N-CSR 1 lp1-172.htm ANNUAL REPORTS lp1-172.htm - Generated by SEC Publisher for SEC Filing

 

 

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)

 

 

 

 

 

Bennett A. MacDougall, 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:

12/31/2020

 

 

 

 

             

 

 

 


 

FORM N-CSR

Item 1.             Reports to Stockholders.

 


 

BNY Mellon Investment Portfolios, MidCap Stock Portfolio

 

ANNUAL REPORT

December 31, 2020

 

 

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

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from January 1, 2020 through December 31, 2020, as provided by Peter D. Goslin, CFA, Adam Logan, CFA, Chris Yao, CFA and Syed A. Zamil, CFA, Portfolio Managers

Market and Fund Performance Overview

For the 12-month period ended December 31, 2020, BNY Mellon Investment Portfolios, MidCap Stock Portfolio’s Initial shares produced a total return of 8.11%, and its Service shares produced a total return of 7.85%.1 In comparison, the fund’s benchmark, the S&P MidCap 400® Index (the “Index”), produced a total return of 13.66% for the same period.2

Mid-cap stocks posted gains over the reporting period, bolstered by supportive central bank policies during the COVID-19 pandemic. The fund lagged the Index, primarily due to security selection shortfalls in the industrials, information technology and consumer discretionary sectors.

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 quantitative-modeling techniques, fundamental analysis and risk management. Consistency of returns compared to the Index is a primary goal of the investment process.

The portfolio managers select 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 stock selection model that measures a diverse set of corporate characteristics to identify and rank stocks based on valuation, momentum, sentiment and earnings quality measures.

Next, the fund’s portfolio managers construct the portfolio through a risk-controlled process, focusing on stock selection, as opposed to making proactive decisions as to industry and sector exposure. The portfolio managers seek 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.

Central Bank Policy and COVID-19 Influence Markets

After an optimistic end to 2019, markets gave way to extreme risk aversion in early 2020, as the global scope of the COVID-19 pandemic became apparent. Equity valuations in the U.S. remained robust throughout January and February 2020, while markets in areas that experienced the virus earlier, such as China, began to experience volatility closer to the start of the calendar year. Financial markets also had to contend with a second major shock in the form of an oil-price war between Saudi Arabia and Russia, which caused oil prices to fall precipitously in March 2020. Worldwide, governments and central banks launched an

2

 

unprecedented array of fiscal initiatives that sought to offset the economic impact of widespread lockdown measures and bolster asset prices. The intervention provided comfort to investors, and indices began to rally towards the end of March 2020. Supported by the intervention, equities generally went on to stage a recovery that lasted through August 2020. However, the recovery was company and sector specific, as several industries that remained affected by COVID-19 prevention procedures did not fully participate.

In September 2020, volatility crept back into equity markets, as increasing COVID-19 infection rates began to concern investors. By October, several countries had begun to reinstitute some degree of behavioral restriction among residents in order to stem the spread of the virus. In addition, mounting political rhetoric in the U.S. due to the election, renewed trade difficulties between the U.S. and China, and other geopolitical events stoked investor anxiety. However, resolution in the U.S. presidential election and promising progress towards a COVID-19 vaccine during the month of November 2020 helped stocks resurrect their upward momentum. December 2020 brought vaccine approvals and passage of another U.S. fiscal stimulus package, both of which helped to support the rally which lasted through the end of the year.

According to the S&P family of indices, large-cap stocks generally outperformed their mid- and small-cap counterparts during the period.

Security Selections Drove Fund Performance

The fund’s performance compared to the Index was constrained by stock selection shortfalls across the industrials, information technology and consumer discretionary sectors. The industrials sector, particularly within the aerospace and defense and construction and engineering industries, was the primary driver of underperformance. The spread of COVID-19 drastically reduced demand for products and services from these market segments, negatively affecting stock prices. Negative security selection within the semiconductor and semiconductor equipment industry in the information technology sector also weighed on relative results. Within the consumer discretionary sector, the hotels, restaurants and leisure industry was the hardest hit. Valuations in this market segment were also harmed by the pandemic, as a widespread lockdown canceled the majority of consumer demand for these businesses’ products. From an individual issuer perspective, food company Domino’s Pizza was among one of the top detractors for the period. A lack of exposure during the early part of the year to the well-performing pizza delivery company caused underperformance. The position was purchased later in the period, although sold prior to the end of the year after it graduated from the index. A position in office equipment company Xerox Holdings was among the leading detractors. Due to office closures and the trend toward working from home, investors became concerned that corporate clients would use Xerox Holdings’ products less. We have exited the position. Elsewhere in the markets, a position in real estate company Weingarten Realty Investors also provided a headwind. The stock came under pressure, as concerns mounted over tenants’ ability to pay rent amid widespread lockdowns and growing unemployment. A position in Brandywine Realty Trust also weighed on results.

The fund achieved better results in several other areas. Positioning within the financials and health care sectors was positive for results. An underweight to the underperforming financials sector benefited returns. An underweight exposure to bank stocks, which were hit particularly hard, due in part to the low rate environment during the year, was particularly

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

additive. Within health care, security selections within the health care technology industry provided a tailwind. From an individual issuer perspective, life science research company Bio-Rad Laboratories beat earnings expectations several times throughout the year, leading to substantial earnings momentum and gains during the period. Veeva Systems, which provides computing solutions for life sciences companies, was a top contributor to positive results as well. The company beat earnings expectations and raised guidance repeatedly during the 12 months. We have closed the position. Elsewhere in the markets, outdoor shoe and apparel company Deckers Outdoor was also among the leading performers. The company beat earnings several times throughout the year. The stock moved higher on positive financial results.

A Disciplined Approach to Stock Picking

As of the reporting period’s end, our quantitative models have continued to identify what we believe are attractive investment opportunities across a broad spectrum of mid-cap companies and industry groups. Investor preference for top line growth is a theme we observed in 2020. We had exposure to this theme and found the opportunity during the fourth quarter to add to this exposure. Stock market volatility experienced during the period may have provided opportunities to purchase the stocks of companies ranked highly by our process. When the fund’s holdings reach what we perceive to be fuller valuations, we expect to replace them with high-quality companies that display then-currently-attractive valuations in our model. In addition, we continue to maintain a broadly diversified portfolio.

January 15, 2021

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, 2021, 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.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

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.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund's exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

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.

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 stock performance.

4

 

FUND PERFORMANCE (Unaudited)

Comparison of change in value of a $10,000 investment in Initial shares and Service shares of BNY Mellon Investment Portfolios, MidCap Stock Portfolio with a hypothetical investment of $10,000 in the S&P MidCap 400® Index (the “Index”)

 Source: Lipper Inc.

Past performance is not predictive of future performance. 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 above graph compares a hypothetical investment of $10,000 investment made in each of the Initial shares and Service shares of BNY Mellon Investment Portfolios, MidCap Stock Portfolio on 12/31/10 to a hypothetical investment of $10,000 made in the Index on that date.

The fund’s performance shown in the line graph above takes into account all applicable fees and expenses. The Index provides investors with a benchmark for midsized companies. The Index measures the performance of midsized companies, reflecting the distinctive risk and return characteristics of this market segment. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

       

Average Annual Total Returns as of 12/31/2020

 

1 Year

5 Years

10 Years

Initial shares

8.11%

7.90%

10.02%

Service shares

7.85%

7.63%

9.75%

S&P MidCap 400® Index

13.66%

12.35%

11.51%

The performance data quoted represents past performance, which is no guarantee of future results. Share price and investment return fluctuate and an investor’s shares may be worth more or less than original cost upon redemption. Current performance may be lower or higher than the performance quoted. Go to www.im.bnymellon.com for the fund’s most recent month-end returns.

The fund’s Initial shares are not subject to a Rule 12b-1 fee. The fund’s Service shares are subject to a 0.25% annual Rule 12b-1 fee. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

5

 

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 July 1, 2020 to December 31, 2020. 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 December 31, 2020

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expense paid per $1,000

$5.01

$6.45

 

Ending value (after expenses)

$1,292.50

$1,290.80

 

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 December 31, 2020

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expense paid per $1,000

$4.42

$5.69

 

Ending value (after expenses)

$1,020.76

$1,019.51

 

Expenses are equal to the fund’s annualized expense ratio of .87% for Initial Shares and 1.12% for Service Shares, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS
December 31, 2020

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2%

         

Automobiles & Components - 2.1%

         

Adient

     

12,190

a

423,846

 

Dana

     

28,750

 

561,200

 

Gentex

     

35,640

 

1,209,265

 

Harley-Davidson

     

9,360

 

343,512

 

Thor Industries

     

4,880

 

453,791

 

Visteon

     

1,580

a

198,322

 
       

3,189,936

 

Banks - 6.7%

         

Associated Banc-Corp

     

46,810

 

798,110

 

Bank OZK

     

6,450

 

201,692

 

BOK Financial

     

5,150

 

352,672

 

Cathay General Bancorp

     

49,625

 

1,597,429

 

CIT Group

     

13,170

 

472,803

 

Comerica

     

8,510

 

475,369

 

East West Bancorp

     

9,960

 

505,072

 

Essent Group

     

15,470

 

668,304

 

First Citizens Bancshares, Cl. A

     

780

 

447,931

 

First Financial Bankshares

     

8,260

 

298,806

 

Glacier Bancorp

     

11,200

 

515,312

 

International Bancshares

     

17,530

 

656,323

 

KeyCorp

     

34,460

 

565,489

 

MGIC Investment

     

28,120

 

352,906

 

New York Community Bancorp

     

59,790

 

630,784

 

Prosperity Bancshares

     

5,080

 

352,349

 

Regions Financial

     

38,600

 

622,232

 

Western Alliance Bancorp

     

11,920

 

714,604

 
       

10,228,187

 

Capital Goods - 11.3%

         

Acuity Brands

     

9,240

 

1,118,872

 

AGCO

     

5,340

 

550,501

 

Axon Enterprise

     

2,370

a

290,396

 

Carlisle

     

2,780

 

434,180

 

Colfax

     

8,720

a,b

333,453

 

Crane

     

8,860

 

688,068

 

Curtiss-Wright

     

8,980

 

1,044,823

 

Donaldson

     

16,980

 

948,842

 

Dycom Industries

     

3,850

a

290,752

 

EMCOR Group

     

13,130

 

1,200,870

 

EnerSys

     

3,330

 

276,590

 

Fortune Brands Home & Security

     

4,100

 

351,452

 

GATX

     

1,630

 

135,583

 

7

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Capital Goods - 11.3% (continued)

         

Generac Holdings

     

4,950

a

1,125,679

 

Hubbell

     

2,740

 

429,605

 

ITT

     

12,680

 

976,614

 

Lennox International

     

690

 

189,039

 

Lincoln Electric Holdings

     

3,400

 

395,250

 

MasTec

     

9,630

a,b

656,573

 

Nordson

     

3,110

 

624,954

 

Owens Corning

     

5,360

 

406,074

 

Regal Beloit

     

6,580

 

808,090

 

Simpson Manufacturing

     

5,730

 

535,468

 

Sunrun

     

5,740

a

398,241

 

Teledyne Technologies

     

890

a

348,862

 

The Middleby

     

2,800

a

360,976

 

The Timken Company

     

15,950

 

1,233,892

 

Trex

     

5,240

a,b

438,693

 

Trinity Industries

     

7,420

b

195,814

 

Univar Solutions

     

13,430

a

255,304

 

Watsco

     

1,300

 

294,515

 
       

17,338,025

 

Commercial & Professional Services - 2.5%

         

Clean Harbors

     

7,330

a

557,813

 

CoreLogic

     

5,120

 

395,878

 

FTI Consulting

     

3,020

a

337,394

 

Healthcare Services Group

     

7,940

 

223,114

 

Herman Miller

     

6,000

 

202,800

 

HNI

     

16,600

 

572,036

 

IAA

     

6,070

a

394,429

 

Insperity

     

4,230

 

344,407

 

ManpowerGroup

     

4,610

 

415,730

 

Tetra Tech

     

3,110

 

360,076

 
       

3,803,677

 

Consumer Durables & Apparel - 4.5%

         

Brunswick

     

7,940

 

605,346

 

Carter's

     

4,860

 

457,180

 

Deckers Outdoor

     

4,630

a

1,327,791

 

Helen of Troy

     

1,720

a,b

382,167

 

Peloton Interactive, Cl. A

     

3,910

a

593,225

 

Polaris

     

7,960

 

758,429

 

PulteGroup

     

4,420

 

190,590

 

PVH

     

2,990

 

280,731

 

Tempur Sealy International

     

29,310

a

791,370

 

Toll Brothers

     

4,410

 

191,703

 

TopBuild

     

3,510

a

646,121

 

8

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Consumer Durables & Apparel - 4.5% (continued)

         

TRI Pointe Group

     

33,840

a,b

583,740

 

Whirlpool

     

690

 

124,538

 
       

6,932,931

 

Consumer Services - 4.9%

         

Adtalem Global Education

     

6,620

a

224,749

 

Boyd Gaming

     

17,960

 

770,843

 

Caesars Entertainment

     

13,320

a

989,276

 

Chipotle Mexican Grill

     

340

a

471,481

 

Churchill Downs

     

930

b

181,155

 

Graham Holdings, Cl. B

     

960

 

512,045

 

Grand Canyon Education

     

4,070

a

378,958

 

Jack in the Box

     

6,470

 

600,416

 

Marriott Vacations Worldwide

     

1,680

 

230,530

 

Papa John's International

     

4,270

 

362,309

 

Penn National Gaming

     

10,190

a,b

880,110

 

Planet Fitness, Cl. A

     

5,960

a

462,675

 

Scientific Games

     

4,490

a

186,290

 

Service Corp. International

     

15,770

 

774,307

 

Strategic Education

     

1,180

 

112,489

 

WW International

     

4,020

a

98,088

 

Wyndham Destinations

     

7,930

 

355,740

 
       

7,591,461

 

Diversified Financials - 3.5%

         

Eaton Vance

     

8,110

 

550,912

 

Evercore, Cl. A

     

1,740

 

190,774

 

FactSet Research Systems

     

1,110

 

369,075

 

Federated Hermes

     

16,330

 

471,774

 

Interactive Brokers Group, Cl. A

     

4,770

 

290,588

 

Janus Henderson Group

     

10,300

 

334,853

 

Jefferies Financial Group

     

21,560

 

530,376

 

OneMain Holdings

     

8,520

 

410,323

 

PROG Holdings

     

4,950

 

266,657

 

SEI Investments

     

24,380

 

1,401,119

 

Stifel Financial

     

10,845

 

547,239

 
       

5,363,690

 

Energy - 2.1%

         

Antero Midstream

     

40,710

 

313,874

 

ChampionX

     

15,940

a

243,882

 

CNX Resources

     

15,010

a

162,108

 

EQT

     

12,340

 

156,841

 

Equitrans Midstream

     

34,090

 

274,084

 

Halliburton

     

14,770

 

279,153

 

Marathon Oil

     

47,470

 

316,625

 

9

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Energy - 2.1% (continued)

         

Murphy Oil

     

43,670

 

528,407

 

NOV

     

21,360

a

293,273

 

World Fuel Services

     

10,600

 

330,296

 

WPX Energy

     

44,690

a

364,223

 
       

3,262,766

 

Food & Staples Retailing - .9%

         

BJ's Wholesale Club Holdings

     

11,020

a

410,826

 

Casey's General Stores

     

3,510

 

626,956

 

Sprouts Farmers Market

     

16,880

a

339,288

 
       

1,377,070

 

Food, Beverage & Tobacco - 1.5%

         

Campbell Soup

     

4,340

 

209,839

 

Conagra Brands

     

3,750

 

135,975

 

Darling Ingredients

     

8,540

a

492,587

 

Flowers Foods

     

30,740

 

695,646

 

The Boston Beer Company, Cl. A

     

380

a

377,830

 

The Hain Celestial Group

     

5,810

a

233,272

 

TreeHouse Foods

     

4,520

a

192,055

 
       

2,337,204

 

Health Care Equipment & Services - 6.2%

         

Acadia Healthcare

     

5,340

a

268,389

 

Align Technology

     

970

a

518,349

 

Amedisys

     

2,730

a

800,791

 

AmerisourceBergen

     

2,180

 

213,117

 

Cantel Medical

     

3,430

 

270,490

 

Chemed

     

2,070

 

1,102,503

 

DaVita

     

1,500

a

176,100

 

Globus Medical, Cl. A

     

5,060

a

330,013

 

Haemonetics

     

1,280

a

152,000

 

HealthEquity

     

2,760

a

192,400

 

Hill-Rom Holdings

     

8,220

 

805,313

 

ICU Medical

     

830

a

178,027

 

LHC Group

     

2,010

a

428,773

 

McKesson

     

860

 

149,571

 

Molina Healthcare

     

3,310

a

703,971

 

Neogen

     

4,250

a

337,025

 

NuVasive

     

4,660

a

262,498

 

Patterson Companies

     

6,580

 

194,965

 

Quidel

     

1,140

a

204,801

 

Steris

     

7,170

 

1,359,002

 

Teladoc Health

     

2,220

a,b

443,911

 

Tenet Healthcare

     

10,100

a

403,293

 
       

9,495,302

 

10

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Household & Personal Products - .6%

         

Nu Skin Enterprises, Cl. A

     

12,770

 

697,625

 

The Clorox Company

     

840

 

169,613

 
       

867,238

 

Insurance - 4.2%

         

First American Financial

     

12,020

 

620,593

 

Globe Life

     

7,850

 

745,436

 

Kemper

     

9,700

 

745,251

 

Mercury General

     

4,080

 

213,017

 

Primerica

     

15,195

 

2,035,066

 

Reinsurance Group of America

     

4,070

 

471,713

 

RenaissanceRe Holdings

     

1,680

 

278,578

 

Selective Insurance Group

     

6,030

 

403,889

 

The Hanover Insurance Group

     

5,770

 

674,628

 

White Mountains Insurance Group

     

210

 

210,139

 
       

6,398,310

 

Materials - 5.1%

         

Avient

     

10,320

 

415,690

 

Compass Minerals International

     

2,750

 

169,730

 

Eagle Materials

     

7,430

 

753,030

 

Element Solutions

     

10,410

 

184,569

 

FMC

     

980

 

112,631

 

Graphic Packaging Holding

     

26,360

 

446,538

 

Ingevity

     

1,720

a

130,256

 

Louisiana-Pacific

     

11,470

 

426,340

 

Minerals Technologies

     

8,250

 

512,490

 

NewMarket

     

840

 

334,564

 

Reliance Steel & Aluminum

     

10,600

 

1,269,350

 

RPM International

     

10,020

 

909,616

 

Silgan Holdings

     

11,280

 

418,262

 

The Chemours Company

     

14,670

 

363,669

 

The Scotts Miracle-Gro Company

     

3,180

 

633,265

 

Valvoline

     

17,750

 

410,735

 

Worthington Industries

     

6,000

 

308,040

 
       

7,798,775

 

Media & Entertainment - 2.2%

         

Cable One

     

300

 

668,316

 

Cinemark Holdings

     

13,690

b

238,343

 

DISH Network, Cl. A

     

6,220

a

201,155

 

Lions Gate Entertainment, Cl. A

     

18,050

a,b

205,229

 

Take-Two Interactive Software

     

770

a

159,998

 

The Interpublic Group of Companies

     

6,390

 

150,293

 

The New York Times Company, Cl. A

     

16,440

 

851,099

 

World Wrestling Entertainment, Cl. A

     

2,980

 

143,189

 

11

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Media & Entertainment - 2.2% (continued)

         

Yelp

     

17,560

a

573,685

 

Zillow Group, Cl. C

     

1,200

a

155,760

 
       

3,347,067

 

Pharmaceuticals Biotechnology & Life Sciences - 5.4%

         

Bio-Rad Laboratories, Cl. A

     

1,440

a

839,434

 

Bio-Techne

     

870

 

276,269

 

Catalent

     

7,000

a

728,490

 

Charles River Laboratories International

     

6,780

a

1,694,051

 

Emergent BioSolutions

     

3,650

a

327,040

 

Exelixis

     

23,510

a

471,846

 

Halozyme Therapeutics

     

5,090

a,b

217,394

 

Jazz Pharmaceuticals

     

3,450

a

569,422

 

Medpace Holdings

     

1,680

a

233,856

 

PRA Health Sciences

     

5,220

a

654,797

 

Prestige Consumer Healthcare

     

6,300

a

219,681

 

Repligen

     

6,060

a

1,161,278

 

Seagen

     

2,510

a

439,601

 

Syneos Health

     

5,500

a

374,715

 

United Therapeutics

     

1,110

a

168,487

 
       

8,376,361

 

Real Estate - 8.8%

         

Brandywine Realty Trust

     

91,300

c

1,087,383

 

Camden Property Trust

     

4,920

c

491,606

 

CoreSite Realty

     

1,250

c

156,600

 

Corporate Office Properties Trust

     

46,760

c

1,219,501

 

Cousins Properties

     

18,540

c

621,090

 

CyrusOne

     

1,960

c

143,374

 

EastGroup Properties

     

4,940

c

682,016

 

First Industrial Realty Trust

     

46,870

c

1,974,633

 

Gaming & Leisure Properties

     

26

c

1,102

 

Healthcare Realty Trust

     

20,130

c

595,848

 

Highwoods Properties

     

17,200

c

681,636

 

Lamar Advertising, Cl. A

     

16,875

c

1,404,337

 

Life Storage

     

5,050

c

602,919

 

Omega Healthcare Investors

     

17,800

c

646,496

 

Physicians Realty Trust

     

20,030

c

356,534

 

PS Business Parks

     

9,850

c

1,308,769

 

Sabra Health Care REIT

     

22,550

c

391,693

 

Service Properties Trust

     

27,895

c

320,514

 

Weingarten Realty Investors

     

37,580

c

814,359

 
       

13,500,410

 

Retailing - 3.6%

         

AutoNation

     

5,750

a

401,292

 

12

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Retailing - 3.6% (continued)

         

Dick's Sporting Goods

     

7,420

 

417,078

 

Foot Locker

     

8,290

 

335,248

 

Kohl's

     

14,380

 

585,122

 

Lithia Motors, Cl. A

     

1,990

 

582,413

 

Murphy USA

     

2,320

 

303,618

 

Nordstrom

     

9,410

b

293,686

 

Ollie's Bargain Outlet Holdings

     

5,010

a,b

409,668

 

Pool

     

900

 

335,250

 

RH

     

1,690

a

756,309

 

Wayfair, Cl. A

     

1,880

a,b

424,523

 

Williams-Sonoma

     

6,870

 

699,641

 
       

5,543,848

 

Semiconductors & Semiconductor Equipment - 5.6%

         

Cirrus Logic

     

9,890

a

812,958

 

Enphase Energy

     

8,380

a

1,470,439

 

First Solar

     

6,080

a

601,434

 

MKS Instruments

     

2,180

 

327,981

 

Monolithic Power Systems

     

3,420

 

1,252,507

 

Qorvo

     

1,370

a

227,790

 

Semtech

     

8,660

a

624,299

 

Silicon Laboratories

     

4,240

a

539,922

 

SolarEdge Technologies

     

1,200

a

382,944

 

Synaptics

     

3,570

a,b

344,148

 

Teradyne

     

15,800

 

1,894,262

 

Universal Display

     

870

 

199,926

 
       

8,678,610

 

Software & Services - 8.0%

         

Alliance Data Systems

     

6,950

 

514,995

 

CACI International, Cl. A

     

3,330

a

830,269

 

CDK Global

     

4,340

 

224,942

 

Ceridian HCM Holding

     

4,570

a

486,979

 

Concentrix

     

3,260

a

321,762

 

DocuSign

     

1,860

a

413,478

 

Fair Isaac

     

2,250

a

1,149,840

 

Fortinet

     

1,360

a

202,001

 

HubSpot

     

1,160

a

459,870

 

J2 Global

     

10,640

a,b

1,039,422

 

KBR

     

19,230

 

594,784

 

Leidos Holdings

     

3,590

 

377,381

 

Manhattan Associates

     

4,740

a

498,553

 

Medallia

     

14,690

a,b

488,002

 

Nuance Communications

     

10,650

a,b

469,558

 

Palo Alto Networks

     

1,470

a

522,423

 

13

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.2% (continued)

         

Software & Services - 8.0% (continued)

         

Paylocity Holding

     

1,620

a

333,574

 

PTC

     

4,350

a

520,303

 

Qualys

     

3,760

a

458,231

 

Splunk

     

2,780

a

472,294

 

Teradata

     

7,580

a

170,323

 

Twilio, Cl. A

     

1,410

a

477,285

 

WEX

     

5,920

a

1,204,898

 
       

12,231,167

 

Technology Hardware & Equipment - 4.6%

         

Arrow Electronics

     

5,470

a

532,231

 

Avnet

     

19,150

 

672,356

 

Ciena

     

18,200

a

961,870

 

Cognex

     

9,870

 

792,413

 

II-VI

     

7,350

a,b

558,306

 

InterDigital

     

5,780

 

350,730

 

Jabil

     

4,410

 

187,557

 

Lumentum Holdings

     

6,240

a

591,552

 

NCR

     

19,180

a

720,593

 

NETSCOUT Systems

     

8,270

a

226,763

 

SYNNEX

     

3,260

 

265,494

 

Trimble

     

14,360

a

958,817

 

Zebra Technologies, Cl. A

     

570

a

219,068

 
       

7,037,750

 

Telecommunication Services - .1%

         

Telephone & Data Systems

     

8,490

 

157,659

 

Transportation - 1.4%

         

Avis Budget Group

     

10,340

a

385,682

 

Kansas City Southern

     

660

 

134,726

 

Old Dominion Freight Line

     

1,775

 

346,445

 

Werner Enterprises

     

6,750

 

264,735

 

XPO Logistics

     

8,250

a

983,400

 
       

2,114,988

 

Utilities - 3.4%

         

Black Hills

     

4,760

 

292,502

 

Hawaiian Electric Industries

     

15,240

 

539,344

 

IDACORP

     

11,750

 

1,128,352

 

MDU Resources Group

     

26,510

 

698,273

 

NorthWestern

     

4,050

 

236,156

 

OGE Energy

     

36,770

 

1,171,492

 

ONE Gas

     

9,010

 

691,698

 

Spire

     

8,270

 

529,611

 
       

5,287,428

 

Total Common Stocks (cost $120,591,713)

     

152,259,860

 

14

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - .8%

         

Registered Investment Companies - .8%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $1,225,389)

 

0.09

 

1,225,389

d

1,225,389

 
               

Investment of Cash Collateral for Securities Loaned - .5%

         

Registered Investment Companies - .5%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $827,423)

 

0.05

 

827,423

d

827,423

 

Total Investments (cost $122,644,525)

 

100.5%

 

154,312,672

 

Liabilities, Less Cash and Receivables

 

(.5%)

 

(802,242)

 

Net Assets

 

100.0%

 

153,510,430

 


REIT—Real Estate Investment Trust

aNon-income producing security.

bSecurity, or portion thereof, on loan. At December 31, 2020, the value of the fund’s securities on loan was $7,655,641 and the value of the collateral was $7,864,881, consisting of cash collateral of $827,423 and U.S. Government & Agency securities valued at $7,037,458.

cInvestment in real estate investment trust within the United States.

dInvestment 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 (%)

Information Technology

18.2

Consumer Discretionary

15.2

Industrials

15.2

Financials

14.3

Health Care

11.6

Real Estate

8.8

Materials

5.1

Utilities

3.4

Consumer Staples

3.0

Communication Services

2.3

Energy

2.1

Investment Companies

1.3

 

100.5


 Based on net assets.

See notes to financial statements.

15

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

                   

Investment Companies

Value
12/31/19 ($)

Purchases ($)

Sales ($)

Value
12/31/20 ($)

Net
Assets(%)

Dividends/
Distributions ($)

Registered Investment Companies;

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

1,003,692

23,740,514

(23,518,817)

1,225,389

.8

4,986

Investment of Cash Collateral for Securities Loaned:††

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

386,235

9,797,325

(10,183,560)

-

-

21,650†††

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares

-

2,516,219

(1,688,796)

827,423

.5

3,139†††

Total

1,389,927

36,054,058

(35,391,173)

2,052,812

1.3

29,775

 Included reinvested dividends/distributions.
†† Effective November 9, 2020, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares.
††† 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.

16

 

STATEMENT OF ASSETS AND LIABILITIES
December 31, 2020

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $7,655,641)—Note 1(c):

 

 

 

Unaffiliated issuers

120,591,713

 

152,259,860

 

Affiliated issuers

 

2,052,812

 

2,052,812

 

Receivable for shares of Beneficial Interest subscribed

 

123,317

 

Dividends and securities lending income receivable

 

99,945

 

Prepaid expenses

 

 

 

 

2,831

 

 

 

 

 

 

154,538,765

 

Liabilities ($):

 

 

 

 

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

 

119,224

 

Liability for securities on loan—Note 1(c)

 

827,423

 

Payable for shares of Beneficial Interest redeemed

 

13,052

 

Trustees’ fees and expenses payable

 

1,464

 

Other accrued expenses

 

 

 

 

67,172

 

 

 

 

 

 

1,028,335

 

Net Assets ($)

 

 

153,510,430

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

120,057,772

 

Total distributable earnings (loss)

 

 

 

 

33,452,658

 

Net Assets ($)

 

 

153,510,430

 

       

Net Asset Value Per Share

Initial Shares

Service Shares

 

Net Assets ($)

75,648,823

77,861,607

 

Shares Outstanding

3,795,707

3,923,755

 

Net Asset Value Per Share ($)

19.93

19.84

 

 

 

 

 

See notes to financial statements.

 

 

 

17

 

STATEMENT OF OPERATIONS
Year Ended December 31, 2020

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $1,491 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

2,166,876

 

Affiliated issuers

 

 

4,863

 

Income from securities lending—Note 1(c)

 

 

24,789

 

Interest

 

 

180

 

Total Income

 

 

2,196,708

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

979,797

 

Distribution fees—Note 3(b)

 

 

161,947

 

Professional fees

 

 

84,325

 

Prospectus and shareholders’ reports

 

 

18,533

 

Chief Compliance Officer fees—Note 3(b)

 

 

13,982

 

Custodian fees—Note 3(b)

 

 

10,326

 

Trustees’ fees and expenses—Note 3(c)

 

 

8,708

 

Loan commitment fees—Note 2

 

 

4,944

 

Shareholder servicing costs—Note 3(b)

 

 

1,413

 

Miscellaneous

 

 

17,872

 

Total Expenses

 

 

1,301,847

 

Investment Income—Net

 

 

894,861

 

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

 

 

Net realized gain (loss) on investments

3,458,899

 

Capital gain distributions from affiliated issuers

123

 

Net Realized Gain (Loss)

 

 

3,459,022

 

Net change in unrealized appreciation (depreciation) on investments

6,471,918

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

9,930,940

 

Net Increase in Net Assets Resulting from Operations

 

10,825,801

 

 

 

 

 

 

 

 

See notes to financial statements.

         

18

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

Year Ended December 31,

 

 

 

 

2020

 

2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

894,861

 

 

 

921,708

 

Net realized gain (loss) on investments

 

3,459,022

 

 

 

(2,572,437)

 

Net change in unrealized appreciation
(depreciation) on investments

 

6,471,918

 

 

 

28,415,232

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

10,825,801

 

 

 

26,764,503

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(552,702)

 

 

 

(6,099,962)

 

Service Shares

 

 

(343,563)

 

 

 

(5,546,134)

 

Total Distributions

 

 

(896,265)

 

 

 

(11,646,096)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Initial Shares

 

 

7,458,751

 

 

 

3,870,606

 

Service Shares

 

 

14,678,777

 

 

 

10,588,703

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Initial Shares

 

 

552,702

 

 

 

6,099,962

 

Service Shares

 

 

343,563

 

 

 

5,546,134

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(13,780,638)

 

 

 

(13,408,861)

 

Service Shares

 

 

(16,960,443)

 

 

 

(12,102,125)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

(7,707,288)

 

 

 

594,419

 

Total Increase (Decrease) in Net Assets

2,222,248

 

 

 

15,712,826

 

Net Assets ($):

 

Beginning of Period

 

 

151,288,182

 

 

 

135,575,356

 

End of Period

 

 

153,510,430

 

 

 

151,288,182

 

Capital Share Transactions (Shares):

 

Initial Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

456,232

 

 

 

216,730

 

Shares issued for distributions reinvested

 

 

45,155

 

 

 

351,583

 

Shares redeemed

 

 

(828,281)

 

 

 

(752,804)

 

Net Increase (Decrease) in Shares Outstanding

(326,894)

 

 

 

(184,491)

 

Service Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

938,110

 

 

 

600,304

 

Shares issued for distributions reinvested

 

 

28,138

 

 

 

320,957

 

Shares redeemed

 

 

(1,060,385)

 

 

 

(685,012)

 

Net Increase (Decrease) in Shares Outstanding

(94,137)

 

 

 

236,249

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

               

19

 

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.

             
     
     
   

Year Ended December 31,

Initial Shares

 

2020

2019

2018

2017

2016

Per Share Data ($):

           

Net asset value, beginning of period

 

18.64

16.80

22.56

20.09

18.95

Investment Operations:

           

Investment income—neta

 

.13

.13

.12

.10

.21

Net realized and unrealized
gain (loss) on investments

 

1.30

3.15

(3.19)

2.92

2.50

Total from Investment Operations

 

1.43

3.28

(3.07)

3.02

2.71

Distributions:

           

Dividends from
investment income—net

 

(.14)

(.12)

(.13)

(.22)

(.21)

Dividends from
net realized gain on investments

 

-

(1.32)

(2.56)

(.33)

(1.36)

Total Distributions

 

(.14)

(1.44)

(2.69)

(.55)

(1.57)

Net asset value, end of period

 

19.93

18.64

16.80

22.56

20.09

Total Return (%)

 

8.11

20.18

(15.49)

15.38

15.47

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

 

.87

.86

.86

.87

.85

Ratio of net investment income
to average net assets

 

.81

.73

.59

.50

1.16

Portfolio Turnover Rate

 

92.40

82.88

68.02

64.86

65.52

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

 

75,649

76,835

72,374

92,776

123,226


a
 Based on average shares outstanding.

See notes to financial statements.

20

 

             
     
     
   

Year Ended December 31,

Service Shares

 

2020

2019

2018

2017

2016

Per Share Data ($):

           

Net asset value, beginning of period

 

18.53

16.71

22.45

20.00

18.88

Investment Operations:

           

Investment income—neta

 

.09

.09

.07

.06

.17

Net realized and unrealized
gain (loss) on investments

 

1.31

3.12

(3.18)

2.90

2.47

Total from Investment Operations

 

1.40

3.21

(3.11)

2.96

2.64

Distributions:

           

Dividends from
investment income—net

 

(.09)

(.07)

(.07)

(.18)

(.16)

Dividends from
net realized gain on investments

 

-

(1.32)

(2.56)

(.33)

(1.36)

Total Distributions

 

(.09)

(1.39)

(2.63)

(.51)

(1.52)

Net asset value, end of period

 

19.84

18.53

16.71

22.45

20.00

Total Return (%)

 

7.85

19.85

(15.69)

15.04

15.20

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

 

1.12

1.11

1.11

1.12

1.10

Ratio of net investment income
to average net assets

 

.56

.48

.34

.28

.94

Portfolio Turnover Rate

 

92.40

82.88

68.02

64.86

65.52

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

 

77,862

74,454

63,202

76,948

63,972


a
 Based on average shares outstanding.

See notes to financial statements.

21

 

NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

MidCap Stock Portfolio (the “fund”) is a separate diversified series of BNY Mellon Investment Portfolios (the “Company”), 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.

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 Company 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 Securities and Exchange Commission (“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

22

 

estimates and assumptions. Actual results could differ from those estimates.

The Company 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).

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:

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

23

 

NOTES TO FINANCIAL STATEMENTS (continued)

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 Depository 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 (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 Company’s Board of Trustees (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.

The following is a summary of the inputs used as of December 31, 2020 in valuing the fund’s investments:

24

 

         
 

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

152,259,860

-

-

152,259,860

Investment Companies

2,052,812

-

-

2,052,812

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

(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 December 31, 2020, 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 The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, 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, The Bank of New York 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

25

 

NOTES TO FINANCIAL STATEMENTS (continued)

maturity of security lending transactions are on an overnight and continuous basis. During the period ended December 31, 2020, The Bank of New York Mellon earned $4,961 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) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. 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. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net 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

26

 

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

As of and during the period ended December 31, 2020, 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 December 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the four-year period ended December 31, 2020 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At December 31, 2020, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $922,462, undistributed capital gains $1,096,701 and unrealized appreciation $31,433,495.

The tax character of distributions paid to shareholders during the fiscal periods ended December 31, 2020 and December 31, 2019 were as follows: ordinary income $896,265 and $799,710, and long-term capital gains $0 and $10,846,386, respectively.

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 The Bank of New York 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. Prior to September 30, 2020, the Citibank Credit Facility was $927 million with Tranche A available in an amount equal to $747 million and Tranche B available in an amount equal to $180 million. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. 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

27

 

NOTES TO FINANCIAL STATEMENTS (continued)

at the time of borrowing. During the period ended December 31, 2020, 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 .75% of the value of the fund's average daily net assets and is payable monthly. The Adviser has contractually agreed, from May 1, 2020 through May 1, 2021, to waive receipt of its fees and/or assume the expenses of the fund, so that the direct expenses of the fund (excluding Rule 12b-1 Distribution Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.00%. On or after May 1, 2021, the Adviser may terminate this expense limitation at any time. During the period ended December 31, 2020, there were no reduction in expense pursuant to undertaking.

(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 December 31, 2020, Service shares were charged $161,947 pursuant to the Distribution Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an 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 BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of

28

 

amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended December 31, 2020, the fund was charged $1,237 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon 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 December 31, 2020, the fund was charged $10,326 pursuant to the custody agreement.

During the period ended December 31, 2020, the fund was charged $13,982 for services performed by the 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 fees of $95,942, Distribution Plan fees of $16,089, custodian fees of $4,056, Chief Compliance Officer fees of $2,903 and transfer agency fees of $234.

(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 December 31, 2020, amounted to $120,427,615 and $128,364,915, respectively.

At December 31, 2020, the cost of investments for federal income tax purposes was $122,879,177; accordingly, accumulated net unrealized appreciation on investments was $31,433,495, consisting of $34,746,746 gross unrealized appreciation and $3,313,251 gross unrealized depreciation.

29

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of MidCap Stock Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of MidCap Stock Portfolio (the “Fund”) (one of the funds constituting BNY Mellon Investment Portfolios), including the statements of investments and investments in affiliated issuers, as of December 31, 2020, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Investment Portfolios) at December 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2020, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.

New York, New York
February 9, 2021

30

 

IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the portfolio hereby reports 100% of the ordinary dividends paid during the fiscal year ended December 31, 2020 as qualifying for the corporate dividends received deduction. Shareholders will receive notification in early 2021 of the percentage applicable to the preparation of their 2020 income tax returns.

31

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on July 20-21, 2020, 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 (the “Agreement”). 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. In considering the renewal of the 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.

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 retail direct or 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. 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 small-cap core funds underlying variable insurance products (“VIPs”) selected by Broadridge as comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all small-cap core funds underlying VIPs (the “Performance Universe”), all for various periods ended May 31, 2020, and (2) the fund’s actual and contractual management fees and total expenses with those of the same

32

 

group of funds in the Performance Group (the “Expense Group”) and with a broader group of small-cap core funds underlying VIPs with similar 12b-1/non12b-1 structures, excluding outliers (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 discussed with representatives of the Adviser the results of the comparisons and considered that the fund’s total return performance was at or above the Performance Group and Performance Universe medians for all periods, except the three- and four-year periods when performance was below the medians and the five-year period when it was below the Performance Universe median. 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.

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 provided by the Adviser. 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 and Expense Universe actual management fee medians and the fund’s total expenses were slightly higher than the Expense Group and Expense Universe total expenses medians.

Representatives of the Adviser stated that the Adviser has contractually agreed, until May 1, 2021, to waive receipt of its fees and/or assume the direct expenses of the fund so that the direct expenses of none of its classes (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.00% of the fund’s average daily net assets.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund (the “Similar Funds”), and explained the nature of the Similar Funds. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Funds to evaluate the appropriateness of the fund’s management fee. Representatives of the

33

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)

Adviser noted that there were no separate accounts and/or other types of client portfolios advised by the Adviser that are considered to have similar investment strategies and policies as 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 Agreement, considered in relation to the mix of services provided by the Adviser, including the nature, extent and quality of such services, supported the renewal of the Agreement 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 stated that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that the Adviser may have realized any economies of scale would be less. 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 from acting as investment adviser 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 Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

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

· The Board was satisfied with the fund’s improved performance.

34

 

· The Board concluded that the fee paid to the 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 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 Agreement, 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, of the Adviser and the services provided to the fund by the 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 Agreement, 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 Agreement 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 their 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 Agreement.

35

 

BOARD MEMBERS INFORMATION (Unaudited)
INDEPENDENT BOARD MEMBERS

Joseph S. DiMartino (77)
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:

· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)

Other Public Company Board Memberships During Past 5 Years:

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-Present)

No. of Portfolios for which Board Member Serves: 109

———————

Francine J. Bovich (69)
Board Member (2015)
Principal Occupation During Past 5 Years:

· Trustee, The Bradley Trusts, private trust funds (2011-Present)

Other Public Company Board Memberships During Past 5 Years:

· Annaly Capital Management, Inc., a real estate investment trust, Director (2014-Present)

No. of Portfolios for which Board Member Serves: 66

———————

J. Charles Cardona (65)
Board Member (2014)
Principal Occupation During Past 5 Years:

· BNY Mellon Liquidity Funds, Director (2004-Present) and Chairman (since 2019)

· President and Director of the Adviser (2008-2016)

· Chief Executive Officer of Dreyfus Cash Investment Strategies, a division of the Adviser (2009-2016)

· Chairman (2013 – 2016) Director (2005-2016) and Executive Vice President (2006-2015) of the Distributor

Other Public Company Board Memberships During Past 5 Years:

· BNY Mellon ETF Trust, Chairman and Trustee (2020-Present)

No. of Portfolios for which Board Member Serves: 38

———————

Gordon J. Davis (79)
Board Member (2012)
Principal Occupation During Past 5 Years:

· Partner in the law firm of Venable LLP (2012-Present)

No. of Portfolios for which Board Member Serves: 48

———————

36

 

Andrew J. Donohue (70)
Board Member (2019)
Principal Occupation During Past 5 Years:

· Of Counsel, Shearman & Sterling LLP (2017-2019)

· Chief of Staff to the Chair of the SEC (2015-2017)

· Managing Director and Investment Company General Counsel of Goldman Sachs (2012-2015)

· Attorney, Solo Law Practice (2019-Present)

Other Public Company Board Memberships During Past 5 Years:

· Oppenheimer Funds (58 funds), Director (2017-2019)

No. of Portfolios for which Board Member Serves: 52

———————

Isabel P. Dunst (73)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Hogan Lovells LLP, a law firm, Senior Counsel (2018-2019); Of Counsel (2015-2018); Partner (1990-2014)

· Member of the Board of Governors, Hebrew Union College Jewish Institute of Religion (2015-Present)

· Board Member, Bend the ARC, a civil rights organization, (2016- Present)

No. of Portfolios for which Board Member Serves: 30

———————

Nathan Leventhal (77)
Board Member (2009)
Principal Occupation During Past 5 Years:

· President Emeritus of Lincoln Center for the Performing Arts (2001-Present)

· President of the Palm Beach Opera (2016-Present)

Other Public Company Board Memberships During Past 5 Years:

· Movado Group, Inc., a public company that designs, sources, markets and distributes watches Director (2003-Present)

No. of Portfolios for which Board Member Serves: 44

———————

37

 

BOARD MEMBERS INFORMATION (Unaudited) (continued)
INDEPENDENT BOARD MEMBERS (continued)

Robin A. Melvin (57)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Co-Chair, Mentor Illinois, a non-profit organization dedicated to increasing the quality of mentoring services in Illinois (2014 - 2020); Board member, Mentor Illinois (2013-2020)

· Trustee, Westover School, a private girls' boarding school in Middlebury, Connecticut (2019-Present)

No. of Portfolios for which Board Member Serves: 87

———————

Roslyn M. Watson (71)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Principal, Watson Ventures, Inc., a real estate investment company (1993-Present)

Other Public Company Board Memberships During Past 5 Years:

· American Express Bank, FSB, Director (1993-2018)

No. of Portfolios for which Board Member Serves: 52

———————

Benaree Pratt Wiley (74)
Board Member (2009)
Principal Occupation During Past 5 Years:

· Principal, The Wiley Group, a firm specializing in strategy and business development (2005-Present)

Other Public Company Board Memberships During Past 5 Years:

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2008-Present)

· Blue Cross Blue Shield of Massachusetts, Director (2004-Present)

No. of Portfolios for which Board Member Serves: 70

———————

Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80. The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc. 240 Greenwich Street, New York, New York 10286. Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.

Clifford L. Alexander, Jr., Emeritus Board Member
Whitney I. Gerard, Emeritus Board Member
George L. Perry, Emeritus Board Member

38

 

OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Head of North America Product, BNY Mellon Investment Management since January 2018, Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017; Head of US Retail Product and Channel Marketing, BNY Mellon Investment Management from January 2014 to December 2015. He is an officer of 62 investment companies (comprised of 117 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 42 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Director-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 62 years old and has been an employee of the Adviser since April 1985.

BENNETT A. MACDOUGALL, Chief Legal Officer since October 2015.

Chief Legal Officer of the Adviser and Associate General Counsel and Managing Director of BNY Mellon since June 2015; Director and Associate General Counsel of Deutsche Bank–Asset & Wealth Management Division from June 2005 to June 2015, and as Chief Legal Officer of Deutsche Investment Management Americas Inc. from June 2012 to May 2015. He is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 49 years old and has been an employee of the Adviser since June 2015.

JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since December 1996.

DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018; Trustee Associate at BNY Mellon Trust Company (Ireland) Limited from August 2013 to February 2016. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 30 years old and has been an employee of the Adviser since August 2018.

SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.

Managing Counsel of BNY Mellon since December 2017, Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 45 years old and has been an employee of the Adviser since March 2013.

JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.

Senior Managing Counsel of BNY Mellon, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since October 1990.

AMANDA QUINN, Vice President and Assistant Secretary since March 2020.

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since June 2019.

PETER M. SULLIVAN, Vice President and Assistant Secretary since March 2019.

Senior Managing Counsel of BNY Mellon since December 2020; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the the Adviser or an affiliate of the the Adviser. He is 52 years old and has been an employee of the BNY Mellon since April 2004.

39

 

OFFICERS OF THE FUND (Unaudited) (continued)

NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.

Managing Counsel of BNY Mellon since December 2019; Counsel of BNY Mellon from May 2016 to December 2019; Assistant Secretary of the Adviser since 2018; Attorney at Wildermuth Endowment Strategy Fund/Wildermuth Advisory, LLC from November 2015 to May 2016 and Assistant General Counsel at RCS Advisory Services from July 2014 to November 2015. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 52 years old and has been an employee of the Adviser since April 1991.

ROBERT S. ROBOL, Assistant Treasurer since August 2002.

Senior Accounting Manager-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 141 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1988.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since November 1990.

JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.

Chief Compliance Officer of the Adviser, the BNY Mellon Family of Funds and BNY Mellon Funds Trust (62 investment companies, comprised of 132 portfolios). He is 63 years old and has served in various capacities with the Adviser since 1980, including manager of the firm’s Fund Accounting Department from 1997 through October 2001.

CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since January 2016; from May 2015 to December 2015, Interim Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust and the Distributor; from January 2012 to May 2015, AML Surveillance Officer of the Distributor. She is an officer of 56 investment companies (comprised of 133 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 52 years old and has been an employee of the Distributor since 1997.

40

 

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41

 

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

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.

   

© 2021 BNY Mellon Securities Corporation
0174AR1220

 


 

BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio

 

ANNUAL REPORT

December 31, 2020

 

 

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

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from January 1, 2020 through December 31, 2020, as provided by Thomas J. Durante, CFA, David France, CFA, Todd Frysinger, CFA, Vlasta Sheremeta, CFA, Michael Stoll, and Marlene Walker Smith, of Mellon Investments Corporation, Sub-Investment Adviser

Market and Fund Performance Overview

For the 12-month period ended December 31, 2020, BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio produced a total return of 10.64%.1 In comparison, the fund’s benchmark, the S&P SmallCap 600® Index (the “Index”), produced a 11.29% total return for the same period.2,3

Small-cap stocks posted gains over the reporting period, bolstered by supportive central bank policies during the COVID-19 pandemic. 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.

Central Bank Policy and COVID-19 Influence Markets

After an optimistic end to 2019, markets gave way to extreme risk aversion in early 2020, as the global scope of the COVID-19 pandemic became apparent. Equity valuations in the U.S. remained robust throughout January and February 2020, while markets in areas that experienced the virus earlier, such as China, began to experience volatility closer to the start of the calendar year. Financial markets also had to contend with a second major shock in the form of an oil-price war between Saudi Arabia and Russia, which caused oil prices to fall precipitously in March 2020. Worldwide, governments and central banks launched an unprecedented array of fiscal initiatives that sought to offset the economic impact of widespread lockdown measures and bolster asset prices. The intervention provided comfort to investors, and indices began to rally towards the end of March 2020. Supported by the intervention, equities generally went on to stage a recovery that lasted through August 2020. However, the recovery was company and sector specific, as several industries that remained affected by COVID-19 prevention procedures did not fully participate.

In September, volatility crept back into equity markets, as increasing COVID-19 infection rates began to concern investors. By October, several countries had begun to reinstitute some degree of behavioral restriction among residents in order to stem the spread of the virus. In addition, mounting political rhetoric in the U.S. due to the election, renewed trade difficulties between the U.S. and China, and other geopolitical events stoked investor anxiety. However, resolution in the U.S. presidential election and promising progress towards a COVID-19 vaccine during the month of November 2020 helped stocks resurrect their upward momentum. December 2020 brought vaccine approvals and passage of another

2

 

U.S. fiscal stimulus package, both of which helped to support the rally which lasted through the end of the year.

According to the S&P family of indices, large-cap stocks generally outperformed their mid- and small-cap counterparts during the period.

Consumer Discretionary Names Support the U.S. Small-Cap Market

During the 12-month period, the S&P 600 Index posted positive returns. The consumer discretionary sector performed well, particularly within the household durables industry. Demand for items such as cleaning products and food storage containers was very strong during the lockdown, boosting stock prices for companies such as Tupperware Brands. Many internet and direct marketing retail companies also posted positive results. People opted to purchase things online as opposed to visiting stores where they could be exposed to the virus. Companies such as Bed Bath & Beyond and Stamps.com helped drive performance within the sector. Information technology companies also provided a tailwind to returns. Chip makers dominated the space, as demand for their products soared during the year. Due to the boost in e-commerce, payment providers also benefited from increased demand for their services, boosting stock prices. Networking equipment was also in high demand, as was 5G infrastructure equipment. Health care companies also performed well during the year. Health care providers were the best performing companies within the sector. Biotechnology also posted strong results. Smaller biotech companies are nimbler than their larger counterparts and can often pivot their research and development efforts quickly. Many companies partnered with larger drug makers to develop and distribute COVID-19 therapies and treatments, bolstering stock prices.

Conversely, a few sectors weighed on results for the year. Within the financials sector, small banks were particularly hard hit, as a large portion of their revenues depends on mortgage products. Lower rates generally reduce the profitability of lending money. In addition, high rates of unemployment during the period have investors concerned about a possible uptick in mortgage defaults. Banks have set aside large sums of money as reserves in case of loan defaults, which could imperil balance sheet health for these institutions. Insurance company stocks also came under pressure, as investors speculated over the possible extent of costs associated with COVID-19 claims. As people sheltered in place during the period, real estate securities were also hit. Commercial and retail REITs were negatively affected, as people worked from home and did not visit stores in person. Hotel REITs also suffered, as business and personal travel ground to a halt. The energy sector also performed poorly. Reduced demand for gasoline from commuters and business travelers has helped to depress oil prices. Lower oil prices have financially strained some energy companies, resulting in reduced dividends and investor speculation about corporate viability.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

Replicating the Performance of the Index

Although we do not actively manage the fund’s investments in response to macroeconomic trends, it is worth noting that while the spread of COVID-19 and resulting economic implications continue to impact markets and the economy, the U.S. government and Federal Reserve remain dedicated to supporting capital markets and the economy with various fiscal and monetary techniques. As always, we will continue to monitor the factors affecting the fund’s investments.

January 15, 2021

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.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

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.

4

 

FUND PERFORMANCE (Unaudited)

 

Comparison of change in value of a $10,000 investment in BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio shares with a hypothetical investment of $10,000 in the S&P SmallCap 600® Index (the “Index”)

 Source: Lipper Inc.

Past performance is not predictive of future performance. 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 above graph compares a hypothetical $10,000 investment made in BNY Mellon Investment Portfolios, Small Cap Stock Index Portfolio on 12/31/10 to a hypothetical investment of $10,000 made in the Index on that date.

The fund’s performance shown in the line graph above takes into account all applicable fees and expenses. The 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. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

       

Average Annual Total Returns as of 12/31/2020

 

 

1 Year

5 Years

10 Years

Portfolio

10.64%

11.71%

11.33%

S&P SmallCap 600® Index

11.29%

12.37%

11.92%

The performance data quoted represents past performance, which is no guarantee of future results. Share price and investment return fluctuate and an investor’s shares may be worth more or less than original cost upon redemption. Current performance may be lower or higher than the performance quoted. Go to www.im.bnymellon.com for the fund’s most recent month-end returns.

The fund is subject to a 0.25% annual Rule 12b-1 fee. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

5

 

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 July 1, 2020 to December 31, 2020. 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 December 31, 2020

 

 

 

 

 

 

 

 

 

Expense paid per $1,000

$3.55

 

Ending value (after expenses)

$1,350.80

 

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 December 31, 2020

 

 

 

 

 

 

 

 

 

Expense paid per $1,000

$3.05

 

Ending value (after expenses)

$1,022.12

 

†  Expenses are equal to the fund’s annualized expense ratio of .60%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS
December 31, 2020

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6%

         

Automobiles & Components - 1.7%

         

American Axle & Manufacturing Holdings

     

73,368

a

611,889

 

Cooper Tire & Rubber

     

33,143

 

1,342,292

 

Cooper-Standard Holdings

     

10,931

a

378,978

 

Dorman Products

     

19,243

a

1,670,677

 

Gentherm

     

21,446

a

1,398,708

 

LCI Industries

     

16,587

 

2,151,002

 

Motorcar Parts of America

     

12,423

a,b

243,739

 

Patrick Industries

     

14,464

 

988,614

 

Standard Motor Products

     

13,354

 

540,303

 

Winnebago Industries

     

22,634

 

1,356,682

 
       

10,682,884

 

Banks - 10.0%

         

Allegiance Bancshares

     

12,724

 

434,270

 

Ameris Bancorp

     

45,684

 

1,739,190

 

Axos Financial

     

34,057

a

1,278,159

 

Banc of California

     

30,018

 

441,565

 

BancFirst

     

12,337

b

724,182

 

BankUnited

     

61,256

 

2,130,484

 

Banner

     

23,101

 

1,076,276

 

Berkshire Hills Bancorp

     

33,328

 

570,575

 

Boston Private Financial Holdings

     

55,542

 

469,330

 

Brookline Bancorp

     

52,286

 

629,523

 

Cadence Bancorp

     

82,907

 

1,361,333

 

Capitol Federal Financial

     

85,530

 

1,069,125

 

Central Pacific Financial

     

19,206

 

365,106

 

City Holding

     

10,355

 

720,190

 

Columbia Banking System

     

47,056

 

1,689,310

 

Community Bank System

     

35,391

 

2,205,213

 

Customers Bancorp

     

18,933

a

344,202

 

CVB Financial

     

84,503

 

1,647,809

 

Dime Community Bancshares

     

19,304

 

304,424

 

Eagle Bancorp

     

21,033

 

868,663

 

FB Financial

     

21,035

b

730,546

 

First Bancorp/NC

     

19,455

 

658,163

 

First Bancorp/Puerto Rico

     

143,542

 

1,323,457

 

First Commonwealth Financial

     

64,084

 

701,079

 

First Financial Bancorp

     

64,444

 

1,129,703

 

First Hawaiian

     

87,515

 

2,063,604

 

First Midwest Bancorp

     

75,164

 

1,196,611

 

Flagstar Bancorp

     

31,311

 

1,276,236

 

7

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Banks - 10.0% (continued)

         

Great Western Bancorp

     

35,760

 

747,384

 

Hanmi Financial

     

18,826

 

213,487

 

Heritage Financial

     

23,247

 

543,747

 

HomeStreet

     

14,636

 

493,965

 

Hope Bancorp

     

83,045

 

906,021

 

Independent Bank

     

21,654

 

1,581,608

 

Independent Bank Group

     

24,637

 

1,540,305

 

Meta Financial Group

     

22,084

 

807,391

 

Mr. Cooper Group

     

47,243

a

1,465,950

 

National Bank Holdings, Cl. A

     

20,309

 

665,323

 

NBT Bancorp

     

28,610

 

918,381

 

NMI Holdings, Cl. A

     

55,853

a

1,265,070

 

Northfield Bancorp

     

31,708

 

390,960

 

Northwest Bancshares

     

85,404

 

1,088,047

 

OFG Bancorp

     

34,768

 

644,599

 

Old National Bancorp

     

110,692

 

1,833,060

 

Pacific Premier Bancorp

     

62,499

 

1,958,094

 

Park National

     

9,452

b

992,555

 

Preferred Bank

     

9,148

 

461,700

 

Provident Financial Services

     

48,463

 

870,396

 

Renasant

     

37,721

 

1,270,443

 

S&T Bancorp

     

25,925

 

643,977

 

Seacoast Banking Corp. of Florida

     

37,085

a

1,092,153

 

ServisFirst Bancshares

     

30,925

 

1,245,968

 

Simmons First National, Cl. A

     

71,476

 

1,543,167

 

Southside Bancshares

     

20,487

 

635,712

 

Tompkins Financial

     

8,028

 

566,777

 

Triumph Bancorp

     

15,235

a

739,659

 

TrustCo Bank

     

64,453

 

429,902

 

United Community Bank

     

57,493

 

1,635,101

 

Veritex Holdings

     

33,109

 

849,577

 

Walker & Dunlop

     

19,446

 

1,789,421

 

Westamerica Bancorporation

     

18,079

 

999,588

 
       

61,977,816

 

Capital Goods - 11.0%

         

AAON

     

27,285

b

1,818,000

 

AAR

     

22,106

 

800,679

 

Aegion

     

21,027

a

399,303

 

Aerojet Rocketdyne Holdings

     

47,422

 

2,506,253

 

AeroVironment

     

14,721

a

1,279,255

 

Alamo Group

     

6,469

 

892,399

 

Albany International, Cl. A

     

20,246

 

1,486,461

 

American Woodmark

     

11,323

a

1,062,664

 

8

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Capital Goods - 11.0% (continued)

         

Apogee Enterprises

     

17,882

 

566,502

 

Applied Industrial Technologies

     

25,695

 

2,003,953

 

Arcosa

     

31,731

 

1,742,984

 

Astec Industries

     

15,225

 

881,223

 

AZZ

     

17,389

 

824,934

 

Barnes Group

     

30,582

 

1,550,202

 

Chart Industries

     

23,304

a

2,744,978

 

CIRCOR International

     

12,802

a

492,109

 

Comfort Systems USA

     

24,137

 

1,271,054

 

Cubic

     

21,157

 

1,312,580

 

DXP Enterprises

     

10,927

a

242,907

 

Encore Wire

     

13,710

 

830,415

 

Enerpac Tool Group

     

38,996

 

881,700

 

EnPro Industries

     

13,467

 

1,017,028

 

ESCO Technologies

     

17,272

 

1,782,816

 

Federal Signal

     

40,598

 

1,346,636

 

Foundation Building Materials

     

14,663

a

281,676

 

Franklin Electric

     

25,306

 

1,751,428

 

Gibraltar Industries

     

21,357

a

1,536,423

 

GMS

     

27,937

a

851,520

 

Granite Construction

     

31,037

b

828,998

 

Griffon

     

29,270

 

596,523

 

Hillenbrand

     

49,343

 

1,963,851

 

Insteel Industries

     

12,804

 

285,145

 

John Bean Technologies

     

20,935

b

2,383,868

 

Kaman

     

18,168

 

1,037,938

 

Lindsay

     

7,315

 

939,685

 

Lydall

     

11,544

a

346,666

 

Meritor

     

47,598

a

1,328,460

 

Moog, Cl. A

     

19,347

 

1,534,217

 

Mueller Industries

     

38,287

 

1,344,257

 

MYR Group

     

11,174

a

671,557

 

National Presto Industries

     

3,452

 

305,260

 

NOW

     

74,349

a

533,826

 

Park Aerospace

     

11,817

 

158,466

 

PGT Innovations

     

39,752

a

808,556

 

Powell Industries

     

5,267

 

155,324

 

Proto Labs

     

17,662

a

2,709,351

 

Quanex Building Products

     

22,256

 

493,416

 

Raven Industries

     

24,174

 

799,918

 

Resideo Technologies

     

92,600

a

1,968,676

 

SPX

     

29,420

a

1,604,567

 

SPX FLOW

     

28,053

a

1,625,952

 

9

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Capital Goods - 11.0% (continued)

         

Standex International

     

8,343

 

646,749

 

Tennant

     

12,441

 

872,985

 

The Greenbrier Companies

     

22,137

 

805,344

 

Titan International

     

29,431

 

143,035

 

Triumph Group

     

34,975

 

439,286

 

UFP Industries

     

40,356

 

2,241,776

 

Veritiv

     

7,362

a

153,056

 

Vicor

     

14,170

a

1,306,757

 

Wabash National

     

35,844

 

617,592

 

Watts Water Technologies, Cl. A

     

18,090

 

2,201,553

 
       

68,010,692

 

Commercial & Professional Services - 2.8%

         

ABM Industries

     

44,229

 

1,673,625

 

Brady, Cl. A

     

31,930

 

1,686,543

 

Deluxe

     

27,836

 

812,811

 

Exponent

     

34,096

 

3,069,663

 

Forrester Research

     

7,045

a

295,186

 

Harsco

     

52,754

a

948,517

 

Heidrick & Struggles International

     

13,155

 

386,494

 

Interface

     

39,689

 

416,735

 

Kelly Services, Cl. A

     

22,633

 

465,561

 

Korn Ferry

     

35,706

 

1,553,211

 

Matthews International, Cl. A

     

21,531

 

633,011

 

Pitney Bowes

     

116,914

 

720,190

 

Resources Connection

     

20,354

 

255,850

 

Team

     

20,197

a

220,147

 

TrueBlue

     

23,820

a

445,196

 

U.S. Ecology

     

20,507

 

745,019

 

UniFirst

     

10,188

 

2,156,698

 

Viad

     

13,912

 

503,197

 
       

16,987,654

 

Consumer Durables & Apparel - 5.6%

         

Callaway Golf

     

61,832

b

1,484,586

 

Capri Holdings

     

99,625

a

4,184,250

 

Cavco Industries

     

5,629

a

987,608

 

Century Communities

     

18,966

a

830,332

 

Crocs

     

44,557

a

2,791,942

 

Ethan Allen Interiors

     

14,596

 

294,985

 

Fossil Group

     

29,466

a

255,470

 

G-III Apparel Group

     

28,214

a

669,800

 

Installed Building Products

     

15,051

a

1,534,148

 

iRobot

     

18,472

a,b

1,483,117

 

Kontoor Brands

     

30,848

b

1,251,195

 

10

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Consumer Durables & Apparel - 5.6% (continued)

         

La-Z-Boy

     

30,230

 

1,204,363

 

LGI Homes

     

14,567

a,b

1,541,917

 

M.D.C. Holdings

     

34,315

 

1,667,709

 

M/I Homes

     

19,348

a

856,923

 

Meritage Homes

     

25,154

a

2,083,254

 

Movado Group

     

10,849

 

180,310

 

Oxford Industries

     

11,140

 

729,781

 

Steven Madden

     

51,805

 

1,829,753

 

Sturm Ruger & Co.

     

11,750

 

764,573

 

Tupperware Brands

     

32,221

a

1,043,638

 

Unifi

     

8,826

a

156,573

 

Universal Electronics

     

9,079

a

476,284

 

Vera Bradley

     

15,071

a,b

119,965

 

Vista Outdoor

     

39,280

a

933,293

 

Wolverine World Wide

     

54,260

 

1,695,625

 

YETI Holdings

     

49,475

a

3,387,553

 
       

34,438,947

 

Consumer Services - 1.7%

         

American Public Education

     

10,120

a

308,458

 

BJ's Restaurants

     

14,848

 

571,500

 

Bloomin‘ Brands

     

52,117

 

1,012,112

 

Brinker International

     

29,759

 

1,683,467

 

Chuy's Holdings

     

12,839

a

340,105

 

Dave & Buster's Entertainment

     

31,960

b

959,439

 

Dine Brands Global

     

10,903

 

632,374

 

El Pollo Loco Holdings

     

12,830

a

232,223

 

Fiesta Restaurant Group

     

11,926

a

135,956

 

Monarch Casino & Resort

     

8,509

a

520,921

 

Perdoceo Education

     

45,825

a

578,770

 

Red Robin Gourmet Burgers

     

10,114

a

194,492

 

Regis

     

16,708

a,b

153,547

 

Ruth's Hospitality Group

     

21,831

 

387,064

 

Shake Shack, Cl. A

     

23,843

a,b

2,021,410

 

The Cheesecake Factory

     

27,468

b

1,017,964

 
       

10,749,802

 

Diversified Financials - 2.7%

         

Apollo Commercial Real Estate Finance

     

85,229

c

952,008

 

ARMOUR Residential REIT

     

43,978

b,c

474,523

 

Blucora

     

30,766

a

489,487

 

Brightsphere Investment Group

     

38,913

 

750,243

 

Capstead Mortgage

     

66,208

c

384,668

 

Donnelley Financial Solutions

     

18,681

a

317,017

 

Encore Capital Group

     

20,501

a

798,514

 

11

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Diversified Financials - 2.7% (continued)

         

Enova International

     

23,948

a

593,192

 

EZCORP, Cl. A

     

33,800

a,b

161,902

 

Granite Point Mortgage Trust

     

37,828

b,c

377,902

 

Green Dot, Cl. A

     

35,783

a

1,996,691

 

Greenhill & Co.

     

9,863

 

119,737

 

Invesco Mortgage Capital

     

115,403

b,c

390,062

 

KKR Real Estate Finance Trust

     

17,779

b,c

318,600

 

New York Mortgage Trust

     

254,322

c

938,448

 

PennyMac Mortgage Investment Trust

     

65,300

c

1,148,627

 

Piper Sandler

     

9,007

 

908,806

 

PRA Group

     

30,602

a

1,213,675

 

Ready Capital

     

26,855

c

334,345

 

Redwood Trust

     

73,824

c

648,175

 

StoneX Group

     

10,498

a

607,834

 

Virtus Investment Partners

     

4,687

 

1,017,079

 

Waddell & Reed Financial, Cl. A

     

41,211

 

1,049,644

 

WisdomTree Investments

     

76,280

 

408,098

 

World Acceptance

     

2,667

a,b

272,621

 
       

16,671,898

 

Energy - 2.9%

         

Archrock

     

83,505

 

723,153

 

Bonanza Creek Energy

     

11,854

a

229,138

 

Bristow Group

     

14,882

a

391,694

 

Callon Petroleum

     

27,206

a,b

358,031

 

CONSOL Energy

     

17,793

a

128,288

 

Core Laboratories

     

29,659

b

786,260

 

DMC Global

     

9,720

 

420,390

 

Dorian LPG

     

21,674

a

264,206

 

Dril-Quip

     

23,693

a

701,787

 

Exterran

     

18,093

a

79,971

 

Green Plains

     

22,593

a,b

297,550

 

Helix Energy Solutions Group

     

95,691

a

401,902

 

Helmerich & Payne

     

70,714

 

1,637,736

 

Laredo Petroleum

     

6,319

a

124,484

 

Matador Resources

     

72,966

a,b

879,970

 

Matrix Service

     

17,424

a

192,012

 

Nabors Industries

     

4,381

b

255,106

 

Oceaneering International

     

64,851

a

515,565

 

Oil States International

     

37,304

a

187,266

 

Par Pacific Holdings

     

26,352

a

368,401

 

Patterson-UTI Energy

     

126,714

 

666,516

 

PBF Energy, Cl. A

     

65,492

b

464,993

 

PDC Energy

     

66,281

a

1,360,749

 

12

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Energy - 2.9% (continued)

         

Penn Virginia

     

10,148

a

103,002

 

ProPetro Holding

     

51,188

a

378,279

 

QEP Resources

     

165,722

 

396,076

 

Range Resources

     

168,923

b

1,131,784

 

Renewable Energy Group

     

26,061

a

1,845,640

 

REX American Resources

     

3,264

a

239,806

 

RPC

     

38,561

a

121,467

 

SM Energy

     

72,721

b

445,053

 

Southwestern Energy

     

433,148

a

1,290,781

 

Talos Energy

     

15,100

a,b

124,424

 

U.S. Silica Holdings

     

47,946

b

336,581

 
       

17,848,061

 

Food & Staples Retailing - .6%

         

PriceSmart

     

15,628

 

1,423,555

 

SpartanNash

     

24,384

 

424,525

 

The Andersons

     

19,622

 

480,935

 

The Chefs' Warehouse

     

21,528

a

553,054

 

United Natural Foods

     

36,515

a

583,145

 
       

3,465,214

 

Food, Beverage & Tobacco - 1.8%

         

B&G Foods

     

43,117

b

1,195,634

 

Calavo Growers

     

10,838

 

752,482

 

Cal-Maine Foods

     

24,395

a

915,788

 

Coca-Cola Consolidated

     

3,112

 

828,632

 

Fresh Del Monte Produce

     

20,591

 

495,625

 

J&J Snack Foods

     

9,882

 

1,535,366

 

John B. Sanfilippo & Son

     

5,975

 

471,189

 

MGP Ingredients

     

8,951

 

421,234

 

National Beverage

     

7,748

b

657,805

 

Seneca Foods, Cl. A

     

4,328

a

172,687

 

The Simply Good Foods Company

     

55,922

a

1,753,714

 

Universal

     

16,524

 

803,232

 

Vector Group

     

85,511

 

996,203

 
       

10,999,591

 

Health Care Equipment & Services - 8.2%

         

Addus HomeCare

     

9,902

a

1,159,425

 

Allscripts Healthcare Solutions

     

104,162

a,b

1,504,099

 

AMN Healthcare Services

     

31,458

a

2,147,009

 

AngioDynamics

     

23,993

a

367,813

 

BioTelemetry

     

22,510

a

1,622,521

 

Cardiovascular Systems

     

26,955

a

1,179,551

 

Community Health Systems

     

72,508

a

538,734

 

Computer Programs & Systems

     

8,688

 

233,186

 

13

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Health Care Equipment & Services - 8.2% (continued)

         

CONMED

     

18,962

 

2,123,744

 

CorVel

     

6,097

a

646,282

 

Covetrus

     

65,310

a

1,877,009

 

Cross Country Healthcare

     

21,522

a

190,900

 

CryoLife

     

26,338

a

621,840

 

Cutera

     

11,471

a

276,566

 

Fulgent Genetics

     

8,482

a,b

441,912

 

Glaukos

     

29,650

a,b

2,231,459

 

Hanger

     

25,810

a

567,562

 

HealthStream

     

17,189

a

375,408

 

Heska

     

5,832

a

849,431

 

HMS Holdings

     

58,731

a

2,158,364

 

Inogen

     

12,450

a

556,266

 

Integer Holdings

     

21,613

a

1,754,759

 

Invacare

     

20,765

b

185,847

 

Lantheus Holdings

     

45,211

a

609,896

 

LeMaitre Vascular

     

11,234

 

454,977

 

Magellan Health

     

15,300

a

1,267,452

 

MEDNAX

     

57,408

a,b

1,408,792

 

Meridian Bioscience

     

29,175

a

545,281

 

Merit Medical Systems

     

32,350

a

1,795,749

 

Mesa Laboratories

     

3,174

 

909,795

 

Natus Medical

     

23,061

a

462,142

 

NextGen Healthcare

     

36,532

a

666,344

 

Omnicell

     

27,946

a

3,354,079

 

OraSure Technologies

     

47,583

a

503,666

 

Orthofix Medical

     

12,980

a

557,880

 

Owens & Minor

     

49,295

 

1,333,430

 

R1 RCM

     

78,111

a

1,876,226

 

RadNet

     

28,799

a

563,596

 

Select Medical Holdings

     

71,044

a

1,965,077

 

Simulations Plus

     

9,840

b

707,693

 

SurModics

     

9,365

a

407,565

 

Tabula Rasa HealthCare

     

14,187

a,b

607,771

 

Tactile Systems Technology

     

12,545

a

563,772

 

The Ensign Group

     

33,640

 

2,453,029

 

The Pennant Group

     

17,053

a

990,097

 

The Providence Service

     

8,288

a

1,148,965

 

Tivity Health

     

25,455

a

498,663

 

U.S. Physical Therapy

     

8,428

 

1,013,467

 

Varex Imaging

     

26,702

a

445,389

 

Zynex

     

12,659

a,b

170,390

 
       

50,890,870

 

14

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Household & Personal Products - 1.0%

         

Central Garden & Pet

     

6,791

a

262,201

 

Central Garden & Pet, Cl. A

     

25,497

a

926,306

 

Inter Parfums

     

11,525

 

697,147

 

Medifast

     

7,754

 

1,522,420

 

USANA Health Sciences

     

8,114

a

625,589

 

WD-40

     

9,015

 

2,395,105

 
       

6,428,768

 

Insurance - 2.6%

         

Ambac Financial Group

     

31,169

a

479,379

 

American Equity Investment Life Holding

     

60,470

 

1,672,600

 

AMERISAFE

     

13,041

 

748,945

 

Assured Guaranty

     

53,257

 

1,677,063

 

eHealth

     

17,000

a,b

1,200,370

 

Employers Holdings

     

18,847

 

606,685

 

HCI Group

     

4,176

 

218,405

 

Horace Mann Educators

     

27,810

 

1,169,132

 

James River Group Holdings

     

20,580

 

1,011,507

 

Palomar Holdings

     

14,370

a

1,276,631

 

ProAssurance

     

36,424

 

647,983

 

Safety Insurance Group

     

9,326

 

726,495

 

Stewart Information Services

     

17,489

 

845,768

 

Third Point Reinsurance

     

54,947

a

523,095

 

Trupanion

     

21,603

a

2,586,095

 

United Fire Group

     

14,462

 

362,996

 

United Insurance Holdings

     

12,884

 

73,696

 

Universal Insurance Holdings

     

18,885

 

285,352

 
       

16,112,197

 

Materials - 5.5%

         

AdvanSix

     

17,978

a

359,380

 

Allegheny Technologies

     

83,206

a

1,395,365

 

American Vanguard

     

17,468

 

271,103

 

Arconic

     

64,095

a

1,910,031

 

Balchem

     

21,344

 

2,459,256

 

Boise Cascade

     

26,151

 

1,250,018

 

Carpenter Technology

     

32,336

 

941,624

 

Century Aluminum

     

33,851

a

373,377

 

Clearwater Paper

     

11,191

a

422,460

 

Cleveland-Cliffs

     

263,855

b

3,841,729

 

Ferro

     

55,217

a

807,825

 

FutureFuel

     

17,234

 

218,872

 

GCP Applied Technologies

     

31,556

a

746,299

 

Glatfelter

     

29,323

 

480,311

 

15

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Materials - 5.5% (continued)

         

H.B. Fuller

     

34,252

 

1,776,994

 

Hawkins

     

6,446

 

337,190

 

Haynes International

     

8,408

 

200,447

 

Innospec

     

16,134

 

1,463,838

 

Kaiser Aluminum

     

10,508

 

1,039,241

 

Koppers Holdings

     

14,346

a

447,021

 

Kraton

     

20,618

a

572,974

 

Livent

     

98,001

a,b

1,846,339

 

Materion

     

13,697

 

872,773

 

Mercer International

     

26,998

 

276,730

 

Myers Industries

     

24,307

 

505,099

 

Neenah

     

11,367

 

628,822

 

Olympic Steel

     

5,143

 

68,556

 

Quaker Chemical

     

8,701

b

2,204,746

 

Rayonier Advanced Materials

     

43,765

a

285,348

 

Schweitzer-Mauduit International

     

20,844

 

838,137

 

Stepan

     

14,136

 

1,686,708

 

SunCoke Energy

     

53,727

 

233,712

 

TimkenSteel

     

25,881

a

120,864

 

Tredegar

     

16,905

 

282,314

 

Trinseo

     

25,115

 

1,286,139

 

U.S. Concrete

     

10,799

a

431,636

 

Warrior Met Coal

     

34,616

 

738,013

 
       

33,621,291

 

Media & Entertainment - .9%

         

AMC Networks, Cl. A

     

19,673

a,b

703,703

 

Gannett

     

88,830

 

298,469

 

Glu Mobile

     

97,437

a

877,907

 

Meredith

     

27,496

b

527,923

 

QuinStreet

     

32,863

a

704,583

 

Scholastic

     

19,183

 

479,575

 

TechTarget

     

15,397

a

910,117

 

The E.W. Scripps Company, Cl. A

     

38,141

 

583,176

 

The Marcus

     

14,120

 

190,338

 
       

5,275,791

 

Pharmaceuticals Biotechnology & Life Sciences - 3.1%

         

Amphastar Pharmaceuticals

     

24,140

a

485,455

 

ANI Pharmaceuticals

     

6,746

a

195,904

 

Anika Therapeutics

     

9,439

a

427,209

 

Coherus Biosciences

     

42,207

a,b

733,558

 

Corcept Therapeutics

     

69,992

a,b

1,830,991

 

Cytokinetics

     

47,023

a

977,138

 

Eagle Pharmaceuticals

     

7,886

a

367,251

 

16

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Pharmaceuticals Biotechnology & Life Sciences - 3.1% (continued)

         

Enanta Pharmaceuticals

     

11,868

a

499,643

 

Endo International

     

151,998

a

1,091,346

 

Innoviva

     

42,749

a

529,660

 

Lannett

     

21,872

a

142,605

 

Luminex

     

29,227

 

675,728

 

Myriad Genetics

     

49,675

a,b

982,323

 

NeoGenomics

     

73,387

a

3,951,156

 

Pacira Biosciences

     

28,552

a

1,708,552

 

Phibro Animal Health, Cl. A

     

13,766

 

267,336

 

REGENXBIO

     

19,528

a

885,790

 

Spectrum Pharmaceuticals

     

99,505

a

339,312

 

Supernus Pharmaceuticals

     

35,543

a

894,262

 

Vanda Pharmaceuticals

     

35,851

a

471,082

 

Xencor

     

37,939

a,b

1,655,279

 
       

19,111,580

 

Real Estate - 7.4%

         

Acadia Realty Trust

     

58,130

c

824,865

 

Agree Realty

     

36,528

b,c

2,432,034

 

Alexander & Baldwin

     

48,330

c

830,309

 

American Assets Trust

     

33,292

c

961,473

 

Armada Hoffler Properties

     

38,647

c

433,619

 

Brandywine Realty Trust

     

114,421

c

1,362,754

 

CareTrust REIT

     

64,175

c

1,423,402

 

Centerspace

     

8,606

c

607,928

 

Chatham Lodging Trust

     

31,877

c

344,272

 

Community Healthcare Trust

     

14,880

c

700,997

 

CoreCivic

     

77,718

c

509,053

 

DiamondRock Hospitality

     

131,008

c

1,080,816

 

Diversified Healthcare Trust

     

157,630

c

649,436

 

Easterly Government Properties

     

53,259

c

1,206,316

 

Essential Properties Realty Trust

     

68,696

c

1,456,355

 

Four Corners Property Trust

     

48,204

c

1,435,033

 

Franklin Street Properties

     

65,837

c

287,708

 

Getty Realty

     

23,763

c

654,433

 

Global Net Lease

     

60,169

c

1,031,297

 

Hersha Hospitality Trust

     

25,084

c

197,913

 

Independence Realty Trust

     

63,910

c

858,311

 

Industrial Logistics Properties Trust

     

42,812

c

997,092

 

Innovative Industrial Properties

     

14,636

c

2,680,291

 

iStar

     

49,683

b,c

737,793

 

Kite Realty Group Trust

     

55,954

c

837,072

 

Lexington Realty Trust

     

183,755

c

1,951,478

 

17

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Real Estate - 7.4% (continued)

         

LTC Properties

     

25,773

c

1,002,827

 

Mack-Cali Realty

     

56,229

a,c

700,613

 

Marcus & Millichap

     

16,059

a

597,877

 

National Storage Affiliates Trust

     

40,875

b,c

1,472,726

 

NexPoint Residential Trust

     

14,526

c

614,595

 

Office Properties Income Trust

     

32,610

b,c

740,899

 

RE/MAX Holdings, Cl. A

     

12,146

 

441,264

 

Realogy Holdings

     

77,550

a

1,017,456

 

Retail Opportunity Investments

     

77,377

c

1,036,078

 

Retail Properties of America, Cl. A

     

140,966

c

1,206,669

 

RPT Realty

     

54,744

c

473,536

 

Safehold

     

9,343

b,c

677,274

 

Saul Centers

     

8,309

c

263,229

 

SITE Centers

     

98,978

c

1,001,657

 

Summit Hotel Properties

     

71,383

c

643,161

 

Tanger Factory Outlet Centers

     

63,085

b,c

628,327

 

The GEO Group

     

81,351

b,c

720,770

 

The St. Joe Company

     

20,357

b

864,155

 

Uniti Group

     

155,850

c

1,828,121

 

Universal Health Realty Income Trust

     

8,484

c

545,267

 

Urstadt Biddle Properties, Cl. A

     

20,699

c

292,477

 

Washington Real Estate Investment Trust

     

54,953

c

1,188,633

 

Whitestone REIT

     

24,172

c

192,651

 

Xenia Hotels & Resorts

     

74,718

c

1,135,714

 
       

45,778,026

 

Retailing - 4.9%

         

Abercrombie & Fitch, Cl. A

     

42,048

 

856,097

 

America's Car-Mart

     

4,054

a

445,291

 

Asbury Automotive Group

     

12,773

a

1,861,537

 

Barnes & Noble Education

     

20,898

a

97,176

 

Bed Bath & Beyond

     

82,754

b

1,469,711

 

Big Lots

     

23,842

b

1,023,537

 

Boot Barn Holdings

     

18,897

a,b

819,374

 

Caleres

     

25,843

 

404,443

 

Chico's FAS

     

86,457

 

137,467

 

Conn's

     

12,547

a

146,674

 

Core-Mark Holding

     

29,614

 

869,763

 

Designer Brands, Cl. A

     

38,533

b

294,777

 

GameStop, Cl. A

     

37,098

a,b

698,926

 

Genesco

     

9,503

a

285,945

 

Group 1 Automotive

     

11,300

b

1,481,882

 

Guess?

     

24,233

 

548,150

 

18

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Retailing - 4.9% (continued)

         

Haverty Furniture

     

11,243

 

311,094

 

Hibbett Sports

     

11,082

a

511,767

 

Liquidity Services

     

18,043

a

287,064

 

Lumber Liquidators Holdings

     

18,782

a

577,359

 

Macy's

     

204,732

b

2,303,235

 

MarineMax

     

14,764

a

517,183

 

Monro

     

22,205

 

1,183,527

 

PetMed Express

     

13,737

b

440,408

 

Rent-A-Center

     

31,941

 

1,223,021

 

Sally Beauty Holdings

     

75,945

a

990,323

 

Shoe Carnival

     

5,919

 

231,906

 

Shutterstock

     

14,855

 

1,065,104

 

Signet Jewelers

     

34,894

b

951,559

 

Sleep Number

     

18,226

a

1,491,980

 

Sonic Automotive, Cl. A

     

15,723

 

606,436

 

Stamps.com

     

12,033

a

2,360,754

 

The Aaron's Company

     

22,257

a

421,993

 

The Buckle

     

18,952

 

553,398

 

The Cato, Cl. A

     

11,185

 

107,264

 

The Children's Place

     

9,589

b

480,409

 

The Michaels Companies

     

49,915

a,b

649,394

 

The ODP

     

34,602

 

1,013,839

 

Zumiez

     

13,555

a

498,553

 
       

30,218,320

 

Semiconductors & Semiconductor Equipment - 4.0%

         

Advanced Energy Industries

     

25,251

a

2,448,589

 

Axcelis Technologies

     

22,646

a

659,452

 

Brooks Automation

     

48,785

 

3,310,062

 

CEVA

     

14,370

a

653,835

 

Cohu

     

28,206

 

1,076,905

 

Diodes

     

28,212

a

1,988,946

 

DSP Group

     

13,458

a

223,268

 

FormFactor

     

51,030

a

2,195,311

 

Ichor Holdings

     

15,751

a

474,814

 

Kulicke & Soffa Industries

     

40,791

 

1,297,562

 

MaxLinear

     

45,232

a

1,727,410

 

Onto Innovation

     

32,069

a

1,524,881

 

PDF Solutions

     

19,362

a

418,219

 

Photronics

     

42,152

a

470,416

 

Power Integrations

     

39,538

 

3,236,581

 

Rambus

     

76,416

a

1,334,223

 

SMART Global Holdings

     

9,234

a,b

347,475

 

Ultra Clean Holdings

     

27,274

a

849,585

 

19

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Semiconductors & Semiconductor Equipment - 4.0% (continued)

         

Veeco Instruments

     

33,164

a,b

575,727

 
       

24,813,261

 

Software & Services - 5.0%

         

8x8

     

70,141

a

2,417,760

 

Agilysys

     

13,697

a

525,691

 

Alarm.com Holdings

     

29,514

a

3,053,223

 

Bottomline Technologies

     

25,720

a

1,356,473

 

Cardtronics, Cl. A

     

23,978

a

846,423

 

CSG Systems International

     

21,720

 

978,920

 

Ebix

     

15,680

b

595,370

 

EVERTEC

     

39,534

 

1,554,477

 

ExlService Holdings

     

22,625

a

1,926,066

 

LivePerson

     

41,046

a,b

2,554,293

 

ManTech International, Cl. A

     

17,852

 

1,587,757

 

MicroStrategy, Cl. A

     

4,778

a

1,856,492

 

NIC

     

44,060

 

1,138,070

 

OneSpan

     

22,567

a

466,686

 

Perficient

     

21,851

a

1,041,200

 

Progress Software

     

30,258

 

1,367,359

 

SPS Commerce

     

23,300

a

2,530,147

 

Sykes Enterprises

     

26,022

a

980,249

 

TTEC Holdings

     

12,223

 

891,423

 

Unisys

     

41,078

a

808,415

 

Virtusa

     

18,645

a

953,319

 

Xperi Holding

     

69,670

 

1,456,103

 
       

30,885,916

 

Technology Hardware & Equipment - 4.8%

         

3D Systems

     

80,940

a,b

848,251

 

ADTRAN

     

32,606

 

481,591

 

Applied Optoelectronics

     

12,920

a,b

109,949

 

Arlo Technologies

     

51,668

a

402,494

 

Badger Meter

     

19,271

 

1,812,630

 

Bel Fuse, Cl. B

     

5,674

 

85,280

 

Benchmark Electronics

     

23,604

 

637,544

 

CalAmp

     

24,381

a

241,860

 

Comtech Telecommunications

     

17,149

 

354,813

 

CTS

     

21,077

 

723,573

 

Daktronics

     

26,639

 

124,671

 

Diebold Nixdorf

     

52,631

a

561,046

 

Digi International

     

19,990

a

377,811

 

ePlus

     

9,006

a

792,078

 

Extreme Networks

     

83,337

a

574,192

 

20

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Technology Hardware & Equipment - 4.8% (continued)

         

Fabrinet

     

24,723

a

1,918,258

 

FARO Technologies

     

12,015

a

848,619

 

Harmonic

     

65,696

a,b

485,493

 

Insight Enterprises

     

23,141

a

1,760,799

 

Itron

     

26,657

a

2,556,406

 

Knowles

     

61,600

a

1,135,288

 

Methode Electronics

     

24,586

 

941,152

 

MTS Systems

     

12,793

 

744,041

 

NETGEAR

     

20,421

a

829,705

 

OSI Systems

     

11,041

a

1,029,242

 

PC Connection

     

7,439

a

351,790

 

Plantronics

     

24,535

b

663,181

 

Plexus

     

19,075

a

1,491,856

 

Rogers

     

12,499

a

1,940,970

 

Sanmina

     

42,942

a

1,369,420

 

ScanSource

     

16,188

a

427,039

 

TTM Technologies

     

66,847

a

922,154

 

Viavi Solutions

     

151,014

a

2,261,435

 
       

29,804,631

 

Telecommunication Services - 1.5%

         

ATN International

     

7,474

 

312,114

 

Cincinnati Bell

     

32,458

a

495,958

 

Cogent Communications Holdings

     

27,769

 

1,662,530

 

Consolidated Communications Holdings

     

49,484

a

241,977

 

Iridium Communications

     

77,464

a

3,046,272

 

Shenandoah Telecommunication

     

33,073

 

1,430,407

 

Spok Holdings

     

10,080

 

112,190

 

Vonage Holdings

     

156,154

a

2,010,483

 
       

9,311,931

 

Transportation - 2.4%

         

Allegiant Travel

     

8,786

 

1,662,663

 

ArcBest

     

16,503

 

704,183

 

Atlas Air Worldwide Holdings

     

17,156

a

935,688

 

Echo Global Logistics

     

17,161

a

460,258

 

Forward Air

     

18,111

 

1,391,649

 

Hawaiian Holdings

     

29,598

 

523,885

 

Heartland Express

     

33,126

 

599,581

 

Hub Group, Cl. A

     

22,477

a

1,281,189

 

Marten Transport

     

38,977

 

671,574

 

Matson

     

28,428

 

1,619,543

 

Saia

     

17,275

a

3,123,320

 

SEACOR Holdings

     

12,669

a

525,130

 

21

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 93.6% (continued)

         

Transportation - 2.4% (continued)

         

SkyWest

     

33,628

 

1,355,545

 
       

14,854,208

 

Utilities - 1.5%

         

American States Water

     

24,490

 

1,947,200

 

Avista

     

46,020

 

1,847,243

 

California Water Service Group

     

33,370

 

1,802,981

 

Chesapeake Utilities

     

11,720

 

1,268,221

 

Northwest Natural Holding

     

20,559

 

945,508

 

South Jersey Industries

     

66,598

 

1,435,187

 
       

9,246,340

 

Total Common Stocks (cost $384,455,551)

     

578,185,689

 
               

Exchange-Traded Funds - .2%

         

Registered Investment Companies - .2%

         

iShares Core S&P Small-Cap ETF
(cost $1,488,269)

     

16,194

 

1,488,229

 
       

Principal Amount ($)

     

Short-Term Investments - .0%

         

U.S. Treasury Bills - .0%

         

0.18%, 2/25/21
(cost $112,970)

     

113,000

d

112,991

 
   

1-Day
Yield (%)

 

Shares

     

Investment Companies - .1%

         

Registered Investment Companies - .1%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $661,144)

 

0.09

 

661,144

e

661,144

 

22

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 1.7%

         

Registered Investment Companies - 1.7%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $10,413,704)

 

0.05

 

10,413,704

e

10,413,704

 

Total Investments (cost $397,131,638)

 

95.6%

 

590,861,757

 

Cash and Receivables (Net)

 

4.4%

 

27,123,086

 

Net Assets

 

100.0%

 

617,984,843

 


ETF—Exchange-Traded Fund

REIT—Real Estate Investment Trust

aNon-income producing security.

bSecurity, or portion thereof, on loan. At December 31, 2020, the value of the fund’s securities on loan was $54,217,465 and the value of the collateral was $55,674,521, consisting of cash collateral of $10,413,704 and U.S. Government & Agency securities valued at $45,260,817.

cInvestment in real estate investment trust within the United States.

dSecurity is a discount security. Income is recognized through the accretion of discount.

eInvestment 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

16.2

Financials

15.3

Consumer Discretionary

13.9

Information Technology

13.8

Health Care

11.3

Real Estate

7.4

Materials

5.5

Consumer Staples

3.4

Energy

2.9

Communication Services

2.4

Investment Companies

2.0

Utilities

1.5

Government

.0

 

95.6

 Based on net assets.
See notes to financial statements.

23

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

               

Investment Companies

Value
12/31/19 ($)

Purchases ($)

Sales ($)

Value
12/31/20 ($)

Net
Assets (%)

Dividends/
Distributions ($)

Registered Investment Companies;

       

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

195,402

126,112,787

(125,647,045)

661,144

.1

9,037

Investment of Cash Collateral for Securities Loaned:††

       

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

13,048,576

73,421,354

(86,469,930)

-

-

277,952†††

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares

-

27,938,658

(17,524,954)

10,413,704

1.7

34,514†††

Total

13,243,978

227,472,799

(229,641,929)

11,074,848

1.8

321,503

 Includes reinvested dividends/distributions.
†† Effective November 9, 2020, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares.
††† Represents securities lending income earned from 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.

24

 

STATEMENT OF FUTURES
December 31, 2020

             

Description

Number of
Contracts

Expiration

Notional
Value ($)

Market
Value ($)

Unrealized Appreciation ($)

 

Futures Long

   

E-mini Russell 2000

29

3/19/2021

2,823,549

2,863,460

39,911

 

Gross Unrealized Appreciation

 

39,911

 

See notes to financial statements.

25

 

STATEMENT OF ASSETS AND LIABILITIES
December 31, 2020

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $54,217,465)—Note 1(c):

 

 

 

Unaffiliated issuers

386,056,790

 

579,786,909

 

Affiliated issuers

 

11,074,848

 

11,074,848

 

Receivable for shares of Beneficial Interest subscribed

 

36,294,316

 

Receivable for investment securities sold

 

3,309,388

 

Dividends and securities lending income receivable

 

631,300

 

 

 

 

 

 

631,096,761

 

Liabilities ($):

 

 

 

 

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

 

285,461

 

Liability for securities on loan—Note 1(c)

 

10,413,704

 

Payable for investment securities purchased

 

1,488,269

 

Payable for shares of Beneficial Interest redeemed

 

894,154

 

Trustees’ fees and expenses payable

 

25,138

 

Payable for futures variation margin—Note 4

 

5,116

 

Interest payable—Note 2

 

76

 

 

 

 

 

 

13,111,918

 

Net Assets ($)

 

 

617,984,843

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

425,088,688

 

Total distributable earnings (loss)

 

 

 

 

192,896,155

 

Net Assets ($)

 

 

617,984,843

 

         

Shares Outstanding

 

 

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

32,424,088

 

Net Asset Value Per Share ($)

 

19.06

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

26

 

STATEMENT OF OPERATIONS
Year Ended December 31, 2020

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $9,092 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

7,179,778

 

Affiliated issuers

 

 

8,838

 

Income from securities lending—Note 1(c)

 

 

312,466

 

Total Income

 

 

7,501,082

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

1,694,012

 

Distribution fees—Note 3(b)

 

 

1,210,009

 

Trustees’ fees—Note 3(a,c)

 

 

54,920

 

Loan commitment fees—Note 2

 

 

13,945

 

Interest expense—Note 2

 

 

2,465

 

Total Expenses

 

 

2,975,351

 

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

 

 

(54,920)

 

Net Expenses

 

 

2,920,431

 

Investment Income—Net

 

 

4,580,651

 

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

 

 

Net realized gain (loss) on investments

1,764,506

 

Net realized gain (loss) on futures

447,387

 

Capital gain distributions from affiliated issuers

199

 

Net Realized Gain (Loss)

 

 

2,212,092

 

Net change in unrealized appreciation (depreciation) on investments

49,590,498

 

Net change in unrealized appreciation (depreciation) on futures

40,200

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

49,630,698

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

51,842,790

 

Net Increase in Net Assets Resulting from Operations

 

56,423,441

 

 

 

 

 

 

 

 

See notes to financial statements.

         

27

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

Year Ended December 31,

 

 

 

 

2020

 

2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

4,580,651

 

 

 

5,266,626

 

Net realized gain (loss) on investments

 

2,212,092

 

 

 

28,016,828

 

Net change in unrealized appreciation
(depreciation) on investments

 

49,630,698

 

 

 

76,820,273

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

56,423,441

 

 

 

110,103,727

 

Distributions ($):

 

Distributions to shareholders

 

 

(34,316,237)

 

 

 

(51,447,582)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold

 

 

151,009,753

 

 

 

53,986,435

 

Distributions reinvested

 

 

34,316,237

 

 

 

51,447,582

 

Cost of shares redeemed

 

 

(165,956,575)

 

 

 

(97,277,046)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

19,369,415

 

 

 

8,156,971

 

Total Increase (Decrease) in Net Assets

41,476,619

 

 

 

66,813,116

 

Net Assets ($):

 

Beginning of Period

 

 

576,508,224

 

 

 

509,695,108

 

End of Period

 

 

617,984,843

 

 

 

576,508,224

 

Capital Share Transactions (Shares):

 

Shares sold

 

 

9,954,046

 

 

 

3,009,705

 

Shares issued for distributions reinvested

 

 

3,099,931

 

 

 

2,958,457

 

Shares redeemed

 

 

(10,884,588)

 

 

 

(5,403,137)

 

Net Increase (Decrease) in Shares Outstanding

2,169,389

 

 

 

565,025

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

               

28

 

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.

                     
         
   
 

Year Ended December 31,

   

2020

2019

2018

2017

2016

Per Share Data ($):

           

Net asset value, beginning of period

 

19.06

17.17

20.12

18.88

16.71

Investment Operations:

           

Investment income—neta

 

.14

.17

.17

.16

.16

Net realized and unrealized
gain (loss) on investments

 

1.04

3.48

(1.82)

2.04

3.69

Total from Investment Operations

 

1.18

3.65

(1.65)

2.20

3.85

Distributions:

           

Dividends from
investment income—net

 

(.18)

(.17)

(.17)

(.13)

(.16)

Dividends from net realized
gain on investments

 

(1.00)

(1.59)

(1.13)

(.83)

(1.52)

Total Distributions

 

(1.18)

(1.76)

(1.30)

(.96)

(1.68)

Net asset value, end of period

 

19.06

19.06

17.17

20.12

18.88

Total Return (%)

 

10.64

22.21

(8.98)

12.40

25.73

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

 

.61

.61

.61

.63

.63

Ratio of net expenses
to average net assets

 

.60

.60

.60

.60

.60

Ratio of net investment income
to average net assets

 

.95

.94

.82

.88

.95

Portfolio Turnover Rate

 

47.77

28.13

23.26

16.90

24.24

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

 

617,985

576,508

509,695

562,014

535,603


a
 Based on average shares outstanding.

See notes to financial statements.

29

 

NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Small Cap Stock Index Portfolio (the “fund”) is a separate diversified series of BNY Mellon Investment Portfolios (the “Company”), 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 S&P 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 to the public without a sales charge.

The Company 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 Securities and Exchange Commission (“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 Company 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.

30

 

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).

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:

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. U.S. Treasury Bills are valued at the mean price between quoted bid prices and asked prices by an independent pricing service (the “Service”) approved by the Company’s Board of

31

 

NOTES TO FINANCIAL STATEMENTS (continued)

Trustees (the “Board”). These securities are generally categorized within Level 2 of the fair value hierarchy.

The Service is engaged under the general oversight of the Board.

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 Depository 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 (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 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 December 31, 2020 in valuing the fund’s investments:

32

 

           
 

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

578,185,689

-

-

578,185,689

Exchange-Traded Funds

1,488,229

-

-

1,488,229

Investment Companies

11,074,848

-

-

11,074,848

U.S. Treasury Securities

-

112,991

-

112,991

Other Financial Instruments:

   

Futures††

39,911

-

-

39,911


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

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

(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 December 31, 2020, 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 The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, 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

33

 

NOTES TO FINANCIAL STATEMENTS (continued)

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, The Bank of New York 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 December 31, 2020, The Bank of New York Mellon earned $59,466 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) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. 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 worldwide. 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. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net 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

34

 

“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 December 31, 2020, 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 December 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the four-year period ended December 31, 2020 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At December 31, 2020, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $6,786,260, undistributed capital gains $7,901,280 and unrealized appreciation $178,149,955.

The tax character of distributions paid to shareholders during the fiscal periods ended December 31, 2020 and December 31, 2019 were as follows: ordinary income $6,973,992 and $6,700,232, and long-term capital gains $27,342,245 and $44,747,350, respectively.

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 The Bank of New York 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. Prior to September 30, 2020, the Citibank Credit Facility was $927 million with

35

 

NOTES TO FINANCIAL STATEMENTS (continued)

Tranche A available in an amount equal to $747 million and Tranche B available in an amount equal to $180 million. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. 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.

The average amount of borrowings outstanding under the Facilities during the period ended December 31, 2020 was approximately $373,770 with a related weighted average annualized rate of .66%.

NOTE 3—Management Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement (the “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. Under the terms of the Agreement, the Adviser has agreed to pay all of the fund’s direct expenses, except management fees, Rule 12b-1 Distribution Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings, fees and expenses of non-interested Trustees (including counsel fees), and extraordinary expenses. The Adviser has also agreed to reduce its management fee in an amount equal to the fund’s allocable portion of the accrued fees and expenses of the non-interested Trustees (including counsel fees). During the period ended December 31, 2020, fees reimbursed by the Adviser amounted to $54,920.

(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 ended December 31, 2020, the fund was charged $1,210,009 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 fees of $170,515 and Distribution Plan fees of $121,796, which are offset

36

 

against an expense reimbursement currently in effect in the amount of $6,850.

(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 December 31, 2020, amounted to $231,324,680 and $277,892,871, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended December 31, 2020 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 December 31, 2020 are set forth in the Statement of Futures.

The following summarizes the average market value of derivatives outstanding during the period ended December 31, 2020:

     

 

 

Average Market Value ($)

Equity futures

 

2,240,539

 

 

 

At December 31, 2020, the cost of investments for federal income tax purposes was $412,711,802; accordingly, accumulated net unrealized appreciation on investments was $178,149,955, consisting of $228,927,250

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NOTES TO FINANCIAL STATEMENTS (continued)

gross unrealized appreciation and $50,777,295 gross unrealized depreciation.

38

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of Small Cap Stock Index Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Small Cap Stock Index Portfolio (the “Fund”) (one of the funds constituting BNY Mellon Investment Portfolios), including the statements of investments, investments in affiliated issuers and futures, as of December 31, 2020, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Investment Portfolios) at December 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2020, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.

New York, New York
February 9, 2021

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IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the portfolio hereby reports 86.83% of the ordinary dividends paid during the fiscal year ended December 31, 2020 as qualifying for the corporate dividends received deduction. Shareholders will receive notification in early 2021 of the percentage applicable to the preparation of their 2018 income tax returns. Also, the fund hereby reports $0.0634 per share as a short-term capital gain distribution and $.9382 per share as a long-term capital gain distribution paid on March 25, 2020.

40

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on July 20-21, 2020, 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 (the “Agreement”). 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. In considering the renewal of the 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.

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 retail direct or 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. 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 Service shares with the performance of a group of small-cap core pure index funds benchmarked against the S&P Small Cap Index underlying variable insurance products (“VIPs”) selected by Broadridge as comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all small-cap core funds underlying VIPs (the “Performance Universe”), all for various periods ended May 31, 2020, and (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 other

41

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited) (continued)

small-cap core funds underlying VIPs with similar 12b-1/non-12b-1 structures, excluding outliers (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 discussed with representatives of the Adviser the results of the comparisons and considered that the fund’s total return performance was below the Performance Group median for all periods and above the Performance Universe median for all periods, except the one- and two-year periods. The Board considered the relative proximity of the fund’s performance to the Performance Group median in certain periods. It was noted that there were only three other funds in the Performance Group. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

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 provided by the Adviser. 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. Taking into account the fund’s “unitary” fee structure, the Board considered that the fund’s contractual management fee was equal to the Expense Group median contractual management fee, the fund’s actual management fee was slightly above the Expense Group and Expense Universe actual management fee medians and the fund’s total expenses were above the Expense Group and Expense Universe total expenses medians.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund (the “Similar Funds”), and explained the nature of the Similar Funds. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors, noting the fund’s “unitary” fee structure. The Board considered the relevance of the fee information provided for the Similar Funds to evaluate the appropriateness of the fund’s management fee. Representatives of the Adviser noted that there were no separate accounts and/or other types of client portfolios advised by the Adviser that are considered to have similar investment strategies and policies as 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

42

 

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 Agreement, considered in relation to the mix of services provided by the Adviser, including the nature, extent and quality of such services, supported the renewal of the Agreement 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 stated that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that the Adviser may have realized any economies of scale would be less. 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 from acting as investment adviser and took into consideration [the/that there were no] 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 Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

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

· The Board generally was satisfied with the fund’s overall relative performance.

· The Board concluded that the fee paid to the 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 Agreement and that, to the extent in the future it were

43

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited) (continued)

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 Agreement, 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, of the Adviser and the services provided to the fund by the 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 Agreement, 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 Agreement 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 their 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 Agreement.

44

 

BOARD MEMBERS INFORMATION (Unaudited)
INDEPENDENT BOARD MEMBERS

Joseph S. DiMartino (77)
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:

· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)

Other Public Company Board Memberships During Past 5 Years:

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-Present)

No. of Portfolios for which Board Member Serves: 109

———————

Francine J. Bovich (69)
Board Member (2015)
Principal Occupation During Past 5 Years:

· Trustee, The Bradley Trusts, private trust funds (2011-Present)

Other Public Company Board Memberships During Past 5 Years:

· Annaly Capital Management, Inc., a real estate investment trust, Director (2014-Present)

No. of Portfolios for which Board Member Serves: 66

———————

J. Charles Cardona (65)
Board Member (2014)
Principal Occupation During Past 5 Years:

· BNY Mellon Liquidity Funds, Director (2004-Present) and Chairman (since 2019)

· President and Director of the Adviser (2008-2016)

· Chief Executive Officer of Dreyfus Cash Investment Strategies, a division of the Adviser (2009-2016)

· Chairman (2013 – 2016) Director (2005-2016) and Executive Vice President (2006-2015) of the Distributor

Other Public Company Board Memberships During Past 5 Years:

· BNY Mellon ETF Trust, Chairman and Trustee (2020-Present)

No. of Portfolios for which Board Member Serves: 38

———————

Gordon J. Davis (79)
Board Member (2012)
Principal Occupation During Past 5 Years:

· Partner in the law firm of Venable LLP (2012-Present)

No. of Portfolios for which Board Member Serves: 48

———————

45

 

BOARD MEMBERS INFORMATION (Unaudited) (continued)
INDEPENDENT BOARD MEMBERS (continued)

Andrew J. Donohue (70)
Board Member (2019)
Principal Occupation During Past 5 Years:

· Of Counsel, Shearman & Sterling LLP (2017-2019)

· Chief of Staff to the Chair of the SEC (2015-2017)

· Managing Director and Investment Company General Counsel of Goldman Sachs (2012-2015)

· Attorney, Solo Law Practice (2019-Present)

Other Public Company Board Memberships During Past 5 Years:

· Oppenheimer Funds (58 funds), Director (2017-2019)

No. of Portfolios for which Board Member Serves: 52

———————

Isabel P. Dunst (73)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Hogan Lovells LLP, a law firm, Senior Counsel (2018-2019); Of Counsel (2015-2018); Partner (1990-2014)

· Member of the Board of Governors, Hebrew Union College Jewish Institute of Religion (2015-Present)

· Board Member, Bend the ARC, a civil rights organization, (2016- Present)

No. of Portfolios for which Board Member Serves: 30

———————

Nathan Leventhal (77)
Board Member (2009)
Principal Occupation During Past 5 Years:

· President Emeritus of Lincoln Center for the Performing Arts (2001-Present)

· President of the Palm Beach Opera (2016-Present)

Other Public Company Board Memberships During Past 5 Years:

· Movado Group, Inc., a public company that designs, sources, markets and distributes watches Director (2003-Present)

No. of Portfolios for which Board Member Serves: 44

———————

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Robin A. Melvin (57)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Co-Chair, Mentor Illinois, a non-profit organization dedicated to increasing the quality of mentoring services in Illinois (2014 - 2020); Board member, Mentor Illinois (2013-2020)

· Trustee, Westover School, a private girls' boarding school in Middlebury, Connecticut (2019-Present)

No. of Portfolios for which Board Member Serves: 87

———————

Roslyn M. Watson (71)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Principal, Watson Ventures, Inc., a real estate investment company (1993-Present)

Other Public Company Board Memberships During Past 5 Years:

· American Express Bank, FSB, Director (1993-2018)

No. of Portfolios for which Board Member Serves: 52

———————

Benaree Pratt Wiley (74)
Board Member (2009)
Principal Occupation During Past 5 Years:

· Principal, The Wiley Group, a firm specializing in strategy and business development (2005-Present)

Other Public Company Board Memberships During Past 5 Years:

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2008-Present)

· Blue Cross Blue Shield of Massachusetts, Director (2004-Present)

No. of Portfolios for which Board Member Serves: 70

———————

The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc. 240 Greenwich Street, New York, New York 10286. Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.

Clifford L. Alexander, Jr., Emeritus Board Member
Whitney I. Gerard, Emeritus Board Member
George L. Perry, Emeritus Board Member

47

 

OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Head of North America Product, BNY Mellon Investment Management since January 2018, Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017; Head of US Retail Product and Channel Marketing, BNY Mellon Investment Management from January 2014 to December 2015. He is an officer of 62 investment companies (comprised of 117 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 42 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Director-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 62 years old and has been an employee of the Adviser since April 1985.

BENNETT A. MACDOUGALL, Chief Legal Officer since October 2015.

Chief Legal Officer of the Adviser and Associate General Counsel and Managing Director of BNY Mellon since June 2015; Director and Associate General Counsel of Deutsche Bank–Asset & Wealth Management Division from June 2005 to June 2015, and as Chief Legal Officer of Deutsche Investment Management Americas Inc. from June 2012 to May 2015. He is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 49 years old and has been an employee of the Adviser since June 2015.

JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since December 1996.

DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018; Trustee Associate at BNY Mellon Trust Company (Ireland) Limited from August 2013 to February 2016. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 30 years old and has been an employee of the Adviser since August 2018.

SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.

Managing Counsel of BNY Mellon since December 2017, Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 45 years old and has been an employee of the Adviser since March 2013.

JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.

Senior Managing Counsel of BNY Mellon, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since October 1990.

AMANDA QUINN, Vice President and Assistant Secretary since March 2020.

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since June 2019.

PETER M. SULLIVAN, Vice President and Assistant Secretary since March 2019.

Senior Managing Counsel of BNY Mellon since December 2020; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the the Adviser or an affiliate of the the Adviser. He is 52 years old and has been an employee of the BNY Mellon since April 2004.

48

 

NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.

Managing Counsel of BNY Mellon since December 2019; Counsel of BNY Mellon from May 2016 to December 2019; Assistant Secretary of the Adviser since 2018; Attorney at Wildermuth Endowment Strategy Fund/Wildermuth Advisory, LLC from November 2015 to May 2016 and Assistant General Counsel at RCS Advisory Services from July 2014 to November 2015. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 52 years old and has been an employee of the Adviser since April 1991.

ROBERT S. ROBOL, Assistant Treasurer since August 2002.

Senior Accounting Manager-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 141 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1988.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since November 1990.

JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.

Chief Compliance Officer of the Adviser, the BNY Mellon Family of Funds and BNY Mellon Funds Trust (62 investment companies, comprised of 132 portfolios). He is 63 years old and has served in various capacities with the Adviser since 1980, including manager of the firm’s Fund Accounting Department from 1997 through October 2001.

CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since January 2016; from May 2015 to December 2015, Interim Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust and the Distributor; from January 2012 to May 2015, AML Surveillance Officer of the Distributor. She is an officer of 56 investment companies (comprised of 133 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 52 years old and has been an employee of the Distributor since 1997.

49

 

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

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BNY Mellon Securities Corporation
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Telephone 1-800-258-4260 or 1-800-258-4261

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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.

   

© 2021 BNY Mellon Securities Corporation
0410AR1220

 


 

BNY Mellon Investment Portfolios, Technology Growth Portfolio

 

ANNUAL REPORT

December 31, 2020

 

 

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

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from January 1, 2020 through December 31, 2020, as provided by Erik A. Swords, Matthew Griffin and Justin Sumner, Portfolio Managers

Market and Fund Performance Overview

For the 12-month period ended December 31, 2020, BNY Mellon Investment Portfolios, Technology Growth Portfolio’s Initial shares produced a total return of 69.92%, and its Service shares produced a total return of 69.57%.1 The fund’s benchmarks, the NYSE® Technology Index and the S&P 500® Index, produced total returns of 74.41% and 18.40%, respectively, over the same period.2,3

Technology stocks gained ground during the reporting period, outpacing the broader market. The fund performed well but lagged the NYSE Technology Index, due largely to the need to manage risk presented by the extraordinary performance of one stock, Tesla, the auto, battery and solar power company.

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 BNY Mellon Investment Adviser, Inc. believes to be leading producers or beneficiaries of technological innovation. Up to 25% of the fund’s assets may be invested in foreign securities. The fund also may invest in U.S. dollar-denominated American Depository Receipts (ADRs).

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 multi-dimensional 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.

Stocks Recover as the Economy Rebounds

Prior to the reporting period, stocks were supported by three rate cuts by the Federal Reserve (the “Fed”) late in 2019, by steady economic data and an announcement of a “Phase One” U.S.-China trade agreement. Stocks also benefited from the approval of a new U.S.-Mexico-Canada Trade Agreement, potentially reducing trade uncertainty with America’s neighbors.

However, early in 2020, markets experienced a sharp correction, amid growing concerns about COVID-19 in China, erasing gains that occurred late in 2019 and early in 2020. In response, the Fed reduced the federal funds rate by 50 basis points early in March 2020, bringing the target rate down to 1.00–1.25%. The Fed made another cut in mid-March 2020, bringing the federal funds rate target to 0.00-0.25%.

In addition, the Fed and other central banks initiated various programs to ease liquidity concerns in certain markets, and government authorities introduced programs to keep small businesses afloat. Steps were also taken to provide relief to employees who had lost their jobs as a result of government-mandated business shutdowns.

2

 

In the second quarter of 2020, the economy began to show signs of recovery. Retail sales rebounded, and the outlook for manufacturing also improved. Job creation surged, beating economists’ expectations, and markets began to rebound as relief programs took effect, government shutdowns began to ease and hope for a COVID-19 vaccine or effective therapy took hold. Markets also began to rebound as relief programs took effect, as government shutdowns began to ease, and as economic data improved.

Late in the reporting period, markets benefited from the announcement that COVID-19 vaccines would be available within a few months. Uncertainty surrounding the November 2020 election also eased, and investors began to factor the likelihood of additional stimulus and infrastructure spending into their calculations. With the end of the pandemic in view and continued economic rebound likely, investors began to shift away from growth-oriented stocks and into value-oriented stocks.

While many sectors of the economy have suffered from the economic downturn resulting from COVID-19 and efforts to contain the virus, many technology companies have been beneficiaries. Social distancing and the adoption of work-from-home policies, in particular, have accelerated the adoption of certain online video and collaborative work technologies. In addition, technology stocks continue to benefit from an ongoing uptrend in outsourcing. This spending encompasses a number of themes across a wide range of industries, including artificial intelligence, blockchain technology, 5G, mobility, e-commerce, cybersecurity, social media and voice interfacing.

Stock Selection and Risk Management Drove Returns

The fund lagged the NYSE Technology Index, primarily due to the need to manage risk related to the performance of Tesla, the auto, battery and solar energy company. Tesla rose 743% during the reporting period, growing to approximately 15% of the NYSE Technology Index. The fund owned Tesla throughout the reporting period, maintaining an average allocation of 4%, but this required trimming the holding in order to reduce the risk that arises when one position becomes too large. Other detractors included positions in the semiconductor industry, including Micron Technology and Microchip Technology, which were hindered by the delay in the recovery of the computer chip market. In addition, Applied Materials lagged due to government regulations that hampered sales to China. In the software industry, Splunk’s performance detracted from returns, as some major deals were delayed, hurting revenues late in the year.

On a more positive note, many stocks benefited from the acceleration of the digital transformation of the economy that has occurred during the pandemic. Square, a financial technology company, gained nearly 250%, Twilio, a cloud communications company, rose 244%, and Snap, a social media company, increased 186%. In addition, the fund’s positions in Shopify, which supports e-commerce, and HubSpot, a marketing software firm, contributed positively to performance, rising 184% and 150%, respectively. The fund also benefited from avoiding legacy technology companies, including Cisco, IBM, Oracle and Intel, which lagged the index.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

Positioning for Economic Recovery and Continued Digital Transformation of the Economy

Given supportive policies from the Fed and the rollout of COVID-19 vaccines, we remain optimistic about economic recovery in 2021. We are tilting the fund away from companies that benefited from the pandemic and toward those that will benefit most from economic recovery. In addition, the fund continues to position itself to capitalize on a secular shift that is producing digitization across all sectors of the economy.

January 15, 2021

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.

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.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

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.

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.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

4

 

FUND PERFORMANCE (Unaudited)

 

Comparison of change in value of a $10,000 investment in Initial shares and Service shares of BNY Mellon Investment Portfolios, Technology Growth Portfolio with a hypothetical investment of $10,000 in the NYSE® Technology Index and S&P 500® Index

 Source: Bloomberg L.P.

†† Source: Lipper Inc.

Past performance is not predictive of future performance. 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 above graph compares a hypothetical investment of $10,000 made in each of the Initial shares and Service shares of BNY Mellon Investment Portfolios, Technology Growth Portfolio on 12/31/10 to a hypothetical investment of $10,000 made in the NYSE® Technology Index and S&P 500® Index on that date.

The fund’s performance shown in the line graph above takes into account all applicable fees and expenses. 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. 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. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

5

 

FUND PERFORMANCE (Unaudited) (continued)

       

Average Annual Total Returns as of 12/31/2020

 

1 Year

5 Years

10 Years

Initial shares

69.92%

25.89%

17.64%

Service shares

69.57%

25.58%

17.35%

NYSE® Technology Index

74.41%

29.23%

20.20%

S&P 500® Index

18.40%

15.21%

13.87%

The performance data quoted represents past performance, which is no guarantee of future results. Share price and investment return fluctuate and an investor’s shares may be worth more or less than original cost upon redemption. Current performance may be lower or higher than the performance quoted. Go to www.im.bnymellon.com for the fund’s most recent month-end returns.

The fund’s Initial shares are not subject to a Rule 12b-1 fee. The fund’s Service shares are subject to a 0.25% annual Rule 12b-1 fee. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

6

 

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 July 1, 2020 to December 31, 2020. 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 December 31, 2020

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expense paid per $1,000

$4.64

$6.12

 

Ending value (after expenses)

$1,365.10

$1,363.50

 

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 December 31, 2020

 

 

 

 

 

 

 

 

Initial Shares

Service Shares

 

Expense paid per $1,000

$3.96

$5.23

 

Ending value (after expenses)

$1,021.22

$1,019.96

 

†  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 184/366 (to reflect the one-half year period).

7

 

STATEMENT OF INVESTMENTS
December 31, 2020

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 98.8%

         

Alternative Carriers - .4%

         

Bandwidth, Cl. A

     

27,328

a,b

4,199,494

 

Application Software - 15.2%

         

Adobe

     

57,384

b

28,698,886

 

Datadog, Cl. A

     

121,259

a,b

11,936,736

 

Everbridge

     

41,006

a,b

6,112,764

 

HubSpot

     

28,862

b

11,442,051

 

Medallia

     

263,617

a,b

8,757,357

 

OneConnect Financial Technology, ADR

     

214,299

a,b

4,223,833

 

salesforce.com

     

149,234

b

33,209,042

 

Splunk

     

115,949

b

19,698,576

 

Zoom Video Communications, CI. A

     

66,502

b

22,432,455

 
       

146,511,700

 

Automobile Manufacturers - 4.1%

         

NIO, ADR

     

213,052

b

10,384,154

 

Tesla

     

41,074

a,b

28,984,690

 
       

39,368,844

 

Data Processing & Outsourced Services - 4.4%

         

PayPal Holdings

     

77,769

b

18,213,500

 

Square, Cl. A

     

109,430

b

23,816,345

 
       

42,029,845

 

Electronic Component-Semiconductors - 17.3%

         

Advanced Micro Devices

     

405,690

b

37,205,830

 

Diodes

     

178,618

b

12,592,569

 

Marvell Technology Group

     

619,977

 

29,473,707

 

Microchip Technology

     

155,877

 

21,528,172

 

Micron Technology

     

377,841

b

28,406,086

 

NVIDIA

     

72,541

 

37,880,910

 
       

167,087,274

 

Holding Companies-Divers - .5%

         

Ribbit LEAP

     

311,027

a,b

4,656,074

 

Interactive Media & Services - 10.9%

         

Alphabet, Cl. C

     

17,583

b

30,803,306

 

Facebook, Cl. A

     

139,381

b

38,073,314

 

Pinterest, Cl. A

     

103,525

b

6,822,298

 

Snap, Cl. A

     

583,655

b

29,223,606

 
       

104,922,524

 

Internet & Direct Marketing Research - 11.5%

         

Alibaba Group Holding, ADR

     

111,634

b

25,980,581

 

Amazon.com

     

10,936

b

35,617,786

 

JD.com, ADR

     

556,442

b

48,911,252

 
       

110,509,619

 

8

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 98.8% (continued)

         

Internet Services & Infrastructure - 4.6%

         

BASE

     

66,000

b

6,186,768

 

Shopify, Cl. A

     

16,770

b

18,982,801

 

Snowflake, Cl. A

     

18,775

a,b

5,283,285

 

Twilio, Cl. A

     

42,365

b

14,340,552

 
       

44,793,406

 

Semiconductor Equipment - 13.6%

         

Lam Research

     

40,511

 

19,132,130

 

NXP Semiconductors

     

94,705

 

15,059,042

 

Qualcomm

     

253,046

 

38,549,028

 

Taiwan Semiconductor Manufacturing, ADR

     

451,495

 

49,231,015

 

United Microelectronics, ADR

     

1,048,599

a

8,839,690

 
       

130,810,905

 

Systems Software - 9.2%

         

Crowdstrike Holdings, CI. A

     

75,567

b

16,006,602

 

Microsoft

     

132,868

 

29,552,501

 

Proofpoint

     

52,749

b

7,195,491

 

ServiceNow

     

65,148

b

35,859,414

 
       

88,614,008

 

Technology Hardware, Storage & Equipment - 4.1%

         

Apple

     

295,166

 

39,165,577

 

Trucking - 3.0%

         

Uber Technologies

     

572,008

b

29,172,408

 

Total Common Stocks (cost $545,483,947)

     

951,841,678

 
   

1-Day
Yield (%)

         

Investment Companies - 1.3%

         

Registered Investment Companies - 1.3%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $12,877,205)

 

0.09

 

12,877,205

c

12,877,205

 

9

 

STATEMENT OF INVESTMENTS (continued)

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 1.6%

         

Registered Investment Companies - 1.6%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $14,820,447)

 

0.05

 

14,820,447

c

14,820,447

 

Total Investments (cost $573,181,599)

 

101.7%

 

979,539,330

 

Liabilities, Less Cash and Receivables

 

(1.7%)

 

(15,956,291)

 

Net Assets

 

100.0%

 

963,583,039

 

 

ADR—American Depository Receipt

aSecurity, or portion thereof, on loan. At December 31, 2020, the value of the fund’s securities on loan was $27,777,958 and the value of the collateral was $29,052,483, consisting of cash collateral of $14,820,447 and U.S. Government & Agency securities valued at $14,232,036.

bNon-income producing security.

cInvestment 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 (%)

Information Technology

68.4

Consumer Discretionary

15.6

Communication Services

11.3

Industrials

3.0

Investment Companies

2.9

Diversified

.5

 

101.7


 Based on net assets.

See notes to financial statements.

10

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

             

Investment Companies

Value
12/31/19($)

Purchases($)

Sales($)

Value
12/31/20($)

Net
Assets(%)

Dividends/
Distributions($)

Registered Investment Companies;

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

4,705,932

214,396,185

(206,224,912)

12,877,205

1.3

35,747

Investment of Cash Collateral for Securities Loaned;††

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

8,597,487

132,283,508

(140,880,995)

-

-

1,992,023†††

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares

-

41,201,424

(26,380,977)

14,820,447

1.6

17,069†††

Total

13,303,419

387,881,117

(373,486,884)

27,697,652

2.9

2,044,839


 Includes reinvested dividends/distributions.

†† Effective November 9, 2020, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares.

††† 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.

11

 

STATEMENT OF ASSETS AND LIABILITIES
December 31, 2020

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $27,777,958)—Note 1(c):

 

 

 

Unaffiliated issuers

545,483,947

 

951,841,678

 

Affiliated issuers

 

27,697,652

 

27,697,652

 

Cash denominated in foreign currency

 

 

53,100

 

53,609

 

Receivable for investment securities sold

 

4,791,252

 

Dividends and securities lending income receivable

 

287,513

 

Receivable for shares of Beneficial Interest subscribed

 

228,564

 

Prepaid expenses

 

 

 

 

6,041

 

 

 

 

 

 

984,906,309

 

Liabilities ($):

 

 

 

 

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

 

774,522

 

Liability for securities on loan—Note 1(c)

 

14,820,447

 

Payable for investment securities purchased

 

5,554,450

 

Payable for shares of Beneficial Interest redeemed

 

102,051

 

Trustees’ fees and expenses payable

 

1,533

 

Other accrued expenses

 

 

 

 

70,267

 

 

 

 

 

 

21,323,270

 

Net Assets ($)

 

 

963,583,039

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

415,098,869

 

Total distributable earnings (loss)

 

 

 

 

548,484,170

 

Net Assets ($)

 

 

963,583,039

 

       

Net Asset Value Per Share

Initial Shares

Service Shares

 

Net Assets ($)

227,324,835

736,258,204

 

Shares Outstanding

6,196,707

21,688,002

 

Net Asset Value Per Share ($)

36.68

33.95

 

 

 

 

 

See notes to financial statements.

 

 

 

12

 

STATEMENT OF OPERATIONS
Year Ended December 31, 2020

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $195,758 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

3,126,431

 

Affiliated issuers

 

 

33,553

 

Income from securities lending—Note 1(c)

 

 

2,009,092

 

Total Income

 

 

5,169,076

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

5,629,338

 

Distribution fees—Note 3(b)

 

 

1,440,311

 

Professional fees

 

 

93,404

 

Trustees’ fees and expenses—Note 3(c)

 

 

51,434

 

Loan commitment fees—Note 2

 

 

30,584

 

Prospectus and shareholders’ reports

 

 

24,070

 

Custodian fees—Note 3(b)

 

 

19,848

 

Chief Compliance Officer fees—Note 3(b)

 

 

13,982

 

Shareholder servicing costs—Note 3(b)

 

 

1,060

 

Interest expense—Note 2

 

 

342

 

Miscellaneous

 

 

18,380

 

Total Expenses

 

 

7,322,753

 

Investment (Loss)—Net

 

 

(2,153,677)

 

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

 

 

Net realized gain (loss) on investments and foreign currency transactions

144,433,172

 

Net realized gain (loss) on forward foreign currency exchange contracts

(12,562)

 

Capital gain distributions from affiliated issuers

2,194

 

Net Realized Gain (Loss)

 

 

144,422,804

 

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

266,454,921

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

410,877,725

 

Net Increase in Net Assets Resulting from Operations

 

408,724,048

 

 

 

 

 

 

 

 

See notes to financial statements.

         

13

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

Year Ended December 31,

 

 

 

 

2020

 

2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income (loss)—net

 

 

(2,153,677)

 

 

 

786,901

 

Net realized gain (loss) on investments

 

144,422,804

 

 

 

76,581,455

 

Net change in unrealized appreciation
(depreciation) on investments

 

266,454,921

 

 

 

50,852,574

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

408,724,048

 

 

 

128,220,930

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(17,108,961)

 

 

 

(15,372,855)

 

Service Shares

 

 

(60,123,345)

 

 

 

(53,178,634)

 

Total Distributions

 

 

(77,232,306)

 

 

 

(68,551,489)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Initial Shares

 

 

25,487,190

 

 

 

5,520,702

 

Service Shares

 

 

50,456,990

 

 

 

34,966,237

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Initial Shares

 

 

17,108,961

 

 

 

15,372,855

 

Service Shares

 

 

60,123,345

 

 

 

53,178,634

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(34,411,906)

 

 

 

(14,531,490)

 

Service Shares

 

 

(102,412,089)

 

 

 

(46,058,388)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

16,352,491

 

 

 

48,448,550

 

Total Increase (Decrease) in Net Assets

347,844,233

 

 

 

108,117,991

 

Net Assets ($):

 

Beginning of Period

 

 

615,738,806

 

 

 

507,620,815

 

End of Period

 

 

963,583,039

 

 

 

615,738,806

 

Capital Share Transactions (Shares):

 

Initial Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

869,993

 

 

 

226,629

 

Shares issued for distributions reinvested

 

 

900,946

 

 

 

647,824

 

Shares redeemed

 

 

(1,140,904)

 

 

 

(604,414)

 

Net Increase (Decrease) in Shares Outstanding

630,035

 

 

 

270,039

 

Service Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

2,098,579

 

 

 

1,548,688

 

Shares issued for distributions reinvested

 

 

3,416,099

 

 

 

2,390,051

 

Shares redeemed

 

 

(3,933,228)

 

 

 

(2,044,014)

 

Net Increase (Decrease) in Shares Outstanding

1,581,450

 

 

 

1,894,725

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

               

14

 

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.

               
     
 

Year Ended December 31,

Initial Shares

 

2020

2019

2018

2017

2016

Per Share Data ($):

           

Net asset value,
beginning of period

 

25.26

22.56

23.95

17.69

17.78

Investment Operations:

           

Investment income (loss)—neta

 

(.03)

.08

.04

(.01)

.01

Net realized and unrealized gain
(loss) on investments

 

14.68

5.55

(.11)

7.29

.77

Total from Investment Operations

 

14.65

5.63

(.07)

7.28

.78

Distributions:

           

Dividends from investment
income—net

 

(.08)

-

-

-

-

Dividends from net realized
gain on investments

 

(3.15)

(2.93)

(1.32)

(1.02)

(.87)

Total Distributions

 

(3.23)

(2.93)

(1.32)

(1.02)

(.87)

Net asset value, end of period

 

36.68

25.26

22.56

23.95

17.69

Total Return (%)

 

69.92

25.82

(.98)

42.64

4.72

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

 

.78

.79

.79

.82

.83

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

 

(.10)

.33

.14

(.05)

.07

Portfolio Turnover Rate

 

80.81

77.56

55.34

42.07

64.26

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

 

227,325

140,591

119,470

122,670

87,243


a
 Based on average shares outstanding.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

               
     
 

Year Ended December 31,

Service Shares

 

2020

2019

2018

2017

2016

Per Share Data ($):

           

Net asset value, beginning of period

 

23.63

21.31

22.75

16.88

17.06

Investment Operations:

           

Investment income (loss)—neta

 

(.09)

.02

(.03)

(.06)

(.03)

Net realized and unrealized gain
(loss) on investments

 

13.58

5.23

(.09)

6.95

.72

Total from Investment Operations

 

13.49

5.25

(.12)

6.89

.69

Distributions:

           

Dividends from investment
income—net

 

(.02)

-

-

-

-

Dividends from net realized
gain on investments

 

(3.15)

(2.93)

(1.32)

(1.02)

(.87)

Total Distributions

 

(3.17)

(2.93)

(1.32)

(1.02)

(.87)

Net asset value, end of period

 

33.95

23.63

21.31

22.75

16.88

Total Return (%)

 

69.57

25.51

(1.27)

42.36

4.38

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

 

1.03

1.04

1.04

1.07

1.08

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

 

(.34)

.08

(.11)

(.30)

(.18)

Portfolio Turnover Rate

 

80.81

77.56

55.34

42.07

64.26

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

 

736,258

475,148

388,151

365,231

225,801

a Based on average shares outstanding.
See notes to financial statements.

16

 

NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Technology Growth Portfolio (the “fund”) is a separate diversified series of BNY Mellon Investment Portfolios (the “Company”), 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.

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 Company 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 Securities and Exchange Commission (“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.

17

 

NOTES TO FINANCIAL STATEMENTS (continued)

The Company 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).

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:

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

18

 

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 Company’s Board of Trustees (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.

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 December 31, 2020 in valuing the fund’s investments:

19

 

NOTES TO FINANCIAL STATEMENTS (continued)

           

Assets ($)

Level 1 - Unadjusted Quoted Prices

Level 2 - Other Significant Observable Inputs

 

Level 3 -Significant Unobservable Inputs

Total

Investments in Securities:

 

 

 

 

Equity Securities - Common Stocks

945,654,910

6,186,768

††

-

951,841,678

Investment Companies

27,697,652

-

 

-

27,697,652


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

†† Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

(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.

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 December 31, 2020, 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.

20

 

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, 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, The Bank of New York 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 December 31, 2020, The Bank of New York Mellon earned $345,596 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) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. 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 worldwide. 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. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the

21

 

NOTES TO FINANCIAL STATEMENTS (continued)

fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net 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 December 31, 2020, 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 December 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the four-year period ended December 31, 2020 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At December 31, 2020, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $65,968,826, undistributed capital gains $77,926,275 and unrealized appreciation $404,589,069.

The tax character of distributions paid to shareholders during the fiscal periods ended December 31, 2020 and December 31, 2019 were as follows: ordinary income $791,589 and $0, and long-term capital gains $76,440,717 and $68,551,489, respectively.

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 The Bank of New York Mellon (the “BNYM Credit

22

 

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. Prior to September 30, 2020, the Citibank Credit Facility was $927 million with Tranche A available in an amount equal to $747 million and Tranche B available in an amount equal to $180 million. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. 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.

The average amount of borrowings outstanding under the Facilities during the period ended December 31, 2020 was approximately $14,481 with a related weighted average annualized interest rate of 2.36%.

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 .75% of the value of the fund’s average daily net assets and is payable monthly.

(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 December 31, 2020, Service shares were charged $1,440,311 pursuant to the Distribution Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting

23

 

NOTES TO FINANCIAL STATEMENTS (continued)

purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an 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 BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency 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 December 31, 2020, the fund was charged $926 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon 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 December 31, 2020, the fund was charged $19,848 pursuant to the custody agreement.

During the period ended December 31, 2020, the fund was charged $13,982 for services performed by the 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 fees of $611,724, Distribution Plan fees of $154,972, custodian fees of $4,709, Chief Compliance Officer fees of $2,903 and transfer agency fees of $214.

(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 forward foreign currency exchange (“forward contract”) during the period ended December 31, 2020, amounted to $596,215,035 and $666,535,746, respectively.

24

 

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended December 31, 2020 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. At December 31, 2020, there were no forward contracts outstanding.

The following summarizes the average market value of derivatives outstanding during the period ended December 31, 2020:

     

 

 

Average Market Value ($)

Forward contracts

 

17,817

 

 

 

25

 

NOTES TO FINANCIAL STATEMENTS (continued)

At December 31, 2020, the cost of investments for federal income tax purposes was $574,950,770; accordingly, accumulated net unrealized appreciation on investments was $404,588,560, consisting of $411,997,179 gross unrealized appreciation and $7,408,619 gross unrealized depreciation.

26

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of Technology Growth Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Technology Growth Portfolio (the “Fund”) (one of the funds constituting BNY Mellon Investment Portfolios), including the statements of investments and investments in affiliated issuers, as of December 31, 2020, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Investment Portfolios) at December 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2020, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.

New York, New York
February 9, 2021

27

 

IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the portfolio hereby reports 99.51% of the ordinary dividends paid during the fiscal year ended December 31, 2020 as qualifying for the corporate dividends received deduction. Shareholders will receive notification in early 2021 of the percentage applicable to the preparation of their 2020 income tax returns. Also, the portfolio hereby reports $3.1527 per share as a long-term capital gain distribution paid on March 25, 2020.

28

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on July 20-21, 2020, 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 (the “Agreement”). 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. In considering the renewal of the 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.

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 retail direct or 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. 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”) 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 May 31st, and (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 other science and technology funds underlying VIPs with similar 12b-

29

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited) (continued)

1/non-12b-1 structures, excluding outliers (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 discussed with representatives of the Adviser the results of the comparisons and considered that the fund’s total return performance was below the Performance Group and Performance Universe medians for all periods. The Board considered the relative proximity of the fund’s performance to the Performance Universe medians in certain periods. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark indices, and it was noted that the fund’s returns were above the returns of the S&P 500 index in 5 of the 10 calendar years shown and above the returns of the NYSE Technology Index in 4 of the 10 calendar years shown. The Board also noted that an additional primary portfolio manager had been added in March 2019 and that the fund’s relative performance for the one-year period ended May 31, 2020 had improved, with the fund ranking higher within the Performance Group and Performance Universe than in certain other performance periods.

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 provided by the Adviser. 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 and Expense Universe actual management fee medians and the fund’s total expenses were lower than the Expense Group and Expense Universe total expenses medians.

Representatives of the Adviser noted that there were no other funds advised or administered 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 that are considered to have similar investment strategies and policies as 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

30

 

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 Agreement, considered in relation to the mix of services provided by the Adviser, including the nature, extent and quality of such services, supported the renewal of the Agreement 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 from acting as investment adviser 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 Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

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

· The Board considered the Adviser’s efforts to improve fund performance and the other considerations described above, including comparisons to the fund’s benchmark indices.

· The Board concluded that the fee paid to the 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 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 Agreement, 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, of the Adviser and the services provided to the fund by the Adviser. The Board also relied on information received on a

31

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited) (continued)

routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, 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 Agreement 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 their 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 Agreement.

32

 

BOARD MEMBERS INFORMATION (Unaudited)
INDEPENDENT BOARD MEMBERS

Joseph S. DiMartino (77)
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:

· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)

Other Public Company Board Memberships During Past 5 Years:

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-Present)

No. of Portfolios for which Board Member Serves: 109

———————

Francine J. Bovich (69)
Board Member (2015)
Principal Occupation During Past 5 Years:

· Trustee, The Bradley Trusts, private trust funds (2011-Present)

Other Public Company Board Memberships During Past 5 Years:

· Annaly Capital Management, Inc., a real estate investment trust, Director (2014-Present)

No. of Portfolios for which Board Member Serves: 66

———————

J. Charles Cardona (65)
Board Member (2014)
Principal Occupation During Past 5 Years:

· BNY Mellon Liquidity Funds, Director (2004-Present) and Chairman (since 2019)

· President and Director of the Adviser (2008-2016)

· Chief Executive Officer of Dreyfus Cash Investment Strategies, a division of the Adviser (2009-2016)

· Chairman (2013 – 2016) Director (2005-2016) and Executive Vice President (2006-2015) of the Distributor

Other Public Company Board Memberships During Past 5 Years:

· BNY Mellon ETF Trust, Chairman and Trustee (2020-Present)

No. of Portfolios for which Board Member Serves: 38

———————

Gordon J. Davis (79)
Board Member (2012)
Principal Occupation During Past 5 Years:

· Partner in the law firm of Venable LLP (2012-Present)

No. of Portfolios for which Board Member Serves: 48

———————

33

 

BOARD MEMBERS INFORMATION (Unaudited) (continued)
INDEPENDENT BOARD MEMBERS (continued)

Andrew J. Donohue (70)
Board Member (2019)
Principal Occupation During Past 5 Years:

· Of Counsel, Shearman & Sterling LLP (2017-2019)

· Chief of Staff to the Chair of the SEC (2015-2017)

· Managing Director and Investment Company General Counsel of Goldman Sachs (2012-2015)

· Attorney, Solo Law Practice (2019-Present)

Other Public Company Board Memberships During Past 5 Years:

· Oppenheimer Funds (58 funds), Director (2017-2019)

No. of Portfolios for which Board Member Serves: 52

———————

Isabel P. Dunst (73)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Hogan Lovells LLP, a law firm, Senior Counsel (2018-2019); Of Counsel (2015-2018); Partner (1990-2014)

· Member of the Board of Governors, Hebrew Union College Jewish Institute of Religion (2015-Present)

· Board Member, Bend the ARC, a civil rights organization, (2016- Present)

No. of Portfolios for which Board Member Serves: 30

———————

Nathan Leventhal (77)
Board Member (2009)
Principal Occupation During Past 5 Years:

· President Emeritus of Lincoln Center for the Performing Arts (2001-Present)

· President of the Palm Beach Opera (2016-Present)

Other Public Company Board Memberships During Past 5 Years:

· Movado Group, Inc., a public company that designs, sources, markets and distributes watches Director (2003-Present)

No. of Portfolios for which Board Member Serves: 44

———————

34

 

Robin A. Melvin (57)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Co-Chair, Mentor Illinois, a non-profit organization dedicated to increasing the quality of mentoring services in Illinois (2014 - 2020); Board member, Mentor Illinois (2013-2020)

· Trustee, Westover School, a private girls' boarding school in Middlebury, Connecticut (2019-Present)

No. of Portfolios for which Board Member Serves: 87

———————

Roslyn M. Watson (71)
Board Member (2014)
Principal Occupation During Past 5 Years:

· Principal, Watson Ventures, Inc., a real estate investment company (1993-Present)

Other Public Company Board Memberships During Past 5 Years:

· American Express Bank, FSB, Director (1993-2018)

No. of Portfolios for which Board Member Serves: 52

———————

Benaree Pratt Wiley (74)
Board Member (2009)
Principal Occupation During Past 5 Years:

· Principal, The Wiley Group, a firm specializing in strategy and business development (2005-Present)

Other Public Company Board Memberships During Past 5 Years:

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2008-Present)

· Blue Cross Blue Shield of Massachusetts, Director (2004-Present)

No. of Portfolios for which Board Member Serves: 70

———————

Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80. The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc. 240 Greenwich Street, New York, New York 10286. Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.

Clifford L. Alexander, Jr., Emeritus Board Member
Whitney I. Gerard, Emeritus Board Member
George L. Perry, Emeritus Board Member

35

 

OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Head of North America Product, BNY Mellon Investment Management since January 2018, Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017; Head of US Retail Product and Channel Marketing, BNY Mellon Investment Management from January 2014 to December 2015. He is an officer of 62 investment companies (comprised of 117 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 42 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Director-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 62 years old and has been an employee of the Adviser since April 1985.

BENNETT A. MACDOUGALL, Chief Legal Officer since October 2015.

Chief Legal Officer of the Adviser and Associate General Counsel and Managing Director of BNY Mellon since June 2015; Director and Associate General Counsel of Deutsche Bank–Asset & Wealth Management Division from June 2005 to June 2015, and as Chief Legal Officer of Deutsche Investment Management Americas Inc. from June 2012 to May 2015. He is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 49 years old and has been an employee of the Adviser since June 2015.

JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since December 1996.

DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018; Trustee Associate at BNY Mellon Trust Company (Ireland) Limited from August 2013 to February 2016. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 30 years old and has been an employee of the Adviser since August 2018.

SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.

Managing Counsel of BNY Mellon since December 2017, Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 45 years old and has been an employee of the Adviser since March 2013.

JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.

Senior Managing Counsel of BNY Mellon, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since October 1990.

AMANDA QUINN, Vice President and Assistant Secretary since March 2020.

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since June 2019.

PETER M. SULLIVAN, Vice President and Assistant Secretary since March 2019.

Senior Managing Counsel of BNY Mellon since December 2020; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the the Adviser or an affiliate of the the Adviser. He is 52 years old and has been an employee of the BNY Mellon since April 2004.

36

 

NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.

Managing Counsel of BNY Mellon since December 2019; Counsel of BNY Mellon from May 2016 to December 2019; Assistant Secretary of the Adviser since 2018; Attorney at Wildermuth Endowment Strategy Fund/Wildermuth Advisory, LLC from November 2015 to May 2016 and Assistant General Counsel at RCS Advisory Services from July 2014 to November 2015. She is an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 35 years old and has been an employee of the Adviser since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 52 years old and has been an employee of the Adviser since April 1991.

ROBERT S. ROBOL, Assistant Treasurer since August 2002.

Senior Accounting Manager-BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 141 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1988.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 63 investment companies (comprised of 140 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since November 1990.

JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.

Chief Compliance Officer of the Adviser, the BNY Mellon Family of Funds and BNY Mellon Funds Trust (62 investment companies, comprised of 132 portfolios). He is 63 years old and has served in various capacities with the Adviser since 1980, including manager of the firm’s Fund Accounting Department from 1997 through October 2001.

CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since January 2016; from May 2015 to December 2015, Interim Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust and the Distributor; from January 2012 to May 2015, AML Surveillance Officer of the Distributor. She is an officer of 56 investment companies (comprised of 133 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 52 years old and has been an employee of the Distributor since 1997.

37

 

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

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.

   

© 2021 BNY Mellon Securities Corporation
0175AR1220

 


 

Item 2.             Code of Ethics.

The Registrant has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.  There have been no amendments to, or waivers in connection with, the Code of Ethics during the period covered by this Report.

Item 3.             Audit Committee Financial Expert.

The Registrant's Board has determined that Joseph S. DiMartino, a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and Exchange Commission (the "SEC").  Joseph S. DiMartino is "independent" as defined by the SEC for purposes of audit committee financial expert determinations.

Item 4.             Principal Accountant Fees and Services.

 

(a)  Audit Fees.  The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $145,352 in 2019 and $104,559 in 2020.

 

(b)  Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $36,908 in 2019 and $31,456 in 2020.  These services consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies.

 

The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2019 and $0 in 2020.

 

(c)  Tax Fees.  The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice, and tax planning ("Tax Services") were $12,160 in 2019 and $9,441 in 2020.  These services consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies. The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval by the Audit Committee were $0 in 2019 and $0 in 2020. 

 

(d)  All Other Fees.  The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $57 in 2019 and $0 in 2020.  [These services consisted of a review of the Registrant's anti-money laundering program].


 

 

The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee, were $0 in 2019 and $0 in 2020. 

 

(e)(1) Audit Committee Pre-Approval Policies and Procedures. The Registrant's Audit Committee has established policies and procedures (the "Policy") for pre-approval (within specified fee limits) of the Auditor's engagements for non-audit services to the Registrant and Service Affiliates without specific case-by-case consideration. The pre-approved services in the Policy can include pre-approved audit services, pre-approved audit-related services, pre-approved tax services and pre-approved all other services.  Pre-approval considerations include whether the proposed services are compatible with maintaining the Auditor's independence.  Pre-approvals pursuant to the Policy are considered annually.

(e)(2) Note. None of the services described in paragraphs (b) through (d) of this Item 4 were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f) None of the hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.

Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $605,259 in 2019 and $1,264,899 in 2020. 

 

Auditor Independence. The Registrant's Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Auditor's independence.

 

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 second fiscal quarter of 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)   Code of ethics referred to in Item 2.

(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 DiPetrillo

            David DiPetrillo

            President (Principal Executive Officer)

 

Date:    February 8, 2021

 

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 DiPetrillo

            David DiPetrillo

            President (Principal Executive Officer)

 

Date:    February 8, 2021

 

By:       /s/ James Windels

            James Windels

            Treasurer (Principal Financial Officer)

 

Date:    February 8, 2021

 

 

 


 

EXHIBIT INDEX

(a)(1)   Code of ethics referred to in Item 2.

(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)