’s re-approval of the Agreements. The Board considered that the same investment professionals would continue to manage the fund’s assets and that enabling the Sub-Adviser to use the Investment Advisory Services pursuant to the SSIA Agreement for the benefit of the fund supported a decision to approve the SSIA Agreement.

Costs of Services to be Provided and Profitability. The Board considered the contractual management fee payable by the fund to the Adviser pursuant to the Investment Advisory Agreement and Administration Agreement and the contractual sub-investment advisory fee payable by the Adviser to the Sub-Adviser pursuant to the Sub-Investment Advisory Agreement at the meeting in connection with the Board’s re-approval of the Agreements. The Board noted that the contractual management fee payable by the fund to the Adviser and the sub-investment advisory fee payable by the Adviser to the Sub-Adviser, would not change in connection with the proposed delegation arrangement. The Board recognized that, because the fees payable would not change, an analysis of profitability was more appropriate in the context of the Board’s consideration of the Agreements, and that the Board had received and considered a profitability analysis of the Adviser and its affiliates, including NIMNA, at the meeting in connection with the Board’s re-approval of the Agreements. The Board concluded that the Adviser’s profitability was not excessive in light of the nature, extent and quality of the services to be provided to the fund by the Adviser and the Sub-Adviser under the Agreements.

Economies of Scale to be Realized. The Board recognized that, because the fees payable by the fund to the Adviser pursuant to the Investment Advisory Agreement and Administration Agreement and the contractual sub-investment advisory fee payable by the Adviser to the Sub-Adviser pursuant to the Sub-Investment Advisory Agreement would not change in connection with the proposed delegation arrangement, an analysis of economies of scale was more appropriate in the context of the Board’s consideration of the Agreements, which had been done at the meeting in connection with the Board’s re-approval of the Agreements. At the meeting, the Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to the Agreements and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

30

 

The Board also considered whether there were any ancillary benefits that would accrue to the Sub-Adviser as a result of its relationship with the fund after the delegation arrangement, and such ancillary benefits, if any, were determined to be reasonable.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, with the assistance of independent legal counsel, approved the delegation arrangement and the SSIA Agreement for the fund.

31

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

The fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the fund to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the Board. Furthermore, the Board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the Board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from January 1, 2022 to December 31, 2022, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

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33

 

For More Information

BNY Mellon Investment Portfolios, Technology Growth Portfolio

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Newton Investment Management
North America, LLC

BNY Mellon Center
201 Washington Street
Boston, MA 02108

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286


Telephone 1-800-258-4260 or 1-800-258-4261

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 Attn: Institutional Services Department

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2023 BNY Mellon Securities Corporation
0175SA0623

 

 

 
 

 

Item 2.Code of Ethics.

Not applicable.

Item 3.Audit Committee Financial Expert.

Not applicable.

Item 4.Principal Accountant Fees and Services.

Not applicable.

Item 5.Audit Committee of Listed Registrants.

Not applicable.

Item 6.Investments.

(a)        Not applicable.

Item 7.Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8.Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9.Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers.

Not applicable.

Item 10.Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures applicable to Item 10.

Item 11.Controls and Procedures.

(a)       The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)       There were no changes to the Registrant's internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

 
 
Item 12.Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13.Exhibits.

(a)(1) Not applicable.

(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3) Not applicable.

(b)       Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

BNY Mellon Investment Portfolios

By: /s/ David J. DiPetrillo

        David J. DiPetrillo

        President (Principal Executive Officer)

 

Date: August 7, 2023

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By: /s/ David J. DiPetrillo

        David J. DiPetrillo

        President (Principal Executive Officer)

 

Date: August 7, 2023

 

 

By: /s/ James Windels

        James Windels

        Treasurer (Principal Financial Officer)

 

Date: August 8, 2023

 

 

 

 
 

EXHIBIT INDEX

(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940. (EX-99.CERT)

(b)       Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940. (EX-99.906CERT)